Loading...
HomeMy WebLinkAboutADAMS ST. ENTERPRISES, LLC, DBA: TOUCHSTONE AND DBA: TOUCHSTONE SNA PBA5/8/2025 Contract NumberNameDESCRIPTIONExpiration DateOK to terminate? Y/NIf Y, please sign A-2017-369-49360 PACIFIC, LLC DBA BNB DISTRO OPERATING AGREEMENT FOR NON-RETAIL COMMERCIAL CANNABIS BUSINESSES12/21/2022YAP A-2017-369-4355 OC COLLECTIVE INC DBA JUNGLE BOYSOPERATING AGREEMENT FOR NON-RETAIL COMMERICIAL CANNABIS BUSINESSES12/31/2022YAP A-2017-369-01-0155 OC COLLECTIVE, DBA BLUM, A CORPORATIONEXTENSION OF OPERATING AGREEMENT FOR ADULT USE (NON-MEDICAL) CANNABIS 12/31/2022YAP A-2017-369-5955 OC COLLECTIVE, DBA BLUM, A CORPORATIONCOMMERCIAL CANNABIS BUSINESS12/31/2022YAP A-2017-369-32AAA HEALTH CENTER OPERTATING AGREEMENT FOR NON-RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP A-2017-378ADAMS ST. ENTERPRISES, LLC, DBA: TOUCHSTONE AND DBA TOUCHSTONE SNANON-MEDICINAL COMMERCIAL CANNABIS BUSINESS OPERTATING AGREEMENT 12/31/2020YAP A-2014-243AECOM TECHNICAL SERVICES ENVIRONMENTAL CONSULTANT/ENVIRONMENTAL SERVICES/TECHINCAL STUDIES 10/21/2017YFV A-2018-141-01AECOM TECHNICAL SERVICES INC.PLANNING SERVICES ON AN AS-NEEDED BASIS 6/30/2021YFV A-2015-105ALA CONSTRUCTION BOARD-UP SERVICES TO SECURE PROPERTY/BUILDING IN HAZARDOUSD CONDITIONS5/4/2018YFV A-2017-369-38ALTO BRANDSOPERATING AGREEMENT FOR NON-RETAIL COMMERICIAL CANNABIS BUSINESSES12/31/2022YAP A-2017-171AMERICAN ENGINEERING LABORATORIES INCEXPECTED INSPECTION SERVICES 7/5/2020YFV A-2017-265-03ARHITECTURAL RESOURCES GROUP, INCQUALIFIED CONSULTANT SERVICES/ENVIRONMENTAL SERVICES10/2/2020YFV A-2017-265-04ARHITECTURAL RESOURCES GROUP, INCEXTENSION (1) QUALIFIED CONSULTANTS TO PROVIDE ENVIRONMENTAL SERVICES10/2/2021YFV A-2020-241-01ARHITECTURAL RESOURCES GROUP, INCON-CALL ENVIRONMENTAL AND PLANNING SERVICES AND SUPPLEMENTAL STAFF11/30/2023YFV A-2020-241-02AASCENT ENVIRONMENTALSIDE LETTER11/30/2024YFV A-2002-222-1ATKINSON, SUSAN2ND AMEND TERM EXTENSION ARBITRATION/MEDIATION SVCS NTE $10,0006/30/2004YFV A-2020-261AVOLVE SOFTWAREAMENDMENT FOR ELECTRONIC PLAN SUBMITTAL?N A-2017-369-77BROADWAY HEALTH CENTER, DBA OC KUSH OPERTATING AGREEMENT FOR NON-RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP A-2017-168BUREAU VERITAS NORTH AMERICA INC.EXPEDITED INSPECTION SERVICES7/5/2020YFV A-2017-369-60CALIFORNIA ORGANICS LLCOPERATING AGREEMENT FOR NON- RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP A-2017-369-55CANNAVISION, LLCOPERATING AGREEMENT FOR NON- RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP A-2017-369-42CARDEN LABS, INC.OPERATING AGREEMENT FOR NON- RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP A-2017-369-33CB LABS SANTA ANACOMMERCIAL CANNABIS BUSINESSES12/31/2022YAP A-2018-308CB LABS, SANTA ANA, LLCCANNABIS TESTING FACILITY/LABORATORY12/31/2020YAP A-2017-369-10CBD INC., DBA FROM THE EARTH, A MUTUAL BENEFIT CORPORATIONCANNABIS RETAIL BUSINESS - PURSUANT TO CHAPTER 4012/31/2020YAP A-2017-397CDXX VIRTUOSI GROUP LLC, dba KAYA FARMSOPERATING AGREEMENT FOR NON-MEDICINAL COMMERCIAL CANNABIS BUSINESSES12/31/2020YAP A-2017-397-01CDXX VIRTUOSI GROUP LLC, dba KAYA FARMSNON-MEDICINAL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP A-2017-384-01CEA SERVICES LLC; DBA: CURAT4ED CANNABISEXTENSION OF NON-MEDICINAL COMMERCIAL CANNABIS BUSINESS 12/31/2022YAP A-2015-106CEDELCO CONSTRUCTIONBOARD-UP SERVICES TO SECURE PROPERTY/BUILDING IN HAZARDOUS CONDITIONS 5/4/2018YFV A-2016-317CENTURY STRUCTURAL ENGINEERING CO., INCPLAN CHECK SERVICES11/15/2019YFV A-2015-220CENTURY STRUCTURAL ENGINEERING CO., INC.PLAN CHECK SVCS $125,00O PER CONSULTANT, NTE $500,000 FOR A 3-YR TERM10/16/2018YFV A-2017-265-06-01CIRCLEPOINTFIRST EXTENSION -QUALIFIED CONSULTANTS TO PROVIDE ENVIRONMENTAL SERVICES 10/2/2021YFV A-2017-265-06-01CIRCLEPOINTFIRST EXTENSION -QUALIFIED CONSULTANTS TO PROVIDE ENVIRONMENTAL SERVICES10/2/2021YFV A-2020-241-06CIRCLEPOINTON-CALL ENVIRONMENTAL AND PLANNING SERVICES11/23/2023YFV A-2017-369-29CLS HOLDINGS LLC, CANNABIS LOGISTICAL SOLUTIONOPERATING AGREEMENT FOR NON-RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP A-2017-369-63CLS HOLDINGS, LLCOPERATING AGREEMENT FOR NON-RETAIL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP A-2015-219CSG CONSULTANTS, INC.PLAN CHECK SVCS $125,00O PER CONSULTANT, NTE $500,000 FOR A 3-YR TERM10/16/2018YFV A-2015-219CSG CONSULTANTS, INC.PLAN CHECK SVCS $125,00O PER CONSULTANT, NTE $500,000 FOR A 3-YR TERM10/16/2018YFV A-2016-316CSG CONSULTANTS, INC.PLAN CHECK SERVICES11/15/2019YFV A-2016-316CSG CONSULTANTS, INC.PLAN CHECK SERVICES11/15/2019YFV A-2017-369-23-01DBO INVESTMENTS SA, LLC, dba FROM THE EARTHCANNABIS RETAIL BUSINESS12/31/2022YAP A-2013-172DE LA BARCA, EDDIE-UTILITY CABINET PILOT ART PROGRAM-VARIOUS ARTISTS -- CORE NO.UTILITY CABINET PILOT ART PROGRAM3/10/2014YFV A-2013-172ADE LEON, ALICIA-UTILITY CABINET PILOT ART PROGRAM-VARIOUS ARTISTSUTILITY CABINET PILOT ART PROGRAM3/10/2014YFV A-2020-241-10-01DE NOVO PLANNING GROUPFIRST EXTENSION- EXTEND TERMS FOR AN ADDITIONAL YEAR11/30/2024YFV A-2017-265-12-01ENVIRONMENT PLANNING DEVELOPMENT SOLUTIONS, INC. (EPD SOLUTIONS, INC.)FIRST EXTENSION FOR QUALIFIED CONSULTANTS TO PROVIDE ENVIRONMENTAL SERVICES10/2/2021YFV A-2017-390-01AEXCELBIS LABS, LLCNON-MEDICINAL COMMERCIAL CANNABIS BUSINESSES12/31/2022YAP A-2017-265-14FCS INTERNATIONAL, INC. (FIRST CARBON SOLUTIONS)ENVIRONMENTAL/TECHNICAL STUDIES10/2/2020YFV A-2020-241-19FEHR & PEERSON-CALL ENVIRONMENTAL/PLANNING SERVICES11/30/2023YFV A-2017-369-02FOUR TWENTY GREEN STREET, INC.COMMERCIAL CANNABIS BUSINESS12/31/2020YAP A-2017-393FOUR TWENTY GREEN STREET, INC. DBA THE SPOTCOMMERCIAL CANNABIS BUSINESS12/31/2020YAP INSURANCE NOT REQUIRED WORK MAY PROCEED CLERK OF COUNCIL JUN 2 5 mo OPERATING AGREEMENT FOR NON -MEDICINAL COMMERCIAL CANNABIS BUSINESSES A-2017-378 This Operating Agreement ("AGREEMENT") is date May 22, 2019, between the City of Santa Ana, a charter city and municipal corporation ("CITY") and ADAMS ST. ENTERPRISES, LLC d/b/a TOUCHSTONE and d/b/a TOUCHSTONE SNA ("OPERATOR"), collectively referred to as "the Parties". This AGREEMENT shall become effective on the date that OPERATOR is issued a Regulatory Safety Permit by CITY for the operation of a commercial cannabis business conducting ADULT -USE MANUFACTURING AND DISTRIBUTION services in whole or in part of its operations transacted and carried -on by OPERATOR at the following subject property location, 3144 W. Adams St., Santa Ana, CA 92704. Public Benefit. A. Intent. The purpose of this Operating AGREEMENT is to ensure positive community impacts from commercial cannabis business operations through local hiring and local sourcing, community benefit and sustainable business practices, and the collection of required fees and taxes as applicable for the operation of a commercial cannabis business and to provide mitigation options to be used by CITY to compensate for impacts to CITY services, residents, and/or businesses as set forth in Santa Ana Municipal Code Chapter 40. The Parties agree that this AGREEMENT confers substantial private benefits on OPERATOR which should be balanced by commensurate public benefits. As part of the cannabis Regulatory Safety Permit process, OPERATOR agrees to enter into this AGREEMENT. OPERATOR acknowledges that CITY and OPERATOR have had extensive negotiations and proceedings prior to entering into this AGREEMENT. OPERATOR has elected to execute this AGREEMENT as it provides OPERATOR with important economic benefits. Accordingly, the Parties intend to provide consideration to the public to balance the private benefits conferred on OPERATOR by providing mitigation measures to the public and to pay for CITY services. B. Local Hiring and Sourcing. OPERATOR agrees to use its reasonable efforts to hire qualified City of Santa Ana residents living in Santa Ana to work at its commercial cannabis businesses. OPERATOR shall also use reasonable efforts to retain the services of qualified contractors and suppliers who are located in the City of Santa Ana or who employ a significant number of City of Santa Ana residents. OPERATOR shall make a good faith effort to advertise on various social media sites, at local job fairs, and through public agencies and organizations. C. Community Benefit and Sustainable Business Practices Plan. OPERATOR agrees to submit a Community Benefit and Sustainable Business Practices Plan ("Plan") to CITY that is hereby attached and incorporated into this AGREEMENT as ("EXHIBIT A"). Said Plan shall detail OPERATOR's experience working with community -based groups such as school districts, college districts, city or county agencies, non-profit organizations, artist or downtown groups. The Plan shall also include a description of OPERATOR's efforts for recruiting and hiring local persons and businesses. Said Plan must also outline commitments by OPERATOR to engage its staff in community service events or programs in the City of Santa Ana. Plan must also outline and address sustainable business 2. 53 0 practices. OPERATOR shall adequately document that it has met the Plan's obligations and commitments as a condition of renewal/extension of this AGREEMENT upon expiration of the initial term and any extensions. Records Inspection. Examination and Audit. OPERATOR acknowledges and agrees that CITY is empowered under this Agreement to inspect, examine and audit OPERATOR's books and records (including tax filings and returns), to ascertain the amount of operating fees due and owing. CITY or its authorized agents shall have the power and authority to conduct a full inspection, examination and audit of such books and records (including tax filings and returns) at any reasonable time, including but not limited to, during normal business hours. In the event any such books, records, tax filings and returns cannot be made fully available within the City of Santa Ana, OPERATOR acknowledges and agrees that it shall reimburse CITY for the cost of all transportation, lodging, meals, portal-to-portal travel time, and other incidental costs reasonably incurred by CITY or its authorized agents in obtaining said full inspection, examination and audit. In the event that said records inspection, examination and audit determines that a net operating agreement fee payment deficiency of greater than Five Percent (5%) exists; OPERATOR acknowledges and agrees that it shall reimburse CITY for the full cost of said records inspection, examination and audit reasonably incurred by CITY or its authorized agents. Term. This AGREEMENT shall start on the date indicated above and shall terminate on December 31, 2020 regardless of starting date unless terminated earlier in accordance with Section 9 or 10 of this AGREEMENT, The AGREEMENT will have one (1) two-year extension period until December 31, 2022 exercisable by a writing executed by the City Manager and City Attorney's Office with the approval of OPERATOR, Business License Required. A valid City of Santa Ana Business License is required for all persons engaged in transacting and carrying on any commercial cannabis business activity in the City of Santa Ana. It is unlawful for any person or legal entity to commence, transact or carry -on cannabis business activity in the City of Santa Ana without first having procured a City of Santa Ana cannabis business license. 5. Operating Commercial Cannabis Business. OPERATOR shall not operate a commercial cannabis business authorized under the Santa Ana Municipal Code unless A. It is the holder of a valid Regulatory Safety Permit issued by CITY in accordance with the procedures and requirements of Article 1 of Chapter 40, of the Santa Ana Municipal Code; and B. At such time as the State of California requires cannabis business facilities and businesses to hold a valid license or permit issued by the State of California, it also holds such license or permit; unless, however, such permit or license is subsequently not required by the State of California for the type of cannabis facility or business operation that is the subject of this AGREEMENT. C. OPERATOR remains in compliance with any and all other laws and regulations pertaining to commercial cannabis businesses. D. OPERATOR shall remain in compliance with the operating requirements applicable to commercial cannabis businesses contained in the City's Municipal Code. 6. OPERATOR Indemnification of CITY. A. OPERATOR will indemnify CITY from any claims, damages, injuries, or liabilities of any kind whatsoever sustained or incurred by CITY resulting from entering into this AGREEMENT, and OPERATOR's performance and/or breach of this AGREEMENT. B. OPERATOR agrees to defend, at its sole expense, any action against CITY, its agents, officers, and employees related to this AGREEMENT. OPERATOR agrees to indemnify and reimburse CITY for any court costs and attorney fees that CITY may be required to pay as a result of any legal challenge related to this AGREEMENT and/or CITY's approval of a Regulatory Safety Permit. CITY may, at its sole discretion, participate at its own expense in the defense of any such action, but such participation shall not relieve the OPERATOR of its obligation hereunder. OPERATOR Compliance with Laws. OPERATOR agrees to comply with the City of Santa Ana Charter and Municipal Code, including but not limited to Chapters 18, 21 and 40, and the laws and regulations of the State of California. 8. Default and Termination for Cause. This AGREEMENT may be terminated by CITY for cause with thirty (30) days' written notice to OPERATOR. Cause as used in this section, is defined as: A. Failure to comply with the terms of the City of Santa Ana Cannabis Regulatory Safety Permit issued to OPERATOR by CITY; B. Failure of OPERATOR to maintain a valid active City of Santa Ana Business License as the commercial cannabis business approved by the Regulatory Safety Permit and as operating; C. Failure of OPERATOR to comply with the requirements of the Community Benefits and Sustainable Business Practices Plan; D. Unauthorized transfer by OPERATOR of the City of Santa Ana cannabis business Regulatory Safety Permit issued by CITY; E. Failure by OPERATOR to accurately report gross receipts information or other data necessary for CITY to calculate/confirm operating agreement fees; F. Failure by OPERATOR to pay operating agreement fees and related reimbursement costs within thirty (30) days of the date those fees are due; G. Failure by OPERATOR to cooperate with CITY or CITY's authorized agents in any inspection, examination and audit of OPERATOR's commercial cannabis business books and records (including tax filings and returns). H. OPERATOR shall cure the default resulting from the cause for termination within thirty (30) days of the date of the notice of termination. If OPERATOR fails to cure the default within thirty (30) days of the date of the notice of termination for cause, this AGREEMENT will be terminated. I. This AGREEMENT will automatically terminate if: i. OPERATOR's Regulatory Safety Permit is revoked by CITY or is not renewed by CITY, or ii. OPERATOR transfers its Regulatory Safety Permit pursuant to Santa Ana Municipal Code section 40-12. 9. Termination Without Cause. Upon mutual written agreement of the Parties, this AGREEMENT may be terminated with thirty (30) days' notice. 10. Termination - Effect on Prior Obligations. Upon any termination of this AGREEMENT, OPERATOR's obligation to report and remit operating agreement fees due and payable under the terms of this AGREEMENT for each month or fraction of a month of a cannabis business operation engaged in within the City of Santa Ana prior to termination of this AGREEMENT shall continue to be in effect. Past due penalties and late interest charges shall continue to accrue and be applicable until all operating fees due under this AGREEMENT are paid in full. OPERATOR's liability for any remaining unpaid past due penalties and/or late interest charges shall continue until fully satisfied. 11. Remedies. A. It is acknowledged by the parties that CITY would not have entered into this AGREEMENT if it were to be liable in damages under this AGREEMENT, or with respect to this AGREEMENT or the application thereof, except as hereinafter expressly provided. B. Each of the parties hereto may pursue any remedy at law or equitable relief available for the breach of any provision of this AGREEMENT, except that CITY shall not be liable in monetary damages, unless expressly provided for in this AGREEMENT. C. Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in Orange County California before three arbitrators. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures pursuant to JAMS' Streamlined Arbitration Rules and Procedures. Judgment on the Award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. 12. Reimbursement Clause. In consideration of the time and costs incurred by CITY in the drafting and implementation of this AGREEMENT, OPERATOR agrees to pay $2,500 to CITY within thirty (30) days of execution of this AGREEMENT. 13. Attorney Fees and Costs. In any action or proceeding between CITY and OPERATOR brought to interpret or enforce this AGREEMENT, or which in any way arises out of the existence of this AGREEMENT or is based upon any term or provision contained herein, the "prevailing party" in such action or proceeding shall be entitled to recover from the non -prevailing party, in addition to all other relief to which the prevailing party may be entitled pursuant to this AGREEMENT, the prevailing party's reasonable attorneys' fees and litigation costs, in an amount to be determined by the court. The prevailing party shall be determined by the court in accordance with California Code of Civil Procedure Section 1032. Fees and costs recoverable pursuant to this Section 17 include those incurred during any appeal from an underlying judgment and in the enforcement of any judgment rendered in any such action or proceeding. 14. Notice. Any notice, tender, demand, delivery, or other communication pursuant to this AGREEMENT shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this section, to the following persons: To CITY: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714-647-6956 Copies to: Executive Director — Planning and Building Agency City of Santa Ana 20 Civic Center Plaza (M-20) P.O. Box 1988 Santa Ana, California 92702-1988 Fax 714-973-1461 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702-1988 Fax 714-647-6515 To OPERATOR: Stefanie Phan -Thomas Adams St. Enterprises, LLC dba Touchstone and dba Touchstone SNA 3144 W. Adams St. SANTA ANA, CA 92704 Tel (714) 623 - 7136 Email info@touchstonesna.com A party may change its address by giving signed notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax or email document attachment, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays, or City Hall closure dates shall be excluded. 15. Exclusivity and Amendment. This AGREEMENT represents the complete and exclusive statement between CITY and OPERATOR, and supersedes any and all other agreements, oral or written, between the parties. This AGREEMENT may not be modified except by written instrument signed by CITY and by an authorized representative of OPERATOR. Each party to this AGREEMENT acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 16. Assignment. OPERATOR may not assign or transfer any interest herein without the prior written consent of CITY and any such assignment or transfer without CITY's prior written consent shall be considered null and void. 17. Discrimination. OPERATOR shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. OPERATOR affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local labor laws and regulations. 18. Jurisdiction -Venue. This AGREEMENT has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this AGREEMENT shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this AGREEMENT. 19. Severability. If any part of this AGREEMENT is found to conflict with applicable local or state laws or regulations, such part shall be inoperative, null and void insofar as it conflict with said laws or regulations, or may be modified or suspended as may be necessary to comply with any local or state law or regulation but the remainder of the AGREEMENT shall continue in full force and effect. 20. Counterparts. This AGREEMENT may be executed in counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. The execution of this AGREEMENT may be by actual, facsimile or electronic signature. 21. Disclaimer. Despite California's commercial cannabis laws and the terms and conditions of this AGREEMENT or any Regulatory Safety Permit issued pertaining to OPERATOR or the hereinabove specified property location, California commercial cannabis cultivators, transporters, distributors, cannabis testing facility/laboratory businesses or possessors may still be subject to arrest by state or federal officers and prosecuted under state or federal law. The Federal Controlled Substances Act, 21 USC § 801 et. seq., prohibits the manufacture, manufacturing, and possession of cannabis without any exemptions for medical or non -medicinal use. 22. Authority to Bind. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this AGREEMENT, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. -Signature Page Below- 'e IN WITNESS WHEREOF, the parties hereto have executed this AGREEMENT the date and year first above written. MCI' , AN A 4-1774 t T T I NORMA MITRE Acting Clerk of the Council UZI By: Lisa St fck Assistant City Attorney I Minh Thai, Executive Director Planning & Building Agency KRI,':YrINE RI DOE City Manager 0if1E0qKr-#R LEGAL NAME: ADAMS ST. ENTERPRISES, LLC SIGNATORY NAME: STEFANIE PHAN-THOMAS 11tmalwg ownw, — _ EXHIBIT A COMMUNITY BENEFIT AND SUSTAINABLE BUSINESS PRACTICES PLAN Community Benefit Plan Adams St. Enterprises, LLC 3144 W. Adams St., Santa Ana, CA 92704 TABLE OF CONTENTS 1. Local Hiring and Sourcing Practices...............................................................3 2. Sustainable Business and Building Practices.....................................................5 3. Community Benefit Plan............................................................................7 LOCAL HIRING AND SOURCING POLICY Local Hiring Introduction Adams St. Enterprises, LLC (hereafter "ASE") is committed to support of the local labor market economy and recognize the benefit to the community in providingjobs to people that form part of that local community. To ensure that we deliver on this commitment we will implement the following guidelines into the recruitment process. Initiatives 1. Lowering the level of experience required for local applicants to ensure that opportunity is provided to those living in the community that have not yet been able to obtain previous experience within the industry. 2. Provide supplementary training and support to locals that obtain employement but have a lower level of experience. This will ensure higher levels of long-term retention of these local staff members. 3. Develop an Internship and Mentorship program, as outlined in this packet, to improve and develop the qualifications of local residents. Local Sourcing and Procurement for Goods and Services Following on from the approach to local hiring, ASE also recognizes that we can provide benefit to the local community by applying the same approach sourcing and procurement of goods and services from vendors that operate within the local community. Initiatives To ensure we deliver on this commitment at an operational level, the following policies will for part of the operating procedures of the business. 1. Where possible, consumable goods utilized in the day to day operations of the business should be procured from a local vendor within the Santa Ana area. If initial quotations from local vendors are higher, then this fact shall be communicated to the local vendor and an opportunity for them to revise their price should be given. This should include but not be limited to: a. Office Stationary b. Drinking Water c. Staff Amenities d. Janitorial Supplies e. Staff and Special Event Catering 2. Where possible, business related services should be obtained from businesses that are from within the Santa Ana area. This should include but not be limited to: a. IT and Technology Support Services b. Security c. Building and Maintenance Works d. Legal Services e. Accounting Services f. Banking Services Local Sourcing Goods and Services Currently Obtained from Local Businesses: - Legal Services The Law Offices of Glew and Kim - 1851 E. First Street, Unit 840, Santa Ana, CA 92701 - Construction Management Adams Mgmt Series 4, 600 W. Santa Ana Blvd, Ste. 214-C, Santa Ana, CA 920704 - CO2 Vendor Airgas, 2600 S Fairview St, Santa Ana, CA 92704 SUSTAINABLE BUSINESS AND BUILDING PRACTICES Sustainable Business Introduction ASE is committed to operating a business that is as environmentally conscious and low footprint as possible. By implementing the initiatives outlined below, we believe ASE will be able to achieve best -in -class in sustainable operations among cannabis manufacturing facilities. Initiatives The use of packaging made from recycled and recyclable materials: Wherever possible, recyclable and sustainable materials will be selected for in house product packaging and exit packaging. We will also direct suppliers to the distribution arm of ASE to engage package companies that provide sustainable and compliant packaging, such as Sana Packaging {httos. www.sanapael,agin t.cg oxno. Additional Trash Collection Surrounding Property: We will monitor the immediate vicinity of the property to ensure no trash is generated by ASE operations. If any trash is detected, then additional gash collection will be actioned, ensuring that ASE maintain an operation that has zero impact to the neighboring businesses. In-house Recycling Program Inclusive of Staff: In line with California State Law A13341, ASE will implement a recycling program that is for both the waste generated by the business and available for stall` to utilize. This program will be managed and executed by Republic Service Inc https:Ilwww,rqaLiblicsea:vices.comlbusinesses Paperless Operations: We are committed to the minimum possible use of paper in the operation of the business. To achieve this we will implement paperless technologies wherever possible. This is inclusive of POS, Inventory Control, Payroll and general internal communications. Sustainable BuiidinQ Introduction ASE is committed to building a facility that utilizes materials, practices and technologies that ensure our environmental impact is as minimal as possible and exceeds current benchmarks for this type of facility. We recognize and support both the City's Climate Action Plan, the water conservation plan and the State's CalGreen program. The ASE facility was renovated in just under six month, thereby minimizing noise pollution and trash caused by building materials. All of the below initiatives were implemented at the time of this renovation. Initiatives Development of New Landscaping In Line With "Santa Ana Water Smart Landscapes" Program: ASE shall implement new landscaping that complies with the guidelines set out in the Santa Ana Water Smart Water Landscaping program. All turf has been removed in front of the facility and will be replaced with landscaping that complies with Santa Ana program. Engagement of Sustainable Building Advisor: During the design and development stage of the renovation of the store we will engage an sustainable building advisor to provide input and advice into all of our initiatives to ensure they meet the intent and deliver a tangible benefit towards the improvement of the stores sustainability. The Use of Efficient Lighting Fixtures: The lighting used in the renovated facility consists of a mix of LED and other high efficiency fittings to significantly reduce energy consumption of the lighting and also improve the HVAC performance since efficient lighting reduces ambient heat. Investigation Into The Use of Solar Power Generation: ASE has had initial discussions with a solar power provider about installation of solar panels on the roof of the building to determine if solar is a viable option for the building. If it is determined to be viable, then ASE will progress this option further with the ultimate outcome being that solar can provide 100% of the power requirements of the facility in the future. High Efficiency HVAC Units: High efficiency HVAC units and high efficiency fans for the odor control ventilation have already been installed at the property. High Efficiency, Low Water Use Sanitary Fittings: This includes the use of high efficiency tap ware, toilets and urinals meeting or exceeding the minimum requirements mandated in CalGreen. COMMUNITY BENEFIT A. Mission Statement & Exnerienee ASE shall seek to erase the harm caused by cannabis prohibition via the development, implementation, and execution of a mentorship and internship program. ASE management staff have extensive experience in both developing internship programs, mentoring students, and working with community organizations; some of the schools and organizations staff have partnered with include Cal Poly Pomona (internship program), Bright Prospect (college application review for students from underrepresented communities), and Habitat for Humanity (homebuilding for low income residents). B. Program Deliverables 1. Management staff shall mentor three (3) students from Santa Ana College (must be Santa Ana residents) per academic school year (fall, spring, and summer). a. Mentors should provide mentees with insight into: i. College and educational choices; ii. Career development; iii. Development of professional relationships; and iv. Trends and development of the cannabis industry. b. Mentors shall meet with their mentees at least once per month during the school year and ensure each of the following occur during the duration of the mentorship: i. One (1) informational interview with a staff member other than the Mentor; ii. One (1) information interview with a staff member from a vendor, subject to availability; iii. One (1) networking event. 2. Subject to the availability of an internship for credit program, Adams St. shall take on at least one academic intern per semester (fall, spring, summer). a. Interns will learn fundamentals skills related to: i. Company management; ii. California's cannabis regulatory scheme; and iii. Cannabis supply chain. b. Interns shall receive two reviews, one mid -way through the internship and a final review. C. Timeline 1. Program Mobilization — Summer 2019 a. Mentorship Program i. Adams St. shall (i) develop an application and interview process, (ii) identify the Santa Ana College student groups that best represent communities impacted by cannabis prohibition, and (iii) begin outreach in July 2019. ii. The interview and selection process shall occur and be completed by the end of August 2019. b. Internship Program i. Adams St. shall (i) develop a description and scope of responsibilities for the intern position(s); (ii) develop an application and interview process, (iii) identify local area colleges and universities with internship programs that are willing to participate, and (iv) identify student groups that best represent students with an interest in public service. ii. Adams St. staff shall reach out colleges and universities in July of 2019. iii. Adams St. staff shall reach out to the target student groups at the participating colleges and universities during the last week of July 2019. iv. Interviews and selection shall occur and be complete by the end of August 2019. 2. Program Launch — September 2019 After the selection of students, the mentorship and internship programs shall launch September 2019 and continue for the duration of the school year. 3. On -going Program The Community Benefit Program shall be on -going and new students select prior to the start of each academic school year. D. Santa Ana Homeless Shelters Additionally, Adams St. recognizes that Santa Ana community organizations are providing much needed services to the city's homeless population. Therefore, Adams St. shall select a local organization providing services to the homeless and donate $2500.00. An organization shall be selected during the month of November of each year and the donation made prior to the Thanksgiving holiday.