Healdsburg City Council
November 13, 2023

For Office Use Only
-FILEDFile No.: 202357811900
Date Filed: 6/20/2023

CONFIDENTIAL

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Packet Pg. 688 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis California Secretary of State
Business Programs Division
1500 11th Street, Sacramento, CA 95814
Request Type:

Entity Name:

Entity No.:

Entity Type:

Issuance Date:

Copies Requested:

Receipt No.:

Certified Copies
JF Healdsburg LLC
07/21/2023
1 CALIFORNIA
202357811900
Limited Liability Company - CA
Formed In: 004713403
Certificate No.: 131597528
Document Listing
Reference # Date Filed Filing Description Number of Pages B1961-5445 07/18/2023 Amendment 1
** **** ****** ******** End of list ******** ****** **** ** I, SHIRLEY N. WEBER, PH.D., California Secretary of State, do hereby certify on the Issuance Date, the attached document(s) referenced above are true and correct copies and were filed in this office on the date(s) indicated above.

IN WITNESS WHEREOF, I execute this
certificate and affix the Great Seal of the
State of California on July 21, 2023.

To verify the issuance of this Certificate, use the Certifcate No. above with the Secretary of State Certification Verification Search available at bizfileOnline.sos.ca.gov.

SHIRLEY N. WEBER, PH.D.

Secretary of State

CONFIDENTIAL

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Packet Pg. 689 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis BA20231130097
Amendment Details
Limited Liability Company Information
Limited Liability Company Name JF Healdsburg LLC
Entity No. 202357811900
The Limited Liability Company will be managed by One Manager Review and Signature
Additional information and signatures set forth on attached pages, if any, are incorporated herein by reference and made part of this filing.

Signatures
By signing, I affirm under penalty of perjury that the information herein is true and correct and that I am authorized by California law to sign.

Mathew Humphrey
Manager/Member Signature
07/18/2023
Date

STATE OF CALIFORNIA
Office of the Secretary of State

AMENDMENT OF ARTICLES OF ORGANIZATION

CA LIMITED LIABILITY COMPANY
California Secretary of State
1500 11th Street
Sacramento, California 95814
(916) 653-3516
B1961-5445 07/18/2023 3:22 PM Received by California Secretary of State

For Office Use Only
-FILEDFile No.: BA20231130097
Date Filed: 7/18/2023
Certificate Verification No.: 131597528 Date: 07/21/2023

CONFIDENTIAL

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Packet Pg. 690 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis California Secretary of State
Business Programs Division
1500 11th Street, Sacramento, CA 95814
Request Type:

Entity Name:

Entity No.:

Entity Type:

Issuance Date:

Copies Requested:

Receipt No.:

Certified Copies
JF Healdsburg LLC
07/21/2023
1 CALIFORNIA
202357811900
Limited Liability Company - CA
Formed In: 004742955
Certificate No.: 131649731
Document Listing
Reference # Date Filed Filing Description Number of Pages B1971-8882 07/21/2023 Statement of Information 2
** **** ****** ******** End of list ******** ****** **** ** I, SHIRLEY N. WEBER, PH.D., California Secretary of State, do hereby certify on the Issuance Date, the attached document(s) referenced above are true and correct copies and were filed in this office on the date(s) indicated above.

IN WITNESS WHEREOF, I execute this
certificate and affix the Great Seal of the
State of California on July 21, 2023.

To verify the issuance of this Certificate, use the Certifcate No. above with the Secretary of State Certification Verification Search available at bizfileOnline.sos.ca.gov.

SHIRLEY N. WEBER, PH.D.

Secretary of State

CONFIDENTIAL

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Packet Pg. 691 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis BA20231151611
Entity Details
Limited Liability Company Name JF Healdsburg LLC
Entity No. 202357811900
Formed In CALIFORNIA
Street Address of Principal Office of LLC
Principal Address 44 D MILL STREET
HEALDSBURG, CA 95448
Mailing Address of LLC
Mailing Address 44 D MILL STREET
HEALDSBURG, CA 95448
Attention
Street Address of California Office of LLC
Street Address of California Office 44 D MILL STREET
HEALDSBURG, CA 95448
Manager(s) or Member(s)
Manager or Member Name Manager or Member Address
JRMG Healdsburg LLC 44 D MILL ST.

HEALDSBURG, CA 95448
Agent for Service of Process
Agent Name Sarah Hake
Agent Address 376 E GOBBI STREET

SUITE B
UKIAH, CA 95482
Type of Business
Type of Business Retail
Email Notifications
Opt-in Email Notifications Yes, I opt-in to receive entity notifications via email.

Chief Executive Officer (CEO)
CEO Name CEO Address
None Entered
Labor Judgment
No Manager or Member, as further defined by California Corporations Code section 17702.09(a)(8), has an outstanding final judgment issued by the Division of Labor Standards Enforcement or a court of law, for which no appeal is pending, for the violation of any wage order or provision of the Labor Code.

STATE OF CALIFORNIA
Office of the Secretary of State

STATEMENT OF INFORMATION

LIMITED LIABILITY COMPANY
California Secretary of State
1500 11th Street
Sacramento, California 95814
(916) 653-3516
B1971-8882 07/21/2023 12:44 PM Received by California Secretary of State

For Office Use Only
-FILEDFile No.: BA20231151611
Date Filed: 7/21/2023
Certificate Verification No.: 131649731 Date: 07/21/2023

CONFIDENTIAL

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Packet Pg. 692 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Electronic Signature
By signing, I affirm under penalty of perjury that the information herein is true and correct and that I am authorized by California law to sign.

Stephanie Blair
Signature
07/21/2023
Date
B1971-8883 07/21/2023 12:44 PM Received by California Secretary of State

Certificate Verification No.: 131649731 Date: 07/21/2023

CONFIDENTIAL

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CONFIDENTIAL

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Packet Pg. 694 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis

OPERATING AGREEMENT
This Operating Agreement (the "Agreement") of JF Healdsburg LLC, a California limited liability company (the "Company"), is entered into as of July 19, 2023 (the "Effective Date") by and among the Manager and the Members listed on Schedule I attached hereto. Unless otherwise noted, capitalized terms used in this Agreement have the meanings ascribed herein, as more fully set forth in Article XI.

ARTICLE I
Organizational Matters
Section I.01 Name. The name of the Company is JF Healdsburg LLC.

Section I.02 Principal Office. The principal office of the Company is located at 44D Mill Street, Healdsburg, CA 95448, or such other location as may from time to time be determined by the Manager (as defined in Section 11.01). The Manager shall give prompt notice of any such change to each of the Members.

Section I.03 Office and Agent for Service of Process. The office for service of process on the Company and the agent for service of process on the Company in the State of California shall be the office of the initial agent and the initial agent, respectively, named in the Articles of Organization or such other office (which need not be a place of business of the Company) or such other Person or Persons as the Manager may designate from time to time in the manner provided by the Act and Applicable Law.

Section I.04 Purpose; Powers; Operating Agreement.
(a) The purpose of the Company is to engage in any lawful act or activity for which limited liability companies may be formed under the Act and to engage in any and all activities necessary or incidental thereto.
(b) The Company shall have all the powers necessary or convenient to carry out the purposes for which it is organized, including the powers granted by the Act. (c) This Agreement shall constitute the "operating agreement" (as that term is used in the Act) of the Company. The rights, powers, duties, obligations, and liabilities of the Members shall be determined pursuant to the Act and this Agreement. To the extent that the rights, powers, duties, obligations, and liabilities of any Member are different by reason of any provision of this Agreement than they would be under the Act in the absence of such provision, this Agreement shall, to the extent permitted by the Act, control.

Section I.05 Term. The term of the Company commenced on the date the Articles of Organization were filed with the Secretary of State of the State of California and shall continue in existence perpetually until the Company is dissolved in accordance with the provisions of this Agreement or as provided by law.

DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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2 ARTICLE II
Capital Contributions; Capital Accounts
Section II.01 Initial Capital Contributions. Contemporaneously with the execution of this Agreement, each Member has made or commits to make, an initial contribution (the “Initial Capital Contribution”), and is deemed to own Membership Interests in the amounts set forth opposite such Member's name on the Members Schedule attached hereto as Schedule I, and incorporated herein. The Manager shall update the Members Schedule upon the issuance or Transfer of any Membership Interests to any new or existing Member in accordance with this Agreement. Member JRMG Healdsburg LLC (“JRMG”) will (i) contribute $100,000, constituting the first part of its Initial Contribution, promptly within five (5) days of full execution of this Agreement, and (ii) will contribute additional funds, constituting the second part of its Initial Contribution, on a mutually agreed upon date. Member Foss Creek Properties LLC (“FCP") will (i) contribute $100,000, constituting the first part of its Initial Contribution, promptly within five (5) days of full execution of this Agreement, and (ii) will contribute additional funds, constituting the second part of its Initial Contribution, on a mutually agreed upon date.

Section II.02 Additional Capital Contribution. If Manager determines that additional capital contributions from the Members are needed (the “Additional Capital Contributions”), the Manager shall deliver to the Members a written notice of the Company's need for Additional Capital Contributions (“Additional Capital Contribution Notice”), which notice shall specify in reasonable detail (i) the purpose for such Additional Capital Contributions, (ii) the aggregate amount of such Additional Capital Contributions, (iii) each Member’s share of such aggregate amount of Additional Capital Contributions based upon such Member’s Membership Interest, and (iv) the date on which the Manager desires to have such Additional Capital Contributions which shall be no earlier than fifteen (15) days from the date of the Additional Capital Contribution Notice and no later than thirty (30) days from the date of said notice. Within five (5) days after receipt of the Additional Capital Contribution Notice, the Members will provide the Manager notice of their approval or disapproval of the request. If the Members disagree, they agree to attempt to negotiate in accordance with Section 12.03 of this Agreement. If the Members unanimously consent to the Additional Capital Contribution Notice, the Members shall make Additional Capital Contributions in cash on or before the deadline stated in said notice. The funds shall be used by the Company in a manner consist with the Additional Capital Contribution Notice.

The Additional Capital Contributions together with the Initial Capital Contributions shall be deemed “Capital Contributions”).

Section II.03 Non-Contributing Members.
(a) If any Member shall fail to timely make, or notifies the other Member that it shall not make, all or any portion of any Capital Contribution, including the Initial Capital Contribution and any Additional Capital Contributions, which such Member is obligated to make under Sections 2.01 and 2.02, then such Member shall be deemed to be a “NonContributing Member.” (b) If the Non-Contributing Member fails to make all or any portion of its Initial Capital Contribution when due, and provided the non-defaulting Member (the DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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3 “Contributing Member”) has contributed to the Company its respective Initial Capital Contribution, the Contributing Member shall receive Membership Interests proportionally equal to the value of its Initial Capital Contribution against the total value intended to be contributed by both Members, thereby diluting the Non-Contributing Member's Membership Interest (e.g., for avoidance of doubt, if one Member makes its full Initial Capital Contribution and the other Member makes only half of its Initial Capital Contribution, the Contributing Member shall thereafter hold seventy-five percent (75%) of the Membership Interest and the Non-Contributing Member shall hold twenty-five percent (25%) of the Membership Interest).
(c) If a Non-Contributing Member fails to make all or any portion of its Additional Capital Contribution, the Contributing Member shall be entitled, but not obligated, to loan to the Non-Contributing Member, by contributing to the Company on its behalf, all or any part of the amount that the Non-Contributing Member failed to contribute to the Company (each such loan, a “Default Loan”), provided, that in order to be able to make the Default Loan the Contributing Member must have already contributed to the Company its full pro-rata share of the applicable Additional Capital Contribution. The NonContributing Member agrees to use the proceeds from such Default Loan as an Additional Capital Contribution by the Non-Contributing Member, and for avoidance of doubt, the Contributing Member may transfer the Default Loan amount directly to the Company in lieu of transferring funds to the Non-Contributing Member for it to then contribute to the Company. Each Default Loan shall bear interest (compounded monthly on the first day of each calendar month) on the unpaid principal amount thereof from time to time remaining from the date advanced until repaid, at the greater of (i) 10% per annum or (ii) the maximum rate permitted at law.
(i) The Default Loan will be secured by the Non-Contributing Member’s Membership Interest, and until the Default Loan is paid off in full the Non-Contributing Member may not Transfer its Interests in the Company without the prior written consent of the Contributing Member.
(ii) The Default Loan shall be repaid out of the distributions that would otherwise be made to the Non-Contributing Member under Article VI or Article X.

Any amount that otherwise would be paid or distributed to the Non-Contributing Member shall not be paid to the Non-Contributing Member but shall be deemed paid and applied on behalf of such Non-Contributing Member (i) first, to accrued and unpaid interest on all Default Loans (in the order of their original maturity date), (ii) second to the principal amount of such Default Loans (in the order of their original maturity date) and (iii) third, to any Additional Capital Contribution of such Non-Contributing Member that has not been paid and is not deemed to have been paid. So long as a Default Loan is outstanding, the Non-Contributing Member shall have the right to repay the Default Loan (together with interest then due and owing) in whole or in part. Upon the repayment in full of all Default Loans made in respect of a Non-Contributing Member (and so long as the Non-Contributing DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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Packet Pg. 697 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Operating Agreement of JF Healdsburg LLC
4 Member is not otherwise a Non-Contributing Member), such Non-Contributing Member shall cease to be deemed a Non-Contributing Member. (iii) The term of a Default Loan shall be for six (6) months. If at the end of the six-month term the Default Loan is not paid off in full, the Contributing Member will have the right to either continue the Default Loan on a month-tomonth basis, or it may convert the outstanding balance on the Default Loan into equity by taking ownership of some or all of the Membership Interests in the Company held by the Non-Contributing Member which acted as security for the Default Loan. This conversion shall be based on the following formula: DLB ÷ X = Converted Interest.
(A) Where DLB (default loan balance) = all unpaid principal and interest, X = The value of the Company, and Converted Interest = the percentage of Membership Interest being deducted from the NonContributing Member and added to the Membership Interest of the Contributing Member.
(B) In calculating “X” in the above formula, the value of the Company shall be the lesser of the following: i) total actual Capital Contributions made by all Members to the Company, or ii) annualized revenue of the Company multiplied by 0.75, then subtracting all debt owed by the Company. For example, if the Company had Capital Contributions totaling $1,000,000, and the Company is running at an annualized revenue of $1,000,000, “X” for the value of the Company in the formula would be $750,000, as the annualized revenue multiplied by 0.75 would be the lesser of the two amounts.
(C) The Contributing Member may elect to make the conversion described in this Section 2.03(c)(iii) at the end of the initial six-month term of the Default Loan, and if the Default Loan is continued on a month-tomonth basis, at the end of every month.

Section II.04 Capital Accounts; No Withdrawals.
(a) The Company shall establish and maintain for each Member a separate capital account (each, a “Capital Account”) on its books and records in accordance with the provisions of Section 704(b) of the Code and Treasury Regulations Section 1.704- 1(b)(2)(iv). Each Capital Account shall be (i) credited by such Member's Capital Contributions to the Company and any profits allocated to such Member in accordance with Section 5.01 and (ii) debited by any distributions to such Member pursuant to Section

6.01(a) and any losses allocated to such Member in accordance with Section 5.01. For purposes of maintaining the Members' Capital Accounts, profits and losses shall be determined in accordance with Treasury Regulation Section 1.704-1(b). The Capital DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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5 Accounts shall be adjusted by the Manager upon the occurrence of an event described in Treasury Regulations Section 1.704-1(b)(2)(iv)(f)(5) in the manner described in Treasury Regulations Section 1.704-1(b)(2)(iv)(f)(5) and (g) if the Manager determines that such adjustments are necessary or appropriate to reflect the relative economic interests of the Members. In the event of a Transfer of any Membership Interest in accordance with the terms of this Agreement, the Transferee shall succeed to the Capital Account of the Transferor to the extent it relates to the transferred Membership Interest. (b) No Member shall be entitled to withdraw any part of his, her or its Capital Account or to receive any distribution from the Company, and no Member has the right to demand or to receive the return of all or any part of his, her or its Capital Contribution or other capital in the Company, except as otherwise provided in this Agreement. (c) If any Member shall have a deficit balance in his, her or its Capital Account, such Member shall have no obligation, during the term of the Company or upon dissolution or liquidation thereof, to restore such negative balance or make any Capital Contributions to the Company by reason thereof, except as may be required by Applicable Law or in respect of any negative balance resulting from a withdrawal of capital or dissolution in contravention of this Agreement.

ARTICLE III
Members
Section III.01 Members.

The name, business, residence, or mailing address, email address, and facsimile number, if any, Capital Contributions, and Membership Interests of each Member are set out in the Members Schedule. The Manager shall update the Members Schedule upon the issuance or Transfer of any Membership Interests to any new or existing Member in accordance with this Agreement.

Section III.02 Admission of Additional Members.
(a) Additional Members may be admitted from time-to-time following compliance with the provisions of Section 3.02(b) and in connection with (i) the issuance of Membership Interests by the Company, subject to compliance with the provisions of Section 4.02 or (ii) a Transfer of Membership Interests, subject to compliance with the provisions of ARTICLE VII and in any case, as compliant with applicable law. (b) In order for any Person not already a Member of the Company to be admitted as a Member, whether pursuant to an issuance or a Transfer (including a Permitted Transfer) of Membership Interests or otherwise, such Person shall have delivered to the Company an executed written undertaking substantially in the form of the Joinder Agreement attached hereto as Exhibit A (a "Joinder Agreement") and if such Person is a natural person who has a Spouse, an executed written undertaking substantially in the form of the Spousal Consent attached hereto as Exhibit B (a "Spousal Consent"). Upon the amendment of the Members Schedule by the Manager and the satisfaction of any other applicable conditions, including, if a condition, the receipt by the Company of payment for DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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Packet Pg. 699 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Operating Agreement of JF Healdsburg LLC
6 the issuance of the applicable Membership Interests, such Person shall be admitted as a Member, shall be a party hereto, shall be deemed listed as such on the books and records of the Company, and, in the case of an issuance, thereupon shall be issued his, her or its Membership Interests. The Manager shall also adjust the Capital Accounts of the Members as necessary in accordance with this Section 3.02(b) and update the Members Schedule reflecting membership.

Section III.03
(a) As soon as any Member ceases to hold any Membership Interests, such Person shall no longer be a Member. Any Member who dissociates will continue to be liable for each debt, obligation, or other liability owed, as of the date of dissociation, to the Company or the other Members. Additionally, any Member who wrongfully dissociates shall be liable to the Company and the other Members for damages caused by the dissociation. A Member who dissociates must divest his, her or its entire Membership Interest before the effective date of dissociation in accordance with this Agreement and Applicable Law.
(b) In the event of the death of a Member, the Company and its business shall be continued by the remaining Member or Members, subject to Sections 7.02 and Section

10.01(c).

Section III.04 Investment Representations; Certification. (a) Each Member represents and warrants to the Company and to each of the other Members that he, she or it (i) has acquired interest in the Company for investment, solely for his, her or its own account, with the intention of holding such interest for investment, and without any intention of participating directly or indirectly in any redistribution or resale of any portion of such interest in violation of the Securities Act or any applicable state securities law and (ii) have a pre-existing personal or business relationship with the Manager, are “accredited investors” as defined in Rule 501(a) of Regulation D promulgated under the Securities Act, and/or have the experience and sophistication necessary to understand the risk involved and associated with investing in the Company and they have the capacity to protect their own interest in connection with their investment and involvement with the Company and the business of the Company. (b) Each Member acknowledges that he, she or it is aware that his, her or its interest in the Company has not been registered under the Securities Act in reliance upon the exemptions contained in such Securities Act and that his, her or its interest in the Company has not been registered under the state securities law of any state in reliance upon the exemptions contained in such state securities law. Each Member further understands and acknowledges that his, her or its representations and warranties contained in this Section are being relied upon by the Company and by the Members as the basis for exemption of the issuance of the Member’s interest in the Company from registration requirements of the Act and all applicable state securities laws. Each Member further acknowledges that the Company will not and has no obligation to register his, her or its interest in the Company under the Securities Act or any state securities law and does hereby DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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7 agree that the Company has no obligation to recognize any sale, transfer, or assignment of his interest in the Company to any person unless the provisions of Section 7 hereof have been fully satisfied and the sale, transfer, or assignment is otherwise permitted hereunder. (c) Each of the Members does hereby acknowledge that prior to his, her or its execution of this Agreement, he, she or it received a copy of this Agreement and that he, she or it has examined this document or caused this document to be examined by his, her or its representative or attorney. Each Member further acknowledges that he, she or it or his, her or its representative or attorney is familiar with this Agreement, and with the business and affairs of the Company, and that except as otherwise specifically provided in this Agreement, he, she or it does not desire any further information or data relating to the Company or to the other Members. Each Member acknowledges that he, she or it understands that the acquisition of his interest in the Company is a speculative investment involving a high degree of risk and does hereby represent that he, she or it has a net worth sufficient to bear the risk of his, her or its investment, and obligations assumed under, in the Company and to justify his, her or its investing and participating in a highly speculative venture of this type.
(d) The Manager may, but shall not be required to, issue certificates to each Member evidencing the Membership Interests held by such Member. (e) If the Manager shall issue certificates representing Membership Interests in accordance with Section 3.04(a), then in addition to any other legend required by Applicable Law, all certificates representing issued and outstanding Membership Interests shall bear a legend substantially in the following form:

THE MEMBERSHIP INTERESTS REPRESENTED BY THIS

CERTIFICATE ARE SUBJECT TO AN OPERATING AGREEMENT

AMONG THE COMPANY AND ITS MEMBERS, A COPY OF WHICH IS
ON FILE AT THE PRINCIPAL OFFICE OF THE COMPANY. NO

TRANSFER, SALE, ASSIGNMENT, GIFT, PLEDGE, ENCUMBRANCE,

HYPOTHECATION, OR OTHER DISPOSITION OF THE MEMBERSHIP

INTERESTS REPRESENTED BY THIS CERTIFICATE MAY BE MADE

EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF SUCH
OPERATING AGREEMENT.

THE MEMBERSHIP INTERESTS REPRESENTED BY THIS

CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE
SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER

APPLICABLE SECURITIES LAWS AND MAY NOT BE TRANSFERRED,

SOLD, ASSIGNED, GIFTED, PLEDGED, ENCUMBERED,

HYPOTHECATED, OR OTHERWISE DISPOSED EXCEPT PURSUANT TO
(A) A REGISTRATION STATEMENT EFFECTIVE UNDER SUCH ACT

AND LAWS, OR (B) AN EXEMPTION FROM REGISTRATION
THEREUNDER.

DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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8 Section III.05 Meetings.
(a) There is no requirement or obligation by the Company, Members or Manager to call or hold any meetings. However, meetings of the Members may be called by (i) the Manager or (ii) a Member or group of Members holding more than 49% of the Membership Interests.
(b) Written notice stating the place, date, and time of the meeting, the means of electronic video screen communication or transmission, if any, and describing the general nature of the business to be conducted at the meeting, shall be delivered not fewer than 3 days and not more than 60 days before the date of the meeting to each Member, by or at the direction of the Manager or the Member(s) calling the meeting, as the case may be. The business to be conducted at such meeting shall be limited to the business described in the notice. The Members may hold meetings at the Company's principal office or at such other place, within or outside the State of California, as the Manager or the Member(s) calling the meeting may designate in the notice for such meeting. (c) Any Member may participate in a meeting of the Members (i) using conference telephone or electronic video screen communication, if all Persons participating in the meeting can talk to and hear each other or (ii) by Electronic Transmission by or to the Company if the Company (A) implements reasonable measures to provide Members, in person or by proxy, a reasonable opportunity to participate and vote, including an opportunity to read or hear the meeting's proceedings substantially concurrently with the proceedings and (B) maintains a record of votes or other action taken by the Members.

Participation in a meeting by such means shall constitute presence in person at such meeting.
(d) On any matter that is to be voted on by the Members, a Member may vote in person or by proxy, and such proxy may be granted in writing signed by such Member, using Electronic Transmission authorized by such Member or as otherwise permitted by Applicable Law. Every proxy shall be revocable in the discretion of the Member executing it unless otherwise provided in such proxy; provided, that such right to revocation shall not invalidate or otherwise affect actions taken under such proxy prior to such revocation. (e) Attendance of a Member at any meeting shall constitute a waiver of notice of such meeting, except where a Member attends a meeting for the express purpose of objecting to the transaction of any business on the ground that the meeting is not lawfully called or convened.
(f) A quorum of any meeting of the Members shall require the presence, whether in person or by proxy, of the Members holding a majority of the Membership Interests. Subject to Section 3.06, no action may be taken by the Members unless the appropriate quorum is present at a meeting.
(g) Subject to Section 3.06, Section 4.02, Section 9.01(a), Section 12.09, and any other provision of this Agreement or the Act requiring the vote, consent, or approval of a different percentage of the Membership Interests, no action may be taken by the DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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9 Members at any meeting at which a quorum is present without the affirmative vote of the Members holding a majority of the Membership Interests.

Section III.06 Action Without Meeting.
(a) Notwithstanding the provisions of Section 3.05, any matter that is to be voted on, consented to, or approved by the Members may be taken without a meeting, without prior notice and without a vote if a written consent is signed and delivered (including by Electronic Transmission) to the Company within 60 days of the record date for that action (or other number of days so long as permitted by applicable law) by a Member or the Members holding not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which each Member entitled to vote on the action is present and votes/all Members entitled to vote on the matter. A record shall be maintained by the Manager of each such action taken by written consent of a Member or the Members.
(b) Unless the consents of all Members entitled to vote have been solicited in writing, (i) the Manager shall give notice of any amendment to the Articles of Organization or this Agreement, a dissolution, or a merger of the Company approved by the Members without a meeting by less than unanimous written consent, at least 5 days before the consummation of such action, and (ii) the Manager shall give prompt notice of the taking of any other action approved by Members without a meeting by less than unanimous written consent, to those Members entitled to vote who have not consented in writing.

ARTICLE IV
Management
Section IV.01 Management of the Company. The Company shall be manager-managed by the Manager. For the purposes of this agreement any reference to “Manager” hereunder shall mean JRMG Healdsburg LLC. Subject to Sections 4.01 and 4.02 and except as otherwise provided by the Act, this Agreement, or other written agreement between the Members, the Manager shall have full and complete discretion to manage and control the business, property, activities, and affairs of the Company, to make all decisions affecting the business, property, activities, and affairs of the Company, and to take all such actions as it deems necessary or appropriate to accomplish the purposes of the Company. The actions of the Manager taken in accordance with the provisions of this Agreement shall bind the Company. No other Member of the Company shall have any authority or right to act on behalf of or bind the Company, unless otherwise provided herein or unless specifically authorized by the Manager pursuant to a duly adopted resolution expressly authorizing such action.
(a) Delegation of Management Role. Notwithstanding anything to the contrary, and for so long as JRMG is a Member, the Members agree that JRMG may delegate some or a portion of its management responsibilities to JANE Branding, Inc., an Affiliate of JRMG, including but not limited to the exclusive management authority to: (i) manage the day-to-day operations of the Company’s business, (ii) manage the accounting and bookkeeping, (iii) oversee all employment matters including the hiring and termination DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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10 of employees, and (iv) negotiate, enter into agreements and manage any and all distributor relationship arrangements. Upon such election by JRMG to make such a delegation, the Company shall enter into a contract with JANE Branding, Inc. to provide such management services and branding services to the Company. JRMG may decide to delegate its management responsibilities to any other Affiliate of JRMG with the prior written approval of the Members, which shall not be unreasonably withheld or delayed. The Members may agree to have JRMG or its Affiliate use a title in connection with its management role, provided that it is understood that the Members’ consent or approval is not necessary in connection with JRMG or Affiliate carrying out any of the management roles set forth above.

Section IV.02 Approval of Members. Without the written approval of the holders of a majority of the Membership Interests, the Company shall not, and shall not enter into any commitment to:
(a) do any act in contravention of this Agreement, or any amendment hereto; (b) do any act which would make it impossible to carry on the ordinary business of the Company; or
(c) confess a judgment against the Company.
(d) sell, exchange, transfer, or convey all or substantially all of the assets of the Company;
(e) make a capital call or admit a new Member;
(f) make loans of Company funds to any person, firm, or entity other than for Company purposes;
(g) encumber assets of the Company as security for, or otherwise guarantee the repayment of, indebtedness of persons, firms, or entities other than the Company or except for Company purposes;
(h) merge or convert the Company into another entity; or. (i) dissolve the Company, except as provided under the Act.

Section IV.03 Officers. The Manager, with the consent of a majority of Members, may appoint one or more individuals as officers of the Company (the "Officers") as the parties deem necessary or desirable to carry on the business of the Company and may delegate to such Officers such power and authority as the Manager deems advisable. An Officer is not required to be a Member of the Company. Any individual may hold two or more offices of the Company. Each Officer shall hold office until his or her successor is designated by the Manager or until his or her earlier death, resignation, or removal. Any Officer may resign at any time upon written notice to the Manager. Any Officer may be removed by the Manager at any time, with or without cause. A DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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11 vacancy in any office occurring because of death, resignation, removal, or otherwise may, but need not, be filled by the Manager.

Section IV.04 Removal of Manager. Any Manager may be removed or replaced at any time, with or without cause, by the holders of 75% of the Membership Interests (with the Manager at issue permitted to vote on the matter if such Manager is also a Member). Any Manager may resign at any time by delivering a written resignation to the Company, which resignation shall be effective upon receipt thereof unless it is specified to be effective at some other time or upon the occurrence of a particular event. Any vacancy in management shall be filled by the affirmative vote of the holders of 75% of the Membership Interests held by Members (including any preceding Manager if the same is a Member). The removal or resignation of the Manager shall not affect the Manager's rights as a Member and shall not constitute a dissociation of such Member. This provision applies to JRMG to the extent it is acting as a manager pursuant to Section 4.01(a) above.

In addition a Manager may be removed by affirmative vote of holders of 50% of the Membership Interest provided that the Manager, or any of its Members, is convicted or otherwise determined by any final judgement or final order made or given by any court of competent jurisdiction to be engaged in any fraud, embezzlement or gross negligence that the Member(s) voting to remove the Manager reasonably believe is detrimental to the Company or Members.

Section IV.05 Reimbursement of Manager.
(a) The Company will reimburse the Manager and/or is Affiliate providing management services for the actual costs of goods, materials, and services, including attorneys’ and accounting fees, costs paid to any third-party providers of service, used for or by the Company. Provided that approval of Members holding 51% or more Membership Interest is obtained, the Company will also reimburse the Manager and/or is Affiliate for a reasonable allocation of its general overhead and administrative expenses, labeled as a Management Fee or Licensing Fee. These fees will be for items such as salaried officer reimbursement, marketing support, HR support, website design and support, and other actual costs associated with and utilized by the Company in its operations. For avoidance of doubt such approval not required for the items identified in the first sentence of this paragraph.
(b) Section 4.05(a), in regards to Management Fee or Licensing Fee, will require 51% of Members to approve, but approval shall not be unreasonably withheld.

Manager and/or is Affiliate may be required to show records of such costs, but a monthly management reimbursement will be agreed upon annually. Estimates for first year of management reimbursement to not exceed $5,000 per month during construction and planning. Estimates for management reimbursement during first year of operations to be $10,000 per month. These are not the final numbers but just an estimate. No costs shall be deemed compensation to the Members unless agreed upon by JRMG and FCP. The parties intend for the Members to only receive distributions of profits in accordance with Article VI or Article X.

Section IV.06 FCP Operating Rights. Members and Manager agree that FCP will be entitled to: (i) fill 10% of the shelf space at the Healdsburg dispensary location with FCP product DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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12 or product FCP selects from other sources, (ii) conduct up to two (2) large promotion events annually, (iii) conduct up to one (1) in-store promotion event monthly, and (iv) participate in sales training for the Healdsburg dispensary staff to teach them how to best represent FCP products and other brands. Furthermore, JRMG hereby grants FCP a right of first refusal to participate in any new dispensary JRMG opens within 10 miles of the Healdsburg dispensary location.

Section IV.07 Other Activities and Agreements with Related Parties. (a) The Manager and each Member, in their individual capacities or otherwise, are free to engage in, to conduct, or to participate in any business or activity whatsoever, including, without limitation, the acquisition, development, management, and exploitation of real property, without any accountability, liability, or obligation whatsoever to the Company or to any Member, even if such business or activity competes with or is enhanced by the business of the Company. Neither Manager nor any Member is obligated to present any investment opportunity or any prospective economic advantage to the Company, even if the opportunity is of the character that, if presented to the Company, could be taken by the Company. Further, the Manager, in the exercise of his, her or its power and authority under this Agreement, may contract and otherwise deal with or otherwise obligate the Company to entities in which any one or more of the Members may have an ownership or other financial interest so long as the transaction is arm’s-length and the terms are, on an overall basis, fair and reasonable to the Company and are reasonably consistent with the market conditions.
(b) Without limiting the generality of the foregoing, the Company may, but is not obligated to, enter into agreements, including management contracts, with Affiliates of the Manager or a Member. Said contracts may provide for payment of all direct and indirect costs, including, without limitation, rental equipment, supervision, contract work with third parties, contractors, and subcontractors, labor, materials, day-to-day operations, accountings, fire and liability insurance, and any other reasonable expenses.

ARTICLE V
Allocations
Section V.01 Allocation of Profits and Losses.
(a) The Company's profits and losses for each Fiscal Year will be allocated among the Members pro rata in accordance with their Membership Interests. (b) Notwithstanding any other provision of this Agreement, "partner nonrecourse deductions" (as defined in Treasury Regulations Section 1.704-2(i)), if any, of the Company shall be allocated for each Fiscal Year to the Member that bears the economic risk of loss within the meaning of Treasury Regulations Section 1.704-2(i) and "nonrecourse deductions" (as defined in Treasury Regulations Section 1.704-2(b)) and "excess nonrecourse liabilities" (as defined in Treasury Regulations Section 1.752-3(a)), if any, shall be allocated to and among the Members in accordance with their Membership Interests.

DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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13 (c) This Agreement shall be deemed to include "qualified income offset," "minimum gain chargeback," and "partner nonrecourse debt minimum gain chargeback" provisions within the meaning of Treasury Regulations under Section 704(b) of the Code. (d) All items of income, gain, loss, deduction, and credit of the Company shall be allocated among the Members for federal, state, and local income tax purposes consistent with the manner that the corresponding items are allocated among the Members pursuant to this Section 5.01, except as may otherwise be provided herein or under the Code.

ARTICLE VI
Distributions
Section VI.01 Distributions.
(a) Distributions of available cash, as reasonably determined by the Company’s accountant, shall be made to the Members at the times (but no less than monthly unless agreed to by all Members) and in the aggregate amounts determined by the Manager. Such distributions shall be paid to the Members pro rata in accordance with their respective Membership Interests.
(b) If a Member has (i) an unpaid Additional Capital Contribution that is overdue and/or (ii) an outstanding Default Loan due to another Member, any amount that otherwise would be distributed to such Member pursuant to Section 6.01(a) or Article XII (up to the amount of such Additional Capital Contribution or outstanding Default Loan, together with interest accrued thereon) shall not be paid to such Member but shall be deemed distributed to such Member to reduce or eliminate the Default Loan and applied on behalf of such Member pursuant to Section 2.03.
(c) Notwithstanding any provision to the contrary contained in this Agreement, the Company shall not make any distribution to Members if such distribution would violate Section 17704.05 of the Act or other Applicable Law.

ARTICLE VII
Transfers
Section VII.01 General Restrictions on Transfer.
(a) Right of First Refusal. If a Member desires to transfer, convey or otherwise sell any or all of the Member’s Membership Interest in the Company to a third party, the Member shall give written notice to the other Members at least 30 days in advance of the proposed sale or transfer, indicating the terms of the proposed transaction and identity of the proposed offeror/transferee. The Company and the other Members shall have the option to purchase the Membership Interest proposed to be transferred on the terms set forth in the notice. For 30 days after the notice is given, the other Members shall have the right to purchase the Membership Interest offered. If the other Members do not exercise DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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14 the right to purchase all of the Membership Interest, then, with respect to any portion not purchased, that right shall be given to the Company for an additional 30-day period. If the Company and other Members do not exercise their rights to purchase all of the Membership Interest, the offering Member may, within 90 days from the date that the Company and other Members decide not to purchase, sell to the offeror named in the notice, provided, however, that any such transfer is expressly contingent on approval from the applicable licensing agencies.
(b) Except as otherwise set forth in this Agreement, no Member shall Transfer all or any portion of his, her or its Membership Interest in the Company, except with the written consent of the Manager and Members holding 51% or more the Membership Interest. Any approval may be denied for any reasonable basis including, but not limited to, concerns that the proposed transfer or transferee may jeopardize the existing licenses the Company may have and/or they may make approval of the transfer contingent on approval from the applicable licensing agencies.
(c) Notwithstanding any other provision of this Agreement, each Member agrees that it will not Transfer all or any portion of his, her, or its Membership Interest in the Company, and the Company agrees that it shall not issue any Membership Interests:
(i) except as permitted under the Securities Act and other applicable federal or state securities or blue sky laws, and then, with respect to a Transfer of Membership Interests (and only upon delivery to the Company of an opinion of counsel in form and substance satisfactory to the Company to the effect that such Transfer may be effected without registration under the Securities Act if required by the Company);
(ii) if such Transfer or issuance would cause the Company to be considered a "publicly traded partnership" under Section 7704(b) of the Code within the meaning of Treasury Regulations Section 1.7704-1(h)(1)(ii) including the look-through rule in Treasury Regulations Section 1.7704-1(h)(3); (iii) if such Transfer or issuance would affect the Company's existence or qualification as a limited liability company under the Act; (iv) if such Transfer or issuance would cause the Company to lose its status as a partnership for federal income tax purposes; (v) if such Transfer or issuance would cause the Company to be required to register as an investment company under the Investment Company Act of 1940, as amended; or
(vi) if such Transfer or issuance would cause the assets of the Company to be deemed "Plan Assets" as defined under the Employee Retirement Income Security Act of 1974 or its accompanying regulations or result in any "prohibited transaction" thereunder involving the Company.

DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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15 (d) Any Transfer or attempted Transfer of any Membership Interest (in full or in part) in violation of this Agreement shall be null and void, no such Transfer shall be recorded on the Company's books and the purported Transferee in any such Transfer shall not be treated (and the purported Transferor shall continue to be treated) as the owner of such Membership Interest for all purposes of this Agreement. (e) Except as provided in Section 10.01(c), no Transfer of Membership Interests to a Person not already a Member of the Company shall be deemed completed until the prospective Transferee is admitted as a Member of the Company in accordance with Section 3.02(b) hereof.
(f) Except as provided in Section 9.01(d), for the avoidance of doubt, any completed Transfer of a Membership Interest permitted or authorized by this Agreement shall be deemed a sale, transfer, assignment, or other disposal of such Membership Interest in its entirety as intended by the parties to such Transfer, and shall not be deemed a sale, transfer, assignment, or other disposal of any less than all of the rights and benefits described in the definition of the term “Membership Interest,” unless otherwise explicitly agreed to by the parties to such Transfer.

Section VII.02 Permitted Transfers. For avoidance of doubt, the provisions of Section 7.01(a) shall not apply to any Transfer by any Member of all or any portion of its Membership Interest by will or by the laws of intestate succession, to such Member's executors, administrators, testamentary trustees, legatees, or beneficiaries. Section 7.01(a) shall also not apply to any such types of permitted transfers occurring within the Member entities.

Section VII.03 No Transfer Within Member Entities. The Members agree that they will not transfer any membership interest in their respective entities to any third parties without the express written consent of the other Members.

ARTICLE VIII
Exculpation and Indemnification
Section VIII.01 No Personal Liability: Members; Manager. (a) Except as otherwise provided by the Act, by Applicable Law, or expressly in this Agreement, no Member will be obligated personally for any debt, obligation, or liability of the Company or other Members, whether arising in contract, tort, or otherwise, solely by reason of being or acting as a Member.
(b) Except as otherwise provided by the Act, by Applicable Law, or expressly in this Agreement, no Manager will be obligated personally for any debt, obligation, or liability of the Company, whether arising in contract, tort, or otherwise, solely by reason of being or acting as a Manager.
(c) Except as otherwise provided by the Act, by Applicable Law, or expressly in this Agreement, no Member will be liable to any other Member with respect to any action taken or by any omission made by such Member in good faith within the scope of the DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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16 authority delegated to such Member by this Agreement or the Act, except that each Member will be liable to the other Member for its own material default under this Agreement, fraud, gross negligence and/or willful misconduct.

Section VIII.02 Indemnification.
(a) To the fullest extent permitted under the Act (after waiving all Act restrictions on indemnification, other than those which cannot be eliminated thereunder), as the same now exists or may hereafter be amended, substituted, or replaced (but, in the case of any such amendment, substitution, or replacement, only to the extent that such amendment, substitution, or replacement permits the Company to provide broader indemnification rights than the Act permitted the Company to provide before such amendment, substitution, or replacement), the Company shall indemnify, hold harmless, defend, pay, and reimburse any Covered Person against any and all losses, claims, damages, judgments, fines, or liabilities, including reasonable legal fees or other expenses, and any amounts expended in settlement of any claims (collectively, "Losses") to which such Covered Person may become subject by reason of:
(i) any act or omission or alleged act or omission performed or omitted to be performed on behalf of the Company, any Member, the Manager, or any of their respective direct or indirect subsidiaries in connection with the business of the Company; or
(ii) such Covered Person being or acting in connection with the business of the Company as a member, shareholder, partner, Affiliate, manager, director, office, employee, agent, or representative of the Company, any Member, the Manager, or any of their respective Affiliates, or such Covered Person serving or having served at the request of the Company as a member, manager, director, officer, employee, agent, or representative of any Person including the Company; provided, that such Loss did not arise from (A) the Covered Person's conduct involving bad faith, willful or intentional misconduct, or a knowing violation of law, (B) a transaction from which such Covered Person derived an improper personal benefit, (C) a circumstance under which the liability provisions for improper distributions of Section 17704.06 of the Act are applicable, or (D) a breach of such Covered Person's duties or obligations under Section 17704.09 of the Act (taking into account any restriction, expansion, or elimination of such duties and obligations provided for in this Agreement). (b) The Company shall promptly reimburse (or advance to the extent reasonably required) each Covered Person for reasonable legal or other expenses (as incurred) of such Covered Person in connection with investigating, preparing to defend, or defending any claim, lawsuit, or other proceeding relating to any Losses for which such Covered Person may be indemnified pursuant to this Section 8.02; provided, that if it is finally judicially determined that such Covered Person is not entitled to the indemnification provided by this Section 8.02, then such Covered Person shall promptly reimburse the Company for any reimbursed or advanced expenses.

DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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17 (c) The provisions of this ARTICLE VIII shall survive the dissolution, liquidation, winding up, and termination of the Company. (d) "Covered Person" means (i) each Member; (ii) each Manager, Officer, employee, agent, or representative of the Company; and (iii) each officer, director, shareholder, partner, manager, member, Affiliate, employee, agent, or representative of each Member, and each of their respective Affiliates.

ARTICLE IX
Accounting and Tax Matters
Section IX.01 Inspection Rights. Upon reasonable notice from a Member, the Company shall afford the Member and its respective representatives access during normal business hours to the corporate, financial, and similar records, reports, and documents of the Company as required under the Act, and shall permit the Member and its respective representatives to examine such documents and make copies thereof as required under the Act, in each case to the extent such information is for a purpose reasonably related to the Member's interest as a Member.

Section IX.02 Income Tax Status. It is the intent of the Company and the Members that the Company shall be treated as a partnership for federal, state, and local income tax purposes.

Neither the Company, the Manager, nor any Member shall make an election for the Company to be classified as other than a partnership pursuant to Treasury Regulations Section 301.7701-3.

Section IX.03 Tax Returns.
(a) At the expense of the Company, the Manager will cause the preparation and timely filing (including extensions) of all tax returns required to be filed by the Company pursuant to the Code as well as all other required tax returns in each jurisdiction in which the Company owns property or does business. As soon as reasonably possible after the end of each Fiscal Year, the Manager will deliver to each Member, Company information necessary for the preparation of such Member's federal, state, and local income tax returns for such Fiscal Year.
(b) Each Member agrees that such Member shall not treat any Company item on such Member's federal, state, foreign, or other income tax return inconsistently with the treatment of the item on the Company's return.

ARTICLE X
Dissolution and Liquidation
Section X.01 Events of Dissolution. The Company shall be dissolved and its affairs wound up only upon the occurrence of any of the following events:
(a) An election to dissolve the Company made by Manager and Members holding the required interest pursuant to the Act;
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18 (b) The sale, exchange, involuntary conversion, or other disposition or Transfer of all or substantially all the assets of the Company;
(c) The passage of 90 consecutive days during which the Company has no Members; provided that upon the death of a natural person who is the sole Member of the Company, the status of the Member, including a Membership Interest, may pass to one or more heirs, successors, and assigns of the Member by will or applicable law as set forth herein. An heir, successor, or assign of the Member's Membership Interest becomes a substituted Member pursuant to Section 17704.01(c)(4) of the Act, subject to administration as provided by applicable law, without the permission or consent of the heirs, successors, or assigns or those administering the estate of the deceased Member; or (d) The entry of a decree of judicial dissolution under the Act.

Section X.02 Winding Up and Liquidation.
(a) Upon dissolution, the Company shall immediately commence to wind up its affairs in accordance with the Act and the provisions of this Article. (b) The Manager shall act as liquidator (the "Liquidator"). The Liquidator shall have full power and authority to sell, assign, and encumber any or all of the Company's assets (including the discretion to defer the liquidation of any asset if the immediate sale of the asset would be impractical or cause undue loss to the Members) and to wind up and liquidate the affairs of the Company in an orderly and business-like manner in accordance with the Act. The Liquidator agrees to follow and adhere to any liquidation plan that may be proposed and approved by all of the Members. If no plan is approved, in addition to any other fiduciary responsibilities that the Liquidator may have, he/she agrees that the sale and distribution of any remaining assets will be done fairly and equitably. (c) The Liquidator shall give written notice of the commencement of winding up by mail to all known creditors of the Company and claimants against the Company whose addresses appear on the records of the Company.

Section X.03 Distribution of Assets. The Liquidator shall liquidate the assets of the Company and distribute the proceeds in the following order of priority, unless otherwise required by mandatory provisions of the Act or other Applicable Law:
(a) First, to the payment of the Company's known debts and liabilities to its creditors (including Members, if applicable);
(b) Second, to the expenses of liquidation (including sales commissions incident to any sales of assets of the Company);
(c) Third, to the establishment of, and additions to, reserves that are determined by the Liquidator to be reasonably necessary for any contingent unknown liabilities or obligations of the Company; and
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19 (d) Fourth, to the Members, on a pro rata basis, in accordance with the positive balances in their respective Capital Accounts, as determined after taking into account all Capital Account adjustments for the taxable year of the Company in which the liquidation occurs.

Section X.04 Required Filings. Upon the occurrence of an event described in Section

10.01 and upon completion of the distribution of assets as provided in Section 10.03, respectively, the Liquidator shall make all necessary filings required by the Act, including any required certificate of dissolution or certificate of cancellation.

ARTICLE XI
Definitions
Section XI.01 Definitions. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in this Section 10.01, and when not otherwise defined shall have the meanings set out in the Act:
"Affiliates" means, with respect to any Person, any other Person who, directly or indirectly, controls, is controlled by, or is under common control with such Person. For purposes of this definition, "control" when used with respect to any specified Person, shall mean the power, direct or indirect, to direct or cause the direction of the management and policies of such Person, whether through ownership of voting securities or partnership or other ownership interests, by contract or otherwise; and the terms "controlling" and "controlled" shall have correlative meanings. “Act” or " The Act " means the California Revised Uniform Limited Liability Company Act and any successor statute, as it may be amended from time to time. "Agreement" has the meaning set forth in the Preamble.
"Applicable Law" means all applicable provisions of (a) constitutions, treaties, statutes, laws (including the common law), rules, regulations, decrees, ordinances, codes, proclamations, declarations, or orders of any Governmental Authority; (b) any consents or approvals of any Governmental Authority; and (c) any orders, decisions, advisory, or interpretative opinions, injunctions, judgments, awards, decrees of, or agreements with, any Governmental Authority. "Articles of Organization" means the articles of organization of the Company, as they may be amended or restated from time to time.
"Capital Account" has the meaning set forth in Section 2.04(a). "Capital Contributions" has the meaning set forth in Section 2.02. "Code" means the Internal Revenue Code of 1986, as amended. "Company" has the meaning set forth in the Preamble.

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20 "Covered Person" means (i) each Member; (ii) each Manager, Officer, employee, agent, or representative of the Company; and (iii) each officer, director, shareholder, partner, manager, member, Affiliate, employee, agent, or representative of each Member, and each of their respective Affiliates.
"Effective Date" has the meaning set forth in the Preamble. "Electronic Transmission" means (a) facsimile telecommunication, (b) email, (c) posting on an electronic message board or network that the Company has designated for communications (together with a separate notice to the recipient of the posting when the transmission is given by the Company), or (d) other means of electronic communication where the recipient has consented to the use of the means of transmission (or, if the transmission is to the Company, the Company has placed in effect reasonable measures to verify that the sender is the Member or Manager purporting to send the transmission) and the communication creates a record that is capable of retention, retrieval, and review and may be rendered into clearly legible tangible form. "Fiscal Year" means the calendar year, unless the Company is required or elects to have a taxable year other than the calendar year, in which case Fiscal Year shall be the period that conforms to its taxable year.
"Governmental Authority" means any federal, state, local, or foreign government or political subdivision thereof, or any agency or instrumentality of such government or political subdivision, or any self-regulated organization or other non-governmental regulatory authority or quasi-governmental authority (to the extent that the rules, regulations, or orders of such organization or authority have the force of law), or any arbitrator, court, or tribunal of competent jurisdiction.
"Initial Member" means each Person identified on the Members Schedule as of the Effective Date as a Member and who has executed this Agreement or a counterpart thereof. "Joinder Agreement" has the meaning set forth in Section 3.02(b). "Lien" means any mortgage, pledge, security interest, option, right of first offer, encumbrance, or other restriction or limitation of any nature whatsoever. "Liquidator" has the meaning set forth in Section 10.02(b). "Losses" has the meaning set forth in Section 8.02(a).
"Manager" means JRMG Healdsburg LLC, or such other Person as may be designated or become the Manager pursuant to the terms of this Agreement. The Manager shall constitute a "manager" (as that term is defined in the Act) of the Company. "Marital Relationship" means a civil union, domestic partnership, marriage, or any other similar relationship that is legally recognized in any jurisdiction.

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21 "Members" means each Initial Member and each Person who is admitted as a Member of the Company after the Effective Date in accordance with the terms of this Agreement and the Act, but does not include any Person who ceases to be a Member. The Members shall constitute "members" (as that term is defined in the Act) of the Company. "Members Schedule" means Schedule I attached hereto.
"Membership Interest" means an interest in the Company owned by a Member, including such Member's rights to (a) receive that Member's distributive share of Company assets and items of Company income, gain, loss, and deduction, (b) vote on, consent to, or participate in any Member decisions as provided in this Agreement and the Act, and (c) receive any and all other benefits due to a Member under this Agreement and the Act. The Membership Interest of each Member will be stated as a percentage interest and shall be as set out in the Members Schedule.

The Membership Interests of all Members shall equal 100%. For voting, approval, and consent purposes, "Membership Interest" shall mean a Member's membership interest in the current profits of the Company.
"Officers" has the meaning set forth in Section 4.03.
"Person" means an individual, corporation, partnership, joint venture, limited liability company, Governmental Authority, unincorporated organization, trust, association, or other entity. "Securities Act" means the Securities Act of 1933, as amended, or any successor federal statute, and the rules and regulations thereunder, which shall be in effect at the time. "Spousal Consent" has the meaning set forth in Section 3.02(b). "Spouse" means a spouse, a party to a civil union, a domestic partner, a same-sex spouse or partner, or any person in a Marital Relationship with a Member. "Transfer" means to sell, transfer, assign, gift, pledge, encumber, hypothecate, or similarly dispose of, directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise, or to enter into any contract, option, or other arrangement or understanding with respect to the sale, transfer, assignment, gift, pledge, encumbrance, hypothecation, or similar disposition of, any Membership Interests or any interest (including a beneficial interest or "transferable interest" as defined under the Act) therein. "Transfer" when used as a noun, and "Transferred" when used to refer to the past tense, shall have correlative meanings. "Transferor" and "Transferee" mean a Person who makes or receives a Transfer, respectively.
"Treasury Regulations" means the final or temporary regulations issued by the United States Department of Treasury pursuant to its authority under the Code, and any successor regulations.

DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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22 ARTICLE XII
Miscellaneous
Section XII.01 Governing Law. All issues and questions arising out of or concerning the application, construction, validity, interpretation, and enforcement of this Agreement shall be governed by and construed in accordance with the internal laws of the State of California, without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction) that would cause the application of laws of any jurisdiction other than the State of California.

Section XII.02 Right to Cure. In the event of a breach or default of this Agreement by a party to this Agreement, upon notice from a non-defaulting party to the defaulting party, the defaulting party shall have thirty (30) days from the date of such notice to cure the default or breach. If the nature of the defaulting party's default or breach is such that more than thirty (30) days are reasonably required for its cure, then the defaulting party shall commence to cure the default or breach within said thirty (30) day period and must thereafter diligently prosecute such cure to completion. This notice and cure provision must be followed before the procedures set forth in Section 12.03 are invoked, or before equitable relief may be sought pursuant to Section

12.06 (except in any situation in which equitable relief is needed due to the urgency of the matter).

Section XII.03 Stepped Dispute Resolution. The parties agree to resolve future disputes between them through a stepped dispute resolution process as follows:
(a) Negotiation. They shall first attempt in good faith to resolve any dispute promptly by negotiation between senior representatives with proper authority to settle the controversy. Any party may give written notice of a dispute (a “Notice of Dispute”). Within fifteen calendar (15) days after the delivery of such Notice of Dispute, the receiving party shall submit to the other a written response. The notice and response shall both include: (i) a statement of that party's position; (ii) a summary of arguments supporting that position; and (iii) the name and title of the executive who will represent that party, as well as any other person who will accompany the representative. The disputing parties' representatives shall meet at a mutually acceptable time and location to attempt to resolve the dispute within thirty (30) days after delivery of the initial Notice of Dispute. If after thirty (30) calendar days, negotiations fail to resolve the dispute, or do not occur at all, the parties shall move directly to mediation. All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence.
(b) Mediation. Any and all disputes not resolved through negotiation within thirty (30) days after delivery of a Notice of Dispute shall be submitted to mediation. The disputing parties shall select a mutually agreeable mediator, and a mutually agreeable time and location for the mediation within ninety (90) days after the initial Notice of Dispute.

All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. Each disputing party shall pay its own costs related to the mediation regardless of the outcome.

DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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23 (c) Binding Arbitration. Any dispute between the parties not resolved through mediation shall be submitted for confidential binding arbitration. Absent agreement to the contrary, the place of arbitration shall be Sonoma County, California. A single arbitrator shall be jointly selected, and arbitration shall be conducted using the institutional rules of a mutually agreeable arbitration provider. If the parties cannot mutually agree upon an arbitration provider, the parties shall submit their dispute to JAMS for arbitration, and the arbitration shall be conducted according to that tribunal's rules in effect as of the Effective Date of this Agreement, which rules are incorporated herein by this reference; however, in furtherance of an economical resolution to any dispute, the parties hereto agree that in any arbitration, each disputing party will be limited to three (3) depositions, ten (10) requests for production of documents (inclusive of sub-parts), thirty (30) interrogatories, and ten (10) requests for admission. Each party shall bear its own attorney's fees, and other out-ofpocket arbitration expenses, unless the arbitrators decide otherwise. The arbitration tribunal shall have authority to render final judgment on any dispute brought before it, including interpretation and application of the terms of this Agreement. The scope of the arbitrator's authority shall include the authority to interpret and apply the meaning of this section. Judgment upon the award rendered by the arbitrator may be entered in any state court having jurisdiction thereof. If, and only if, no state court has jurisdiction, then the award rendered by the arbitrator may be entered in any federal court having jurisdiction thereof. Except as expressly provided above, the parties expressly waive any right of removal to the United States federal courts, and the parties expressly waive any right to compel arbitration, to confirm any arbitral award, or seek any aid or assistance of any kind in the United States federal courts. An arbitrator exceeds his or her powers by voiding or refusing to enforce any contracts or arbitration agreements between parties based solely on the cannabis-related nature of the contract. The arbitrator shall have the power to decide any motions brought by any party, including motions for summary judgment and/or adjudication, and motions to dismiss and demurrers, applying the standards set forth under California law.
(d) Limited Exceptions to Arbitration. Notwithstanding anything to the contrary, this Agreement does not apply to any disputes between the parties concerning intellectual property, such as misappropriation of trade secrets or disputes concerning the inventorship or ownership of patents, patent applications, copyrighted material, or other intellectual property. This Agreement also does not replace criminal proceedings. Also, this Agreement does not require the parties to arbitrate disputes which must be submitted to a civil or criminal court or other tribunal as a matter of state, federal or international law.

The parties also agree that any party may petition a court of competent jurisdiction for injunctive relief or other equitable remedies including, but not limited to, actions to protect against the disclosure of confidential information. In the event any party seeks injunctive relief, the prevailing party shall be entitled to recover reasonable costs and attorneys' fees.

The parties hereto agree to bring any dispute in arbitration on an individual basis only, and not on a class, collective or private attorney general representative action basis.

Accordingly, no party may bring a claim on behalf of other individuals, and the arbitrator may not: (i) combine more than one individual's claim or claims into a single case; (ii) participate in or facilitate notification of others of potential claims; or (iii) arbitrate any form of a class, collective or representative proceeding. The arbitrator shall not have the DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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Packet Pg. 717 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Operating Agreement of JF Healdsburg LLC
24 power to commit errors of law or legal reasoning, and the arbitration award in any arbitrated dispute may be vacated or corrected on appeal to a court of competent jurisdiction for any such error. Similarly, the arbitrator shall not have the power to alter or amend this Agreement in any way without the signed consent of the parties hereto.

Section XII.04 Waiver. No waiver by any party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party so waiving. No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from this Agreement shall operate or be construed as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

Section XII.05 Notices. All notices, requests, consents, claims, demands, waivers, and other communications hereunder shall be in writing and shall be deemed to have been given:
(a) when delivered by hand (with written confirmation of receipt), (b) when received by the addressee if sent by a nationally recognized overnight courier (receipt requested), (c) on the date sent by facsimile or email of a PDF document (with confirmation of transmission) if sent during normal business hours of the recipient, and on the next business day if sent after normal business hours of the recipient; or (d) on the third day after the date mailed, by certified or registered mail, return receipt requested, postage prepaid. Such communications must be sent to the respective parties at the following addresses (or at such other address for a party as shall be specified in a notice given in accordance with this Section 11.04):

If to the Company (C/O the Manager): JRMG Healdsburg LLC 1030 2nd Street, Santa Rosa, CA 95403
[email protected]
with a copy (not constituting notice) to: Stephanie Blair, Esq.

PO Box 187, Windsor, CA 95492
[email protected]
If to a Member, to such Member's respective mailing address, facsimile number or email address, as applicable, as set forth on the Members Schedule.

Section XII.06 Remedies. In the event of any actual or prospective breach or default by any party, the other parties shall be entitled to equitable relief, including remedies in the nature of injunction and specific performance, awarded by a court of competent jurisdiction (without being required to post a bond or other security or to establish any actual damages). In this regard, the parties acknowledge and agree that they will be irreparably damaged in the event this Agreement is not specifically enforced, since (among other things) the Membership Interests are not readily marketable. All remedies hereunder are cumulative and not exclusive, may be exercised concurrently, and nothing herein shall be deemed to prohibit or limit any party from pursuing any other remedy or relief available at law or in equity for any actual or prospective breach or default, DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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Packet Pg. 718 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Operating Agreement of JF Healdsburg LLC
25 including recovery of damages. In addition, the parties hereby waive and renounce any defense to such equitable relief that an adequate remedy at law may exist.

Section XII.07 Severability. If any term or provision of this Agreement is held to be invalid, illegal, or unenforceable under Applicable Law in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.

Section XII.08 Successors and Assigns. Subject to the restrictions on Transfers set forth herein, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, executors, administrators, successors, and permitted assigns.

Section XII.09 Amendment. Except as otherwise provided by this Agreement, no provision of this Agreement may be amended or modified except by an instrument in writing executed by the Manager and the number of Members required by Section 4.02 hereof. Any such written amendment or modification will be binding upon the Company and each Member.

Notwithstanding the foregoing, amendments to the Members Schedule may be made by the Manager, without the consent of the other Members, following any new issuance, redemption, repurchase, or Transfer of Membership Interests in accordance with this Agreement.

Section XII.10 Headings. The headings in this Agreement are inserted for convenience or reference only and are in no way intended to describe, interpret, define, or limit the scope, extent, or intent of this Agreement or any provision of this Agreement.

Section XII.11 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed copy of this Agreement delivered by facsimile, email, or other means of Electronic Transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.

Section XII.12 Entire Agreement. This Agreement, together with the Articles of Organization and all related exhibits and schedules and together with any other applicable member agreements, if applicable, constitutes the entire agreement of the parties to this Agreement with respect to the subject matter contained herein and therein, and supersedes all prior and contemporaneous understandings, agreements, records, representations, and warranties, both written and oral, whether express or implied, with respect to such subject matter.

Section XII.13 No Third-Party Beneficiaries. Except as provided in ARTICLE VIII, which shall be for the benefit of and enforceable by Covered Persons as described therein, this Agreement is for the sole benefit of the parties hereto (and their respective heirs, executors, administrators, legal representatives, successors, and permitted assigns) and nothing herein, express or implied, is intended to or shall confer upon any other Person, including any creditor of the Company, any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this Agreement.

Section XII.14 Spousal Consent. Each Member who has a Spouse on the date of this Agreement shall cause such Member's Spouse to execute and deliver to the Company a Spousal DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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Packet Pg. 719 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Operating Agreement of JF Healdsburg LLC
26 Consent, pursuant to which the Spouse acknowledges that he or she has read and understood the Agreement and agrees to be bound by its terms and conditions. If any Member should marry or engage in a Marital Relationship following the date of this Agreement, such Member shall cause his or her Spouse to execute and deliver to the Company a Spousal Consent within 5 business days thereof.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first written above by their respective officers thereunto duly authorized.

The MANAGER:

JRMG HEALDSBURG LLC, a California limited liability company By: _____________________________________
Name: Jamie Shira
Title: Manager
The MEMBERS:

FOSS CREEK PROPERTIES LLC, a California limited liability company By: ______________________________
Name: Mat Humphrey
Title: Manager
JRMG HEALDSBURG LLC, a California limited liability company By: _____________________________________
Name: Jamie Shira
Title: Manager
DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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Packet Pg. 720 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Operating Agreement of JF Healdsburg LLC
27 EXHIBIT A

FORM OF JOINDER AGREEMENT
(see attached)
DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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Packet Pg. 721 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Operating Agreement of JF Healdsburg LLC
28 JOINDER AGREEMENT
Reference is hereby made to the Operating Agreement dated July 19, 2023 as amended from time to time (the "LLC Agreement") for JF Healdsburg LLC, a limited liability company organized under the laws of California (the "Company"). Pursuant to and in accordance with Section 3.02 of the LLC Agreement, the undersigned hereby acknowledges that it has received and reviewed a complete copy of the LLC Agreement and agrees that upon execution of this Joinder, such Person shall become a party to the LLC Agreement and shall be fully bound by, and subject to, all of the covenants, terms and conditions of the LLC Agreement as though an original party thereto and shall be deemed, and is hereby admitted as, a Member for all purposes thereof and entitled to all the rights incidental thereto. Capitalized terms used herein without definition shall have the meanings ascribed thereto in the LLC Agreement.

IN WITNESS WHEREOF, the parties hereto have executed this Joinder Agreement as of the following date: ______________.
[NEW MEMBER]
By_________________________________
Name: _____________________________
Title: ______________________________
DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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Packet Pg. 722 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Operating Agreement of JF Healdsburg LLC
29 EXHIBIT B

FORM OF SPOUSAL CONSENT
(see attached)
DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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Packet Pg. 723 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Operating Agreement of JF Healdsburg LLC
30 CONSENT OF SPOUSE/DOMESTIC PARTNER
I, [SIGNING SPOUSE OR DOMESTIC PARTNER NAME], spouse/domestic partner of [MEMBER SPOUSE OR DOMESTIC PARTNER NAME], acknowledge that I have read the Operating Agreement, dated July 19, 2023 of JF Healdsburg LLC, a limited liability company organized under the laws of California (the "Company"), to which this Consent of spouse/domestic partner ("Consent") is attached (as the same may be amended or amended and restated from time to time, the "Agreement"), and that I understand the contents of the Agreement.

I am aware that my spouse/domestic partner is a party to the Agreement and the Agreement contains provisions regarding the voting and transfer of membership interests (as set forth in the Agreement) of the Company which my spouse/domestic partner may own, including any interest I might have therein.

I hereby consent to the execution by my spouse/domestic partner of the Agreement and agree that I and any interest, including any community property interest, that I may have in any membership interests of the Company subject to the Agreement shall be irrevocably bound by the Agreement, including any restrictions on the transfer or other disposition of any membership interests, valuation methods or agreed values for the membership interests, or voting or other obligations as set forth in the Agreement. I hereby irrevocably appoint my spouse/domestic partner as my attorney-in-fact and agent with respect to the exercise of any rights and obligations under the Agreement.

This Consent shall be binding on my executors, administrators, heirs, and assigns. I agree to execute and deliver such documents as may be necessary to carry out the intent of the Agreement and this Consent.

I am aware that the legal, financial, and related matters contained in the Agreement are complex and that I am free to seek independent professional guidance or counsel with respect to this Consent. I have either sought such guidance or counsel or determined after reviewing the Agreement carefully that I will waive such right. I am satisfied with the terms of this Consent and I understand and have received full disclosure of all the rights that I am agreeing to waive.

I hereby agree that my spouse/domestic partner may join in any future amendment, waiver, consent, or modification of the Agreement without any further signature, acknowledgment, agreement, or consent on my part or notice to me.

Dated to be effective on [DATE].
[SIGNATURE]
[PRINT NAME]
DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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Packet Pg. 724 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Operating Agreement of JF Healdsburg LLC
31 SCHEDULE I

MEMBERS SCHEDULE
Member Address and Email Initial Capital
Contribution (in cash or
in kind as set forth
below)
Total Capital
Contribution
Expected
Membership
Interest
Foss Creek
Properties LLC
44D Mill Street
Healdsburg, CA 95448
[email protected]
$100,000 initial cash
contribution, to be
allocated towards
expenses
$750,000 to
$1,000,000.
50%
JRMG Healdsburg
LLC
1030 2nd Street
Santa Rosa, CA 95401
[email protected]
$100,000 initial cash
contribution, to be
allocated towards
expenses
$750,000 to
$1,000,000.
50%
DocuSign Envelope ID: 523FD924-0011-4088-82F9-3C6BA01D7799

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Packet Pg. 725 Attachment: JF Healdsburg LLC - JANE Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis

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Packet Pg. 726
Attachment: JF Healdsburg LLC - JANE Zoning Clearance Letter (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 727
Attachment: JF Healdsburg LLC - JANE Zoning Clearance Letter (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 728 Attachment: Kure Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 729 Attachment: Kure Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 730 Attachment: Kure Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 731 Attachment: Kure Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 732 Attachment: Kure Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 733 Attachment: Kure Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 734 Attachment: Kure Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 735 Attachment: Kure Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 736 Attachment: Kure Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 737 Attachment: Kure Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 738 Attachment: Kure Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Kenneth Wilson
18 July 23
Declared remotely by Kenneth Wilson of the City of Mactier, in the Province of Ontario, before me in the City of Alliston, in the Province of Ontario on July 18, 2023, in accordance with O Reg 431/20, Administering Oath and Declaration
Remotely.

Timothy Loyal, Notary Public
eversign Document Hash: ef4898c0db36467c9489720a3ec2f1f3

3.1.x
Packet Pg. 739 Attachment: Kure Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Kure Healdsburg, SPC dba Kure Wellness
Cannabis Retail + Microbusiness Application
434 Hudson Street, Healdsburg, CA 95448
www.kurewellness.com

3.1.y
Packet Pg. 740 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Table of Contents
Section A1: Business Plan - Finances……….…….…….…….……….…….…….…….……….3 Section A2: Business Plan - Daily Operations……….….….…….…….…….…….……..….…12 Section B: Labor and Employment Plan……….…….……….…….…….…….…….……..……22 Section C: Security Plan……….…….…….…….…….…….…….…….…….…….……..………31 Section D: Qualifications of Owners……….…….…….…….……….…….…….…….…………47 Section E: Neighborhood Compatibility Plan………….….…….…….…….…….………………53 Section F: Community Benefits and Equity Plan……….…….…….…….…….…………..……63 Section G: Proposed Site Plan ……..…….…….…….….…….…….…….…….……….….……69 Appendix.…….…….….…….…….…….……..…….…….….…….…….…….………….………..78 2 3.1.y
Packet Pg. 741 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Section A1: Business Plan - Finances
Kure Healdsburg, SPC dba Kure Wellness (sometimes referred to in this application as “Kure”) is seeking a permit from the City of Healdsburg for a cannabis storefront retail business and microbusiness at an existing facility located at 434 Hudson Street.

Kure Wellness was founded in Mendocino County in 2015 as a medical cannabis collective operating in compliance with Prop. 215 and SB 420. Prior to that, our owner Russell Green cultivated medical cannabis for patients and caregivers. Our original retail store was officially permitted in December of 2017, and we were issued the first cannabis microbusiness in Mendocino County. Since then we’ve grown to four dispensaries across Mendocino in Lake Counties (including one with a consumption lounge), with our newest store in Kelseyville opening this past April.
3 3.1.y
Packet Pg. 742 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Budget for Build-Out and Beginning Operations
We forecast a build out expense of under $500,000 for this project including about $150,000 in inventory, but we hope to come in significantly lower than that. We expect to be cash flow-positive with the Healdsburg store covering its own bills by the end of the 3 rd month of
operations. During that time, this project will be supported by operating cash flow from our affiliate Kure Wellness, Inc. (which holds our existing cannabis retail licenses in Mendocino and Lake Counties); and if for some reason that income source is no longer available, as a backup this project can be funded with alternative family and business income sources, personal savings and/or credit lines.

Initial expenses:
$100,000 Application prep, lease option money, legal, employee time, opportunity cost If a license is awarded:
$300,000 Building construction costs, initial inventory and equipment expenses After opening, there are mostly fixed expenses such as payroll, rent, insurance, software, utilities, etc., for three months. Therefore, we are expecting that $500,000 of liquidity should suffice, which won’t all be needed at once. We've done this 4 times already and are confident that if we are awarded a permit, the store will open quickly. Our Lake County facility opened just two weeks after receiving our state license since we were so prepared. We don’t wait any longer than we have to before opening a store, since we are eager to serve the local community and are losing money every day until we can do so.

The following pages contain some financial projections for this project. 4 3.1.y
Packet Pg. 743 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Kure Wellness (Healdsburg) Financial Projection for month 12 onward COGS $137,000.00
State Excise Tax $68,000.00
Payroll $60,000.00
Sales Tax $41,000.00
Employee Benefits $30,000.00
Local Cannabis Tax $18,000.00
Legal and Accounting $10,600.00
Software $5,000.00
Real Estate Lease $4,950.00
Lab Testing $4,000.00
State License Fees $3,750.00
Bank Fees $3,500.00
Packaging $3,000.00
Insurance $2,100.00
Cleaning $1,000.00
Office Supplies $700.00
City Licensing Fees $450.00
Repairs and Maintenance $420.00
Inventory Loss $250.00
Utilities - Internet $250.00
Utilities - Phone $100.00
Utilities - Security $100.00
Total Projected Revenue 456,250
Total Expenses $394,170.00
Projected Net Profit $62,080.00
5 3.1.y
Packet Pg. 744 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) 6 3.1.y
Packet Pg. 745 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) 7 3.1.y
Packet Pg. 746 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Proof of Capitalization
For our Proof Of Capitalization, included in a separate PDF are the following items:
● Kure Wellness, Inc.’s tax return page
● Kure Wellness, Inc.’s last 4 quarterly CDTFA returns
● Picture of Kures bank account
● Picture of Leslie Grave’s bank account
● Pictures of Glen Green’s bank account
● Letters of intent from Leslie Gravier, Glen Green, and Russell Green personally to make liquidity available to KURE Healdsburg, SPC including balance sheet of income producing assets in which the funds could be derived
Kure Wellness, Inc.’s free operating cash flow alone should be able to fund the projected startup costs and three months of operating expenses.

Note: Kure Wellness, Inc. is an affiliate of Kure Healdsburg, SPC that is also owned 100% by Russell Green.

Three-Year Pro Forma
Please note that the income projections are just an educated guess, a forward-looking statement based on nothing more than historical data from our existing stores as well as our observations of potential customers in Healdsburg. While these are not necessarily indicative of future performance, they are certainly insightful.

We anticipate achieving cash flow-positivity from the end of month three. When we opened our other stores we also obtained about 50% of what ended up being the stabilized stores sales in the first couple months. We don’t see any reason why this would be different here. Subsequently, sales should continue to grow steadily, aligning with our projected annual revenue of $5,475,000, starting at the twelfth month. The long-term sales performance will depend on various factors, including the effectiveness of our delivery system, marketing, successful integration of other microbusiness components, and external macroeconomic influences, such as the extension of the SMART train to Healdsburg and the possibility of having an on-site consumption lounge in the future, should the City’s ordinance be amended to allow this.
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Packet Pg. 747 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) 9 3.1.y
Packet Pg. 748 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Schedule for Beginning Operation; Proposed Construction and Improvements; Timeline for Completion
We assume that the application evaluation process will take about 90 days. The second the winners are announced we’d look to complete tenant improvement building permits, and work with the landlord to secure a contractor for the couple of rooms we would be looking to build within the unit and conduct some minor alterations to the HVAC for odor control purposes.

Hopefully construction would be completed before our state license would be ready to issue, which we anticipate would take at least another 90 days, based on our experience, though there are many things that can delay the process.

Kure Healdsburg, SPC has secured a lease for our proposed site, with a term beginning on January 1, 2024 provided that we win a license, and we have been granted some limited access to use the space before then; thus, we have set early January 2024 as a possible (though ambitious) opening date.

Letter from a Financial Institution
Enclosed is a letter from Velocity Credit Union indicating that they have an existing banking relationship with Kure Wellness. We do not anticipate any issues opening a new account with them for the proposed Healdsburg location. 10 3.1.y
Packet Pg. 749 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) 1 1

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Packet Pg. 750 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Section A2: Business Plan - Daily Operations
Introduction
Kure Wellness first and foremost, prides itself in open, honest communication. We find that much about life revolves around trust, and that you can’t have positive relationships without it: relationships of any type including with customers, vendors, regulators, and friendships. Our entire business is based on relationships. When I have a difficult decision to make I often say, “Honesty never steered me wrong” and it's served us well for over 8 years now. “Adapt or perish” is another quote you’ll often hear me use, and it's oh so true in the cannabis industry. If we weren’t a nimble company with a can-do attitude, we wouldn’t be here. Later in this application, you’ll see a list of Kure’s “Tenets” which is just a list of wise philosophical quotes that we maintain and try to adopt into our culture where relevant.

Customers shop with people they like, at companies they trust, and we try really hard to be that. Kure is a small company, started with a willing landlord and a prayer. We are locally founded in Ukiah, 100% family owned, and have no debt or institutional investors. Kure has slowly grown over the years into the small but relevant cannabis business it now is using organic capital. Kure directly owns and operates 1 cannabis microbusiness (Mendocino County - near Lake Mendocino) and 3 cannabis retail-only stores (Mendocino County - right outside Ukiah; Willits - in town; Lake County - near Kelseyville). Additionally, owner Russell Green has sole interest in two cannabis cultivation properties and licenses.

By treating our employees well, and recognizing that it is actually them who build the company and push things forward, Kure hopes to inspire excellence and provide for a great quality of life, which allows a stable foundation to build a mission based and caring employee and friend. Life seems hard for a great many lately, so we try to foster a feeling of belonging, security, and stability for our employees as it's hard to stay focused when you are on unstable ground personally. Through our work with the Arbinger Institute we have made the shift from the self-focus of an inward mindset to the people-centric, results-focus of an outward mindset.

Companies that leverage this outward mindset bring out the best in others and build highly engaged and productive teams.

It has been a long time desire of our owner Russell Green to open a store in Healdsburg.

Russell started Kure partly because the dispensaries that existed in his area did not reflect the beautiful products that were being grown locally. He notices a similar trend in Sonoma County, where there is a need for more Sonoma-grown, Mendo-grown, and Lake-grown cannabis products on the shelves. The customer base in Healdsburg is larger with more tourists and will 12 3.1.y
Packet Pg. 751 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) allow this store to feature small-batch, craft products from local artisan farmers and manufacturers.

We have also realized that Healdsburg has a reduced local tax on retail medical sales, so with that in mind and the discount they get from sales tax the customer will save some 13% on their order if they get their state medical card. Therefore we plan to facilitate this type of customer by educating them on what getting their medical would involve as well as the savings that they could get if they had a card. Also they can have higher purchase limits if they have a medical, so people like cancer patients or those with high tolerance can get their medicine without an unfair financial burden. So, along with specialty consultations and delivery we will be focusing on medical.

Our priorities at this store, should we be honored to win a permit, are as follows:

1. Good customer service: Greet all guests with an open, positive, and warm attitude.

2. Good local products: We care about the little guy, because we are the little guy.

3. Good prices: everything is a factor of price.

4. Custom consultations, specialty delivery, and medical use: Trying to get grandma the right products for her personally. Provide new patients with a small overview of the shop and medicinal offerings; get to know them and understand their interest in cannabis.

5. More efficient than the competition: Providing overall value to the customer. Stay current with new cannabis products and advancements in order to provide the most up-to-date recommendations and advice.

6. Innovation through software and systems development.

7. Prioritizing local products over other commercially available goods, considering quality and type like-for-like.

8. Be fun and interesting.

9. Participate in the local business community.

10. Adhere to strict compliance protocols, and maintain a professional and safe environment for all.

All these principles will be suited by a microbusiness at this location because we are trying to build a destination business that attracts both tourists and locals alike. By having great customer service and focusing on the priorities above, we hope to further make a name for the Kure Wellness brand, and to represent Healdsburg in a good light. By having a wider allowance of uses we can do things like have a window to the manufacturing area where we could show the prerolling, jarring, filling, and curing process being done. We want customers to be able to see the product made one week and buy it at retail the next. This will set us apart from other retail-only cannabis businesses and provide an immersive customer experience.

The microbusiness license is useful in bringing products to market as well, because it allows you to send product off to an independent lab for batch testing and bring it from the 13 3.1.y
Packet Pg. 752 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) wholesale market to a retail ready product. Also, because of the combined use nature of a microbusiness permit, you can have a substantial amount of uses covered by a single license which improves efficiency. Kure Wellness is eager to work with more producers in Sonoma County, and think that a microbrew feeling will allow more local products to be brought to market and will fit in well with the wineries and tasting rooms already in the area. In situations where the cultivators don’t have their own distribution license or the ability to package their cannabis, it’s possible we could be one of their only options for small batches. Most of the distributors I know only do what I consider to be a large batch, whereas our microbusiness would focus on small-batch craft products.

KURE Wellness plans to offer both medical and adult-use cannabis goods for sale. We will offer wellness consultations for any consumer who might be new to recreational consumption or the medical use of cannabis products. A wellness consultant works with both medical and recreational (adult-use) guests to identify their needs and provides them with an appropriate cannabis-based medication or product. Wellness consultants need to maintain an up-to-date knowledge of cannabis products and their proper use, and are responsible for providing the highest level of informed and compassionate care to all patients, whether on the dispensary floor or over the phone. They must also have experience in retail sales, exhibit the highest standards in customer service and professionalism, and be passionate about the growing cannabis industry. Kure believes this would be a greatly appreciated addition to the Healdsburg community. Many of our senior customers, who have grown up with a taboo idea of what cannabis really is, have benefited from the knowledge our wellness consultants have offered. Kure prides itself in making sure our employees stay current on cannabis knowledge, trends, and laws, so that when a new consumer enters our shop it's a comfortable and enlightening experience.

It’s important to note that when we say “consultations” we do NOT mean any kind of medical evaluation. There will not be any physicians on site evaluating patients, per the HMC and state law.

We take the time to hear what customers want and we do our best to stock their requests even if it means stocking a low turnover item that we sometimes take a loss on like Yummy Karma and Mary's Medicinals. Our employees work as a team and have high levels of sophistication and education. Our happy staff in turn creates happy customers.

With a microbusiness, the consumers will actually be able to see products getting jarred or rolled that will eventually end up on the shelves. Further, we go above and beyond to create an enjoyable and welcoming experience for our patrons. When you walk in the doors you will see an elegant minimalist decor setting with beautiful displays of products on glass shelves. You will then be greeted by the most friendly staff. Water or tea will be offered as you are able to browse our selection of the finest cannabis California has to offer. No one will rush you as you and your experienced budtender decide on what best suits your personal needs or wants. Chill 14 3.1.y
Packet Pg. 753 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) music plays in the background as you and your new “friend” chat and laugh, much like you do with your favorite server at a local restaurant. This hands on experience will have any customer coming back again and again, not only for quality products, but quality conversations and customer service.

Daily operations at Kure Wellness’ proposed Healdsburg location will be guided by industry standards and best practices; as well as by compliance with the Healdsburg Municipal Code (HMC), the Medicinal and Adult Use Cannabis Regulation and Safety Act (MAUCRSA), the Department of Cannabis Control (DCC) regulations as codified in Title 4, Division 19 of the California Code of Regulations (CCR), and other applicable requirements.

Customer Check-In Procedures
We strive to greet customers within four seconds upon arrival. All guests are subjected to the age verification protocol below prior to being granted access to the store.

Age Verification SOP
Version: 3-15-2023
Roles Affected: Budtenders, Managers, Security, Manufacturers Timing: Upon arrival of every customer
Procedure: Adult Use
● Greet customer(s) while grabbing ID Scanner
● If scanner is on main menu, chose “ID SCANNER” in the redbox to activate ● Ask customer for identification
● According to the DCC acceptable forms of identification are: Government issued photo ID card (ie. tribal ID, drivers license, ID card, passport, military photo ID) ● All forms of identification must be up to date and NOT expired ● If an expired ID is presented, customer must have a DMV copy of new ID ● Hold scanner 3-5 inches away from ID and scan the barcode on the back ● Make sure the information on the scanner matches the information on the ID and the picture matches the person in front of you
● When age is verified, hand the customer back their ID and invite them to the sales floor
Procedure: Medical Use
● Greet customer(s) while grabbing ID Scanner
● If scanner is on main menu, chose “ID SCANNER” in the redbox to activate ● Ask customer for identification
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Packet Pg. 754 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) ● According to the DCC acceptable forms of identification are: Government issued photo ID card (tribal ID, drivers license, ID card, passport, military photo ID) ● All forms of identification must be up to date and NOT expired ● If an expired ID is presented, customer must have a DMV copy of new ID ● Hold scanner 3-5 inches away from ID and scan the barcode on the back ● When age is alerted, ask for a California State-Issued Medical card, or if they only have a doctor’s recommendation, ask for that
● Make sure the information on both cards match, the scanner matches the information on the ID, and the picture matches the person in front of you ● Take a copy of the Government-issued ID card and the medical card ● Create the customer a medical patient account
● See separate SOP on how to create an account
Our ID Scanner has multiple alerts to listen for:
➢ Birthday Jingle = It is the Guest’s birthday! Wish them a happy day! ➢ Three lower tone beeps = Guest has been to another (or the same) KURE location in the last 8 hours. Thank them!
➢ Four higher tone beeps = Guest is under 21 years old, need to VERIFY MEDICAL ID and that they are at least 18 years old.

Location(s) and Procedures for Receiving Deliveries During Business Hours Below are our procedures for receiving wholesale deliveries of cannabis goods from licensed distributors that we intend to sell using our retail license. We typically receive new inventory shipments in our inventory storage room (which is a limited access area), but the procedure varies a bit depending on location. We also keep a list of every distributor that enters our facility, and they have to sign in and sign out as well as wear a “visitor” badge at all times when inside our facility. At no times will vendors bringing shipments be allowed inside any area of our facility without a Kure employee present.

Purchase Order SOP
Timing: Upon arrival of shipments of cannabis goods from licensed distributors Step One: Receive the order from the vendor.

Make sure the count is correct and matches the invoice.

Our policy states that the product we are receiving needs to be at least 6 months before expiration date. Add the date of expiration of each product on the invoice for receiving the product.

Check the Metrc tags (Blue tags) and make sure they match with the manifest. 16 3.1.y
Packet Pg. 755 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) If everything looks good on the invoice and manifest, hand over the payment to the vendor and have them sign the invoice Paid in Full (PIF).

Sign both METRC manifests for our records and the vendor's records. Make sure the driver has signed their section of the manifests as well.

Step Two: Receive the P.O. in the MERC website.

Verify that the info matches the invoice and tags. Like in the first step.

If everything is correct. Click the Receive button. LM would have to make sure that you are receiving the order in Retail.

Step Three: Once the order has been received it usually takes about 5 minutes for it to be generated on the Kure website.

Once time has passed you will need to login into the POS system. Under the Commerce section you will go down to Purchase Order.

Click on Purchase Order. You will need to find the order by Vendor. It will usually be at the top of the page. Click on the Edit button.

Step Four: Inputting the information.

Type out the product name in the suggestion box. If the item is active click on that and move on to the next step. Make Sure that the Classification is set to "ready to sell '' If the item is a Promo make sure to classify it as "Promotion".

If the product isn't available click on the add new product button. If the Item contains cannabis make sure to check the box that says "contains cannabis". If it's a snack item make sure to check the box that says "Tax Exempt". Indicate what type of product it is with the scroll down tab. Add the product name. Go down to the "Brand" section. This will be the Distributor name "name of the distro ''. Enter the weight of the product. The description section will be the part where we would include any information about the product. If the product is a promo this will be where we add the requirements to get the promo item (buy 2 get 1 or BOGO). At the bottom of the page you will have to change the product name, this will be the search title in the POS (Kure Sunset Sherbet 1g Preroll),
Step Five: Calculating and Receiving P.O.

Once all the Information has been entered Click on the calculation button.

The amount needs to be the same as the invoice. Delete the Excise Tax section and input 0.00 for the total.

Once all the information is verified click on the Receive button. 17 3.1.y
Packet Pg. 756 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) at this point the P.O. has been Received and you will need to print the QR stickers to attach to the products in the order.

After you have printed the QR stickers you will need to "Pay" the Invoice. It will be easier to use a mobile phone at this point to take a picture of the paid invoice and select the date of when it was paid.
*** If for some reason we receive an order and didn't catch an error like an incorrect item or Metrc tag not matching the Manifest. We need to contact the sales rep. and let them know of the issue. Once they have confirmed that they can receive the item back we need to log into the Metrc website.

Click on the item that needs to be returned, then select a new transfer. Enter the destination information (the license number for the location receiving the item). Then enter the planned route for the delivery (use google maps to get the directions copy and paste). Package information will be entered already. For the type you need to select "Transfer". Afterwards select the time frame with enough time to give the driver some cushion in case of road hazards. Transport will be the license number for the distributor that will be taking back the item. Enter the phone number of the distribution location and driver information. Then enter the Vehicle information. Once the information is all entered click on "register transfer". If the item was caught during check in and the item was taken back by the distributor but the manifest was received without rejecting the item follow the steps you just read. For the driver information and vehicle information type "virtual", Time frame doesn't matter for the planned route type Virtual. Once the information has been entered register transfer.

Point-of-Sale System to be Used; Interaction with METRC; Number of POS Terminals Kure Wellness, Inc. and Russell Green are certified 3rd party software providers by METRC and we use our own software, KurePOS. Development is led by owner Russell Green, but our customers, employees and the programmers provide valuable input. When customers provide feedback or desire certain features, such as credit tracking, we have the ability to create this for them. We recently implemented a QR-based tracking system which has enabled us to tighten control on our inventory (versus the usual UPC-style tracking). We track packages on a unique level (each package has a unique number). Though this has added complexity to the overall process, we found this has allowed us to identify and solve problems in how we manage packages during receiving and selling.

When new features are available in METRC or when the law makes changes, we can adapt our software. Take the recent example of the state removing cultivation tax and changing the point of collection for the excise tax from the distributor to the retailer. Our system allowed us to calculate our 2022 versus 2023 tax payments to find how much of a credit to claim based on prepaid tax items that were essentially retaxed at current rate. When deliveries had to be 18 3.1.y
Packet Pg. 757 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) reported to METRC, we adapted the POS to meet this requirement. Once, the DCC completed an audit and found our packages weren’t being finished within METRC, so we added a feature that automatically finishes packages once a month. Our POS system reports sales in near real time to MERC. We notify METRC of adjustments or changes to inventory in real-time as well.

Our inventory system notifies us when there’s an inventory difference between our system and METRC and allows us to rectify it using METRC’s reason codes. Our POS system has been fully compliant with DCC regulations and we continue to strive to ensure this remains the case.

In summary, our custom software offers a combination of superior integration, operational efficiency, scalability, compliance, customer service, and data privacy that sets it apart from the competition.

We anticipate having three registers in use when the business is at full capacity, although we can scale to as many as we need because our POS software is a progressive web app and runs on any device that can launch a web browser. Additionally, although purchases must be made at a register with one of our budtenders, customers can place an order online for pick-up and payment at the store to reduce waiting time.

Number of Customers to be Served per Hour/Day
We anticipate an average of 150 transactions per day, and hopefully more after word-of-mouth and advertising take effect. We serve 100 transactions a day easily and smoothly at our Willits store with two registers.

Our experience has taught us that sales patterns follow trends, which follow the people.

For example, sunny days are better for sales, so are paydays and summertime in general.

Given our loction’s proximity to the Russian River and Healdsburg Veterans Memorial Beach, we anticipate a higher volume of customers during days and hours when people are going to and from the river.

Tracking and Monitoring of Cannabis to Prevent Diversion The state has implemented limits on customer purchases, and we only buy from or sell to other licensees. Small customer orders don’t have much financial incentive to divert. We have strict inventory control with comment and reason codes where we print the state's METRC UID number that is local to that store and then serialize it so that each individual jar, preroll, whatever, that we sell has its own unique serial number placed on at the time we receive the inventory or shortly thereafter. We also follow the guidelines on ID verification so minors should 19 3.1.y
Packet Pg. 758 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) be prevented from purchasing. We will also monitor our cameras for suspicious activity such as loitering without making any purchases, taking photos or making sketches of the store’s layout or security features.

We will conduct regular inventory checks to ensure that there are no discrepancies between our METRC inventory and our physical inventory at the store. If any significant discrepancy is discovered, or if other evidence of diversion or criminal activity comes to light, the Healdsburg Police Department and the Department of Cannabis Control will be notified within 24 hours in accordance with the Healdsburg Municipal Code and DCC regulations.

All records will be maintained in accordance with State and local requirements. Kure Wellness will follow accepted cash handling practices, ensure our records are accurate, and maintain a general ledger of our transactions; and will grant the City of Healdsburg access to these records for audit or compliance purposes within 24 hours of a request.

Proposed Waste Management Plan
All non-hazardous cannabis waste generated on the proposed premises will be self-hauled to an approved waste disposal site, or in the event that we are unable to self-haul we will contract with a permitted waste hauler such as Cannabis Waste Solutions. In the event that we are able to self-haul our cannabis waste, we would bring it to an approved disposal site.

Cannabis items must be rendered into cannabis waste on-site before they can be disposed of, in accordance with 4 CCR §17223. For the Healdsburg store, the designated cannabis waste area is located in a limited access area available only to employees. In that area, a Kure employee will render the cannabis goods identified for disposal unusable and unrecognizable in order to convert it into cannabis waste. This is done either by mixing the cannabis with at least 50% of other non-toxic, non-cannabis waste, or by another method that is legally acceptable to the City and the Department of Cannabis Control. Any rendering of cannabis waste will be done under video surveillance. Cannabis goods will be removed from their packaging prior to being rendered into cannabis waste, and any packaging materials that are recyclable will be recycled. Cannabis waste will be stored in secured, sealed containers on-site until they are disposed of. The reason for disposal will be logged into the track-and-trace system.

We do not anticipate generating any hazardous waste. We will strive to use natural, non-toxic cleaning products whenever possible, and our manufacturing activities for the microbusiness will only consist of packaging and labeling. In the event that we produce non-cannabis electronic waste such as used batteries and old computer equipment, we will ensure that they are disposed of properly.

Product Recalls
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Packet Pg. 759 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Kure Wellness will implement procedures to properly manage product recalls in accordance with 4 CCR §17226 and §17227. Such procedures will involve quarantining the recalled cannabis goods, proper tracking of items, and rendering the recalled cannabis good into cannabis waste for disposal pursuant to §17223. The DCC will be notified within 24 hours of the initiation of any product recall.

Facility Signage
Kure staff will ensure that the following information, which is required by HMC §20.20.095(B)(7)(p), is posted on signage no less than 8” x 10” in a conspicuous place inside the facility:
● “The dispensing of cannabis without a state license is illegal.” ● “Use or consumption of cannabis on this premises or property is prohibited.” ● “All visitors to this premises must be at least 21 years of age, or, at least 18 years of age and able to show a government issued medical cannabis ID card in accordance with California Health and Safety Code Section 11362.7 et seq.” Kure staff will also ensure that our DCC license and QR code are posted prominently, as required by State regulations.

In addition, we will ensure that any exterior and window signage comports to the Healdsburg Municipal Code and any applicable design standards. 21 3.1.y
Packet Pg. 760 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Section B: Labor and Employment Plan
Collective Bargaining Rights
As a responsible and compliant small business that is owned and operated by hard-working individuals, we understand the importance of recognizing the collective bargaining rights of our employees. We pledge to do this in accordance with the Medicinal and Adult Use of Cannabis Regulation and Safety Act (MAUCRSA) as codified in California Business and Professions Code, §26000 et seq.; and the Department of Cannabis Control (DCC) regulations as codified in California Code of Regulations, Title 4, Division 19, §15000 et seq.

Specifically, current DCC regulations (4 CCR §15002) require any cannabis licensee with 20 or more employees to enter into a Labor Peace Agreement (LPA) with a bona fide labor organization. However, a recent change to state law (Business & Professions Code §26051.1) modifies this requirement to licensees who have 10 or more employees effective July 1, 2024.

We do not anticipate having more than 20 employees prior to July 1, 2024 but we do anticipate having at least 10 employees at some point within the first year or two of operation. Therefore, we pledge to enter into a LPA with a bona fide labor organization within 60 days of hiring our 10th employee or on or before July 1, 2024, whichever is later.

We believe that every employee deserves fair wages, benefits, and working conditions and providing them with the opportunity of collective bargaining is one way to ensure that their rights are protected. We will ensure that our employees have a clear understanding of their rights and responsibilities under the law. In doing so, we believe that we can maintain a productive, engaged, and satisfied workforce.

To this end, we will adhere to the following measures:
● We will provide our employees with the necessary information regarding their rights under California labor laws. We will also encourage them to seek legal advice should they require it.
● We will enter into a Labor Peace Agreement in accordance with State law. ● We will provide our employees with the opportunity to organize and be represented by a union should they choose to do so. We will not interfere with their efforts to form, join, or assist a union.
● We will negotiate in good faith with any union that represents our employees, and we will work collaboratively to ensure that our employees' rights and interests are represented. 22 3.1.y
Packet Pg. 761 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) ● We will maintain open communication channels with our employees and their representatives. We believe that open communication is essential to building a productive and healthy workplace culture.
● We will conduct regular reviews of our policies and procedures to ensure that they are in compliance with California labor laws and address any concerns raised by our employees or their representatives.

In conclusion, we believe that recognizing the collective bargaining rights of our employees is not only a legal requirement but also a moral obligation. We are committed to working collaboratively with our employees and their representatives to ensure that their rights and interests are protected.

Number of Employees
We expect to hire eight (8) employees initially, to gradually scale up to approximately 20 employees after we’ve had a chance to get settled in and are operating at full capacity. These employees wouldn’t all be onsite at the same time, because the business would be open seven (7) days a week from 9:00am to 9:00pm, which is the maximum hours of operation allowed under the City’s ordinance. We believe that maximizing our sales hours is important to accommodate customers and employees who have work, family, or other commitments.

Employee Responsibilities – Application identifies all positions to be employed at the proposed business, and their responsibilities.

CEO
● Predicting future difficulties a company may face, and avoiding them ● Making sure we always have enough money for payroll
● Directing Innovation
● Knowing when to force their opinion or defer
● Leading by example
● Never asking anyone to do something you wouldn’t do yourself ● Fostering positive Company Morale and Culture
● Literally every duty for every other job
● Accepting responsibility for things that happen under your leadership. ● Government and community relations
COO
● Leads and directs all logistics of inventory, management, and fulfillment ● Assists the CEO in Designing and implementing business strategies and procedures 23 3.1.y
Packet Pg. 762 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) ● Assists the CEO with overseeing daily operations in marketing, distribution, manufacturing and sales
● Writes/submits reports to the CEO in all matters of importance ● Manages relationships with partners and vendors
CFO
● Reviews Income and Expenses
● Communicates with store staff and vendors as relating to payments ● Verifies that the cash matches the deposits or identifies discrepancies ● Verifies accuracy of financial reports
● Runs payroll according to california law
● Consults the CEO on affordability of expenses in review Secretary
● Manages overall upkeep and organization of the Admin/HR office ● Makes sure we don’t miss an email or customer inquiry unintentionally ● Keeps track of deadlines and other important dates
● Makes sure company is in compliance with routine government filings ● Point of contact for employees to ask HR related questions ● Onboarding of new employees
● Maintains, sorts, and structures electronic and physical company records and updates them as needed
● Works closely with CEO and CFO on a day-to-day basis and supports the planning and preparation of any event/project that we may be working on ● Creates monthly/weekly/daily goals and agendas and broadcast to employees ● Create or update company policy consistent with board or management discussion or decisions rendered by senior management over group chat ● Communicate with the public on behalf of the company
Manufacturing Manager(s)
● Oversees daily operations of the manufacturing team
● Coordinates, plans, directs activities related to manufacturing practices ● Maintains quality control measures to ensure high quality products ● Creating and reviewing production schedule, calculate requirements, accurately weighs materials and supplies
● Coaches, mentors and directs staff to include disciplinary actions and addressing issues that may arise
● Coordinate day-to-day activities of the team of production workers to ensure that manufacturing operations run according to established production specifications and schedules
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Packet Pg. 763 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) ● Create SOPs, training records, and related documentation ● Maintain material safety data sheets for all department chemicals and products ● Ensure departmental compliance with state regulations and federal and state law Distribution Manager(s)
● Communicates with buyers and sellers to market make.
● Oversee the day-to-day inventory and order fulfillment processes with an eye on efficiency, organization, customer service, and execution. ● Ensure and maintain the strict inventory control of finished and wholesale goods. ● Manages employees and distribution workload.
● Set the standard and provide leadership direction to the team to ensure that production protocols and established practices are being followed through daily validation and being present at the workplace
● Delivers accurate and timely management reporting products (historical results, forecast, OKR and metrics) on an ad-hoc, monthly, quarterly, and annual basis ● Create Process guidelines and SOPs for the Distribution Team and ensure adherence to laws and best practices.
● Routinely review all processes to ensure they are being performed at or above expectations
● Is mindful of security
● Perform, when necessary, all tasks in the distribution process Budtenders
● Check customers ID/ verify medical cards
● Guide and direct customers based on their preferences, needs, and budget ● Answer any questions or concerns in a warm, professional manner ● Deliver excellent customer service
● Ensure the floor is stocked while maintaining awareness of inventory ● Comply with established state, local laws and company policies and procedures Retail Store Manager(s)
● Keeping employees on task and productive
● Ensuring the store runs smoothly and that loose ends aren’t left unattended. ● Monitoring: Keeping a close watch on the premises and all the activities taking place within the dispensary.
● Controlling Access: Restricting entry to unauthorized people and ensuring that all visitors follow the procedures.
● Maintaining Security: Protecting the dispensary against theft, vandalism, and other criminal activities.
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Packet Pg. 764 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) ● Ensuring Compliance: Ensuring that all regulations are followed and that all laws are being abided by.
● Responding to Emergencies: Handling any emergency situation, such as an emergency medical situation or a security threat.
● Collaborating with Law Enforcement: Working with law enforcement and other agencies, if required, to investigate incidents or suspicious activities. ● Performing Administrative Tasks: Preparing documentation, reports, and incident summaries for management review.
● Retail Store Managers must remain alert, detail-oriented, and calm in high-pressure situations. They must also be skilled in communication, problem-solving, and have a thorough understanding of security protocols.

Delivery Manager
● Oversees the business’ delivery operations and supervises delivery personnel.

Inventory Manager
● Handles purchasing, shipping and receiving of cannabis products. ● Oversees on-site inventory control and reconciliation.

Reception / Intake
● Responsible for checking patrons’ IDs upon entering the facility to ensure that they are at least 21 years old, or at least 18 years old if they possess a valid medical cannabis recommendation.
● Responsible for answering phone calls and general emails sent to Kure Wellness.

Wellness Consultant
● Provides information about different types of cannabis products available. ● Provides information about how to obtain a medical cannabis recommendation.

Security Manager
● Interfaces with our third-party security providers, the Healdsburg Police Department, and the Department of Cannabis Control.
● Ensures that all security systems are functioning properly. ● This role may be filled by the Retail Store Manager.
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Packet Pg. 765 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Employee Benefits
In the cannabis industry, it is essential to offer competitive wages to attract the best talent. At our company, we understand the importance of attracting employees who are passionate about the industry and committed to providing exceptional service to our customers.

We are very proud to offer our Budtenders, Security personnel, and Managers a highly competitive wage starting at $19 per hour DOE, with the added incentive of tips and a cell phone stipend. This has proven to keep morale high, and in turn keeps the employees showing up to the shifts on time and without complaints. We normally promote from within, and have an ultimate goal of getting our employees to $25/H+ which is what we consider to be a livable wage.

Employees play a crucial role in any business, as they are the key point of contact between customers and our products. Our starting wage of $19 per hour DOE ensures that we are attracting highly skilled and knowledgeable individuals who are passionate about the industry and helping our customers find the right products to meet their needs. In addition to their base pay, our Budtenders have the opportunity to earn tips, which provides them with an added incentive to provide exceptional service to our customers. They also receive a cell phone stipend, which helps offset the costs associated with using their personal devices for work-related purposes.

Finally, our Managers play a vital role in overseeing our day-to-day operations and ensuring that our customers receive exceptional service. We currently pay our managers from $20-25 per hour depending on how significantly they are running the store, and if we won this application I would hope to afford paying them much more to recognize their important contributions to our business. Like our Budtenders and Security personnel, our Managers also receive a cell phone stipend, allowing them to stay connected and responsive to the needs of our customers and employees.

Kure Wellness has always taken great pride in being able to provide our workers with reasonable, livable wages. It’s not always a luxury we’ve had. In the early days of starting Kure, we were on a shoestring budget watching our competition buy expensive sprinter vans with investor money while we refurbished one from a self storage auction. If we are to be chosen for this application, we’ll have the freedom to be able to provide better starting base pay for our employees. Being selected for this permit would also help us achieve our goal of offering health insurance and a 401K option to all of our employees, not just those at the Healdsburg store.

Currently, we offer a number of other employee benefits. Employees may purchase dispensary products with a generous discount. Additionally, we offer some great opportunities for bonuses during the holiday season and at the beginning of each day, at each location, a gratuity jar is set out by the register and at the end of the day, tips are split evenly among the 27 3.1.y
Packet Pg. 766 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) employees who worked that day. We would continue these benefits at the proposed Healdsburg store.

Additionally, our goal for the Healdsburg location is to offer full benefits (including health insurance, a 401K, paid vacation, etc.), with the goal of paying employees a starting wage of $25/hr or higher. We are also open to considering offering stock options in the future. We strive to provide our employees with a supportive and rewarding work environment, ensuring that they are committed to providing exceptional service to our customers and driving the success of our business.

The Kure Employee Experience
Kure Tenets
Below are some of the guiding principles on which Kure’s culture is founded and fostered. They are wise, often helpful quotes that I’d want a friend to tell me if they knew. "Be Excellent to Each Other” and “Be Excellent to Everyone" "You can't change people you can only change the way you deal with people" "Focus on your customers and your competition won't matter" "Without honesty and trust there is nothing"
"A happy customer tells 3, a mad customer tells 10"
“Be Out of the Box”
“Keep an Outward Mindset”
Below are some testimonials from our employees which show that Kure Wellness is a great place to work.
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Packet Pg. 785 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Section D: Qualifications of Owners
Describe the business owner’s prior experience in owning, managing, and operating a legally permitted or licensed retail cannabis business in the United States.

Owner: Russell Green
Hello Everyone, my name is Russell Green, I am the sole owner and founder of Kure Wellness, Inc., and now Kure Wellness, SPC, which is seeking a permit to operate a cannabis retail facility and microbusiness in Healdsburg.

I was born and raised in Willits, California, and lived there my whole life except for a couple years in college. I compiled this application myself, with the help of Kure’s entire staff while they served customers that walk in the door, and by our longtime legal counsel at the Law Offices of Omar Figueroa. Healdsburg is in our natural expansion territory and is a distance from my current home that could be reasonably commuted. Thank you for your consideration and taking the time to get to know us, what we are all about, and why we think we are one of the two best and most deserving companies to operate a cannabis retail storefront in the Healdsburg community.

I’ve successfully operated a legal retail cannabis business through many regulation changes, from Prop 215 to SB 420 to Prop 64, from MMPA to MMRSA to MCRSA to MAUCRSA and seemingly additional iterations every 6 months after that. Kure Wellness was founded in 2015 as a medical collective and I have been its CEO and sole owner since I founded it, a total of almost 8 years. Our original store was permitted in December of 2017, and we were issued the first microbusiness in Mendocino County. As you may know, the microbusiness license can include multiple use types of cultivation (though not in Healdsburg), distribution, manufacturing, and retail. At one point or another I have personally overseen every aspect of all of these licensed uses.

Previous to my cannabis business experience, I grew up around family businesses and have witnessed the trials and tribulations of business ownership including inventory management, personnel management, sales, accounting, taxes, and the legal environment in business and in dealing with permit processes. My family has been and is currently involved in non-cannabis businesses and has made teaching me a priority. Specifically, I got my introduction to work at my dad’s commercial tire retreading and service business, and had my own candy and soda vending machines in the lobby. I answered phones, did data entry, communicated with employees, ran custom accounting and specialty business software. In 1993 we started into real estate development on an adjacent property to the tire shop location. It 47 3.1.y
Packet Pg. 786 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) was at this point I learned construction and project management which has proven to be very useful when it came time to run the initial opening of Kure and managing the real estate on which we operate.

I founded Kure Wellness (which is often referred to simply as “Kure”) in 2015 when I read in the upcoming regulation drafts that in order to be eligible to all the licenses you would need for a vertical integration, you would need a “storefront dispensary” that existed prior to 7-1-15. In addition to this I read a grand jury report that said you could open up a dispensary in unincorporated Mendocino County with a mere traditional business license. There were already three stores operating this way in Mendocino at the time, so I figured I'd try it and see what happened, and I successfully opened the fourth.

Since opening Kure, I have gained a lot of operational and security experience relating to the strict camera surveillance and access systems required by California State law. Also there is inventory management required by the State of California due to the highly regulated nature of the cannabis business and the complexities of calculations for taxes, among other things. I applied for 3rd party METRC certified integrator status which I was granted in 2018.

Since I can read most code HTML, C++, Java, JS, Visual Basic, Python and CSS I’ve also programmed some ladder login with Click and Siemens brand PLC’s. I’ve built a kubernetes cluster, which is a method to operate a program distributed over multiple computers and network environments. In effect, what most people know as the “Cloud” I consider to be a kubernetes cluster. As we may have included in other areas in this application, I have personally been involved in designing, engineering, troubleshooting, and polishing our in house custom software solution. This special set of skills allows me to make any and all changes required to remain legal in the everchanging cannabis industry and has given me the information to fulfill bank and government requirements for legal banking. I am adept at almost anything relating to electronics and computing. In fact, I originally went to college for computer science.

I am knowledgeable about the most common OSHA violations, and I have completed the 30-Hour training for an OSHA general industry safety and health. At one of my Kure business locations I endured a fire from a faulty A/C installed by a 3rd party licensed contractor at the worst possible time…right at the beginning of legalization in March 2018. From this I gained a vast amount of experience on actually filing an insurance claim and getting the repair work done while keeping the retail business open. I’ve persevered through other setbacks including a water leak that I didn’t catch in my field for a month due to the house being vacant and then having to pay the city some $14,000 in water charges. This experience gave me the keen eye to watch expenses and potential liabilities company wide. I am also knowledgeable about the risk of scams, which can be devastating to employees or business.

I have also operated through COVID-19 and entirely pivoted from retail storefronts to a delivery model, as well as hybrids thereof. I have experienced pre-METRC inventory losses due 48 3.1.y
Packet Pg. 787 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) to the fact that the product wouldn’t be compliant after a deadline which again has helped me to hone my skills with inventory and cash flow management. I’ve dealt with the laws stating that there were going to be two completely separate supply lines for Medical and Recreational use.

I’ve dealt with dual track and trace systems, and the Mendocino County one was not functional.

I’ve also hosted and sponsored events. One marketing event I hosted was the “Kure Mendocino Invitational'' to judge and showcase flower from 28 different local producers in a judges box where each box purchaser got to vote for the best in the box. The point of this event was to grow a local distribution chain, showcase local growers and products, and give cultivators and customers a way to interact. I have done enough projects to know the difference between building occupancy rating and parcel zoning, which allows me to do my own research and analysis of viable and best locations for a project, like this one, without incurring additional expenses that might not be necessary.

Below are some of my additional qualifications:
● Licensed by BSIS as Proprietary Security Employer
● Weighmaster License holder
● OSHA General Industry Training
● Verified 3rd party METRC software integrator
● Founder and CEO of Kure Wellness brand, in operation for 8 years now ● Founder and CEO of Apical Industries a small medical collective / grow dating back to 2006 now holds a 5K sqft light deprivation license and 10K sqft outdoor license
● Extensive experience in all Cultivation especially Indoor Hydroponics Cultivation ● Personally Owns and Operates 6 Licensed Cannabis Facilities and the real estate for both cultivation licenses and the Ukiah microbusiness location. ● Installed & maintain DCC-compliant surveillance and security at said facilities ● Head of Security and part owner at GlenMark Self Storage ● Family business Owns and Operates 18 unit Multifamily Apartment Complex and 750 self storage units
Describe your overall knowledge of the cannabis industry, including identification of how industry best practices and State regulations have been incorporated in existing/prior legal businesses outside the City of Healdsburg.

Owner: Russell Green
I have studied the California statutes and regulations diligently, and completely read through them myself to the point where I know some different and special meanings of the words “delivery” and “transportation” when it comes to California cannabis law. I know the difference between a statute and a regulation. This knowledge allows me to guide the company 49 3.1.y
Packet Pg. 788 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) in a manner that avoids any conflict or non-compliance. This is evidenced by the fact that I've managed multiple licenses over a period of years successfully.

Cannabis packaging rules are an example of something that has changed many times over the past few years, but that Kure Wellness has been able to adapt to and conform to the new rules. The same goose with changes to state tax policies that we’ve had to implement at our stores. This is possible because our team stays on top of state laws and regulations, as well as industry best practices, and enlists the advice of competent legal professionals when necessary.

Over the past years, I’ve experienced all the failures associated with being in the cannabis industry. With Kure, I’ve bootstrapped the entire cannabis vertical operation, including writing our own software which we very significantly run Kure on today. I have personally founded Kure Wellness in 2015 and have been a solo founder and responsible for all aspects of the company, from inception to growth and lately, expansion. Kure Wellness now has 3 retail-only stores (Mendocino County - right outside Ukiah; Willits - in town; Lake County - near Kelseyville) and a microbusiness with a retail store and a consumption lounge (Mendocino County - near Lake Mendocino). We use no specialty cannabis software other than our own. We have done all this without taking on any debt or equity investors, which was not the easy path.

I personally Founded Apical Industries in 2006, which operated as a medical cannabis collective in accordance with Prop. 215 and SB 420, and was first licensed for medical cannabis cultivation by the Mendocino County Sheriff's Office for their “9.31 program” in the pre-Prop-64 era and later licensed by the County for adult use in 2018 following statewide adult use legalization. I did extensive work in controlled greenhouse environments and indoor grow room automation. I’ve probably cultivated with every common method there is and specialized my research in organic hydro / hydroponics which is a really difficult thing to achieve (unachievable some would argue due to the somewhat unnatural environment). These skills and knowledge of the raw product puts me at a unique advantage when purchasing directly from local farms as we choose to do as a first supplier.

The Kure wiki website that I built stores all of our current company policies, enabling any employee to quickly access the policy or request changes and view a live, up-to-date version online. Additionally, we maintain “To Do” lists on our wiki categorized by employee and store, along with a list of expiring dates and other useful information. This collaborative approach helps us establish consistent policies across all our stores effectively, and to avoid having to repeat work unnecessarily.

For ID verification we use specialized software called TokenWorks, Axis camera systems for surveillance, and Synology for NAS. Our software systems help us stay compliant with the law by flagging potential orders that could exceed state-mandated limits and maintaining extensive customer records. We also educate our employees on the proper procedures, 50 3.1.y
Packet Pg. 789 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) emphasizing the importance of being excellent to everyone. Employees and store phones are part of a group chat, allowing easy communication and technical support with our contract developer. While the development process may be frustrating at times due to feature creep and changing regulations, our close communication with the developer helps us adapt.

Kure Wellness
At Kure, we firmly believe that education is the key to a responsible and informed approach to cannabis consumption. Our team of experts is deeply committed to providing our customers with accurate, up-to-date information about the diverse benefits of cannabis. We recognize that each individual's needs are unique, and cannabis can play a vital role in addressing various health concerns. Through workshops, seminars, and online resources, we aim to empower our customers with knowledge about different cannabis strains, consumption methods, and dosages. By understanding the various cannabinoids and terpenes present in cannabis, consumers can make informed decisions and find products that best suit their requirements. In addition to educating our customers, we also collaborate with healthcare professionals and researchers to promote evidence-based practices in cannabis use. We actively engage in partnerships with medical institutions and universities to support ongoing research into the therapeutic potential of cannabis for various medical conditions. Our educational efforts extend beyond just our customers; we are dedicated to promoting a broader understanding of cannabis within the Healdsburg community. We actively participate in local events, community gatherings, and forums to spread awareness and dispel misconceptions about cannabis.

Long before CBD became a trend, Kure was already committed to cultivating and providing high-quality CBD products to those in need. Witnessing the struggles of families who had exhausted conventional medical options, we recognized the potential of CBD in offering relief and hope. Our early engagement in CBD cultivation was driven by a deep sense of compassion for patients and their families. Over the years, we have honed our expertise in the cultivation, extraction, and formulation of CBD products to ensure they meet the highest quality standards. Our dedication to consistent product quality and transparency sets us apart as a trustworthy source for CBD solutions. We have witnessed firsthand the transformative impact that CBD can have on patients with various medical conditions, such as chronic pain, epilepsy, anxiety, and more. As we integrate ourselves into Healdsburg, we are committed to continuing this legacy of compassion and helping local residents find potential relief and improved well-being through our CBD offerings.

The taboo surrounding cannabis has been a significant obstacle for decades, preventing many individuals, especially older generations, from exploring its potential benefits. At Kure, we take pride in being agents of change, breaking these stereotypes and fostering a more inclusive and open-minded community. Through engaging outreach programs modeled on industry best practices, we have successfully educated individuals from all age groups about the therapeutic 51 3.1.y
Packet Pg. 790 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) applications of cannabis. Seniors, who often face health challenges associated with aging, have been particularly receptive to our approach. By offering educational sessions tailored to the concerns of older adults, we have shown them that cannabis can be a viable option for enhancing their quality of life. Our efforts have not only impacted the older generation but also younger individuals who may have been influenced by negative stereotypes about cannabis. We have created a bridge of understanding, showing how cannabis can be used responsibly and safely, allowing individuals to benefit without experiencing any psychoactive effects. As we establish ourselves in Healdsburg, we will continue to invest in educational initiatives that promote a positive perception of cannabis and demonstrate its potential to enhance the well-being of all members of the community.

Describe the involvement of the ownership team in the day-to-day operation and management of the proposed business.

Owner: Russell Green
If Kure Wellness is awarded a permit, I plan to commute personally to Healdsburg and work every week day onsite, managing the store and hiring employees, until I feel the store has reached cruising altitude; then I'll step back and make room for our new Healdsburg hires and existing senior staff to take over. If the sales of this store meet projections then it's likely we will have more employees at this one facility than anywhere else and so I'd be naturally vested and it would be most effective for me to spend time there over other facilities.

Someday I hope to enjoy Kure Wellness’ Healdsburg store as a critical customer more so than the manager. I am happy to step out of the way to make opportunities for qualified local employees. I will probably always be involved in management decisions and setting policy, and the administration and compliance will likely be done centrally but, as far as floor managers, we will likely find people better suited than myself.

Additional information related to owner qualifications.

Please see the Appendix for additional information related to the qualifications of Russell Green to be an owner of a cannabis retail business in Healdsburg, and the qualifications of Kure Wellness to be that business. The materials in the Appendix shall be treated as though incorporated into this Section D.
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Packet Pg. 791 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Section E: Neighborhood Compatibility
Describe how the business will take proactive steps to avoid becoming a nuisance or having negative impacts on its neighbors or surrounding community. Additionally, describe how the business will react and respond to complaints specifically related to noise, light, odor, public consumption, loitering, littering, and vehicle and pedestrian Traffic.

Kure Wellness will be a good neighbor, which we know plenty about given that we’ve experienced difficult ones over the years. Our main goal is to be helpful and contribute positively to people's wellness – after all, it’s in our name! We strive to not cause any trouble or make anyone unhappy, and so far, the feedback about our stores has been positive. Once, in the past, we had a neighbor who reached out to us about the grass being too high, and we promptly addressed the issue. If any reasonable concerns arise, we will listen carefully to the community and be prompt and respectful in addressing them.

Our aim is to integrate well with the existing businesses and be a beneficial presence both financially and socially. We prioritize adhering to the law, and our on-site security ensures that all rules are followed diligently. Our employees are trained to respond in accordance with the law and maintain a responsible and respectful approach. We recognize the importance of collaboration among businesses to create a peaceful and flourishing environment for the public.

We are team players and have experience in building destination businesses, even attracting customers off the highway and turning skeptics into supporters. Thus, we will regularly engage in dialogue with our neighbors to see if they have any concerns so they can be proactively addressed before becoming a larger issue.

Our track record shows that we are very considerate to the community in how we act swiftly and efficiently to complaints and concerns from residents, businesses, customers, and the public. This is in addition to the preemptive measures we take to avoid such concerns in the first place, such as ensuring that an appropriate odor control system is used and designing the floorplan of the facility with accessibility in mind.

Some other examples of the proactive steps we will take to avoid negative impacts on the surrounding area include:
● Adequate security lighting will be provided for safety purposes. ● Lighting will be shielded and downward-facing to reduce glare and light spillage, per Dark Sky International recommendations.
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Packet Pg. 792 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) ● Odor control measures will meet industry standards and regulatory requirements, through the use of appropriate filtration systems and air pressure control. ● Trash and recycling bins will be readily available, and Kure employees will monitor the property for any trash or recycling left by patrons or other members of the public.
● A sufficient number of vehicle and bicycle parking spaces will be available to Kure patrons, and it will be easily accessible by public transportation and walking.

Kure will encourage public transportation, walking, bicycling, and other sustainable methods of transit to reduce overall vehicle traffic. Kure will ensure that any complaints about traffic are investigated, and that any legitimate complaints are handled promptly and appropriately.
● Consumption of cannabis, alcohol, or illegal drugs on the property is strictly prohibited. We will post signage inside and outside the facility reminding patrons and the public of this, and will promptly remove anyone from the premises who violates this rule.

Kure employees will use a complaint form similar to the one shown below to record any complaints related to noise, light, odor, public consumption, loitering, littering, and vehicle and pedestrian traffic; as well as the response taken, and any follow-up measures. Responses will be tailored to the specific complaint and situation, and developed by or in consultation with the Store Manager.

We will also offer a way for customers and the public to provide feedback, via a webform and/or a comment box located in the store. We will read these comments regularly to see if there are any complaints related to noise, light, odor, public consumption, loitering, littering, or vehicle and pedestrian traffic. If so, we will follow our standard procedure for dealing with that particular type of complaint.
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Packet Pg. 794 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Describe the policies that you would implement, and how you would enforce these policies, to ensure your cannabis products do not end up in the hands of underage Youth.

Signage
In accordance with HMC §20.20.095(B)(7)(p), a sign no less than 8’ x 10’ will be posted in a conspicuous place inside the facility that says: “All visitors to this premises must be at least 21 years of age, or, at least 18 years of age and able to show a government issued medical cannabis ID card in accordance with California Health and Safety Code Section 11362.7 et seq.” Avoiding Advertising to Children
Kure Wellness will not conduct any advertising targeting children, nor will we sell products that are attractive to children. Regular assessments of all our marketing materials and products will be done to ensure compliance with this requirement.

Ensuring Proper Packaging
We will ensure that all cannabis products sold comply with state packaging requirements, which are designed to limit access by children. Inventory will be checked for packaging compliance upon receipt from a distributor, and again when assembling an order for a retail customer.

Age Verification Protocols
Below please find our Age Verification SOP. Everyone that enters the store is subject to this policy and we verify on cameras that our staff is consistently following it. Also our POS needs the ID scan to link the customer to the sale.

Age Verification SOP
Version: 3-15-2023
Roles Affected: Budtenders, Managers, Security, Manufacturers Timing: Upon arrival of every customer
Procedure: Adult Use
● Greet customer(s) while grabbing ID Scanner
● If scanner is on main menu, chose “ID SCANNER” in the redbox to activate 56 3.1.y
Packet Pg. 795 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) ● Ask customer for identification
● According to the DCC acceptable forms of identification are: Government issued photo ID card (ie. tribal ID, drivers license, ID card, passport, military photo ID) ● All forms of identification must be up to date and NOT expired ● If an expired ID is presented, customer must have a DMV copy of new ID ● Hold scanner 3-5 inches away from ID and scan the barcode on the back ● Make sure the information on the scanner matches the information on the ID and the picture matches the person in front of you
● When age is verified, hand the customer back their ID and invite them to the sales floor
Procedure: Medical Use
● Greet customer(s) while grabbing ID Scanner
● If scanner is on main menu, chose “ID SCANNER” in the redbox to activate ● Ask customer for identification
● According to the DCC acceptable forms of identification are: Government issued photo ID card (tribal ID, drivers license, ID card, passport, military photo ID) ● All forms of identification must be up to date and NOT expired ● If an expired ID is presented, customer must have a DMV copy of new ID ● Hold scanner 3-5 inches away from ID and scan the barcode on the back ● When age is alerted, ask for a California State-Issued Medical card, or if they only have a doctor’s recommendation, ask for that
● Make sure the information on both cards match, the scanner matches the information on the ID, and the picture matches the person in front of you ● Take a copy of the Government-issued ID card and the medical card ● Create the customer a medical patient account
● See separate SOP on how to create an account
Our ID Scanner has multiple alerts to listen for:
➢ Birthday Jingle = It is the Guest’s birthday! Wish them a happy day! ➢ Three lower tone beeps = Guest has been to another (or the same) KURE location in the last 8 hours. Thank them!
➢ Four higher tone beeps = Guest is under 21 years old, need to VERIFY MEDICAL ID and that they are at least 18 years old.

Describe the steps you have taken to get to know the Healdsburg community. Provide a detailed description of the neighborhood in which you are seeking to open a cannabis retail business, and how your business will contribute positively to the surrounding area. 57 3.1.y
Packet Pg. 796 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) The Kure Connection to Healdsburg
Kure’s owner and founder, Russell Green, has strong connections to the Healdsburg community. His family initially settled in the Healdsburg area when his great, great, great grandfather, Dr. John Starr Cummins, a physician and farmer, moved there in 1870. His great grandfather, Russell Cummins, whom he is named after, was born in Healdsburg in 1884, graduated from Stanford University, and was the Mendocino County surveyor in the 1940’s.

Russell still has cousins that live in Healdsburg.

Kure owner Russell Green has fond personal memories of and connections to Healdsburg, as he describes below:
“My early experiences in the area centered around wrestling, when my family would make a weekend out of attending my wrestling tournaments in Healdsburg. We would stay in local hotels and enjoy dinners at various restaurants in town. I cherish my passion for food and I continue to enjoy many delightful culinary experiences in Healdsburg including at Dry Creek Kitchen, KINsmoke, and one of my favorite restaurants in the world, Willi's Wine Bar. My daughter has also taken an interest in wrestling, and we recently attended a tournament in Healdsburg continuing this tradition.

I have additional personal connections to the area, including a family friend who is a solar installer operating in Healdsburg and a friend who was a prior planner in the community. My family attends the annual Wine Country to the Rescue fundraiser that benefits Northern Sonoma County Firefighters, and we have won auction items that involved wine tasting and other experiences in Healdsburg and surrounding areas. We are also wine club members at the Walt/Baca winery where we often bring friends and 58 3.1.y
Packet Pg. 797 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) family members for tastings and enjoyment of the beautiful Westside Road area. We have even gotten to know some of the Walt employees personally.

I also follow various Facebook groups relating to Healdsburg. Interestingly, during a recent look at the online reviews of my current Kure Wellness stores, I noticed several positive reviews from Healdsburg residents, so I already have customers from Healdsburg that have made the drive up north to purchase cannabis products! If you are looking for someone who's truly local with local interests in mind, you’d be hard pressed to find someone more passionate and vested than I am.”
We believe that Kure Wellness can provide Healdsburg with the “Kure” that it needs. Did you know that Mendocino County, one of the original counties of California, created in 1850 at the time of statehood, did not have a separate government until 1859 and was under the administration of Sonoma County prior to that? As one of Mendocino County's premiere and growing cannabis companies that is 100% locally owned and funded, we would love to reconnect the bond between our two counties and stock a large amount of local products.

Identifying a Suitable Location
Upon discovering the opportunity to apply for a lease in Healdsburg, we embarked on a journey to secure a suitable location. However, this proved to be a challenging task, as many landlords were hesitant to grant permission for cannabis use, despite our efforts to present forward-looking lease agreements. Their concerns were often unrelated to financial motivation, but rather a desire to avoid complications and potential headaches, though these were unlikely to arise in Kure Wellness’ situation given our responsible approach to insurance and banking.

During the five-month search, we encountered various hurdles, such as unresponsive landlords and some who were unwilling to consider leasing their property for cannabis use.

Convincing a landlord to accept a "maybe" tenant was indeed difficult and required an explanation of the stipulation of winning a top 2 position in the application process. Additional complications arose due to multiple applicants being allowed to use the same unit for the application, making it necessary to educate landlords about this arrangement. Being honest about the possibility of competing with other applicants and securing lease agreements contingent on obtaining permits and extension periods that align with the 3-year local license term required extensive efforts. This challenge was intensified by the apparent demand for rental properties in Healdsburg, with numerous interested parties seeking suitable spaces. In the end, our perseverance prevailed, and we ultimately found a location that we feel is a superior site for a cannabis dispensary and microbusiness.

Kure Wellness owner Russell Green was introduced to Ken Wilson, the owner of the property we’ve leased at 434 Hudson Street, through a Healdsburg-based company who was installing solar panels on the roof of our Willits store. Ken and his wife Diane started buying land 59 3.1.y
Packet Pg. 798 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) in western Dry Creek Valley in the early 1980s. We learned that Ken was willing to make the space available for us, and even split the large suite in half so that we didn’t have too large of a rent burden when we were getting established. If we are granted a permit, we plan to open our business in this space inside the historic Old Roma Station building, and have our landlord’s blessing.

Neighborhood Description and Proposed Contributions to the Area We are thrilled about the opportunity to become an integral part of the Healdsburg community, and will contribute positively to the surrounding area and its diverse uses. Our business will be situated near downtown but not within the downtown core, and will enjoy close proximity to industrial, commercial, and mixed-use establishments, as well as recreational facilities. Additionally, the area houses numerous wineries, packaging and distribution facilities, as well as tasting rooms, creating a dynamic and vibrant neighborhood. We are near the future Healdsburg SMART train station, bicycle and pedestrian paths, Healdsburg Veterans Memorial Beach and the Russian River.

One of our primary goals is to maintain the historic character of our building while adhering to applicable design standards and development criteria. By doing so, we seek to preserve the charm and uniqueness of the area, enhancing its appeal to residents and visitors alike. Therefore, we are not proposing any changes to the exterior façade of the facility other than tasteful signage with our business name and logo, which will conform to all applicable requirements.

Furthermore, we understand the importance of safety in the community.

These cameras, monitored by our dedicated staff, help improve overall security, creating a safer environment for everyone in the vicinity. We are also behooved to have a clean and transparent operation.

In our commitment to sustainability and convenience, we will install a bike rack and EV charging station, promoting eco-friendly transportation options. This aligns with our vision of being an environmentally responsible business, catering to the needs of area residents, visitors, and workers. Being near the future SMART train station, we are well-positioned to contribute to the area's accessibility and connectivity. We anticipate that our business will attract a diverse clientele, thereby serving as a destination that anchors the neighborhood. As patrons come to our retail cannabis store, they are likely to explore nearby storefronts, benefiting other local businesses through increased foot traffic.

A key aspect of our mission is to provide high-quality cannabis products at reasonable prices. We are sensitive to the concerns expressed by some locals regarding affordability amid 60 3.1.y
Packet Pg. 799 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) increasing tourism and new, more expensive establishments. Our aim is to ensure that our offerings are accessible to all members of the community. Moreover, we are excited about the potential for co-marketing with other Healdsburg businesses. By creating synergistic partnerships, we can enhance the overall appeal of the area and foster a sense of community among local establishments.

Our presence in the Healdsburg community will bring about numerous positive contributions. We will respect and preserve the area's heritage, enhance safety and security, promote sustainability, and provide affordable access to world class cannabis products. We are eager to embrace our role as a responsible and valuable member of the neighborhood, creating a space where residents, visitors, and workers can experience the best that Healdsburg has to offer.

Describe steps that the business will take to minimize any negative environmental impacts of the retail operation, including greenhouse gas emissions, vehicle miles traveled, excessive product packaging, energy and water utilization, and other impacts.

At Kure Wellness, we are committed to minimizing the negative environmental impacts of our cannabis retail operation. To achieve this, we have implemented various strategies targeting greenhouse gas emissions, energy and water utilization, vehicle miles traveled, and excessive product packaging.

To address greenhouse gas emissions, we have implemented a comprehensive plan to reduce our carbon footprint. We are actively exploring the integration of renewable energy sources, such as solar power, to power our operations. By transitioning to clean energy, we aim to significantly lower our greenhouse gas emissions and contribute to a greener future for Healdsburg. We are actively exploring the integration of solar power to power our operations, striving to reduce our carbon footprint and reliance on non-renewable energy sources. Our Willits store has already installed a solar array which currently offsets a portion of our electrical power needs and lowers our carbon footprint. Our Lake Mendocino store currently has approval from PG&E and is awaiting solar installation by PurePower of Healdsburg. This solar project should offset our entire electrical use at that location. We're also proposing to Install an EV charging station and a bike rack in the parking lot.

Furthermore, we are committed to optimizing our water utilization within the facility.

Through careful monitoring and efficient irrigation practices, we seek to minimize water wastage and ensure responsible water consumption. By implementing water-saving technologies such as low-flow fixtures and promoting water conservation awareness among our staff and customers, we hope to make a meaningful impact on our local water resources. 61 3.1.y
Packet Pg. 800 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) To encourage environmentally conscious commuting, we aim to employ local Healdsburg residents and promote walking, biking, taking public transit, or carpooling as alternative transportation options for our employees, thereby reducing vehicle miles traveled. As mentioned elsewhere in this application, we plan to install a bike rack in the parking lot, and our site is in close proximity to bike routes and walking/biking trails.

We have made the switch to biodegradable bags for all products leaving the store, reducing single-use plastic waste and its impact on the environment. Moreover, we plan to offer branded reusable bags to customers and incentivize eco-friendly practices by providing a 5% discount to those who bring in their Kure bags for carrying out their purchases. We are actively working with our suppliers to promote eco-friendly packaging solutions. Our goal is to encourage the use of minimal and recyclable packaging materials while ensuring the quality and safety of our products. By partnering with like-minded vendors and advocating for sustainable packaging practices, we aim to minimize waste and contribute to a more circular economy.

Within our store, we are implementing a "Packaging Awareness Campaign" to educate our customers about the importance of reducing packaging waste. We encourage shoppers to opt for products with eco-friendly packaging options and emphasize the benefits of choosing products with minimal environmental impact. Additionally, within our store, we are committed to using refurbished or recycled materials for in-store displays and decor. This approach not only reduces waste but also contributes to a unique and eco-friendly shopping experience for our customers.

By adopting these measures, Kure Wellness is taking proactive steps to be a responsible and sustainable cannabis retailer, mindful of the impact our business has on the environment. We firmly believe that small changes can make a significant difference, and we are committed to playing our part in building a greener and more sustainable future for Healdsburg and beyond.
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Packet Pg. 801 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Section F: Community Benefits and Equity Plan
Describe the benefits that the business will provide to the local community, for example by directly aiding, participating in, or funding the work of local non-profits, community-based organizations, civic organizations, or social services organizations (“Community Organizations”).

At Kure Wellness, our dedication to the local community goes beyond providing exceptional products and services. We firmly believe in actively contributing to the well-being of the neighborhoods we serve. Through our unwavering commitment, we aim to directly aid, participate in, and fund local community-based activities, benefiting various non-profits, civic organizations, social services organizations, and other community-based initiatives.

The applicant entity, Kure Healdsburg SPC dba Kure Wellness, is organized as a Social Purpose Corporation. This flexible type of entity structure, unique to California and a few other states, will allow the business to pursue community-oriented goals that might not maximize profit but which will maximize the positive impact on the neighborhood, the environment, the business’ workers, and the city overall. Specifically, the corporation’s enumerated special purpose is:
“Providing high-quality products to the Sonoma County community, and enhancing the quality of life of our employees and customers.” This special purpose was designed specifically with this proposed cannabis facility in mind.

One of the many ways we demonstrate our commitment to making a positive local impact is by offering our employees an incredible opportunity to make a difference. Each of our team members receives 12 hours of paid time off per quarter, which totals up to 48 paid hours annually, to engage in local community activities. This empowering initiative allows our staff to actively participate in events, lend a helping hand to non-profits, and contribute to causes that matter to our community.

We firmly believe in the power of collective efforts. By coming together to volunteer, we can create a positive impact on the lives of those around us. Our employees are encouraged to participate in a wide range of activities, from environmental initiatives like cleaning up local areas to engaging in events hosted by the city. We understand that time is precious, and that's why we've ensured that these volunteer hours are compensated, valuing the dedication of our team members in giving back.

In addition, we intend to support local nonprofit organizations and community groups that are working to improve the quality of life for people in Healdsburg. At our other locations, we’ve helped organize fundraisers in the past for fire victims, and have served as a drop-off site for 63 3.1.y
Packet Pg. 802 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) food and toy drives. We are open to this in Healdsburg as well. Another idea we are open to is running promotions where a certain percentage of sales from select products is donated to a local community group. Furthermore, we’re happy to host, organize, and/or sponsor events that benefit Healdsburg charities and the community. In the past we organized an event to celebrate small farmers (the Kure Mendocino Invitational). If selected for a permit, we also intend to join the Healdsburg Chamber of Commerce and become active members of the business community there.

Kure’s owner Russell Green has donated to many causes and organizations in and around Mendocino County where we originated, a tradition which he hopes to continue in Healdsburg. Below is a list of some significant donations ($5,000+) that he’s made to support the community:
● Willits SkatePark
● Willits Dog Park
● Howard Memorial Hospital
● Willits Rotary
● Little Lake Firefighters
● Willits Boosters
● Willits Grappling Pack Wrestling Team
● Willits Senior Center
● Willits Airport
● Roots of Motive Power
● Willits Frontier Days
● Willits Police Activity League
● Northern Sonoma County Firefighters
● Mendocino Cancer Resource Center
● Mendocino Fair Junior Livestock Auction
● Ukiah’s Sundays in the Park Concert Series
● Humane Society for Inland Mendocino County
● Mendocino County Sheriff Department
● Mendocino County Public Schools
● Mendocino Coast Hospital
● Lake County Fair Junior Livestock Auction
Additionally, with respect to initiatives that benefit communities and promote equity within the cannabis industry, we intend to participate in compassion programs in order to legally donate free cannabis to patients who can’t afford their medicine, and also to carry Equity Trade Certified® products and other cannabis goods made by equity businesses. We will also seek to carry products that are O-Cal Certified, which is the closest that cannabis products can currently get to receiving an “organic” designation.
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Packet Pg. 803 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Through our involvement in local community-based activities, we not only benefit worthy causes but also strengthen our reputation as a socially responsible organization. We take pride in supporting our community and fostering positive change. By investing in these initiatives, we aspire to be a force for good in the areas where we operate. As we look to the future, we are committed to continuing our efforts and making a lasting impact. At Kure Wellness, we firmly believe that together, we can create positive change and leave a meaningful and enduring legacy in the lives of those within our community.

We intend to carry products bearing these and other socially- and environmentally- conscious certifications.

Identify the minimum wage that will be offered to employees of the proposed business, excluding tips and gratuities. If entry-level employees are salaried, the Applicant should divide the minimum annual salary by 2,087 hours to arrive at an hourly rate.

In the cannabis industry, it is essential to offer competitive wages to attract the best talent. At our company, we understand the importance of attracting employees who are passionate about the industry and committed to providing exceptional service to our customers.

We are very proud to offer our Budtenders, Security personnel, and Managers a highly competitive wage starting at $19 per hour DOE, with the added incentive of tips and a cell phone stipend. This has proven to keep morale high, and in turn keeps the employees showing up to the shifts on time and without complaints. We normally promote from within, and have an ultimate goal of getting our employees to $25/H+ which is what we consider to be a livable wage.

Employees play a crucial role in any business, as they are the key point of contact between customers and our products. Our starting wage of $19 per hour DOE ensures that we are attracting highly skilled and knowledgeable individuals who are passionate about the industry and helping our customers find the right products to meet their needs. In addition to their base pay, our Budtenders have the opportunity to earn tips, which provides them with an added incentive to provide exceptional service to our customers.our They also receive a cell phone stipend, which helps offset the costs associated with using their personal devices for work-related purposes.
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Packet Pg. 804 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Finally, our Managers play a vital role in overseeing our day-to-day operations and ensuring that our customers receive exceptional service. We currently pay our managers from $20-25 per hour depending on how significantly they are running the store, and if we won this application I would hope to afford paying them much more to recognize their important contributions to our business. Like our Budtenders and Security personnel, our Managers also receive a cell phone stipend, allowing them to stay connected and responsive to the needs of our customers and employees. We strive to provide our employees with a supportive and rewarding work environment, ensuring that they are committed to providing exceptional service to our customers and driving the success of our business.

Identify the benefits that will be provided to employees, including but not limited to health care, vacation, and medical leave, to the degree they are offered as part of Employment.

Kure Wellness has always taken great pride in being able to provide our workers with reasonable, livable wages. It’s not always a luxury we’ve had. In the early days of starting Kure, we were on a shoestring budget watching our competition carelessly deploy investor money while we did things like refurbishing a self storage auction van. If we are to be chosen for this application, we’ll have the freedom to be able to provide better starting base pay for our employees. Being selected for this permit would also help us achieve our goal of offering health insurance and a 401K option to our employees.

Currently, we offer a number of other employee benefits. Employees may purchase dispensary products with a generous discount. Additionally, we offer some great opportunities for bonuses during the holiday season and at the beginning of each day, at each location, a gratuity jar is set out by the register and at the end of the day, tips are split evenly among the employees who worked that day. We would continue these benefits at the proposed Healdsburg dispensary.

Additionally, our goal for the Healdsburg location is to offer full benefits (including health insurance, a 401K, paid vacation, etc.), with the goal of paying employees a starting wage of $25/hr or higher. We are also open to considering offering stock options in the future.

Describe the Applicant’s plans for local outreach to City of Healdsburg residents for open positions, and any other actions proposed by the Applicant that are intended to benefit the local workforce and/or Applicant’s local employees.

As the cannabis industry continues to grow, the demand for qualified employees is also increasing. Kure recognizes the importance of investing in the local workforce. In an effort to provide job opportunities for Healdsburg residents, we have developed plans for local outreach 66 3.1.y
Packet Pg. 805 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) to fill open cannabis industry positions that will be available, should this application be approved, as well as other actions that will benefit the local workforce and employees.

One of the primary goals of Kure Wellness is to hire locally and spend locally. With this in mind, we plan to post job openings on social media and in our store or on the front of the store.

Additionally, we have a specific email [email protected] that we always accept resumes and applications for review when we do a hiring round. We normally have our budtenders scout employees that they think have potential. We also plan to participate in city events as well when feasible and would be hoping to communicate with community members there too. Our owner Russell Green also personally follows several social media groups where the topic of discussion is Healdsburg, and has identified some potential employees there.

Kure Wellness recognizes the importance of training and education in the cannabis industry. For this reason, Kure Wellness plans to invest in its employees by offering a variety of training programs and on-the-job learning opportunities. Kure believes in promoting from within and these programs will be designed to provide employees with the tools they need to succeed in their role, as well as prepare them for potential career advancement within the company.

In addition to supporting the local community, Kure Wellness is committed to sustainability and environmental stewardship. Kure Wellness has a track record of caring about the environment, cleaning up graffiti, cleaning up garbage around where we operate, ensuring that our cultivation operations utilize sustainable practices. We live here, we want it to be as nice as possible, just like everyone else.

Ultimately, Kure Wellness recognizes the importance of investing in the local workforce and community. By providing job opportunities and supporting initiatives that align with its values, Kure Wellness hopes to contribute to the economic and social well-being of the City of Healdsburg and its residents. As the cannabis industry continues to grow, Kure Wellness looks forward to being a leading example of how cannabis companies can positively impact their local communities.

Identify the total number of paid community service volunteer hours that will be provided, if any, to each employee per year.

At Kure Wellness, we truly believe in being an active and caring member of our community. We are committed to making a difference and being a contributing force for good in the communities where we operate. Together, we can create positive change and leave a lasting impact on the lives of those around us, and hopefully have some fun while doing so.

We understand that being responsible goes beyond just providing great products and services. Each of our employees will be allowed up to 12 hours of paid time off per quarter, 67 3.1.y
Packet Pg. 806 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) which equals up to 48 paid hours per year to participate in local community activities. We believe in the power of collective efforts and want to make a positive impact together. Whether it's cleaning up trash around our microbusiness location or engaging in events hosted by the city, we want to contribute and make a difference. Encouraging our employees to participate in local community activities, and to give back and foster positive change, not only benefits worthwhile causes, but also strengthens Kure Wellness’ reputation as a socially responsible organization.

Describe how the business will secure supplies and equipment from local sources.

Kure Wellness will purchase all of our supplies for the buildout and any equipment or products needed by preference from a local source, provided that price and quality are like-for-like. We already do this as a company and as a life and business philosophy. The idea behind this is if you keep the money circulating locally, that it does exactly that – it circulates locally, and can benefit the community and businesses downstream from your spending.

For example, we are happy to buy any construction supplies we need from Healdsburg lumber for our buildout. The owner went well out of his way to help us with our project and we appreciate that and would like to reciprocate. We tried to give them some design work related to this application, but they were too busy at the time to take on additional projects.

As far as cannabis products, we would prefer to have 50% or more of what we sell produced (grown or manufactured) in Sonoma County or a surrounding county. We are firm believers in both supporting local businesses, as well as showcasing the excellent cannabis goods produced in this region.
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Packet Pg. 807 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Section G: Proposed Site Plan
Exiting Site
Physical address
434 Hudson Street, Healdsburg, CA, 95448
Zoning: Mixed Use
Narrative description of the existing site, including building(s), parking spaces, driveways, pedestrian sidewalks/rights-of-way
434 Hudson Street is part of the Old Roma Square complex. It is a north-facing street-side storefront with ample parking (approximately 42 spaces, including some handicapped parking spaces) on the west side of the building as well as available street parking on the north side. ingress and egress for the public is down a wheelchair-accessible sidewalk and doorway. There is also a back door which leads to a shared hallway that ultimately opens out to the parking area; this will be used for ingress and egress by staff. A pedestrian sidewalk runs in front of the front entrance.

The building itself has a long and varied history dating back to the late 1800s, and our goal is to respect and preserve the rich historical characteristics of this site while repurposing it into a new yet complimentary use.

Fitch Mountain in the distance and Old Roma Square building in the center, c.1908. 69 3.1.y
Packet Pg. 808 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) The surrounding neighborhood contains mainly industrial and commercial uses, as well as part of the railroad corridor. There are no sensitive uses such as schools or parks in the immediate area. However, Healdsburg Veterans Memorial Beach is within walking distance on the other side of the bridge, making Kure Wellness the ideal location for a pre- or post-river shopping experience. We are aware that smoking is prohibited in County parks, and will post a reminder about responsible cannabis consumption at our facility.

Photographs of the existing property and building(s)
Exterior views of Old Roma Station buildings and parking lot shared with other tenants. 70 3.1.y
Packet Pg. 809 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Exterior views of Hudson Street side of building with subject suite (#434) in the middle.

Description of how the site is currently being used
The building in which we’ve secured a location, which has a rich history dating back to the late 1800s, is currently being used by a variety of businesses, including as a bike rental company and several wine tasting rooms. The off-street parking lot is shared between all the units except one parking space. There is also ample street parking available in the vicinity. The unit in which we wish to operate, #434 Hudson Street, is currently vacant and ready to be fitted 71 3.1.y
Packet Pg. 810 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) for our use. The prior tenant, a design company, had pre-existing plans to relocate and moved on their own accord.

Description of any businesses currently operating on the parcel (if any), and any parcels directly adjacent to the existing site.

The previous occupant of the subject unit was Hudson Street Design; the storefront is currently vacant due to this business relocating. The unit is surrounded by many wine tasting rooms including Hudson Street Wineries Tasting Room, Hirsch Vineyards Tasting Room, The Drink (Wine Bar), Leo Steen Wines, Waterfront tasting room, as well as G&A business services and wine country bikes. Adjacent to the property is Fogbelt Station, a brewery and restaurant.

Across the street, there is an art studio center. Train tracks run along the entire south side of the property, creating a physical barrier from other parcels to the south.

Given that potential patrons already exist in the area, and given that the site is within walking distance to downtown, public transportation, and Healdsburg Veterans Memorial Beach, the site is likely to succeed as well as to draw in new customers. This will benefit surrounding businesses as well as Kure Wellness.

Proposed Site
Site plan, drawn to scale, of the proposed business showing perimeter fencing, driveways, streets, property lines, buildings, parking areas, and outdoor areas.

A site plan is included below.
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Packet Pg. 811 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Narrative description of proposed site improvements, including façade rehabilitation, building expansion, parking, landscaping, fencing, or other exterior site improvements
The Old Roma Station is a mixed-use commercial and industrial development in the heart of Healdsburg's historic Wine District. Located at the corner of Front and Hudson streets, Old Roma Station has had a long and fascinating history of uses since the late 1800s. The first winery to occupy the building was the French-American Wine Company, which operated next to the railroad from 1903-1920.

To maintain the unique and existing nature of the building we are not proposing any changes other than to replace the existing sign with our business name and logo, and add an additional LED backlit or neon sign up to 3x3’ in the window of the unit along with a generic type LED window “OPEN” sign. We will ensure that this lighted signage goes through the appropriate review and conforms to all applicable standards.

The parking lot for the Old Roma Station complex has approximately 42 parking spaces which are shared between building tenants. Per HMC §20.16.150, general retail uses such as a cannabis dispensary require a minimum of 1 off-street parking space per 300 sq. ft. of gross floor area, except for floor area devoted to storage and truck loading. The proposed suite has a gross floor area of approximately 1650 square feet, with approximately 150 square feet 73 3.1.y
Packet Pg. 812 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) dedicated to storage and truck loading; therefore, at least 5 off-street parking will be available for Kure Wellness patrons. The existing shared parking lot has more than enough space to accommodate this. Additionally, there is already a handicap parking spot in the lot close to the proposed dispensary entrance, but we are open to adding more handicapped spaces if needed.

In addition to the off-street parking available in the shared lot, we plan to install a bicycle parking rack along the Hudson Street side of the complex, as well as an Electric Vehicle (EV) charging station in the parking lot. These proposed elements will help reduce the environmental impact of the proposed dispensary as well as other businesses within the complex, as they will be available for patrons of all building tenants. We have spoken with the landlord who approves of, and is grateful for, our desire to add these eco-friendly communal features. Given that we are located on a bike corridor and given that the Healdsburg SMART station is slated to open within the next decade, in addition to the fact that there are few publicly accessible EV charging stations in the area, these elements will bring significant benefit not only to Kure Wellness but to the entire neighborhood.

We plan to build out a few rooms within our unit to separate the areas within the proposed dispensary, but none of these new walls will be load-bearing. As far as interior site improvements are concerned, other than the walls and some finishing, the changes will mainly consist of furniture. There is an existing HVAC system in the suite which has its own air handler and the air is recirculated within the unit so it won’t contaminate neighboring suites or be circulated outside before being filtered. We may need to modify some ducting and upgrade the filter on the HVAC system for odor control purposes, but those should be minor changes.

Visual depictions of the proposed exterior of the cannabis business.

As mentioned, we do not plan to modify the exterior of the site in order preserve the building’s character. Below is approximately how the front entrance to Kure Wellness’ Healdsburg dispensary and microbusiness would look.
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Packet Pg. 813 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Describe how the proposed modifications and utilization of the site for cannabis retail activity will impact the public health, safety, welfare, environmental quality, and/or quality of life in the surrounding area.

The establishment of a cannabis dispensary (with a microbusiness) at the proposed site would improve the public health, safety, welfare, environmental quality, and the overall quality of life in the surrounding area due to the added security and accessibility features that are proposed as well as due to the high-quality craft products that Kure Wellness will provide to its customers.

The proposed location is within the Central Healdsburg Avenue Area Plan, which is shown below and which consists primarily of industrial and mixed-use properties around the railroad tracks in the southern part of town. Kure Wellness’ facility will comply with all applicable development standards for this area plan as well as the requirements for Mixed Use zoning in general.

With regards to the Central Healdsburg Avenue Area Plan, the proposed use is in line with several Guiding Principles, including but not limited to: P3 (Build on the Plan area’s entrepreneurial and manufacturing legacy to create new employment), P4 (Foster a broad mix 75 3.1.y
Packet Pg. 814 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) of land uses), P5 (Balance resident-serving and visitor-serving uses), P7 (Make alternatives to the private automobile easy), and P10 (Foster sustainable neighborhood development).

In addition to being compatible with the specific area plan, the proposed use is in line with the City’s General Plan, in particular Goal ED-A (Expand the commercial and industrial sectors of Healdsburg's economy to increase jobs, meet the needs of residents and visitors, and generate revenues that support city services). Kure Wellness will create employment opportunities, increase the city’s tax revenue, and provide an important service to residents and visitors alike.

Furthermore, the proposed use will comply with applicable design guidelines to minimize any negative visual impact on the surrounding area. The subject suite is in a historic building with multiple tenants, so no exterior modifications are planned other than signage and security lights in order to preserve the characteristics of the site.

Maps showing bicycle and pedestrian routes in Healdsburg.

Regarding environmental considerations, we are committed to sustainability which is demonstrated by our proposal to install a bicycle rack and an electric vehicle charging station in the parking lot. We anticipate the bicycle rack will get a lot of use, given our proximity to bike corridors – both Hudson Street and Front Street (which our building is on the corner of) are recommended roadways for cyclists, and adjacent to our site is the Foss Creek Trail, which is a bicycle/pedestrian trail. In fact, one of the other building tenants is a bicycle shop. We are also located near public transportation, including bus stops and the future SMART train station. 76 3.1.y
Packet Pg. 815 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Additionally, the site is within walking distance to downtown, the river, and several neighborhoods, so we encourage our staff and patrons to walk when possible (another benefit of our proximity to the Foss Creek Trail) and enjoy the beautiful surroundings.

We are mindful of the impact of our products and packaging. Our choice of a less congested location away from the downtown plaza reflects our commitment to responsible waste management and avoiding any association with littering issues. While we cannot control every customer's actions, we emphasize the importance of proper disposal and caring for the environment. To this end, we will make sure that trash and recycling receptacles are readily available to our patrons. We also take pride in providing a laid-back and secure atmosphere at our dispensary, making it a welcoming and comfortable environment for all.

At Kure Wellness, our journey in the cannabis industry is defined by compassion, education, and community. We embrace the unique advantages that Healdsburg offers, making it our mission to help customers obtain their medical cards and benefit from savings and higher purchase limits. Our core principles guide us in providing outstanding customer service, championing local products, offering competitive prices, and delivering personalized consultations and specialty delivery. As a microbusiness, we aim to create a unique cannabis destination that stands out, providing an immersive customer experience. We're here to celebrate the healing power of cannabis, to challenge stereotypes, and to be a part of Healdsburg's vibrant community. At Kure Wellness we believe this business is not just about selling cannabis – it's about providing a Kure in people's lives, one bud at a time. 77 3.1.y
Packet Pg. 816 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) A
ppendix Interior renderings of the proposed Kure Wellnes sdispensary inHealdsburg. 78

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Packet Pg. 817 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Interior of one of our existing stores.

Kure Wellness’ S. State Street Showroom, 360 degree photo Interactive link:
https://photos.google.com/share/AF1QipNJH9LFb9xg-Efa-hIoJgAr0ysEKJNe0Ef5xjODVO3P0xRrImOMA x-gDm7oQ7Vpvg/photo/AF1QipPs8tlFN8YY0ZWw9ZyMRmEhYXJ8JbL3WET-QBGn?key=V3Jva2dMR3 U2VnNaa18zRjlkUXFPeWRZWkotekhR
79 3.1.y
Packet Pg. 818 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) C
ustomerreviewsofourexistingKureWellnessdispensaries. 80

3.1.y
Packet Pg. 819 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) We received authorization to operate a drive-through dispensary during COVID-19.

An example of Kure Wellness merchandise. We have various branded items available. 81 3.1.y
Packet Pg. 820 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Fir
stRecreational Sale inCalifornia06:001-1-18atKureWellness800LakeMendocinoDr. Kure Mendocino Invitational Farmers Dinner. 82

3.1.y
Packet Pg. 821 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Exterior picture of our original store the morning of 1-1-18 when recreational cannabis was legalized in CA.

Our original store used to be a tackle shop, and local residents appreciate that we maintain the historical appearance of the buildings we occupy.
83 3.1.y
Packet Pg. 822 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) A
newsletterweattemptedto launchwiththeKureMendocino Invitational. 84

3.1.y
Packet Pg. 823 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Full article available at:
https://mendovoice.com/2021/09/mendocino-county-dispensary-launches-new-contest-featuring-local-farmers/ 85 3.1.y
Packet Pg. 824 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) 8 6

3.1.y
Packet Pg. 825 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) A
fundraiserKureWellnessputontohelpthevictimsoftheForestFiresourcommunitysuffered. 87

3.1.y
Packet Pg. 826 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) O
n-siteoutdoorpermittedconsumption loungeatourLakeMendocinoDrive location. 88

3.1.y
Packet Pg. 827 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Full article available at: https://www.willitsnews.com/2019/12/05/homegrown-for-the-holidays-kure-opening-in-willits/ 89 3.1.y
Packet Pg. 828 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Fir
stcannabismicrobusiness license issued inMendocinoCounty(12-12-2017). We hope to be the “Kure” for Healdsburg! 90

3.1.y
Packet Pg. 829 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) 9 1

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Packet Pg. 830 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) 9 2

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Packet Pg. 831 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) 9 3

3.1.y
Packet Pg. 832 Attachment: Kure Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) R
ussGreen<[email protected]>
bc-Healdsburg
cannabisbackgroundcheck<[email protected]>Wed, Jul 12, 2023at4:14PM Reply-To: [email protected]
To: [email protected]
Thankyouforsubmittingyourbackgroundcheckapplication: Name: Russell A Green Business Name: Kure Healdsburg, SPC DBA: Kure

3.1.z
Packet Pg. 833 Attachment: Kure Wellness Background Check Information (4237 : Public Hearing to Consider Retail Cannabis Business Applications) 5735998
Corporation Name
Corporation Name KURE HEALDSBURG, SPC
Initial Street Address of Principal Office of Corporation Principal Address 1784 S. MAIN STREET
WILLITS, CA 95490
Initial Mailing Address of Corporation
Mailing Address 1784 S. MAIN STREET
WILLITS, CA 95490
Attention
Agent for Service of Process
Agent Name OMAR FIGUEROA
Agent Address 7770 HEALDSBURG AVE.

SEBASTOPOL, CA 95472
Shares
The total number of shares the corporation is authorized to issue is: 100,000,000 Does the corporation have more than one class or series of shares? No Purpose Statement
The corporation is organized as a social purpose corporation under the Social Purpose Corporations Act. The purpose of this social purpose corporation is to engage in any lawful act or activity for which a social purpose corporation may be organized under Division 1.5 of the California Corporations Code, other than the banking business, the trust company business or the practice of a profession permitted to be incorporated by the California Corporations Code, for the benefit of the overall interests of the social purpose corporation and its shareholders and in furtherance of the following enumerated purposes: Providing highquality products to the Sonoma County community, and enhancing the quality of life of our employees and customers.

Required Additional Purpose(s)
The purpose of the social purpose corporation, in addition to the purpose stated in the statutory purpose statement, is to engage in one or more of the following enumerated purposes. Check the applicable box(es). You must select at least one box.

One or more charitable or public purpose activities that a nonprofit public benefit corporation is authorized to carry out.

The purpose of promoting positive effects of, or minimizing adverse effects of, the social purpose corporation’s activities upon any of the following, provided that the corporation consider the purpose in addition to or together with the financial interests of the shareholders and compliance with legal obligations, and take action consistent with that purpose:
(i) The social purpose corporation’s employees, suppliers, customers, and creditors. (ii) The community and society.
(iii) The environment.

Additional information and signatures set forth on attached pages, if any, are incorporated herein by reference and made part of this filing.

Electronic Signature
By checking this box, I acknowledge that I am electronically signing this document as the incorporator of the Corporation and that all information is true and correct.

STATE OF CALIFORNIA
Office of the Secretary of State

ARTICLES OF INCORPORATION

CA SOCIAL PURPOSE CORPORATION
California Secretary of State
1500 11th Street
Sacramento, California 95814
(916) 653-3516
B1777-8877 05/24/2023 11:00 AM Received by California Secretary of State

For Office Use Only
-FILEDFile No.: 5735998
Date Filed: 5/24/2023

3.1.aa
Packet Pg. 834 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Lauren Mende
lsohn Incorporator Signature05/24/2023 Date
B1777-8878 05/24/2023 11:00 AM Received by California Secretary of State

3.1.aa
Packet Pg. 835 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business BA20231145574
Entity Details
Corporation Name KURE HEALDSBURG, SPC
Entity No. 5735998
Formed In CALIFORNIA
Street Address of Principal Office of Corporation
Principal Address 1784 S. MAIN STREET
WILLITS, CA 95490
Mailing Address of Corporation
Mailing Address 1784 S. MAIN STREET
WILLITS, CA 95490
Attention
Street Address of California Office of Corporation
Street Address of California Office None
Officers
Officer Name Officer Address Position(s)
+ Russell A Green 1784 S. MAIN STREET
WILLITS, CA 95490
Chief Executive Officer, Chief Financial Officer, Secretary Additional Officers
Officer Name Officer Address Position Stated Position
None Entered
Directors
The number of vacancies on Board of Directors is: 0
Director Name Director Address
+ Russell A Green 1784 S. MAIN STREET
WILLITS, CA 95490
Agent for Service of Process
Agent Name OMAR FIGUEROA
Agent Address 7770 HEALDSBURG AVE
SEBASTOPOL, CA 95472
Type of Business
Type of Business Retail
Email Notifications
Opt-in Email Notifications Yes, I opt-in to receive entity notifications via email.

Labor Judgment
No Officer or Director of this Corporation has an outstanding final judgment issued by the Division of Labor Standards Enforcement or a court of law, for which no appeal therefrom is pending, for the violation of any wage order or provision of the Labor Code.

STATE OF CALIFORNIA
Office of the Secretary of State

STATEMENT OF INFORMATION

CORPORATION
California Secretary of State
1500 11th Street
Sacramento, California 95814
(916) 653-3516
B1969-6008 07/20/2023 3:35 PM Received by California Secretary of State

For Office Use Only
-FILEDFile No.: BA20231145574
Date Filed: 7/20/2023

3.1.aa
Packet Pg. 836 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Electronic Signature
By signing, I affirm that the information herein is true and correct and that I am authorized by California law to sign. /LM/
Signature
07/20/2023
Date
B1969-6009 07/20/2023 3:35 PM Received by California Secretary of State

3.1.aa
Packet Pg. 837 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business The most up to date records may be obtained by searching for the Entity Name or Entity Number in the Search module at bizfileOnline.sos.ca.gov.

The above referenced document has been approved and filed with the California Secretary of State. To access free copies of filed documents, go to bizfileOnline.sos.ca.gov and enter the entity name or entity number in the Search module.

What's Next?
For further assistance, contact us at (916) 657-5448 or visit bizfileOnline.sos.ca.gov. 07/20/2023
5735998
BA20231145574
Stock Corporation - CA - Social Purpose
Entity Name:

Entity Type:

Entity No.:

Document Type:

Document No.:

File Date:

KURE HEALDSBURG, SPC
Statement of Information
Thank you for using bizfile California, the California Secretary of State's business portal for online filings, searches, business records, and additional resources.

Business Amendment Filing Approved
July 20, 2023
California Secretary of State
Business Programs Division
1500 11th Street, Sacramento, CA 95814
WILLITS, CA 95490
1784 S. MAIN STREET

KURE HEALDSBURG, SPC

3.1.aa
Packet Pg. 838 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business

3.1.aa
Packet Pg. 839 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business

3.1.aa
Packet Pg. 840 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business

3.1.aa
Packet Pg. 841 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business

3.1.aa
Packet Pg. 842 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider

3.1.aa
Packet Pg. 843 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business

3.1.aa
Packet Pg. 844 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business

3.1.aa
Packet Pg. 845 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business State of California

CALIFORNIA DEPARTMENT OF

TAX AND FEE ADMINISTRATION
ONLINE SERVICES FILING RECORD:

Account Number:

Period Begin:

Account Type:

Due Date:

Remaining Due:

January 01, 2022
May 02, 2022
Sales and Use Tax
Taxpayer Name:

Period End: March 31, 2022
Return Type: Original

KURE WELLNESS
Credit for Aircraft Common Carrier Partial Exemption
Credit for Partial Exemptions
1st Prepayment
Total Sales and Purchases made at state-designated fair or fairgrounds Total Sales and Purchases
Local Tax
Purchases subject to Use Tax
Total Tax
Taxable Sales and Purchases
Less Tax Prepayments
Sales or Use Tax paid to other states
Penalty
Excess Tax Collected
Credit Claimed from Prior Period
County Tax
2nd Prepayment
Net Tax
Remaining Tax
Total State, County, Local, and District Tax
Total Sales
Total Amount Due and Payable
District Tax
Total Nontaxable Sales (deductions)
State Tax
Sales & Use Tax: 401-A
Interest
Total Credit
Sales Tax Paid to DMV
Total Tax Paid to DMV and Prepayments
Penalty Paid to DMV
Total Penalty
Sales of Fixtures and Equipment

3.1.aa
Packet Pg. 846 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: March 31, 2022
Section D. Current Period Partial State Tax Exemptions at 0.039375 Partial Exemption Rate Section A. Nontaxable Sales (deductions)
Other Deductions
Timber harvesting equipment and machinery
Partial exemption rate
Total Section D
Teleproduction Equipment
Sales to the United States government
Nontaxable sales of food products
Returned taxable merchandise
Total Nontaxable Sales and Adjustments
Racehorse Breeding Stock
Total Full Deductions
Cash discounts on taxable sales
Sales made subject to the manufacturing and R&D equipment exemption Section B. Current Period Tax Recoveries and Deductions Farm Equipment
Total Partial State Exemptions
Section C. Current Period Partial State Tax Exemptions at 0.05 Partial Exemption Rate Total Section B
Total Section C
Bad debt losses on taxable sales
Sales in interstate or foreign commerce (i.e. delivered outside California) Sales tax (if any) included in Total Sales
Cost of tax-paid purchases resold prior to use
Partial exemption rate
Sales to other retailers for purposes of resales
Nontaxable labor (repair and installation)
Diesel fuel used in farming and food processing
Sales made subject to the zero-emissions transit bus exemption Sales made subject to the zero-emissions motor vehicle exemption

3.1.aa
Packet Pg. 847 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: March 31, 2022
Taxable amount subject to District Tax
Amount subject to only the base state rate
District Tax Total
Schedule A2 - Computation Schedule for District Tax
County City Tax Area Amount Adjustments District Tax Due Mendocino County Mendocino County -
Unincorporated
(Effective Date:
04-01-18) - 615
615 $0.00
Mendocino County Willits (Effective Date:
04-01-21) - 864
864 $0.00 $0.00

3.1.aa
Packet Pg. 848 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: March 31, 2022
Schedule C - Detailed Allocation by Location of Sales and Use Tax Transactions Total taxable amount to be allocated on local tax schedules Total taxable amount for all registered locations
Street City Zip Code Sub-Outlet No. Taxable Amount 800 LAKE MENDOCINO DR UKIAH 954829401 10000 1788 S MAIN ST WILLITS 954904440 00001 1480 S STATE ST UKIAH 954826402 00002

3.1.aa
Packet Pg. 849 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: March 31, 2022
Summary
Total tax
Credit for partial exemptions
Sales or use tax paid to other states
Credit claimed from prior period
Credit for aircraft common carrier partial exemption
Sales tax prepaid to fuel suppliers
Tax due
Remaining tax
Penalty
Interest
Total due before lumber
Lumber Assessment
Total lumber assessment
Penalty
Interest
Total lumber assessment due
Total Amount Due
Total Tax/Assessment Due
Total Penalty
Total Interest
Total Amount Due and Payable
Total tax prepayments
Sales Tax Paid to DMV
Penalty Paid to DMV

3.1.aa
Packet Pg. 850 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business State of California

CALIFORNIA DEPARTMENT OF

TAX AND FEE ADMINISTRATION
ONLINE SERVICES FILING RECORD:

Account Number:

Period Begin:

Account Type:

Due Date:

Remaining Due:

April 01, 2022
August 01, 2022
Sales and Use Tax
Taxpayer Name:

Period End: June 30, 2022
Return Type: Original

KURE WELLNESS
Credit for Aircraft Common Carrier Partial Exemption
Credit for Partial Exemptions
1st Prepayment
Total Sales and Purchases made at state-designated fair or fairgrounds Total Sales and Purchases
Local Tax
Purchases subject to Use Tax
Total Tax
Taxable Sales and Purchases
Less Tax Prepayments
Sales or Use Tax paid to other states
Penalty
Excess Tax Collected
Credit Claimed from Prior Period
County Tax
2nd Prepayment
Net Tax
Remaining Tax
Total State, County, Local, and District Tax
Total Sales
Total Amount Due and Payable
District Tax
Total Nontaxable Sales (deductions)
State Tax
Sales & Use Tax: 401-A
Interest
Total Credit
Sales Tax Paid to DMV
Total Tax Paid to DMV and Prepayments
Penalty Paid to DMV
Total Penalty
Sales of Fixtures and Equipment

3.1.aa
Packet Pg. 851 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: June 30, 2022
Section D. Current Period Partial State Tax Exemptions at 0.039375 Partial Exemption Rate Section A. Nontaxable Sales (deductions)
Other Deductions
Timber harvesting equipment and machinery
Partial exemption rate
Total Section D
Teleproduction Equipment
Sales to the United States government
Nontaxable sales of food products
Returned taxable merchandise
Total Nontaxable Sales and Adjustments
Racehorse Breeding Stock
Total Full Deductions
Cash discounts on taxable sales
Sales made subject to the manufacturing and R&D equipment exemption Section B. Current Period Tax Recoveries and Deductions Farm Equipment
Total Partial State Exemptions
Section C. Current Period Partial State Tax Exemptions at 0.05 Partial Exemption Rate Total Section B
Total Section C
Bad debt losses on taxable sales
Sales in interstate or foreign commerce (i.e. delivered outside California) Sales tax (if any) included in Total Sales
Cost of tax-paid purchases resold prior to use
Partial exemption rate
Sales to other retailers for purposes of resales
Nontaxable labor (repair and installation)
Diesel fuel used in farming and food processing
Sales made subject to the zero-emissions transit bus exemption Sales made subject to the zero-emissions motor vehicle exemption

3.1.aa
Packet Pg. 852 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: June 30, 2022
Taxable amount subject to District Tax
Amount subject to only the base state rate
District Tax Total
Schedule A2 - Computation Schedule for District Tax
County City Tax Area Amount Adjustments District Tax Due Mendocino County Mendocino County -
Unincorporated
(Effective Date:
04-01-18) - 615
615 $0.00
Mendocino County Willits (Effective Date:
04-01-21) - 864
864 $0.00 $0.00

3.1.aa
Packet Pg. 853 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: June 30, 2022
Schedule C - Detailed Allocation by Location of Sales and Use Tax Transactions Total taxable amount to be allocated on local tax schedules Total taxable amount for all registered locations
Street City Zip Code Sub-Outlet No. Taxable Amount 800 LAKE MENDOCINO DR UKIAH 954829401 10000 1788 S MAIN ST WILLITS 954904440 00001 1480 S STATE ST UKIAH 954826402 00002

3.1.aa
Packet Pg. 854 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: June 30, 2022
Summary
Total tax
Credit for partial exemptions
Sales or use tax paid to other states
Credit claimed from prior period
Credit for aircraft common carrier partial exemption
Sales tax prepaid to fuel suppliers
Tax due
Remaining tax
Penalty
Interest
Total due before lumber
Lumber Assessment
Total lumber assessment
Penalty
Interest
Total lumber assessment due
Total Amount Due
Total Tax/Assessment Due
Total Penalty
Total Interest
Total Amount Due and Payable
Total tax prepayments
Sales Tax Paid to DMV
Penalty Paid to DMV

3.1.aa
Packet Pg. 855 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business State of California

CALIFORNIA DEPARTMENT OF

TAX AND FEE ADMINISTRATION
ONLINE SERVICES FILING RECORD:

Account Number:

Period Begin:

Account Type:

Due Date:

Remaining Due:

July 01, 2022
October 31, 2022
Sales and Use Tax
Taxpayer Name:

Period End: September 30, 2022
Return Type: Amended

KURE WELLNESS
Credit for Aircraft Common Carrier Partial Exemption
Credit for Partial Exemptions
1st Prepayment
Total Sales and Purchases made at state-designated fair or fairgrounds Total Sales and Purchases
Local Tax
Purchases subject to Use Tax
Total Tax
Taxable Sales and Purchases
Less Tax Prepayments
Sales or Use Tax paid to other states
Penalty
Excess Tax Collected
Credit Claimed from Prior Period
County Tax
2nd Prepayment
Net Tax
Remaining Tax
Total State, County, Local, and District Tax
Total Sales
Total Amount Due and Payable
District Tax
Total Nontaxable Sales (deductions)
State Tax
Sales & Use Tax: 401-A
Interest
Total Credit
Sales Tax Paid to DMV
Total Tax Paid to DMV and Prepayments
Penalty Paid to DMV
Total Penalty
Sales of Fixtures and Equipment

3.1.aa
Packet Pg. 856 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: September 30, 2022
Section D. Current Period Partial State Tax Exemptions at 0.039375 Partial Exemption Rate Section A. Nontaxable Sales (deductions)
Other Deductions
Timber harvesting equipment and machinery
Partial exemption rate
Total Section D
Teleproduction Equipment
Sales to the United States government
Nontaxable sales of food products
Returned taxable merchandise
Total Nontaxable Sales and Adjustments
Racehorse Breeding Stock
Total Full Deductions
Cash discounts on taxable sales
Sales made subject to the manufacturing and R&D equipment exemption Section B. Current Period Tax Recoveries and Deductions Farm Equipment
Total Partial State Exemptions
Section C. Current Period Partial State Tax Exemptions at 0.05 Partial Exemption Rate Total Section B
Total Section C
Bad debt losses on taxable sales
Sales in interstate or foreign commerce (i.e. delivered outside California) Sales tax (if any) included in Total Sales
Cost of tax-paid purchases resold prior to use
Partial exemption rate
Sales to other retailers for purposes of resales
Nontaxable labor (repair and installation)
Diesel fuel used in farming and food processing
Sales made subject to the zero-emissions transit bus exemption Sales made subject to the zero-emissions motor vehicle exemption

3.1.aa
Packet Pg. 857 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: September 30, 2022
Taxable amount subject to District Tax
Amount subject to only the base state rate
District Tax Total
Schedule A2 - Computation Schedule for District Tax
County City Tax Area Amount Adjustments District Tax Due Mendocino County Mendocino County -
Unincorporated
(Effective Date:
04-01-18) - 615
615 $0.00
Mendocino County Willits (Effective Date:
04-01-21) - 864
864 $0.00 $0.00

3.1.aa
Packet Pg. 858 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: September 30, 2022
Schedule C - Detailed Allocation by Location of Sales and Use Tax Transactions Total taxable amount to be allocated on local tax schedules Total taxable amount for all registered locations
Street City Zip Code Sub-Outlet No. Taxable Amount 800 LAKE MENDOCINO DR UKIAH 954829401 10000 1788 S MAIN ST WILLITS 954904440 00001 1480 S STATE ST UKIAH 954826402 00002

3.1.aa
Packet Pg. 859 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: September 30, 2022
Summary
Total tax
Credit for partial exemptions
Sales or use tax paid to other states
Credit claimed from prior period
Credit for aircraft common carrier partial exemption
Sales tax prepaid to fuel suppliers
Tax due
Remaining tax
Penalty
Interest
Total due before lumber
Lumber Assessment
Total lumber assessment
Penalty
Interest
Total lumber assessment due
Total Amount Due
Total Tax/Assessment Due
Total Penalty
Total Interest
Total Amount Due and Payable
Total tax prepayments
Sales Tax Paid to DMV
Penalty Paid to DMV

3.1.aa
Packet Pg. 860 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business State of California

CALIFORNIA DEPARTMENT OF

TAX AND FEE ADMINISTRATION
ONLINE SERVICES FILING RECORD:

SALES & USE TAX RETURN
Account Number:

Period Begin:

Account Type:

Due Date:

Remaining Due:

October 01, 2022
January 31, 2023
Sales and Use Tax
Taxpayer Name:

Period End: December 31, 2022
Return Type: Original
Confirmation #:

Submitted: 1/21/2023 11:23:55 AM
0-031-001-311

KURE WELLNESS
Credit for Aircraft Common Carrier Partial Exemption
Credit for Partial Exemptions
1st Prepayment
Total Sales and Purchases made at state-designated fair or fairgrounds Total Sales and Purchases
Local Tax
Purchases subject to Use Tax
Total Tax
Taxable Sales and Purchases
Less Tax Prepayments
Sales or Use Tax paid to other states
Penalty
Excess Tax Collected
Credit Claimed from Prior Period
County Tax
2nd Prepayment
Net Tax
Remaining Tax
Total State, County, Local, and District Tax
Total Sales
Total Amount Due and Payable
District Tax
Total Nontaxable Sales (deductions)
State Tax
Sales & Use Tax: 401-A
Interest
Total Credit
Sales Tax Paid to DMV
Total Tax Paid to DMV and Prepayments
Penalty Paid to DMV
Total Penalty
Sales of Fixtures and Equipment

3.1.aa
Packet Pg. 861 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: December 31, 2022
Section D. Current Period Partial State Tax Exemptions at 0.039375 Partial Exemption Rate Section A. Nontaxable Sales (deductions)
Other Deductions
Timber harvesting equipment and machinery
Partial exemption rate
Total Section D
Teleproduction Equipment
Sales to the United States government
Nontaxable sales of food products
Returned taxable merchandise
Total Nontaxable Sales and Adjustments
Racehorse Breeding Stock
Total Full Deductions
Cash discounts on taxable sales
Sales made subject to the manufacturing and R&D equipment exemption Section B. Current Period Tax Recoveries and Deductions Farm Equipment
Total Partial State Exemptions
Section C. Current Period Partial State Tax Exemptions at 0.05 Partial Exemption Rate Total Section B
Total Section C
Bad debt losses on taxable sales
Sales in interstate or foreign commerce (i.e. delivered outside California) Sales tax (if any) included in Total Sales
Cost of tax-paid purchases resold prior to use
Partial exemption rate
Sales to other retailers for purposes of resales
Nontaxable labor (repair and installation)
Diesel fuel used in farming and food processing
Sales made subject to the zero-emissions transit bus exemption Sales made subject to the zero-emissions motor vehicle exemption

3.1.aa
Packet Pg. 862 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: December 31, 2022
Taxable amount subject to District Tax
Amount subject to only the base state rate
District Tax Total
Schedule A2 - Computation Schedule for District Tax
County City Tax Area Amount Adjustments District Tax Due Mendocino County Mendocino County -
Unincorporated
(Effective Date:
04-01-18) - 615
615 $0.00
Mendocino County Willits (Effective Date:
04-01-21) - 864
864 $0.00 $0.00

3.1.aa
Packet Pg. 863 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: December 31, 2022
Schedule C - Detailed Allocation by Location of Sales and Use Tax Transactions Total taxable amount to be allocated on local tax schedules Total taxable amount for all registered locations
Street City Zip Code Sub-Outlet No. Taxable Amount 800 LAKE MENDOCINO DR UKIAH 954829401 10000 1788 S MAIN ST WILLITS 954904440 00001 1480 S STATE ST UKIAH 954826402 00002 7990 HIGHWAY 29 KELSEYVILLE 954519659 00003

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Packet Pg. 864 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: December 31, 2022
Summary
Total tax
Credit for partial exemptions
Sales or use tax paid to other states
Credit claimed from prior period
Credit for aircraft common carrier partial exemption
Sales tax prepaid to fuel suppliers
Tax due
Remaining tax
Penalty
Interest
Total due before lumber
Lumber Assessment
Total lumber assessment
Penalty
Interest
Total lumber assessment due
Total Amount Due
Total Tax/Assessment Due
Total Penalty
Total Interest
Total Amount Due and Payable
Total tax prepayments
Sales Tax Paid to DMV
Penalty Paid to DMV

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Packet Pg. 865 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business State of California

CALIFORNIA DEPARTMENT OF

TAX AND FEE ADMINISTRATION
ONLINE SERVICES FILING RECORD:

Account Number:

Period Begin:

Account Type:

Due Date:

Remaining Due:

January 01, 2023
May 01, 2023
Sales and Use Tax
Taxpayer Name:

Period End: March 31, 2023
Return Type: Original

KURE WELLNESS
Credit for Aircraft Common Carrier Partial Exemption
Credit for Partial Exemptions
1st Prepayment
Total Sales and Purchases made at state-designated fair or fairgrounds Total Sales and Purchases
Local Tax
Purchases subject to Use Tax
Total Tax
Taxable Sales and Purchases
Less Tax Prepayments
Sales or Use Tax paid to other states
Penalty
Excess Tax Collected
Credit Claimed from Prior Period
County Tax
2nd Prepayment
Net Tax
Remaining Tax
Total State, County, Local, and District Tax
Total Sales
Total Amount Due and Payable
District Tax
Total Nontaxable Sales (deductions)
State Tax
Sales & Use Tax: 401-A
Interest
Total Credit
Sales Tax Paid to DMV
Total Tax Paid to DMV and Prepayments
Penalty Paid to DMV
Total Penalty
Sales of Fixtures and Equipment

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Packet Pg. 866 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: March 31, 2023
Section D. Current Period Partial State Tax Exemptions at 0.039375 Partial Exemption Rate Section A. Nontaxable Sales (deductions)
Other Deductions
Timber harvesting equipment and machinery
Partial exemption rate
Total Section D
Teleproduction Equipment
Sales to the United States government
Nontaxable sales of food products
Returned taxable merchandise
Total Nontaxable Sales and Adjustments
Racehorse Breeding Stock
Total Full Deductions
Cash discounts on taxable sales
Sales made subject to the manufacturing and R&D equipment exemption Section B. Current Period Tax Recoveries and Deductions Farm Equipment
Total Partial State Exemptions
Section C. Current Period Partial State Tax Exemptions at 0.05 Partial Exemption Rate Total Section B
Total Section C
Bad debt losses on taxable sales
Sales in interstate or foreign commerce (i.e. delivered outside California) Sales tax (if any) included in Total Sales
Cost of tax-paid purchases resold prior to use
Partial exemption rate
Sales to other retailers for purposes of resales
Nontaxable labor (repair and installation)
Diesel fuel used in farming and food processing
Sales made subject to the zero-emissions transit bus exemption Sales made subject to the zero-emissions motor vehicle exemption

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Packet Pg. 867 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: March 31, 2023
Taxable amount subject to District Tax
Amount subject to only the base state rate
District Tax Total
Schedule A2 - Computation Schedule for District Tax
County City Tax Area Amount Adjustments District Tax Due Mendocino County Mendocino County -
Unincorporated
(Expired Date:
03-31-23) - 615
615 $0.00
Mendocino County Willits (Expired Date:
03-31-23) - 864
864 $0.00 $0.00

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Packet Pg. 868 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: March 31, 2023
Schedule C - Detailed Allocation by Location of Sales and Use Tax Transactions Total taxable amount to be allocated on local tax schedules Total taxable amount for all registered locations
Street City Zip Code Sub-Outlet No. Taxable Amount 800 LAKE MENDOCINO DR UKIAH 954829401 10000 1788 S MAIN ST WILLITS 954904440 00001 1480 S STATE ST UKIAH 954826402 00002 7990 HIGHWAY 29 KELSEYVILLE 954519659 00003

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Packet Pg. 869 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Account Number:

Filing Period: March 31, 2023
Summary
Total tax
Credit for partial exemptions
Sales or use tax paid to other states
Credit claimed from prior period
Credit for aircraft common carrier partial exemption
Sales tax prepaid to fuel suppliers
Tax due
Remaining tax
Penalty
Interest
Total due before lumber
Lumber Assessment
Total lumber assessment
Penalty
Interest
Total lumber assessment due
Total Amount Due
Total Tax/Assessment Due
Total Penalty
Total Interest
Total Amount Due and Payable
Total tax prepayments
Sales Tax Paid to DMV
Penalty Paid to DMV

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Packet Pg. 870 Attachment: Kure Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business

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Packet Pg. 875 Attachment: Kure Wellness Business Information & Proof of Capitalization July 5, 2023
Kure Healdsburg, SPC
Attn: Russell Green
1784 South Main Street
Willits, CA 95490

Sent via email to [email protected]; [email protected] Subject: Zoning Clearance Letter – 434 Hudson Street
Dear Mr. Green:

The purpose of this letter is to inform you that the above-referenced location at 434 Hudson Street meets all of the location criteria outlined in the Commercial Cannabis Ordinance for a retail dispensary or microbusiness.

Location Requirements (HMC Section 20.20.095(B)(6)):
a. A retail dispensary which is open to the public may only be located within the allowed zoning district(s) under Table 10 of Section 20.08.145, Table 12 of Section 20.08.155, and Table 15 of Section 20.08.195.
434 Hudson Street is zoned Mixed Use (MU) which allows for a retail dispensary or microbusiness.
b. A retail dispensary shall not be established on any parcel containing a dwelling unit, or immediately abutting (sharing a common property line with) a residential zoning district. Residentially zoned does not include mixed-use zoning for purposes of this section.
434 Hudson Street does not contain a dwelling unit. The abutting parcels are designated Mixed Use (MU) and public right-of-way (ROW).
c. A retail dispensary shall not be established within five hundred feet from any youthoriented property.

There are no youth-oriented properties located within 500 feet of 434 Hudson Street.

CITY OF HEALDSBURG

COMMUNITY DEVELOPMENT DEPARTMENT
401 Grove Street
Healdsburg, CA 95448-4723
Phone: (707) 431-3346
Fax: (707) 431-2710
Visit us at www.healdsburg.gov

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Packet Pg. 876 Attachment: Kure Wellness Zoning Clearance Letter (4237 : Public Hearing to Consider Retail Cannabis Business Applications) d. A retail dispensary shall not be established within two hundred and fifty feet of any public park (with the exception of West Plaza Park and 3 North Street), public playground, or public library.

There are no public parks, public playgrounds, or public libraries within 250 feet of 434 Hudson Street.
e. The distances listed above shall be measured between the nearest entrance (ingress/egress to commercial cannabis establishment, e.g., front door/public entry or service door) of the retail dispensary and the nearest property line of the parcel(s) on which the youth-oriented property, public park, public playground, or public library is located, along the shortest route intended and available for public passage (any public road, street, or highway, including footpaths and bicycle paths, or other route provided for the passage of people).

The distances noted in criteria c and d above were calculated based on the above measurement criteria.

Other Requirements:
a. Parking (HMC Section 20.20.095(B)(7)(k))
The proposed site at 434 Hudson Street can provide the required parking on-site.

Please feel free to contact me at 707-431-3346 or [email protected] if you have any questions regarding this determination.

Sincerely,
Scott Duiven
Community Development Director

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Packet Pg. 877 Attachment: Kure Wellness Zoning Clearance Letter (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 895
Attachment: Mercy Wellness Application (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

WELLNESS
MERCY

HEALDSBURG

COMMERCIAL

CANNABIS
PERMIT

APPLICATION
City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023
PDF File #2

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Packet Pg. 896 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Table of Contents
Section A: Business Plan......................................................................................................................................................................................5 Timeline of Mercy’s 13 Years of Experience.....................................................................................................................................................................................6 Award Winning Family of Brands......................................................................................................................................................................................................... 6 Mercy Wellness Healdsburg Retail Experience...............................................................................................................................................................................7 Finances.....................................................................................................................................................................................................................................................................7 Budget...............................................................................................................................................................................................................................................................7 Proof Of Capitalization...............................................................................................................................................................................................................................7 Pro Forma........................................................................................................................................................................................................................................................7 Schedule For Beginning Operation.......................................................................................................................................................................................................8 Access To Banking........................................................................................................................................................................................................................................8 Daily Operations.....................................................................................................................................................................................................................................................8 Description Of Proposed Operations...................................................................................................................................................................................................8 Customer Check-In Procedures...........................................................................................................................................................................................................10 Location(s) and Procedures for Receiving Deliveries During Business Hours...............................................................................................................12 Point-of-Sale System and Metrc, California’s Track & Trace System................................................................................................................................... 13 Number of Point of Sale (POS) Terminals.......................................................................................................................................................................................13 Number of Customers..............................................................................................................................................................................................................................14 Tracking of Cannabis Products to Prevent Diversion................................................................................................................................................................ 15 Inventory Stored on Premise................................................................................................................................................................................................................15 Waste Management Plan........................................................................................................................................................................................................................16 Building Requirements, Permits and Other Approvals.............................................................................................................................................................17 Emissions Control..................................................................................................................................................................................................................................... 18 Hours of Operation................................................................................................................................................................................................................................... 18 Odor Control................................................................................................................................................................................................................................................18 Odor Mitigation Plan................................................................................................................................................................................................................................18 Air Quality.....................................................................................................................................................................................................................................................21 Hazardous Materials................................................................................................................................................................................................................................ 21 Water Supply............................................................................................................................................................................................................................................... 21 Permit Requirements...............................................................................................................................................................................................................................22 Health and Safety.......................................................................................................................................................................................................................................23 Taxes................................................................................................................................................................................................................................................................23 Security Personnel....................................................................................................................................................................................................................................24 Video Surveillance Recording.............................................................................................................................................................................................................. 24 Limited Access Areas............................................................................................................................................................................................................................... 25 Employees.....................................................................................................................................................................................................................................................25 Training..........................................................................................................................................................................................................................................................25 Weights and Measures.............................................................................................................................................................................................................................26 Tracking.........................................................................................................................................................................................................................................................26 Law Enforcement.......................................................................................................................................................................................................................................26 Police Notification.....................................................................................................................................................................................................................................26 Inspections...................................................................................................................................................................................................................................................27 Restriction of Alcohol Sales...................................................................................................................................................................................................................27 Liability and Indemnification...............................................................................................................................................................................................................27 Legal & Licensed Facilities.....................................................................................................................................................................................................................27 Proof of State License Compliance.....................................................................................................................................................................................................27 Conforming to Local and State Laws.................................................................................................................................................................................................28 Exterior Signage or Symbols: Business Identity.......................................................................................................................................................................... 28 2 3.1.ad
Packet Pg. 897 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Access to Premises....................................................................................................................................................................................................................................29 State Department of Alcoholic Beverage Control (ABC)...........................................................................................................................................................29 Commercial Cannabis Sales.................................................................................................................................................................................................................. 29 Public Consumption Outreach.............................................................................................................................................................................................................29 Premise Size.................................................................................................................................................................................................................................................30 No Physician On-Site................................................................................................................................................................................................................................30 Parking...........................................................................................................................................................................................................................................................30 Delivery..........................................................................................................................................................................................................................................................31 Required Signage.......................................................................................................................................................................................................................................33 Additional Signage.................................................................................................................................................................................................................................... 34 Advertising................................................................................................................................................................................................................................................... 34 SB-34 Compassion Program.................................................................................................................................................................................................................34 Permit Requirements and Restrictions............................................................................................................................................................................................35 Emergency Contact...................................................................................................................................................................................................................................35 Changes..........................................................................................................................................................................................................................................................35 Safety Plan....................................................................................................................................................................................................................................................35 Drive-Thru.....................................................................................................................................................................................................................................................36 Curbside Pickups Orders........................................................................................................................................................................................................................36 Child-Resistant Packaging..................................................................................................................................................................................................................... 36 Certificate of Insurance / Insurance Coverage............................................................................................................................................................................. 37 Background Checks.................................................................................................................................................................................................................................. 37 Disclosure of Litigation and Legal Proceedings........................................................................................................................................................................... 37 Section B: Labor & Employment Plan...........................................................................................................................................................37 Collective Bargaining............................................................................................................................................................................................................................... 38 Number of Employees.............................................................................................................................................................................................................................38 Employee Responsibilities.................................................................................................................................................................................................................... 38 Employee Benefits.....................................................................................................................................................................................................................................42 Continuing Education and Training...................................................................................................................................................................................................42 Section C: Security Plan Overview................................................................................................................................................................. 43 Section D: Qualification of Owners................................................................................................................................................................43 Brandon Levine Experience and Knowledge.................................................................................................................................................................................44 Felicia Accomazzo Experience and Knowledge............................................................................................................................................................................47 Hands-On of Day-to-Day Operations: Local Owners / Local Business...............................................................................................................................48 Team Members and Key Staff...............................................................................................................................................................................................................49 Section E: Neighborhood Compatibility Plan.............................................................................................................................................50 Good Neighbor Policy.............................................................................................................................................................................................................................. 51 Community Relations Contacts........................................................................................................................................................................................................... 51 Youth Product Diversion.........................................................................................................................................................................................................................52 Getting to Know Our Neighbors and the Healdsburg Community.......................................................................................................................................52 Communication with City of Healdsburg........................................................................................................................................................................................55 Positive Contributions to the Surrounding Area..........................................................................................................................................................................55 Minimizing Impact....................................................................................................................................................................................................................................58 Environmental Stewards........................................................................................................................................................................................................................58 Section F: Community Benefits and Equity Plan....................................................................................................................................... 58 A Living Wage; Not Minimum Wage..................................................................................................................................................................................................59 Benefits..........................................................................................................................................................................................................................................................60 Local Outreach Plan and Workforce..................................................................................................................................................................................................60 Paid Community Service Volunteer Hours..................................................................................................................................................................................... 60 3 3.1.ad
Packet Pg. 898 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Procurement of Local Suppliers and Equipment.........................................................................................................................................................................60 Equity..............................................................................................................................................................................................................................................................61 Mercy Wellness Community Benefits in Action........................................................................................................................................................................... 62 Economic Development..........................................................................................................................................................................................................................65 Economic Incentives................................................................................................................................................................................................................................ 66 Economic Impact.......................................................................................................................................................................................................................................66 Educational Programs.............................................................................................................................................................................................................................67 Public Outreach..........................................................................................................................................................................................................................................69 Section G: Proposed Site Plan..........................................................................................................................................................................70 Photographs of Existing Site.................................................................................................................................................................................................................71 Current Site Use..........................................................................................................................................................................................................................................71 Adjacent Parcels.........................................................................................................................................................................................................................................72 Site Plan.........................................................................................................................................................................................................................................................72 Proposed Site Improvements...............................................................................................................................................................................................................72 Visual Depiction for Proposed Exterior...........................................................................................................................................................................................73 Visual Depiction for Proposed Interior............................................................................................................................................................................................73 Impact of Proposed Modifications.....................................................................................................................................................................................................74 Letter of Support - City of Cotati.....................................................................................................................................................................75 Letter of Support - Cotati Police Department, Chief Parish...................................................................................................................76 Letter of Support - Property Owner Brian Spiers.....................................................................................................................................77 Letter of Support - Healdsburg Chamber of Commerce......................................................................................................................... 78 Letter of Support - Dry Creek Flower Co......................................................................................................................................................79 Letter of Support - Happy Day Farms............................................................................................................................................................81 Letter of Support - SC Labs............................................................................................................................................................................... 82 Letter of Support - Proof................................................................................................................................................................................... 82 Media Bibliography.............................................................................................................................................................................................83 Appendices............................................................................................................................................................................................................ 85 Appendix A - Budget for Construction, and Start Up Operations...................................................................................................................................................86 Appendix B - ProFormas.................................................................................................................................................................................................................................. 87 Appendix C - Mercy Wellness Healdsburg Performance Timeline................................................................................................................................................ 94 Appendix D - Mercy Wellness Healdsburg Retail Operating Timeline.........................................................................................................................................95 Appendix E - Mercy Wellness Healdsburg Construction Timeline................................................................................................................................................96 Appendix F - Mercy Wellness Membership Agreement Page...........................................................................................................................................................97 Appendix G - Driving High is DUI Pamphlet by TREDS (English & Spanish).............................................................................................................................99 Appendix H - Waste Management Plan...................................................................................................................................................................................................100 Appendix I - Impaired Driving TREDS Training Certificate for Felicia Accomazzo..............................................................................................................102 Appendix J: Security Plan..............................................................................................................................................................................................................................103 Appendix L - Site Plan.....................................................................................................................................................................................................................................125 4 3.1.ad
Packet Pg. 899 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Section A: Business Plan
This application is being made to the City of Healdsburg with the intention to surpass the quality of services that you seek to fulfill one of the two open Retail Store-front Commercial Cannabis Business Permits. Since 2010, Mercy Wellness is known for consistency and excellence. We have a strong understanding of the local market, commitment to responsible cannabis retail practices, and a vision for contributing to the community's well-being.

Mercy is a pioneer and industry leader; we’re consistently “Setting Higher Standards.” At Mercy Wellness, our mission is to foster a community-oriented environment that provides safe and responsible access to both adult use and medical use cannabis. We are dedicated to supporting the well-being of our customers by offering high-quality products, knowledgeable guidance, and a welcoming space that promotes education, inclusivity, and transparency. Our commitment to the community extends beyond our doors as we strive to enhance awareness, promote responsible consumption, and actively engage in initiatives that positively impact the lives of our neighbors. With compassion as our guiding principle, we aim to create an empowering experience that celebrates the healing potential of cannabis while prioritizing the safety, health, and happiness of our valued customers and community members.

We are grateful for the opportunity to introduce Mercy Wellness to the community of Healdsburg. We have secured the premises located at 20 Dry Creek Road. Our proposed Microbusiness with retail dispensary and delivery project falls within the allowance of the new Healdsburg Municipal Code 20.20.095 Cannabis Uses and Requirements.

Mercy Wellness Healdsburg will service the Adult-Use and Medicinal markets and abide by all Department of Cannabis Control’s (DCC) Medicinal & Adult-Use Cannabis Regulation and Safety Act (MAUCRSA). The building is approximately 4,482 sf. The size of the retail dispensary will be approximately 3,284, of which 1,900 SF will be dedicated to the public dispensary area. In addition to retail, we plan to have 202 SF Distribution and 458 SF Non-Volatile (light) manufacturing. The operating hours will be 9 am to 9pm daily, Monday through Sunday.

Co-Applicants/Owners Brandon Levine and Felicia Accomazzo are hands-on local operators. We look forward to bringing our 33+ years combined experience in the California cannabis industry. Brandon is an active, local commercial cannabis use-permit license holder in Sonoma County. Together, we operate three (3) commercial cannabis retail locations, two (2) in Santa Rosa; and one (1) in Cotati which is a licensed 32,976 sf Microbusiness that also contains an indoor commercial cannabis cultivation and nursery facility; one (1) commercial cannabis non-volatile manufacturing lab, one (1) commercial cannabis distribution warehouse and one (1) on-site consumption lounge. We also operate a stand-alone cultivation and nursery facility in Santa Rosa.

Mercy Wellness understands the paramount importance of establishing strong connections with our Healdsburg neighbors and community. By actively engaging with and getting to know the people who reside in this vibrant City, we foster a sense of unity, trust, and shared purpose. This interaction allows us to better understand the specific needs, concerns, and aspirations of our community members, enabling us to tailor our services and offerings accordingly. By forging these meaningful relationships, we create a support network built on compassion, empathy, and collaboration. This dedication to knowing our neighbors ensures that Mercy can effectively contribute to the overall well-being and growth of Healdsburg, as we work hand-in-hand towards a healthier, happier community for all.
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Packet Pg. 900 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Timeline of Mercyʼs 13 Years of Experience
Award Winning Family of Brands
Mercy Wellness won Emerald Cup’s 2022 Best Dispensary for Northern California; The Press Democrat’s BEST in 2019; North Bay Bohemian 2018 and 2020 Best Medical Dispensary as well as the 2017’s “Best HIGH TIME”, being called the Cirque du Soleil of Sonoma County dispensaries. Also taking top honors at the recent 2023 California State Fair was Mercy Grown, where Mercy won seven awards including three Golden Bear trophies for their strains John Lemmon, GMO Sherbcrasher, & Pie Scream.

Mercy Grown also won 3rd place at the 2023 Emerald Cup for Best Pre Roll.

Mercy Grown is the cultivation arm of legacy operator Mercy Wellness, an award winning, vertically integrated powerhouse located in the heart of Sonoma County. With an unwavering commitment to honoring the plant, their passionate team meticulously cultivates high-quality cannabis that is readily available through Mercy Wellness shops. This creates a
harmonious connection between cultivation and retail that ensures customers can experience the freshest small batch cannabis in the state. Local inhouse production also reduced climate change with innovative LED lighting and elimination of most vehicle miles traveled for product transport.
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Packet Pg. 901 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Mercy Wellness Healdsburg Retail Experience
First and foremost, Mercy boasts an extensive and diverse range of high-quality products, carefully curated to cater to various preferences and needs. Whether customers are searching for top-notch cannabis strains, innovative wellness solutions, or expert advice, Mercy delivers unparalleled excellence. Furthermore, the welcoming and knowledgeable staff at Mercy ensures that each customer receives personalized attention, creating an environment of trust and comfort. Additionally, the dispensary's commitment to upholding rigorous standards in terms of safety, authenticity, and local sourcing further amplifies its appeal.

Like our Cotati Microbusiness location, there will be a viewing window from the consulting area to the Manufacturing portion of the premise where employees will be making pre-rolls sourced from locally grown farms.

Mercy is vertically integrated and we have full control of our own supply chain. This means our customers get the freshest product, highest quality at the best prices. It’s also important for our customers to see first-hand how these types of products are made. One of those farms is Dry Creek Flower Co. that is located on W. Dry Creek Road outside the city limits of Healdsburg. Dry Creek Flower Co. obtained their outdoor cultivation license by the County of Sonoma in June 2022.

We are very excited to work with Dry Creek Flower Co. to offer tours to their facility. When embarking on a farm-to-table experience with Mercy Wellness Healdsburg, customers are in for a treat as they tour Dry Creek Farms, a captivating local outdoor cultivation farm. From the moment they step foot on the farm, the knowledgeable staff provides insightful explanations about sustainable farming practices, showcasing the deep respect and harmony maintained between the land and its bounty. Building these types of local business collaborations is what Mercy does.

Finances
Budget
A budget for construction, operations, maintenance, compensation of employees, equipment, property lease, security equipment and staff, City fees, state fees, utility costs, product purchases and other anticipated contingency costs are included in Appendix A. This budget was formed using our years of experience of building out commercial cannabis retail projects in Sonoma County and demonstrates sufficient capital in place to pay startup costs and at least three months of operating costs, as well as a description of the sources and uses of funds.

Proof Of Capitalization
Evidence of sufficient capital to pay for all processing costs, site acquisition costs, improvement costs, other expenses mentioned above and at least three months of operational expenses in the form of a letter of credit is included (PDF File #4.) Bank statements are available upon request.

Pro Forma
Three years of pro forma estimates for operations and business assumptions are included in Appendix B. 7 3.1.ad
Packet Pg. 902 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Schedule For Beginning Operation
A performance timeline that outlines our schedule to begin operations has been provided below. We are also providing a detailed construction timeline. If chosen by the City Council as one of the two retail operators, Mercy Wellness Healdsburg could open as soon as April 20, 2024. The major milestones are: application, permitting, community outreach, construction build-out, operations, compliance, licensing and hiring.

Mercy Wellness Healdsburg Performance Timeline
The timeline below and as shown in Appendix C shows Mercy Wellness Healdsburg’s involvement to date, as well as our intentions moving forward for this application. Brandon Levine, Felicia Accomazzo and other Mercy Wellness Healdsburg team members have been actively involved in person or by Zoom during the Planning Commission and City Council meetings where the Healdsburg Commercial Cannabis Regulations, Business Permit and Tax Rate were items of discussion. As local operators, we’ve been hands-on in the development of the City’s new regulations and some of the City Council Members have even toured our facilities in Cotati and Santa Rosa.

We anticipate that the next phase of application, scoring, interviews, and rankings will take place during the next 60-90 days. Mercy Wellness Healdsburg is looking forward to being one of the applicants who get the opportunity to go before the City Council and the community of Healdsburg in a public forum, hopefully before the end of the 2023 calendar year.

Mercy Wellness Healdsburg Retail Operating Timeline
If Mercy Wellness Healdsburg is chosen as one of the two retail operators by the City Council, we intend to start our Operating Timeline on January 2, 2024. We feel that the City of Healdsburg will be able to select the two license holders by the end of this year. By the beginning of 2024, we anticipate being fully licensed and operational so that we can open our doors to the public as soon as April 20, 2024. For a detailed closer look, please view Appendix D.

Mercy Wellness Healdsburg Construction Timeline
If Mercy Wellness Healdsburg is chosen as one of the two retail operators by the City Council, we will also start our Construction Timeline on January 2, 2024. Mercy is seasoned in the build-out of cannabis businesses and we have developed and perfected our schedule. We feel confident that we will be completed with build out by April 2024.

This also takes into consideration obtaining building permits so that we can update the HVAC system, remodel the front entry and ADA grading for compliant accessibility. For a detailed closer look, please view Appendix E.

Access To Banking
A letter from local bank Community First Credit Union (PDF File #4) confirms that we have access to banking, and the account is in good standing. Mercy Wellness worked with their now retired CEO Todd Sheffield to help create, form and regulate their cannabis banking system. We were the first to be granted a Cannabis Business Account through Community First and have been banking locally ever since.

Daily Operations
Description Of Proposed Operations
This application is being made to the City of Healdsburg for a proposed use to establish a Commercial Cannabis Permit for Microbusiness that includes Storefront Retail Dispensary with Delivery services, open to the public 8 3.1.ad
Packet Pg. 903 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) seven days a week. The building location is 20 Dry Creek Road and is located near the intersection of Healdsburg Avenue and Dry Creek Road adjacent to Tip Top liquors and across the street from Big John’s Market and Garrett’s Ace Hardware. If approved by the City Council, Mercy Wellness Healdsburg will be a Microbusiness that operates under strict compliance. Mercy will abide by the City of Healdsburg’s Municipal Code Chapter 20.20.095 Commercial Cannabis Uses and Requirements, in addition to following the Department of Cannabis Control’s (DCC) Medicinal & Adult-Use Cannabis Regulation and Safety Act (MAUCRSA).

Mercy Wellness has been successfully operating in Cotati for over thirteen years and started under the State’s pre-existing Proposition 215 and Chapter 8.24 of the Cotati Municipal Code. Mercy has repeatedly been recognized with multiple awards and accolades. One of many reasons is the robust Corporate Social Responsibility program; the cities and the surrounding areas that we operate in benefit from Mercy's ongoing and industry leading commitment to giving back to the community. Mercy Wellness Healdsburg will continue to provide the type of service known and expected by our community and customers.

The products for retail sale will include dried cannabis flowers, edibles, concentrates including vape cartridges, gel caps, tinctures, topicals and during certain time of year live immature plants. In addition, Mercy Wellness Healdsburg will sell merchandise and promotional items such as clothing and hats, lighters, rolling trays, papers, grinders, cannabis accouterments, bags and lanyards in not more than five percent of the retail dispensary area, up to a maximum of 200 square feet. Mercy Wellness Healdsburg will not conduct or engage in the commercial sale of any product, good or service unless otherwise approved by the Commercial Cannabis Business Permit.

Mercy Wellness Healdsburg will purchase products through licensed and qualified distributors. The majority of the products are sourced from local farmers and vendors. We pride ourselves on creating a supply chain that creates a thriving local economy. As stated by one of the top-selling cannabis wellness companies in California, and local operator Proof’s CEO Julie Mercer-Ingram: “I must emphasize the applicant's outstanding financial integrity. In an industry where timely vendor payments are unfortunately rare, Mercy Wellness stands out as a shining example of responsible business practices. Their commitment to paying vendors on time not only helps to stabilize local supply chains but also sets a positive precedent for other retailers in the industry. This stability and reliability has been a cornerstone for many of us, local vendors, whom they support.” This letter is included with this application.

All products are sent to qualified 3rd party state licensed testing labs before they enter the retail dispensary.

Certificates of Analysis ensuring compliance with all State-mandated safety and testing standards follow the life of the products in Marijuana Enforcement Tracking Reporting Compliance known as Metrc, the State’s track-and-trace program. Each batch has a unique identification number which test results can be traced to every single product.

As national testing lab SC Labs Co-Founder and Chief Compliance Officer Josh Wurzer says: “Mercy Wellness has demonstrated a proactive commitment to their customers’ safety and product knowledge. Mercy Wellness was committed to both cannabinoid and contaminant testing long before legalization and regulations required testing.

They were early adopters of PhytoFacts, our chemometric classification system. By utilizing PhytoFacts, they’ve not only underscored their dedication to the provision of safe, well-characterized cannabis products, but also emphasized the importance of consumer education about cannabinoids and terpenes, an often overlooked yet crucial component of cannabis.” To read more about what SC Labs says about Mercy, please see the enclosed letter. 9 3.1.ad
Packet Pg. 904 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) The customer-facing portion of the retail business will occupy 42% of the building. The remaining percentage will be used for the reception area, storage, offices, meeting space, employee bathrooms and break room. The delivery service will operate an unmarked nondescript eco-friendly transport vehicle. Deliveries will be made by a Mercy Wellness Healdsburg employee who will carry, at all times, a physical copy of the City’s Commercial Cannabis Permit, the City Business and State Licenses. The vehicle(s) will be registered with the DMV and will at all times carry a Motor Carrier Permit. Mercy Wellness will acquire and maintain motor vehicle insurance with the policy limits required by the City of Healdsburg and will, if necessary, name the City as an additional insured.

The hours of operation for the retail dispensary will be 9:00 am to 9:00 pm daily, seven days a week. Dispensary employees will arrive and leave daily for a work shift from 8:30 am to 9:30 pm. There will be a total of fifteen (13) employees, eight (8) full-time employees and five (5) part-time, with shifts scheduled to ensure that each employee receives required lunches and breaks. A manager will be on-site seven days per week during work shifts and will be on-call for any after hour emergencies. No employees will be on the premises after close of business for security purposes.

As stated in our membership agreement in Appendix F, no cannabis will be consumed on the premises, in any parking areas, sidewalks, driveways or other immediate surroundings. Mercy Wellness will not adversely affect the health, peace, or safety of persons living or working in the surrounding area, burden our neighborhood with significant impacts, or create a public nuisance. Our focus will be to ensure the grounds and surrounding areas are clean and vibrant, reflecting both the City’s and Mercy’s standard of excellence.

All areas used for commercial cannabis activities will have commercial steel locking doors, with commercial-grade non-residential locks, to prevent unauthorized access. Only staff and persons 21+ with bona fide business are permitted in the restricted access areas. Only qualified customers, patients and caregivers are permitted in the designated dispensary area. All other unauthorized visitors wait in the consulting area until qualified.

All persons entering the site, including those representing a regulatory agency, shall present photo identification and shall establish proof of doctor’s recommendation if the customer is a medicinal patient. A doctor’s recommendation is not required for customers 21+ of nonmedical cannabis. No person shall be allowed onto the premises unless they are an employee, customer, vendor or contractor of the retail facility, a primary caregiver, and/or a qualified patient, an invited visitor, or an employee of an agency having jurisdiction monitoring or investigating the terms of regulatory compliance.

Customer Check-In Procedures
Upon entry into the retail dispensary lobby, a customer will enter the building into a reception area and be greeted by a concierge. The entrance is clearly posted that no person under the age of 21 shall be allowed in the dispensary unless they are a Medical Patient with valid recommendation and are over the age of 18. The dispensary provides a consulting area at the entrance to receive members. This is the only public entrance and All customers must present proper identification: If Adult-Use: Valid government issued photo ID whose date of birth is at least 21 years prior to the date of entry. If Medicinal: Valid California photo ID whose date of birth is at 10 3.1.ad
Packet Pg. 905 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) least 18 years prior to the date of entry and a valid doctor’s recommendation which must be a formal letter, written on a doctor’s letterhead, listing the doctor’s medical license information as well as the date the recommendation expires. A verified recommendation containing these elements written by a doctor in the State of California will allow a patient to gain access to the dispensary after they have been approved and buzzed in through the security system. State of California Medicinal Cannabis ID Cards are valid for one year from the date of issuance. Because a physician’s recommendation may expire during that time, it is part of our best practices to require both to ensure validity.

The Front Desk Intake Receptionist contacts every Medicinal customer’s doctor to verify their recommendation is valid by way of online verifications or by contacting the doctor’s office by telephone. Depending upon the doctor, verifications can happen instantly or may take up to a week. The dispensary, prior to dispensing medical cannabis, will always verify the provided recommendation with the physician. Records are maintained on site digitally and physically secured, and are allowed to be verified by authorized agencies. Mercy Wellness Healdsburg will not have a Physician on site.

Age Verification
Mercy Wellness Healdsburg will verify all necessary documentation of each customer to ensure the customer is the appropriate age. If the potential customer is 18 to 20 years old, Mercy Wellness Healdsburg will confirm the customer is in possession of a valid doctor's recommendation or Medicinal Cannabis Card for purchasing medical cannabis products only. No one under the age of eighteen (18) years will be allowed in the dispensary for any reason. For adult-use purchases, Mercy Wellness Healdsburg will verify that all customers are 21 years of age or older for the purchase of cannabis or cannabis products.

In addition, Mercy Wellness Healdsburg will use AgeVisor Touch ID Scanner, as shown below, to verify the government issued identification is valid. This prevents customers entering our dispensary that may be under age, or using expired or fake identification.

Membership Agreement
Mercy Wellness customers must sign a contractual Membership Agreement listing rules and regulations governing cannabis use and consumption within the City and also recommends sensible cannabis etiquette. The Membership Agreement stipulates that no consumption will take place within 1,000-feet of the dispensary entrance or they will lose their right to membership. All customers agree (via their signed contract) not to redistribute cannabis obtained from the dispensary or use in a manner that violates local and state laws. Additionally, all members agree to not openly medicate in public places. Again, our existing Membership Agreement can be found in Appendix F. 11 3.1.ad
Packet Pg. 906 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Mercy Wellness Healdsburg will work with the City of Healdsburg to add any additional verbiage or requirements to the Member Agreement that the City may deem necessary.

Right to Revoke Service
One of the main reasons we use our Membership Agreement is that it can be revoked. We have a zero tolerance policy for breaking any rules that are in place, and we have the ability to give warnings and ban customers from shopping with Mercy Wellness if they violate any regulations.

Concierge Experience
Once the successful verification of a new or returning customer happens, the customer is allowed to enter the retail store area. This is a secure designated area for dispensing cannabis. If this is the customer’s first visit they may elect to have a concierge navigate them through the dispensary. There will be clearly marked display cases for the different types of products. Our budtenders and concierge are educated on the various methods of consumption and will match products to suit the customer’s needs. We let the customers know that the budtenders are not doctors and will never give medical advice, and refer medical questions to their doctor.

The concierge will have a tablet that the customer could then choose to place their order at that time. Or they can freely walk about the secure designated cannabis dispensary retail store floor to find other products and when ready, step into the check-out line. We will have a fast-track line designated for Mercy Express, for customers who placed their order online for a quick pick up. Once the customer is at the front of the line, they walk up to the corresponding cash register and are greeted by the next available budtender.

The budtender then brings the ordered items from our secured area and completes the transaction. They place the product in an approved opaque recyclable exit bag with a flier about responsible consumption, to remind customers that it’s never okay to drive and consume cannabis, as shown in Appendix G. We have the flier available in Spanish and is also viewable in Appendix G. Since all cannabis and cannabis products must be packaged in child resistant packaging prior to being transferred to the dispensary for retail sales, no additional child resistant packaging is required. Mercy Wellness will record and retain each transaction upon an individual receipt whether or not funds were exchanged during, or were involved in the transaction. Mercy Wellness will never give away cannabis for free except for SB-34 Compassion Product to a Medicinal customer. Receipts will show the ID number of the person obtaining the cannabis, the date, time, and amount of cannabis dispensed. Receipts will also show the amount paid for the cannabis as well as the amount of taxes applicable to the sales.

Mercy Wellness will record in Metrc, the State of California’s required track-and-trace system, each individual receipt and retain each transaction. Additionally, Mercy Wellness will comply with any track-and-trace program established by the City or State agencies. The dispensary will maintain records tracking all cannabis sales and products and will make all records related to commercial cannabis activity available to the City upon request.

Location(s) and Procedures for Receiving Deliveries During Business Hours During business hours and for product-delivery security purposes, products will be brought to the dispensary by randomized deliveries, and in unmarked secure transport vehicles. All deliveries will be from licensed distributors and occur in a secured transfer vestibule behind locked gates. This non-public delivery loading and unloading area 12 3.1.ad
Packet Pg. 907 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) is a significant safety feature of our proposed facility. This area is also hidden from public view. To complement our transfer-vestibule and
Mercy Wellness Healdsburg contracted with local E.S.P. Pros to analyze the site and advise regarding the best loading zone areas based upon the following priorities: public safety and the ability of security personnel to observe and protect the movement of cannabis into the dispensary. The product will be brought into the building through a door that is inaccessible to the public nor is it public facing We retain all video surveillance for a minimum of 90 days, per state law.

Then, products for retail sales will then be moved into the Retail Receiving office for processing. Bulk product for manufacturing or distribution will be brought into their respective receiving offices. Additional detailed security procedures for product transports are outlined in Section C: Security Plan.

Point-of-Sale System and Metrc, Californiaʼs Track & Trace System Mercy Wellness Healdsburg will use Treez as the Point-of-Sale system. Treez is integrated with Metrc, California’s Track & Trace system via an API. All cannabis products are tracked, traced, and monitored through Metrc. The Trees API integration interacts with Metrc in real time. In the event of an issue, such as slowed performance, the Treez software will store the sales and product movement data and automatically retry to upload the data every couple of minutes until Metrc accepts them, ensuring we are always in compliance. Mercy has used Treez consistently since 2018 and has established a great rapport with their software team. Mercy has been instrumental in helping Treez develop new features and fixed bugs so that their Point-of-Sale system runs optimally without interruption.

Mercy Wellness Healdsburg will record in Metrc, the State’s required track-and-trace system via the Treez integration upon an individual’s receipt and retain a record of each transaction. Additionally, Mercy will comply with any future track-and-trace program established by the City or State. Mercy will maintain records tracking all cannabis sales and products, and conduct frequent inventory counts for reconciliation and make all records related to commercial cannabis activity available to the City or State upon request.

Mercy Wellness Healdsburg also uses Treez for inventory. Inventory cannot be created or destroyed without leaving a permanent trail that can be audited, both internally by a compliance officer and externally by a government entity.

Treez also tracks daily and monthly monitoring checks and balances which include physical inventory counts, defective product returns; as well cleaning, restocking and organizing the product vault in order to address any outliers or issues that may arise.

Number of Point of Sale (POS) Terminals
Mercy Wellness Healdsburg will be equipped with four (4) point of sale (POS) terminals so that when the business is at full capacity we can ensure the best customer experience. On a typical day, two (2) POS terminals will be sufficient as we plan to utilize a concierge as well to assist with transactions. In addition, Mercy will also have two (2) in-store kiosks (iPads) where customers can view the full eCommerce menu and place their orders. 13 3.1.ad
Packet Pg. 908 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Mercy Wellness uses Tymber, a fully integrated eCommerce platform with Treez, our point of sale and Metrc.

Customers can create a verified account and order products online for pick up in store, curbside or for delivery.

Mercy was an early adopter of this concept and started our eCommerce business with Baker back in 2017. Since the COVID-19 pandemic, we receive roughly 40% of our daily orders through this method. Our customers prefer the convenience of this service, especially for those that have health or mobility issues, are immunocompromised - or just for convenience and having a quicker transaction.

Number of Customers
Mercy Wellness has over 3,800 existing customers that are located in the Healdsburg vicinity and surrounding areas. We conservatively estimate serving 8.33 customers per hour, or 100 per day, when we begin operations. We used this estimate to calculate our 3-year ProForma. As experienced local retail operators, we have seen our conservative estimates increase monthly for Year 1, as well as Years 2-3. If chosen, we are certain we will have a strong following starting day one. Please see Appendix B: ProForma for more details.

Mercy Wellness Healdsburg will only serve customers who are within the licensed premises, or at a delivery address that meets the requirements of the Healdsburg Cannabis Ordinance and DCC Regulations. Customers from all over the world are drawn to award winning Mercy Wellness for a multitude of reasons, making it a global destination for those seeking exceptional shopping experiences. Through the unique blend of exceptional products, exceptional service, and unwavering dedication to customer satisfaction, Mercy has solidified its reputation as a premier destination, attracting visitors from all corners of the globe.

Healdsburg is known for its vibrant community and tourism industry. We are a perfect match as Mercy Wellness is a tourist destination, and we’re looking forward to bringing more exposure from cannabis consumers and partners to the City of Healdsburg and its businesses. As shown below, in the last 18 months we have had customers from 5,454 zip codes just from the United States and Puerto Rico. These visitors were during the last year of the pandemic and the recent recovery months. It’s our goal to see even more visitors from all over the world now that travel and tourism is increasing for Sonoma County.

Existing Mercy Customers from across the nation and its territories 14 3.1.ad
Packet Pg. 909 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Tracking of Cannabis Products to Prevent Diversion
Mercy Wellness Healdsburg will comply with the established State’s inventory track-and-trace program Metrc in order to prevent diversion of Cannabis. All cannabis and cannabis products are stored in a secured and locked vault that will meet Underwriter Laboratories also known as UL standards for burglary and fire resistance. To the fullest extent possible, all cannabis and cannabis products are kept in this area to prevent theft and loss, except for limited amounts used for the purposes of display or immediate sales.

All employees will be trained to report loss or theft of product to the manager for proper documentation and to be reported to local police by phone and the DCC as required. The manager will conduct an investigation to identify the particulars. All actions taken in the course of the investigation will be thoroughly documented and provided to local law enforcement for review and to assist their investigations.

Mercy Wellness Healdsburg’s Inventory Team will record the identity and source of all cannabis products received and sold with sufficient specificity to ensure that it can be traced to its source. These details will be recorded in Metrc via Treez API. Mercy will maintain records that include at a minimum: Form of cannabis received (e.g. clone, processed and packaged dried flower, concentrate, tincture, topical, edible, etc.); dates of the receiving of the product as well as the sale that took place; testing and analysis conducted; name of lab conducting the testing and the types of tests; analysis or examination used to determine the particular strain or cultivar of each batch of cannabis provided; any test to determine the quantitative levels of contained constituents; any tests to determine the absence or presence of specific classes of potential contaminants, yeasts and molds, and other microbiological contaminants, which, if found, reconcile and evidence all activity related to the generation or disposition of cannabis waste like any other return or display product.

Inventory Stored on Premise
The average amount of cannabis stored on site will be roughly 7-10 days of inventory. With weekly or bi-weekly replenishing combined with an unreliable supply chain this is the minimum amount of cannabis that can be reasonably held on site. This limits the amount of product on hand to reduce risk while maintaining the highest quality control and availability of products.

Quality and Inventory Control
By design, the method that the State has established by MAUCRSA ensures that the quality of products are superior.

All edible products are non-perishable with a best-by date if applicable. Returns are accepted only on defective products. Returns are authorized by management only and upon inspection are placed in a locked container where they are securely stored in our cannabis green waste in an unrecognizable form. All returns are documented and recorded per State regulations.

Mercy Wellness Healdsburg will have strict quality control standards regarding the day-to-day operations. All areas used for commercial cannabis activities have locking doors, with commercial-grade non-residential locks, to prevent free access. Only staff and persons with bona fide business are permitted in the restricted access areas.

Only qualified customers, patients and caregivers are permitted in the designated dispensary unrestricted access area. All other unauthorized visitors remain in the designated waiting area until qualified or turned away. 15 3.1.ad
Packet Pg. 910 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Mercy Wellness Healdsburg will install a variety of security devices to ensure that only authorized personnel have access to any location where cannabis is stored, so that employees are safe and secure inside. All doors will also be equipped with locks and alarms that will sound if they are opened without code and key or if they are damaged.

The security system will be operated by an outside agency.

Mercy Wellness Healdsburg will install a state-of-the-art surveillance system that electronically monitors and records all interior and exterior areas twenty-four hours a day, seven days a week. These recordings are maintained for a minimum of ninety (90) days and can be made available to State and local representatives upon request.

These security cameras will record
The premise will be monitored after normal business hours using a state-of-the-art system that detects unauthorized entry onto the exterior property or the interior of the facility and activates an alarm. In the event of a door, window or roof activation, alarm monitoring personnel will observe real-time video feeds of the facility to determine if an actual threat exists. A comprehensive Security Plan is included with this application. Again, we request that it be redacted from Public Records requests.

Outdoor lighting is one of the most efficient ways to prevent crime in or around a business. There will be sufficient exterior lighting surrounding the entire building and property that will be monitored by Mercy Wellness Healdsburg in order to ensure that all lighting is functioning properly. The lighting provided will be sufficient to provide illumination and clear visibility to all outdoor areas of the premises, including all points of ingress and egress. Exterior lighting will be on 24/7, are energy-efficient fixtures/lamps, fully shielded, directed away from adjacent properties and public rights of way, and of intensity compatible with the neighborhood to meet the current building codes. The interior of the building will have dedicated security lights sufficient for emergency personnel to monitor our facility after hours.

Mercy Wellness Healdsburg will have a strict zero tolerance policy for any nuisance activities including disturbances of the peace, illegal drug activity, ingesting cannabis in public, harassment of passersby, littering, excessive loitering, illegal parking, lewd conduct, or excessive loud noises; especially late at night or early in the morning hours.

Reporting
Mercy Wellness Healdsburg will use Treez, a point-of-sale and inventory management tracking system to track and report on all aspects of the commercial cannabis business including, but not limited to, such matters as cannabis tracking, inventory data, gross sales by weight and by sale and other information which may be deemed necessary by the City of Healdsburg. Treez communicates directly in live time with the Metrc state track and trace program.

Waste Management Plan
Mercy Wellness Healdsburg will implement and maintain a Waste Management Plan, as shown in Appendix H. All waste including cannabis waste, is disposed of in accordance with applicable laws. All cannabis products disposed of will be in the state’s track-and-trace compliance software, Metrc. Mercy will dispose of cannabis waste in a secured waste receptacle in a secured area on the licensed premises. “Secured waste receptacle” or “secured area” 16 3.1.ad
Packet Pg. 911 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) means that physical access to the receptacle or area is restricted to the licensee, employees of the licensee, the local agency, waste hauler franchised or contracted by the local agency, or private waste hauler permitted by the local agency only.

Public access to the designated receptacle and area are prohibited. Cannabis waste is stored in the secured and locked vestibule area outside of the facility and out of public view. This area is also under 24/7 video surveillance and is picked up by our contracted waste hauler or we self-haul. No cannabis product is disposed of in its packaging. Cannabis products in packaging designated for disposal will be removed from the package prior to disposal. All flower/flower waste and vape cartridges will be rendered unrecognizable and unusable as cannabis or a cannabis product by removing the packaging prior to disposal by the contracted disposal company. Rendering of the cannabis or cannabis products shall be done under video surveillance. Green waste will be stored inside the premises at the designated area shown under the Security Plan until we self-haul to Recology located at the nearby transfer station at 166 Alexander Valley Rd in Healdsburg, or have 3rd party, GAIACA Waste Management pick up.

Again, cannabis products will be entered into the track and trace system. Mercy will maintain records of the business name, address, contact person, and contact phone number of the entity hauling the cannabis green waste.

We will also obtain and maintain documentation from the entity hauling the waste that evidences subscription to the waste collection service.

Facility Maintenance, Trash and Secured Waste Removal
The facility’s cleanliness is a high priority. The general office trash and recycling for the dispensary will be stored inside the building in residential style containers and brought out for weekly trash hauler pick up. Recycling will be removed from the premises by Recology. We will clear trash and litter that is found on the sidewalks adjoining the premises, our parking areas, plus 10-feet beyond property lines along the street as needed.

Each employee is assigned daily tasks. A mandatory check-list is signed off every shift by management to ensure that the dispensary, bathrooms, product intake, breakroom, security and reception areas are cleaned and maintained to the highest quality and that parking lot areas are free of debris and litter. Graffiti will be removed from the premise and parking lots within 72 hours of its found application. In addition, a Compliance Manager checks weekly that these tasks are signed off daily.

All required Sonoma County Health Department signage regarding hand washing will be posted. All employees will be trained on the appropriate use of personal protective equipment as necessary.

Building Requirements, Permits and Other Approvals
Mercy Wellness Healdsburg will comply with any and all requirements prior to commencing operations. This includes all applicable planning, zoning, building, and other necessary permits from any relevant governmental agency. We will secure permits for any interior improvements prior to construction. In addition, we will adhere to the appropriate occupancy classification to maintain compliance.

No hazardous materials or generation of hazardous waste will result from the Microbusiness which includes retail with delivery, manufacturing and distribution operations. Mercy Wellness Healdsburg will also comply with all applicable Health & Safety Code and California Fire Code requirements. All annual operating fire permits, along 17 3.1.ad
Packet Pg. 912 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) with inspections prior to operation, shall be obtained. The requirement for a Fire Department Knox box for keys to gates and doors shall be adhered to.

Emissions Control
Mercy Wellness Healdsburg will utilize appropriate measures in operation, and where applicable, construction, to prevent the emission of dust, smoke, noxious gasses or other substances that have the potential to impact local or regional air quality. We will install bicycle racks to support employees and customers reducing vehicle miles traveled.

Hours of Operation
The hours of operation for the retail dispensary and delivery will be 9:00 am to 9:00 pm daily. Management, employees, manufacturing and distribution will be accessing the property anywhere from 8:00 am to 9:30 pm daily, seven days a week Monday through Sunday. There are a few occasions where staff will arrive earlier than 8:00 am such as to perform inventory counts, meet production deadlines or in case of an emergency.

Odor Control
Odor control measures are an integral part of the cannabis business. The proposed measures and systems outlined in the below Odor Control Plan will prevent odor from being detectable from adjacent properties or businesses.

Engineering controls include carbon filtration via a dedicated environmental exhaust fan. Carbon filtration is the best engineering control technology for mitigating odors in cannabis facilities. We take things a step further and negatively pressurize the air in the facility forcing exhaust to go through the filters versus seeping out the building unfiltered.

Our engineering control strategy will effectively mitigate odors for all cannabis odor sources within the facility.

Neither Mercy Wellness of Cotati or Santa Rosa, nor Doobie Nights has ever had an odor complaint. Besides our pre-rolls made onsite, all cannabis and cannabis products will enter the Mercy Wellness Healdsburg retail dispensary premises in their final form and in child resistant packaging ready for sale. Cannabis that is processed or packaged at the microbusiness facility will conform with all state and local laws for odor control.

Further, we have a policy that our staff not wear strong perfumes or colognes. We utilize benign smelling industrial cleaners for our sanitation. We understand that many people are sensitive to smell. Mercy Wellness Healdsburg does not expect to have any problems with odor at the retail facility.

Mercy Wellness has also worked with Jeff Warner of Warner Mechanical Engineering, Inc. to implement the below Odor Mitigation Plan:

Odor Mitigation Plan
Introduction
The following plan has been developed to comply with the Healdsburg Municipal Code 20.20.095 Commercial cannabis uses and requirements, Section 6. Development Standards, paragraph (E) Odor Control. 18 3.1.ad
Packet Pg. 913 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) This plan has been developed based on the owner’s proposed operational criteria for this application and will be outlined in the conditional use permit application. Administrative, operational and engineering controls noted are consistent with the commonly accepted best available cannabis-industry-specific technologies designed to mitigate cannabis odors.

Successful application of this plan will effectively mitigate cannabis odor detection outside the structure in which the proposed business is to operate.

Project Details
The owner intends to operate a microbusiness with a retail cannabis dispensary. Processes include: retail sales, manufacturing, packaging and secure storage. Public on-site consumption through incineration (smoking and vaping) will not be permitted. Therefore, this plan does not address incineration related odors.

Operational Processes and Maintenance Plan
Detailed operational and maintenance plans will be developed by the Mercy Wellness Healdsburg. The following items should be included for odor mitigation purposes:

1. Routine verification of odor mitigation effectiveness through inspection of odors in the general vicinity of the building.

2. Filter replacement is required any time verification yields unacceptable results.

Staff Training
Standard Operating Procedures, including staff training, will be developed by Mercy Wellness Healdsburg. The following items will be included for odor mitigation purposes:

1. Routine verification of odor mitigation effectiveness monitoring: It will be clear who is responsible for this activity, where and how data is collected and cataloged. A map with clearly indicated data collection test points will be available for reference.

2. Reporting of cannabis odors outside the building: It will be clear what an employee is to do in the event cannabis odors are detected outside the building. The General Manager or other supervisor will be notified immediately upon detection. The person responsible for receiving notifications will take immediate steps to remedy the problem including, but not limited to, notifying service personnel for repairs or routine maintenance. If odors persist, odor producing operations will be stopped until an effective solution can be implemented.

3. Odor mitigation effectiveness monitoring training: All employees will be trained to conduct odor mitigation effectiveness tests. Training procedures will be included in readily available employee handbooks for reference.

4. Replacing carbon filters. Filters will be replaced immediately if verification results are unacceptable in the case that odors are noticed outside the building. The maintenance team will be trained to perform this task. Training procedures will be included in readily available employee handbooks. Filter replacement dates will be recorded in a service log including operator name and date. Replacement filters will be kept on-site at all times. 19 3.1.ad
Packet Pg. 914 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Engineering Controls
Mechanical plans will include the following features and capabilities:

1. Environmental exhaust and/or recirculation filtration systems with in-line carbon filtration will be utilized to mitigate odors.

2. Carbon filter(s) will be specified to maintain an acceptable contact time for cannabis odor exhaust and recirculation air stream(s).

3. Exhaust air inlets will be located in areas of the facility where cannabis odors are likely.

4. Odors will be contained within the building through system air balancing techniques to eliminate odor to the outdoor environment.

5. Environmental exhaust fans in non-cannabis odor intensive areas (break room, rest room, etc.) will not be filtered.

6. System testing and balancing will be required of the installing contractor to demonstrate air balancing effectiveness.

7. Filters, fans and other components integral to the odor mitigation plan shall be clearly labeled in accordance with the plans.

8. Contractor shall provide a test and balance report to the owner including: outdoor air rates at space conditioning and make-up air equipment; and environmental exhaust rates.

9. Construction administration services provided by a licensed mechanical engineer will be required to verify the installation is consistent with this plan, including review of test and balance reports.

Design Considerations
The design of odor control systems is dependent upon odor concentrations associated with the specific cannabis application. A general list of odor concentrations by cannabis processes has been included.

Carbon filtration is commonly accepted throughout the cannabis industry as the current best engineering control technology for mitigating odors. Odors are generally captured by locating exhaust air/filter intake points in areas of the facility where odor generating activities or product handling is expected; in conjunction with the implementation of common air balancing techniques. Air balancing effectively eliminates uncontrolled exfiltration of cannabis odors to the exterior of the building.

Carbon filtration odor removal effectiveness depends on three criteria:
(1) Exhaust air contact time. (2) Filter cleanliness. (3) Negative room pressurization. 20 3.1.ad
Packet Pg. 915 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Contact time is a function of air velocity through the filter and filter surface area. The contact time should be designed to meet or exceed the filter manufacturer’s specified minimum. Filter effectiveness decreases with decreased contact time and odors are passed through the filter to the environment.

Filter cleanliness can be quantified by monitoring system pressure drop across the filter and should not exceed a manufacturer's published performance rating for a given filter. This measurement quantifies the degree to which the filter media has been occluded (becomes dirty). As a filter becomes occluded the pressure drop increases and the fan exhaust rate is reduced. Reductions in the exhaust rate change the air balance and can lead to escapement of odor.

Negatively pressurizing a room (removing more air than is mechanically supplied) allows for the containment of odor by eliminating the uncontrolled exfiltration to the environment or to adjacent rooms. Common air balancing techniques are utilized to achieve negative pressurization. These techniques are commonly and successfully implemented in many non-cannabis applications to eliminate the migration of odors to other parts of the building, including commercial kitchen and restroom applications.

Engineering controls will vary depending on the severity of the odor source (negligible, minor, moderate, significant):

1. Negligible odor sources will be controlled via transfer to an odor mitigating exhaust system within the facility through permanent openings (I.E. air will be allowed to flow to areas of greater odor concentration for filtration).

2. Minor odor sources will be controlled via filtered demand control ventilation systems: Fans will be activated when odor sources are present.

Air Quality
Mercy Wellness Healdsburg does not anticipate any emissions of air pollutants. If that changes for any reason in the future, Mercy will provide the calculation of the business’s anticipated emissions of air pollutants. Mercy Wellness Healdsburg will also comply with all best management practices established by the Northern Sonoma County Air Pollution Control District (NSCAPCD). If chosen, after receiving a commercial cannabis permit from the City of Healdsburg, Mercy will not exceed the thresholds of significance established by the NSCAPCD for evaluating air quality impacts under the California Environmental Quality Act for either operation or construction.

Hazardous Materials
Mercy Wellness Healdsburg will not use any hazardous materials in its operations. “Hazardous materials” includes any hazardous substance regulated by any federal, state, or local laws or regulations intended to protect human health or the environment from exposure to such substances.

Water Supply
Mercy Wellness Healdsburg will occupy an existing building, and will demonstrate to the satisfaction of the City Engineer and building official that water usage will not exceed that of the building’s intended occupancy class without additional review and prior approval by the City Manager or their designee. After receiving a commercial 21 3.1.ad
Packet Pg. 916 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) cannabis permit, Mercy will ensure that its water usage will not exceed that of the building’s intended occupancy class without additional review and prior approval by the City Manager or their designee.

Wastewater
Mercy Wellness Healdsburg will demonstrate to the satisfaction of the City engineer that sufficient wastewater capacity exists for the proposed use. To the extent the proposed commercial cannabis use will result in any industrial discharges to the City’s wastewater system, Mercy will provide a plan for meeting all federal, state, and local requirements for such discharges. After receiving a commercial cannabis permit, Mercy will ensure that its wastewater discharge does not exceed that of the approved occupancy class without additional review and prior approval by the City Manager or their designee.

Permit Requirements
In addition to state permitting requirements and the requirements of this section, including the requirement of a commercial cannabis permit, Mercy Wellness Healdsburg will abide by the cannabis permit requirements as shown in Table 10 of HMC 20.08.145, Table 12 of HMC 20.08.155, and Table 15 of HMC 20.08.195. Mercy has obtained a Zoning Clearance Letter (PDF File #5) and paid applicable fees and taxes.

Any violations of the Healdsburg Municipal Code or any other local, state, or federal law pertaining to the structure or property to be used for Mercy Wellness Healdsburg will be cured prior to issuance of a commercial cannabis permit. The City Manager or their designee may design application forms specific to each permitted category and require inspections of proposed facilities before issuing a permit under this section. Mercy acknowledges and is aware that we shall also be subject to permit requirements and regulations established by the Healdsburg Municipal Code and any additional requirements established by other subsections of this section, resolutions or ordinances of the City Council or a vote of the citizens of Healdsburg. Mercy will also obtain a City of Healdsburg business license which is required for commercial cannabis uses, pursuant to Chapter 5.04 HMC.

Issuance and Term of Permit
Issuance and Term of Permit. Mercy Wellness Healdsburg understands that the commercial cannabis permit(s) that are issued by the City Manager or their designee if the applicant has paid all applicable fees and the commercial cannabis permit application is complete, demonstrates compliance with all applicable federal, state, and local requirements, and includes the information required to the satisfaction of the City Manager, City engineer, building official, or their designee as applicable. If selected, Mercy’s commercial cannabis permit is valid for a period not to exceed three years from the date of permit approval and is subject to permit renewals, in accordance with Healdsburg Municipal Code 20.20.095 (7)(A)(8). No property interest, vested right, or entitlement to receive a future permit to operate a commercial cannabis use will ever inure to the benefit of Mercy Wellness Healdsburg and is not transferable without prior City approval. Mercy understands that Commercial cannabis permits may be issued with conditions. The City of Healdsburg has no duty or obligation to issue commercial cannabis permits. The City may elect at any time to cease issuing commercial cannabis permits, including upon receiving credible information that the federal government will commence enforcement measures against such businesses and/or local governments that permit them.
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Packet Pg. 917 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Operator/Permit Holder Qualifications
At the time of this application, Mercy Wellness Healdsburg owners Brandon Levine is 43 and Felicia Accomazzo is 41 and are above the age threshold of 21+.

Renewal of Licenses
Mercy Wellness Healdsburg, if chosen by the City of Healdsburg, will renew its Commercial Cannabis Business Permit every three (3) years no less than 60 days prior to the expiration of our current permit. Approval of permit renewals may be issued by the City Manager or their designee following demonstration by the operator/permittee of compliance with all requirements in effect.

Business Sign Permits
Business signage will be only the name of the dispensary and will comply with the City of Healdsburg’s Sign Ordinance according to Land Use Code Chapter 20.16, Article IX and the Design Review Manual. A sign permit will be obtained for any business signage, and all signage posted will comply with state and local requirements. Mercy Wellness Healdsburg additionally will obtain a valid Health Permit issued by the County of Sonoma Health Services Department at all times. This will also be displayed in a visible location inside the lobby reception area.

Sign Placement
Signs on the premises will not obstruct any entrance, exit or windows. No exterior signage or symbols are displayed which advertises the availability of cannabis using drug-related symbols which may attract minors or which is carried out in a manner intended to encourage persons under twenty-one (21) years of age to consume cannabis or cannabis products. In addition, no such signage or symbols are displayed in the interior of the facility in such a way as to be visible from the exterior. Mercy Wellness Healdsburg will utilize a frosted-tint in windows that are public facing so that you are unable to see the inside from the exterior of the building.

Health and Safety
Mercy Wellness Healdsburg will not create a public nuisance of any kind or adversely affect the health or safety of the nearby residents or businesses by creating dust, light, glare, heat, noise, noxious gasses, odor, smoke, traffic, vibration, unsafe conditions or other impacts, or be hazardous due to the use or storage of materials, processes, products, runoff or wastes. More information is detailed under Section E: Neighborhood Compatibility Plan.

Taxes
Mercy Wellness is one of the top revenue and tax generating Cannabis businesses in Northern California. We have always paid our taxes and have an excellent reputation among the cities that we do business in. As stated by Damien O’Bid, City of Cotati’s City Manager, “Brandon has consistently operated the dispensary to standards which exceed requirements and has been a benefit to our business community and the City in general.” We have included the Letter of Support from The City of Cotati with this application.

Mercy Wellness Healdsburg will timely remit payment of all applicable taxes that were enacted by the voters, including Chapter 3.32 HMC, or any additional regulations that may be promulgated in addition to all current applicable state and local taxes. We have also provided a Tax Benefit Analysis showing estimates of tax revenue within our ProForma.
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Packet Pg. 918 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) It is important for Mercy Wellness, like any other business, to pay their city, state, and federal taxes for several reasons. Firstly, taxes fund essential public services and infrastructure that benefit the community in which Mercy Wellness operates. These services include public safety, education, healthcare, transportation, and social welfare programs.

By paying their taxes, Mercy Wellness contributes to the development and maintenance of these crucial services, which ultimately benefit both the business and the local community. Additionally, tax revenue helps support the overall economic stability and growth of the city, state, and country.

Compliance with tax obligations also ensures that Mercy Wellness operates within the legal framework established by government authorities. This fosters a sense of trust and legitimacy, both among the customers and regulatory bodies. Moreover, paying taxes demonstrates social responsibility and contributes to the overall ethical standing of the business.

Lastly, failing to pay taxes can lead to serious consequences, such as penalties, fines, legal actions, and potential damage to the reputation of Mercy Wellness. By fulfilling their tax obligations, Mercy Wellness maintains a positive relationship with the government and operates as a responsible and respected member of the business community.

Security Personnel
Mercy Wellness Healdsburg has contracted with E.S.P. Pros, a private security company licensed by the Bureau of Security and Investigative Services (BSIS). During business hours, there will be a uniformed, unarmed security team protecting the Mercy Healdsburg facility. After several years of operating secure cannabis facilities, we have found that a security presence serves as a visual deterrent to unlawful activities. The security personnel will dress in attire that distinctly identifies them as being a security guard by wearing apparel with the word security on a shirt, jacket or uniform. All security personnel hired and contracted for by Mercy Wellness Healdsburg will be licensed by the Bureau of Security and Investigative Services and shall comply with Chapters 11.4 and 11.5 of Division 3 of the Business and Professions Code. A detailed Security Plan has been provided as part of this application and can be found in Appendix J.

Video Surveillance Recording
In compliance with CCR § 5044, Mercy Wellness Healdsburg has provided a security diagram in the detailed security plan identifying the video cameras which will all be permanently mounted in fixed locations to record Video surveillance will
meet the required minimum camera resolution defined in DCC regulations, kept for a minimum of 90 days and available for review by local law enforcement or regulatory authorities when requested or required by law.

There will be posted signage on the exterior of the entry as shown below:
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Packet Pg. 919 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Limited Access Areas
Mercy Wellness Healdsburg will establish limited-access areas and permit only authorized individuals 21+ to enter the limited-access areas. As required by CCR Title 16 § 5043, all employees, not just customer facing staff will visibly wear an employee badge that includes their name, photograph, employee number, and the DCC issued business license number. Authorized individuals include individuals employed by the Mercy Wellness Healdsburg as well as any outside vendors, contractors, or other individuals conducting business who require access to the limited access areas.

Those who are not employees will be required to sign/log into the time and date stamped security log and will be escorted by a Mercy Wellness Healdsburg employee while visiting licensed premise limited access areas. Again, Mercy uses Insta-Checkin, an electronic visitor registration system that time and date stamps the visit, captures the visitor’s name and email as well as a photograph which are all then printed on a temporary ID sticker. The visitor is required to display the name tag for the duration of the visit and will check out of the system when exiting.

Employees
All employees of Mercy Wellness Healdsburg will be at least 21 years of age or older. Mercy will also maintain on site a current register of all the employees currently employed. Mercy will produce such register to the chief of police, designee, or any other City official authorized to enforce the Healdsburg Municipal Code for purposes of determining compliance with this section.

Training
Mercy Wellness Healdsburg prides itself on maintaining an educated workforce. When hired, our staff goes through a rigorous training program that includes classroom and hands-on training. All newly hired employees will receive training on our detailed operations procedures as well as education on cannabis. Weekly employee and staff training will be held, covering all security and emergency procedures, compliance with state and local regulations, and also to address any training deficiencies.

All employees will be thoroughly trained in procedures to ensure a consistent, quality experience for the customers.

It is important to both the medicinal and adult-use cannabis retail customers and the industry in California that employees are highly educated in the therapeutic and medicinal benefits of cannabis. Employees will not be allowed to work without completing the necessary company-mandated training. We will strongly encourage all employees to maintain studies in developing retail practices and to conduct background research on cannabis in order to fully immerse themselves in this industry.

Policies will be implemented to protect personnel in all operations and provide them with adequate harassment training, safety training, accident reporting and investigation policies, as well as fire prevention and response plans.

An emergency contact list will be visibly posted and maintained which includes operation manager, emergency responders, poison control and fire department contacts.

Mercy Wellness Healdsburg will also maintain records of any training provided to personnel for the performance of all assigned functions. Personnel training includes instructions regarding regulatory inspection preparedness and law-enforcement interaction as well as state and local laws, regulations and policies. These records will be made 25 3.1.ad
Packet Pg. 920 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) available to the City Manager, designee, or any other City official authorized to enforce the City of Healdsburg Municipal Code for purposes of determining compliance.

Prior to commencement of the operations, the City Manager will receive a copy of this training program. In addition, Mercy Wellness Healdsburg will have ongoing continuing education from local law enforcement such as the California Highway Patrol as well as producers talking about their brand and product lines and how they are cultivated, crafted or manufactured. At any point the City Manager feels there are deficiencies or non-compliance in our training program, Mercy Wellness Healdsburg will immediately seek resolution to comply with City or state requirements.

Weights and Measures
All scales used for commercial transactions will be registered for commercial use and sealed by the Department of Agriculture/Weights and Measures.

Tracking
Mercy Wellness Healdsburg will comply with any track and trace program established by the City or by county or state agencies. Mercy will maintain records tracking all cannabis production and products and shall make all records related to the commercial cannabis use available to the City upon request. The City Manager or their designee may require commercial cannabis uses to comply with a county track and trace system if appropriate.

Law Enforcement
Mercy Wellness has a long-time relationship with the Chief Parish of the Cotati Police Department who shares: “I have established a professional relationship with Brandon and have found him to be responsible and professional when it comes to the safety and security of his dispensary. Brandon is very knowledgeable in the cannabis industry, and he understands its associated risks… is available when I have questions and concerns and he is willing to fund safety measures…and I have found his business to be very professional and not a burden to the City of Cotati in any way.” We have included this Letter of Support from Chief Parish in this application.

Police Notification
Mercy Wellness Healdsburg will notify the Healdsburg police department within 24 hours of discovering any of the following:
a. Significant discrepancies identified during inventory. The level of significance shall be two percent of inventory or per state regulations, whichever is stricter.
b. Diversion, theft, or loss, or any criminal activity involving the commercial cannabis use or any agent or employee of the commercial cannabis use.
c. Any other breach of security.

Additional security details surrounding this topic are outlined in Section C: Security Plan. 26 3.1.ad
Packet Pg. 921 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Inspections
Mercy Wellness Healdsburg will comply with any and all inspections by appropriate local and state agencies, including but not limited to the Departments of Health Services, Agriculture/Weights and Measures, and the City of Healdsburg. Mercy understands that these inspections are at random times for conformance with the Healdsburg Municipal Code and permit requirements. Unless otherwise allowed under the law, the inspection shall be conducted during regular business hours. If interference in the performance of the duty of the agency having jurisdiction occurs, the agency may request that the City temporarily suspend Mercy’s permit and order the cannabis operation to immediately cease operations.

Restriction of Alcohol Sales
No alcoholic beverages will ever be sold, dispensed, or consumed on or about the Mercy Wellness Healdsburg premises including any after-hours consumption.

Liability and Indemnification
Mercy Wellness Healdsburgs agrees to indemnify and hold harmless the City of Healdsburg, the Healdsburg City Council, and its respective officials, officers, employees, representatives, agents and volunteers (hereafter collectively called “City”) from any liability, damages, actions, claims, demands, litigation, loss (direct or indirect), causes of action, proceedings, or judgments (including legal costs, attorneys’ fees, expert witness or consultant fees, City attorney or staff time, expenses or costs) (collectively called “action”) against the City to attack, set aside, void or annul any cannabis related approvals and actions, and strictly comply with the conditions under which such permit is granted, if any. The City of Healdsburg may elect, in its sole discretion, to participate in the defense of said action and the Mercy will reimburse the City for its reasonable legal costs and attorneys’ fees.

Legal & Licensed Facilities
All cannabis and cannabis products sold at Mercy Wellness Healdsburg are cultivated, manufactured, and transported by licensed facilities that maintain operations in full conformance with the State and local regulations.

Mercy Wellness Healdsburg will comply with all applicable federal, state, and local laws and regulations governing California Agricultural Employers, which may include: federal and state wage and hour laws, CAL/OSHA, the National Institute for Occupational Safety & Help (NIOSH) as well as the California Agricultural Labor Relations Act.

Number of Licenses
Mercy Wellness Healdsburg understands that no more than two (2) retail licenses will be approved and may operate under the Commercial Cannabis Business Permit for store-front retail in the City of Healdsburg as specified in the Healdsburg Municipal Code 20.20.095 Commercial cannabis business and requirements.

Proof of State License Compliance
Upon the City of Healdsburg’s approval for the Commercial Cannabis Business Permit, Mercy Wellness Healdsburg will pursue submittal of an application to the State of California’s Department of Cannabis Control in order to obtain a State Cannabis License Type 12 for a Microbusiness with Retail Medicinal and an Adult-Use Dispensary with Delivery Service. This license will be adhered to regarding State licensing requirements and conditions. The dispensary will display the State License issued to Mercy Wellness Healdsburg in a conspicuous place at all times so 27 3.1.ad
Packet Pg. 922 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) that it may be readily seen by all persons entering the dispensary. A copy of the State License will be provided to the City of Healdsburg upon receipt showing diligence in pursuit of the license.

The Mercy Wellness team has procured several DCC licenses and has maintained them in good standing since. The compliance team has excellent working relations with DCC licensing agents and code inspection staff alike. The dispensaries of the Mercy Wellness family have not been found in violation of any regulation and have not been asked to make any changes to daily protocols in pursuit of compliant operations. We have been through this process before and have been approved for Temporary, Provisional and Annual licenses without incident or delay.

We have been continually licensed by the DCC since licensing became available on January 1, 2018.

Display of City Permit & Business License, State License Mercy Wellness Healdsburg will display the original copy of the City-issued commercial cannabis business permit and business license at all times. In addition, we will post the QR Code issued by California’s Department of Cannabis Control on the front facing entry window . This QR code (refer to code below) will link to the DCC’s website where the consumer can check on our license status in real time.

Conforming to Local and State Laws
Mercy Wellness Healdsburg will operate in strict compliance with the State of California Medicinal and Adult-Use Cannabis Regulation and Safety Act (MAUCRSA). Mercy Wellness Healdsburg’s business location is located beyond 500 feet of a school providing instruction in kindergarten or any grades 1 through 12, a day care center or youth oriented property at the time of this submission. In addition, any public park, public playground, or public library is beyond 250 feet. Upon approval from the City of Healdsburg, Mercy Wellness Healdsburg will obtain and display the permanent State Retail License in public view.

Exterior Signage or Symbols: Business Identity
No exterior signage or symbols will be displayed which advertise the availability of cannabis using drug-related symbols which are attractive to minors or which are carried out in a manner intended to encourage persons under 28 3.1.ad
Packet Pg. 923 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) 21 years of age to consume cannabis or cannabis products, nor shall any such signage or symbols be displayed on the interior of the facility in such a way as to be visible from the exterior.

Access to Premises
No person will be allowed into the premises of Mercy Wellness Healdsburg unless they are an employee, customer, vendor or contractor of the retail dispensary, primary caregiver, qualified patient, or employee of an agency having jurisdiction to monitor or investigate the terms of regulatory compliance by the retail dispensary. If Mercy denies entry for monitoring and inspection to any employee of an agency having such jurisdiction, the facility may be closed and the commercial cannabis permit may be revoked, modified, or suspended. All persons entering the site, except those representing a regulatory agency, shall present a photo identification.

Minors - Restriction of Entry
In strict accordance with California Health and Safety Code Section 11362.5 et seq., no person under the age of eighteen (18) shall be allowed on a medical cannabis retail site unless allowed under state law, and no person under the age of twenty-one (21) shall be allowed on a nonmedical cannabis retail site pursuant to California Business and Professions Code section 26140. A doctor’s recommendation shall not be required for customers of a nonmedical cannabis retail dispensary.

State Department of Alcoholic Beverage Control (ABC)
Neither Brandon Levine nor Felicia Accomazzo holds or maintains a license from the State Department of Alcoholic Beverage Control to sell alcoholic beverages or operate a business that sells alcoholic beverages. No alcoholic beverages are allowed at Mercy Wellnesses’ other locations; no alcoholic beverages will be consumed on the premises of Mercy Wellness Healdsburg. Weapons and firearms are also prohibited on the property.

Commercial Cannabis Sales
Mercy Wellness Healdsburg will not conduct or engage in the commercial sale of any product, good or service unless otherwise approved by the commercial cannabis permit. Mercy will sell live starter (immature) plants, clones, and seeds from qualified nurseries, but will not cultivate or clone cannabis. Mercy will sell manufactured cannabis, including edible products, and vaporizing devices and will obtain a permit issued by the Department of Health Services. Not more than five percent of the retail dispensary area, up to a maximum of 200 square feet, will be devoted to the sale of incidental goods for personal cannabis cultivation and use or promotional items such as clothing, hats, or posters.

No Consumption
No cannabis will be consumed on the premises of Mercy Wellness Healdsburg. “Premises” includes the physical building and leasehold space, as well as any accessory structures, parking areas, sidewalks, driveways, or other immediate surroundings.

Public Consumption Outreach
Mercy Wellness Healdsburg regards the health and wellbeing of both customers and the community at large as the utmost important aspect when educating on the consumption of cannabis and impairment. At Mercy Wellness of Cotati and Santa Rosa, we work closely with the California Highway Patrol (CHP) to inform our patrons the 29 3.1.ad
Packet Pg. 924 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) legalities surrounding public consumption and driving with cannabis in a motor vehicle. We will continue doing so at Mercy Wellness Healdsburg.

Our security staff, budtenders and management will all be certified in UC San Diego’s School of Public Health and Medicine for the California’s Office of Traffic Safety Higher Education: Driving High is DUI and receive a certificate like Co-Applicant Felicia Accomazzo in Appendix I. Felicia and our Health & Safety Officer Claire Andrus (also a resident of Healdsburg) are both certified trainers for this program and conduct the Mercy employee training.

We also will post the required bulletins to educate our customers that consumption of cannabis is not allowed in the City of Healdsburg, specifically smoking or vaping in public places such as sidewalks, parks, the Plaza, as well as in the immediate vicinity and parking areas associated with the dispensary.

Our members/patrons all sign member agreements that include a code of conduct that states it is unlawful to possess or use cannabis on Federal property or to grow or cultivate cannabis on public lands. Mercy Wellness Healdsburg will work with the City of Healdsburg to create a custom leaflet or flier, informing our patrons of important local regulations. We can place the flier in every exit bag to inform the customer of these notices. We can also print this notice directly on the opaque exit bags that are required for State compliance themselves.

Below, please see images of conduct flyers we have used in the past:

Premise Size
Mercy Wellness Healdsburg will not increase in size without amending its commercial cannabis permit and receiving approval from the City of Healdsburg.

No Physician On-Site
Mercy Wellness Healdsburg will not have a physician on site to evaluate patients for medical cannabis.

Parking
Parking required by Chapter 20.16 of the Healdsburg Municipal Code, Article VIII, is provided on-site. There are 28 parking spaces in total, which includes 2 ADA spaces. This exceeds the minimum parking requirements. In addition, 30 3.1.ad
Packet Pg. 925 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Mercy Wellness Healdsburg will install a bike rack to offer bicycle parking for patrons. More details on parking can be found in Section G: Proposed Site Plan.

Delivery
Mercy Wellness Healdsburg is also applying to deliver cannabis in a discrete fashion. Deliveries associated with the Mercy Wellness Healdsburg will include delivery of Cannabis and Cannabis products to customers located outside the Cannabis Retail Facility. The delivery business will comply with all of the requirements set forth by the City of Healdsburg and all State regulations pertaining to cannabis delivery businesses. Delivery hours by Mercy Wellness Delivery Service will occur during business hours of 9:00 am to 9:00 pm.

We have an existing customer base in Healdsburg and the surrounding communities however currently we do not deliver north of Windsor. With a new location in Healdsburg we anticipate expanding our territory from Windsor, throughout Healdsburg, Jim Town, Alexander and Dry Creek Valleys to Geyserville which is approximately 12-mile square radius.

While making deliveries, Mercy Wellness’ delivery employee will not carry cannabis goods worth more than $10,000, the current maximum per DCC Regulations at any time. All deliveries will be performed by a Mercy Wellness employee (over the age of 21) who will carry at all times a physical copy of the City’s Retail Commercial Cannabis Use Permit, the City Business Licenses, the State License and the employee’s government issued identification.

Delivery will only be offered to a physical address, not to an address located on publicly owned land or any address on land or in a building leased by a public agency. All deliveries will be documented. The delivery service will have a menu available on the business website so customers can place orders over the phone or online. The customer will be required to submit all necessary information and will create a profile within the point-of-sale system. The order will go into the system and be fulfilled by an employee at the retail facility.

Once the order is ready it will be placed in an exit bag with a receipt affixed to the bag. The receipt will include, the name of the customer, their assigned ID number, delivery address, description of the cannabis items, total amount paid by the customer including all taxes, name and address of our facility as the delivering party, the name and ID number of the employee making the delivery, and the name and ID number of the employee who prepared the delivery. The driver will retain an additional copy of the receipt that was signed by the customer upon receipt of the delivery. There will be space provided to have the date and time written in as to when the delivery was made.

While making deliveries of cannabis goods, our employees will only travel from the licensed premises to the delivery address; from one delivery address to another delivery address; or from a delivery address back to the our licensed premises. We will not deviate from the delivery paths described except for necessary rest, fuel, vehicle repair stops, or road conditions.

Delivery Drivers
Legally, Mercy Wellness Healdsburg cannot hire anyone under the age of twenty-one (21). Therefore no employee under the age of twenty-one (21) years will be allowed to serve as a driver for a mobile delivery service. Our 31 3.1.ad
Packet Pg. 926 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Delivery Manager Colin “CJ” Topor is a Healdsburg resident. Upon opening CJ will assist along with our HR Manager to hire two (2) delivery drivers with clean Department of Motor Vehicles (DMV) driving records.

Delivery Vehicles
Mercy Wellness Healdsburg plans to purchase two (2) eco-friendly delivery vehicles. Deliveries will operate out of these eco-friendly unmarked secure transport vehicles that are outfitted with dedicated GPS devices. Mercy will provide the City of Healdsburg with the information required by this section in writing for any new vehicle that will be used to deliver cannabis goods prior to using the vehicle to deliver cannabis goods. The vehicle will meet the requirements delineated by DCC regulations Title 16, § 5417. Mercy will also obtain the necessary insurance for any delivery vehicle.

Record Keeping
Mercy Wellness Healdsburg will maintain financial records identifying information for all savings accounts, checking accounts, investment accounts and trusts associated with the operation of the dispensary. Mercy will maintain ledgers documenting all credits and debits affecting said accounts and records documenting all parties involved in, amounts of and purposes, for any and all transactions including cash.

Mercy Wellness Healdsburg will also maintain records of all transactions related to the operation of the Dispensary, including but not limited to rent, utilities, inventory, insurance and payroll. Monthly payroll records not available on-site shall be made available within 24 hours of request. All required records shall be subject to inspection of the Chief of Police, or their designee without warrant and without notice, during the time the Dispensary is open for business and with reasonable notice at all other times. The City of Healdsburg, at its sole discretion, may audit receipts and financial records.

In addition, Mercy Wellness Healdsburg will maintain records using only the State of California Medical Marijuana Identification Card numbers issued by the County or the County’s designee, pursuant to California Health and Safety Code Section 11362.7 et seq., or a copy of a written doctor’s prescription or recommendation, as a protection for the confidentiality of the cardholders. Mercy will track when members’ medical cannabis recommendations and/or identification cards expire and enforce conditions of membership by excluding those whose identification cards or recommendations are invalid or expired.

Mercy Wellness Healdsburg will store its medicinal member records in a manner to protect confidential information in the records if the records contain information protected by applicable law, including but not limited to the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) and Public Law 104-191. The dispensary will exclude members who are caught diverting cannabis for nonmedical use. All membership records will be maintained onsite.

In addition to the records mentioned above, Mercy Wellness Healdsburg vows to:
● Keep an accurate account of the number of members that visit the dispensary each month, and also for the entire permit year.
● Follow accepted cash handling practices and maintain a general ledger of cash transactions. 32 3.1.ad
Packet Pg. 927 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) ● Allow the City to access the books, records, accounts and all data relevant to its operations for purposes of conducting an audit or examination to determine compliance with the Municipal Code, Administrative Regulations, conditions of approval, and applicable laws. ● Books, records, accounts and all relevant data shall be produced no later than twenty-four (24) hours after receipt of the City’s request.

Mercy Wellness Healdsburg will record, retain each transaction upon an individual receipt whether or not funds were exchanged during, or were involved in the transaction. ● Receipts will show the ID number of the person obtaining the cannabis. ● Receipts will show the date, time and amount of cannabis dispensed. ● Receipts will show the amount paid for the cannabis, if any.

All records will be kept at minimum for seven years.

Required Signage
Per State regulations, 8x10” clear and legible signs will be displayed in a conspicuous location inside the dispensary where they will be visible to customers in the normal course of a transaction, stating:
“The dispensing of cannabis without a state license is illegal.” and “Use or consumption of cannabis on this premises or property is prohibited.”
“All visitors to this premise must be at least 21 years of age, or, at least 18 years of age and able to show a government issued medical cannabis ID card in accordance with HSC 11362.7(c) through (g).” 33 3.1.ad
Packet Pg. 928 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Additional Signage
A notice will be posted upon entry indicating that: smoking, ingesting, vaporizing or consuming cannabis on the premises or within 1,000 feet of the dispensary is prohibited. Mercy Wellness Healdsburg will also comply with any California Prop 65 standardized warning that states, with the required symbol: “WARNING: Cannabis products can expose you to chemicals including cannabis smoke, which is known to the State of California to cause cancer. For more information, go to www.prop65warnings.gov.” In addition, Mercy will also have posted signage warning that consumption of cannabis can impair the ability to operate machinery or drive a vehicle.

Advertising
Mercy Wellness Healdsburg will advertise on billboards located in jurisdictions in and surrounding Sonoma County in accordance with state law and regulations. Our billboards are likely to be seen by tourists who are visiting the City; we expect the City of Healdsburg to benefit from the increased economic activity. We will also advertise on the internet, in magazines and other various media channels as allowed and will abide by rules established by the DCC.

SB-34 Compassion Program
Mercy Wellness has a robust SB-34 Compassion Program. It is crucial to offer SB-34 compassion products to medical cannabis customers in California due to the significant benefits they provide. These products, authorized under Senate Bill 34, aim to ensure that low-income patients and those facing financial hardship can access affordable and high-quality medical cannabis.

Mercy Wellness works with ‘Dear Cannabis’ and Weed For Warriors as well as working with all of our brand partners to create and develop our SB-34 Compassion Program. When Mercy began over thirteen years ago, the driving force of our business was compassion and wellness is our name. We’re proud to once-again donate cannabis products to patients with severe illness or disease that have limited to no income.

By offering compassion products, Mercy and our providers demonstrate empathy and inclusivity, promoting equitable access to essential medicine. This approach not only fosters compassion within the cannabis industry but 34 3.1.ad
Packet Pg. 929 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) also supports patients who rely on medical cannabis for managing chronic pain, alleviating symptoms, and improving their overall well-being. By prioritizing compassion products, California can reinforce its commitment to patient care, social justice, and equitable healthcare access.

Permit Requirements and Restrictions
Mercy Wellness Healdsburg is aware that the following limits on permits for commercial cannabis uses who engage in manufacturing, storage, and distribution activities of commercial cannabis apply:
a. Permits will be issued among the allowable types identified in Table 15 of HMC 20.08.195. Mercy Wellness Healdsburg will obtain state licenses for both adult (recreational) and medical uses for the same premises and will require one commercial cannabis permit from the City. b. No facility permitted is located on any parcel containing a dwelling unit, nor within 500 feet of any youth-oriented property, or immediately abutting (sharing a common property line with) a residential zoning district.
c. The distances listed above shall be measured between the nearest entrance (ingress/egress to commercial cannabis establishment, e.g., front door/public entry or service door) of the commercial cannabis use and the nearest property line of the parcel(s) on which the youth-oriented property is located, along the shortest route intended and available for public passage (any public road, street, or highway, including footpaths and bicycle paths, or other route provided for the passage of people).

4. Mercy Wellness Healdsburg Manufacturing activities under the Microbusiness license are subject to any additional permitting and inspection requirements of the Sonoma County health official, per subsection (A)(5) of the Healdsburg Municipal Code 20.20.095.

Emergency Contact
After the approval of a Commercial Cannabis Business Permit by the City of Healdsburg, and prior to commencing operations, the emergency contact information for the Owner and the on-site General Manager will be provided to city officials for emergency communications.

Changes
Mercy Wellness will provide the City of Healdsburg with any changes to the information required by this section in writing as soon as reasonably possible. Any and all efforts will be made so that any change would be approved by the City in advance of taking effect.

Safety Plan
While a Safety Plan was not a requirement for this application, Mercy Wellness has a detailed Fire Safety and Injury & Illness Prevention Program/Emergency Action Plan. The “IIPP/EAP” is a combination of hands-on training and written plans used to educate management and staff on a wide range of safety topics and how to respond responsibly and safely. Training includes but not limited to: Fire Safety, Fire Extinguisher Training, Hazard 35 3.1.ad
Packet Pg. 930 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Assessment, First Aid & CPR Training, Ladder Safety, Emergency Responses (Evacuation Procedures, Injuries, Active Shooters, Earthquakes, Fires), Accident/Incident Reporting, Electrical Safety, and CAL-OSHA Compliance.

There will always be an on-duty employee that has First Aid & CPR certification.

Each individual “IIPP/EAP” program is tailored to each Mercy Wellness location, addressing various differences in building layouts and potential hazards within. A dedicated Health & Safety Officer semi-annually audits each location for potential updates to the program, additional training required, and if any new hazards have arised that need to be mitigated. The safety and security of everyone who enters a Mercy Wellness building is our top priority.

To request a copy of Mercy Healdsburg’s IIPP/EAP Binder, please let us know.

Mercy employees will also be knowledgeable on the City of Healdsburg’s evacuation procedures in case of an emergency. If notified to evacuate for Zone 5, we will use the route outlined by the City of Healdsburg as shown below:

Drive-Thru
Mercy Wellness Healdsburg will not operate as or with a drive-in or drive-through window at which cannabis goods are sold to persons.

Curbside Pickups Orders
Mercy Wellness Healdsburg, in some cases, may deliver cannabis to a customer via curbside pickup. As required by law, all cannabis (except for immature plants or clones) must leave the premises in an opaque exit bag so that it is not visible to the public. We provide this service especially for those customers who are not as mobile, are sick, or are immune compromised.

Child-Resistant Packaging
As mentioned above all cannabis goods sold by Mercy Wellness Healdsburg will be placed in an opaque exit bag so that the contents inside are not visible from the outside. In compliance with CCR, Title 16, § 5413, all cannabis products procured from a distributor and sold by Mercy are contained in compliant child-resistant packaging are 36 3.1.ad
Packet Pg. 931 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) tamper evident and resealable, if they contain more than one serving. Below, please see examples of opaque exit bags used in the past.

Certificate of Insurance / Insurance Coverage
Prior to opening, Mercy Wellness will obtain insurance policies that meet or exceed the coverage amounts required by local regulations, submit Certificates of Insurance for commercial general liability and comprehensive automobile liability, and will name the City of Healdsburg, its officers, and employees as additional insured. Mercy Wellness Healdsburg plans to purchase delivery vehicles at which time they will have insurance that meets the requirements for the DCC. The limits of this policy will also conform with any local requirements.

Background Checks
Cannabis Business Owner/Employee Background Check application information for both co-applicants/co-owners Brandon Levine and Felicia Accomazzo, along with HR & Regional Director of Retail Beth-Anne Jacobson, and Delivery Operations Manager Colin “CJ” Topor have been submitted using the following pre-provided link per the Request For Proposal (RFP). Confirmations of these background checks have been submitted (PDF File #3).

Mercy Wellness will comply with any request for background check information for all managers and other employees as they are hired. Even though it is not a requirement by the City of Healdsburg, we feel it’s imperative that Mercy Wellness Healdsburg performs background checks on all potential employees prior to hiring.

Disclosure of Litigation and Legal Proceedings
Neither Mercy Wellness nor Mercy Wellness Healdsburg nor its Owners are involved in any litigation now or during the past ten years. A license issued to Mercy Wellness nor the Applicant and Owner Brandon Levine and/or Felicia Accomazzo has never been revoked.

Section B: Labor & Employment Plan
Mercy Wellness Healdsburg anticipates hiring individuals from the surrounding community and will market its hiring campaigns in order to accomplish this. Both applicants are lifelong residents of Sonoma County and have experienced that trust in the business is best served by patrons seeing their neighbors working and being paid a living wage with opportunities for training and advancement. We’re also proud that our hardworking staff will be able to live, shop and raise families here, growing our local economy by keeping our tax dollars in the community. 37 3.1.ad
Packet Pg. 932 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) No person under the age of twenty-one (21) will be employed by Mercy Wellness Healdsburg. The dispensary will maintain a current register of the names of all dispensary employees and shall disclose such a register for inspection by any City officer and official for purposes of determining compliance with the code requirements.

Even though it is not a requirement, Mercy will conduct background checks on every associate/employee.

These background searches will be conducted by the California Department of Justice and local law enforcement.

This is a condition of employment, and mandatory that all employees must submit fingerprints to an approved Live Scan vendor and pass an electronic background check completed by the DOJ and FBI before they can be hired, which will surface any prior felony or misdemeanor convictions.

Collective Bargaining
Pursuant to California Business & Professions Code Section 26051.5: Mercy Wellness Healdsburg. has not yet entered into a labor peace agreement. The applicant hereby states it will enter into and abide by the terms of a labor peace agreement as soon as reasonably possible and no later than 60 days after the hire of the 20th employee and/or licensure as required by the Department of Cannabis Control (DCC) California Code of Regulations (CCR) Title 4, Division 19, §15002 (N)(14). The collective bargaining rights of employees will be respected by Mercy Wellness Healdsburg to recognize a card-check program in which employees will be free to submit cards indicating if they’d like union representation in collective bargaining to state that they wish to organize into a labor union.

Number of Employees
Upon initial opening, Mercy Wellness Healdsburg expects to have 15 staff members. This includes a General Manager, an Assistant Manager, Receiving/Inventory Coordinator, Vault Coordinator and Budtenders plus Security provided by E.S.P. Pros.

Employee Responsibilities
General Manager
Number of Employees: 1
Responsibilities:
● Uphold and promote the Mercy culture both at work and while out in public ● Hire, train, manage, motivate and empower retail teams to maximize their skills through daily operational excellence, leading by example. Placing the right people in the right positions ● Monitor and manage labor through thoughtful scheduling, maintaining appropriate staffing levels to ensure a superior guest experience
● Partner with and support delivery teams on logistics, customer experience and growth ● Continually monitor employee productivity, attitudes and performance, providing regular feedback and coaching; conduct annual performance reviews
● Inventory management
● Ensure daily operating procedures and policies are being followed to DCC and Company regulations ● Partner with marketing team on community outreach and in-store events ● Provide retail staff with tools they need to confidently move through customer interactions ● Collaborates with leadership teams on creating centralized program to facilitate returns, credits, exchanges and promos ● Continuously measure customer experience by using appropriate tools such as online reviews, satisfaction surveys, and KPI’s ● Regularly communicates with department leads and staff to discuss strengths, opportunities and trends in the business to maximize potential growth areas
● Support and maintain visual merchandising standards including cleanliness, pricing, signage and displays ● Demonstrate sales leadership by playing an active role on the sales floor through customer engagement, setting the example, ensuring the highest level of customer service is provided 38 3.1.ad
Packet Pg. 933 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) ● Collaborate with HR to assist in employee onboarding, training and staff development Assistant Manager
Number of Employees: 1
Responsibilities:
● Uphold and promote the Mercy culture both at work and while out in public ● Follow all company safety guidelines when opening and closing the store ● Become knowledgeable in all Retail Departments in order to have the ability to cover any shift as needed ● Manage staff time and attendance daily, ensuring timely breaks and meal periods ● Support General Manager in monitoring employee productivity, attitudes and performance, helping to build a culture of teamwork and encouragement
● Ensure daily operating procedures and policies are being followed to DCC and Company regulations ● Regularly communicates with department leads and staff to discuss strengths, opportunities and trends in the business to maximize potential growth areas
● Support and help maintain visual merchandising standards including cleanliness, pricing, signage and displays ● Play an active role on the sales floor through customer engagement, setting the example, ensuring the highest level of customer service is provided
● Fill in for General Manager or Assistant Manager in their absence ● Assist with new hire onboarding and training
● Assist with technical issues that customers or employees may experience with POS/Online ordering system ● Exercise discretion: Understand conversations, discussions and decisions made within the organization may be confidential in nature. Refrain from discussing or disclosing sensitive matters to unauthorized individuals ● Work with a sense of urgency to complete assigned tasks in a timely manner ● Other duties as assigned by the General Manager
Delivery Manager
Number of Employees: 1
Responsibilities:
● Uphold and promote the Mercy culture both at work and while out in public ● Oversee daily activities of the delivery teams for multiple locations, providing direction and guidance as needed ● Analyze customer orders, set delivery priorities and and make schedule adjustments to meet delivery goals ● Receive customer inquiries via phone and online regarding delivery issues ● Evaluate the performance of team members and determine training needs ● Manage staff time and attendance daily, ensuring timely punches, break and meal periods ● Ensures daily operating procedures and policies are being followed to DCC, Company,and Industry standards ● Makes vehicle and personal safety a part of the culture in delivery ● Thorough knowledge of cannabis delivery rules and regulations ● Maintain metrics and analyze data to assess performance and implement changes ● Create long and short term plans, including setting targets for milestones and adhering to deadlines ● Serve as point of contact for drivers, CSR, management and delivery customers ● Works closely with inventory and vault staff on setting up car kits for ‘Ice Cream Truck Model’ ● Be available to make deliveries as needed, maintaining a clean driving record ● Become familiar with all delivery and communication platforms ● Model and uphold Mercy Standards of Service
● Responsible for cleaning, maintenance and repair of all vehicles in fleet ● Assist with technical issues that customers or employees may experience with POS/Online ordering system and delivery platforms ● Meet cost, productivity, accuracy and timeliness targets ● Strong project management skills
● Attend weekly management meetings
39 3.1.ad
Packet Pg. 934 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Budtender / Concierge
Number of Employees: 6
Responsibilities:
● Uphold and promote the Mercy culture both at work and while out in public ● Warmly and kindly interact with a wide variety of clientele ● Absolutely must have patience, understanding and a willingness to teach and be taught ● Attend in person and virtual demonstrations from vendors to learn about our ever changing product catalog ● Clean and maintain Sales Floor and other communal areas throughout your shift ● Consult inquisitively with customers to determine which products will best suit their needs ● Keep a high attention to any customer issues and report as necessary to managers ● Help customers and take orders as necessary on a tablet ● Cashier and keep aware of changing till totals and assess when to get change ● Maintain professional interpersonal relationships with both staff and customers ● Have a willingness to adapt to changing laws, regulations and workplace Delivery Drivers
Number of Employees: 2
Responsibilities:
● Uphold and promote the Mercy culture both at work and while out in public ● Warmly and kindly interact with a wide variety of clientele ● Absolutely must have patience, understanding and a willingness to teach and be taught ● Attend in person and virtual demonstrations from vendors to learn about our ever changing product catalog ● Clean and maintain Delivery Vehicles and other communal areas throughout your shift ● Consult inquisitively with fellow drivers to accurately and efficiently plan routes ● Keep acute attention to any customer issues and report as necessary to managers ● Cashier and keep aware of changing till totals and assess necessary till total for each route ● Maintain professional interpersonal relationships with both staff and customers ● Have a willingness to adapt to changing laws, regulations and workplace ● Deliver anywhere from 20-50 orders on a daily basis
Receiving/ Inventory Coordinator
Number of Employees: 1
Responsibilities:
● Uphold and promote the Mercy culture both at work and while out in public ● Work with General Manager to create systems and institute SOP’s to support inventory tracking and movement ● Work closely with Receiving Lead on getting product into the menus and on the floor in a timely manner ● Assist Receiving Lead on printing sku’s and stickering product, building invoices and monitoring Schedulista ● Ability to step into Receiving role and take the lead when needed ● Ensure daily operating procedures and policies are being followed to DCC and Company regulations ● Manages daily promotions and discounts, working with and training vault staff ● Regularly communicates with Procurement on price changes, promotions and loyalty programs ● Support and maintain visual merchandising standards including cleanliness, pricing, signage and displays ● Product management; adding photos and pertinent information to the product descriptions on E-Commerce ● Spearhead and organize bi-weekly inventory count, investigating discrepancies and maintaining a record of results ● Maintain clean and organized storage of BOH and FOH inventory ● Prepare reports on Inventory Operations, waste, returns, counts, etc ● Other duties as assigned by General Manager
Vault Coordinator
Number of Employees: 1
Responsibilities:
● Uphold and promote the Mercy culture both at work and while out in public 40 3.1.ad
Packet Pg. 935 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) ● Work with General Manager to create systems and institute SOP’s to support inventory tracking and movement ● Work with the receiving team to get products into the system and out for sale in a timely manner, communicating what you need to complete the process. (product stickered/barcoded, Metrc tags, SKU stickers on boxes, appropriate signage) ● Ensure daily operating procedures and policies are being followed to DCC and Company regulations ● Understand promo calendar, ensuring all products are available, educating the team on details of the promo ● Support and maintain visual merchandising standards including cleanliness, pricing, signage and displays ● Primary product intake person. Delegate and train vault staff to execute this job function at the same level or better than current standard
● Maintain a clean, organized functional vault. Supporting the fulfillment process as needed ● Prepare bi-weekly count sheets, leading and participating in bi-weekly count, works with receiving team to investigate any major discrepancies
● Communicating with and training vault staff on opening and closing procedures ● Works with receiving coordinator on spearheading and organizing bi-weekly inventory count, investigating any discrepancies and maintaining a record of results
● Maintains a respectful communication and relationships with staff, communicating the needs of the vault to Retail Management ● Other duties as assigned by General Manager or Receiving Coordinator Manufacturing/Production
Number of Employees: 2
Responsibilities:
● Uphold and promote the Mercy culture both at work and while out in public ● Fill, label, seal, cap, and case pack cannabis material into various containers and packaging as defined by the brands we manufacture
● Assist in creating Metrc Items and UID tags of finished, packaged goods using our Inventory Control System (Flourish) ● Intake packaging components and/or bulk flower into control systems as needed ● Assist in routine inventory audits of bulk inventory and finished goods ● Assist as needed in the reconciliation of finished goods in order to help maintain state compliance standards and regulations ● Conduct quality assurance audits and control procedures as directed ● Execute daily equipment maintenance and daily/weekly sanitation & cleanup of all production areas ● Intake packaging components and help to inform reorders when needed ● Track label supply inventory and help to inform reorders when needed ● Be accountable for helping to maintain state compliance around any and all product movements ● Meet and/or exceed productivity goals set by the supervisor using time management skills ● Occasionally work in Distribution or Retail spaces as required by the business’ needs ● Additional duties as assigned
Distribution
Number of Employees: 1
Responsibilities:
● Uphold and promote the Mercy culture both at work and while out in public ● Fill, label, seal, cap, and case pack cannabis material into various containers and packaging as defined by the brands we produce ● Assist in creating Metrc Items and UID tags of finished, packaged goods with Inventory Control System (Flourish) ● Intake packaging components and/or bulk flower into control systems as needed ● Assist in routine inventory audits of bulk inventory and finished goods ● Assist as needed in reconciliation of finished goods to help maintain state compliance standards and regulations ● Conduct quality assurance audits and control procedures as directed ● Execute daily equipment maintenance and daily/weekly sanitation & cleanup of all production areas ● Intake packaging components and help to inform reorders when needed ● Track label supply inventory and help to inform reorders when needed ● Be accountable for helping to maintain state compliance around any and all product movements 41 3.1.ad
Packet Pg. 936 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) ● Meet and/or exceed productivity goals set by the supervisor using time management skills ● Occasionally work in Manufacturing Production or Retail spaces as required by the business’ needs ● Additional duties as assigned
Security Guards (via E.S.P. Pros 3rd Party Security Firm) Number of Security Guards: 4
Responsibilities:
● Please refer to the detailed Security Plan that was included with this application for Security Guard responsibilities Employee Benefits
Employees in the Mercy Wellness family of businesses enjoy health, vision, dental benefits, and a 401(k) savings and retirement plan. Employees can contribute a percentage of their pay up to the annual maximum set by the Internal Revenue Service. Mercy genuinely believes that investing in our employees financial future is important, and this program is a testament to that commitment. Our 401(k) offers a fantastic opportunity to save for retirement and with a wide arrangement of investment options to choose from, employees can tailor their portfolio to align with their personal financial goals. We are proud to match a percentage of contributions to grow our employees' savings even faster.

All hourly non-exempt employees also acquire vacation/paid time off (PTO) which begins on the first day of work.

PTO becomes available exactly 6 months from hire date at a base rate of using the table below. Mercy rewards employees who remain with the company. Accrual rates are indexed to length of employment and increase per the schedule below. We offer these benefits in addition to sick pay and family or medical leave.

Additional perks include an employee discount which is 50% off any Mercy branded products, and 30% off everything else. Mercy gives annual bonuses and hosts many team building events for employees and their families throughout the year. We give out Mercy Merch often, and also provide free healthy meals and snacks in our break rooms at all locations.

Continuing Education and Training
Mercy Wellness Healdsburg will ensure that each person engaged in the operations has the education, training and experience or any combination thereof, to enable that person to perform all assigned functions. Mercy Wellness is committed to ongoing training and professional development for employees and will be contracting with Americans for Safe Access for their Patient Focused Certification program. Ongoing Metrc training is also provided for those employees who have responsibilities with the State-mandated Track-and-Trace program. 42 3.1.ad
Packet Pg. 937 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Section C: Security Plan Overview
The Mercy Wellness Healdsburg Security Plan was prepared by Clayton Taylor, Chief Executive Officer with E.S.P.

Pros. Clayton, a certified private security expert with more than 10 years of experience, brings the passion and expertise needed to ensure the safety of every client. Possessing an extensive breadth of security knowledge through personal experience and training, Mr. Taylor provides trusted expertise to a variety of both public and private sector clients. James English is E.S.P. Pros Senior Security Specialist. James will perform ongoing security analysis of the site to ensure the security plan stays current. The detailed security plan is included in this application and for security purposes we request that Appendix J: Security Plan be redacted from the public record.

As an overview Mercy Wellness Healdsburg will adhere to the following set of security principles:

In order to minimize environmental impacts and preserve the safety of the surrounding community, safeguards will be implemented as an integral part of this project. The security of our location, the employees, and the surrounding community will be our number one priority. All reasonable measures have been incorporated into the security plan that will assure employee and property safety, regarding creating of a public or private nuisance, or interference of the operation of another business space.

Mercy Wellness Healdsburg will install a variety of security devices to ensure that only authorized personnel have access to any location where cannabis and cannabis products are stored, so that employees are safe and secure inside.

Security lighting is one of the most effective ways to prevent crime in or around a retail business. There will be sufficient exterior lighting surrounding the entire building/property that will be monitored by Mercy Wellness Healdsburg in order to ensure that all lighting is functioning property. The interior of the building will have dedicated security lights that are on 24/7.

The security cameras which will be installed will be useful for reducing crime in the neighborhood. Mercy Wellness Healdsburg will take all reasonable steps to discourage and correct objectionable conditions that constitute a nuisance in the parking lot areas, adjacent sidewalks and areas surrounding the premises and adjacent properties during business hours. These steps include to call the City of Healdsburg Police Department in a timely manner should the need arise; requesting those engaging in nuisance activities to cease those activities, unless the personal safety is threatened in making the request.

Section D: Qualification of Owners
Mercy Wellness has deep roots in Healdsburg. Brandon Levine spent his youth at the Healdsburg Boys & Girls club before graduating from Healdsburg High in 1998. Brandon was a 4-year Class Foreman for Wood Shop, Metal Shop, Ceramics and Drafting, and has used that experience to build multiple companies and brands in various fields. In 43 3.1.ad
Packet Pg. 938 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) 2009, serving as Executive Director, Brandon began the successful application process for the first licensed medicinal dispensary in the City of Cotati under Proposition 215. Since its inception in June 2010, Mercy Wellness has been a model dispensary thanks to transparency and clear communication with local and state regulators. ‘Mercy’ was named after Brandon’s grandmother who inspired his mission – to provide a safe environment with education, compassion, with access to reliable products, and a passion for giving back to the community.

Felicia Accomazzo grew up in north Sonoma County and spent the majority of her childhood in Geyserville at the Vineyard Club. Felicia’s mom Kimberly works for St. John School in Healdsburg and provides financial accounting services. Felicia’s grandmother and great grandmother worked for Century 21 in Healdsburg where she rode in their float for the FFA parade. Felicia lived in the Parkland Farms Neighborhood from 2007-2010 and worked with the Healdsburg business community closely when her dear friend James Jewett tragically became paralyzed in April 2008. James, a bus boy, was on his way to an unscheduled shift to work at Dry Creek Kitchen. Felicia and her team produced a fundraiser for James at Hotel Healdsburg with over 25 food and wine pairings where Charlie Palmer himself was serving at the meat carving station.

Felicia joined the team at Mercy Wellness in 2015 after overcoming brain cancer, identifying the full-spectrum cannabis oil she received from Mercy as a primary factor that saved her life. Since then she has worked her way up to become Mercy’s Director of Operations, acting as CEO Brandon Levine’s right hand person. Felicia attributes her success and tenacity to her personal journey with cancer and cannabis.

We're 100% self-funded, have no debt and are not owned by a large corporation. We continue to support our community as volunteers and with donations. As a locally owned and operated business, as well as Healdsburg Chamber and GO LOCAL®® Members, Mercy Wellness has a positive economic impact on the community, and values the importance of supporting our neighbors’ businesses.

Brandon Levine Experience and Knowledge
Brandon Levine, Co-Applicant/Co-Owner, President & CEO of Mercy Wellness Accomplishments Include:
● Operating an adult-use and medicinal dispensary for 13+ years in Cotati, Ca ● First approved Adult-Use Dispensary in Sonoma County
● Won license in merit based review in Santa Rosa for a retail dispensary ● Developed and owns multiple product brands
● First cannabis nanotechnology product to market
● First to bring nitrogen sealed packaging to the legal market ● First to bring liquid cooled LED lights to cultivation ● First to build a themed dispensary using projection mapping and interactive installation ● First to open an on-site consumption lounge in Sonoma County ● 100% self-funded and not owned by a large corporation ● Successfully completed two IRS 280E Audit
44 3.1.ad
Packet Pg. 939 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Brandon has played a pivotal role in shaping the cannabis industry for over 25 years. From his humble beginnings at Mighty Quinn at the young age of 18, he has steadily climbed the ladder of success, making remarkable contributions to cultivation, manufacturing, distribution, and retail. His unwavering dedication and passion have propelled him to the forefront of the cannabis revolution, earning him a well-deserved reputation as a pioneer and trailblazer. Under the guidance of industry veterans, Brandon gained a comprehensive understanding of cultivation techniques, manufacturing processes, distribution networks, and the intricacies of retail operations.

Brandon, a Sonoma County native and Santa Rosa resident, has successfully operated numerous businesses in the last 22 years. At the age of 23, Brandon owned and operated a large tile company of more than 25 employees and improved many historical homes in Sonoma County and the Bay Area. Recognizing the need for a personalized and welcoming cannabis shopping experience, pivoted to the cannabis retail sector. In 2009, serving as Executive Director, Brandon began the successful application process for the first licensed medicinal dispensary in the City of Cotati under Proposition 215. Brandon's ability to curate diverse product offerings, educate consumers, and foster a sense of community has revolutionized the way people approach cannabis consumption. Since 2010, Mercy Wellness of Cotati has been Brandon's flagship facility, increasingly setting higher standards for the cannabis industry.

In 2016, Brandon co-produced the Elevated Cannabis Compliance Conference to educate individuals involved in the cannabis industry on best practices. This took place in Rohnert Park, California in Sonoma County and had over 700 attendees during the two-day event from all over the United States. Industry leaders, as well as many state and local officials, participated. The event brought great minds together creating a network of support for the vastly growing cannabis industry. Many of the pioneers for medicinal cannabis regulation in the region met each other at Elevated.

It is still revered and talked about to this day.

Understanding the significance of a well-structured distribution network, Brandon set his sights on optimizing the supply chain by launching CalyxGreen, Inc., a cannabis packaging company that uses patented technology to hermetically seal dried cannabis flowers into cans with nitrogen. Nitrogen is an inert gas that’s widely used in organic food and beverage packaging because it is clean, safe and environmentally friendly. These cans ensure the cannabis is protected in its purest form, tamper proof, and not deteriorated by light, oxygen, or residual humidity.

These cans are 100% recyclable, proven to keep flower fresh for more than two years, and has improved the way Mercy Wellness stores its cannabis. Brandon's expertise in distribution has enabled countless businesses to flourish and meet the demands of a rapidly evolving market by using CalyxGreen, Inc packaging and distribution services.

Brandon’s experience and knowledge of the commercial cannabis industry has placed him on various Advisory Committees and Boards. He was on the Sonoma County Marijuana Technical Advisory Committee (MTAC) which was composed of representatives of nearly every county agency. The MTAC included several working groups such as Agriculture and the Environment, Enforcement and Land Use, Taxation and Revenue, Economic Development and Jobs and Health and Human Services. All of these appointments have allowed Brandon to help the cannabis industry and the many facets of how cannabis impacts communities and localities. As a board member of the California Growers Association (CGA), they lobbied state wide to protect and promote growers and independent businesses within the state’s cannabis industry. Brandon and Mercy Wellness are members of the Sonoma County Cannabis Alliance (SSCA), which collaborate with and educate businesses, individuals, government and regulatory 45 3.1.ad
Packet Pg. 940 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) bodies in the cannabis industry. His expertise, passion, and experience has benefited all the various organizations he has been a part of.

In 2017, Brandon formed Fleuron, Inc., a 10,000-square foot cultivation facility in the City of Santa Rosa. His experience in the industry, track record of compliance, and having a reputation of improving the neighborhoods in which he operates earned him this highly sought-after permit. Fleuron’s operational plans demonstrate cutting edge environmental practices of using water cooled LED lights that reduce power by keeping the lights at a lower temperature which overall reduces water usage, and using Recology’s composting services for discarded plant material. Brandon's expertise in cultivation has been instrumental in revolutionizing the cannabis landscape. With his meticulous attention to detail, Brandon has consistently delivered premium-grade strains that have gained recognition and acclaim in the industry, most recently 7 awards (3 Golden Bears, 3 Gold Medals, 1 Silver Medal) at the second annual Cannabis Awards at the California State Fair.

In 2022, Mercy Wellness of Cotati was granted an Annual Microbusiness License through the DCC. Recognizing the potential for innovation and diversification, Brandon delved into the realm of manufacturing. By leveraging his extensive knowledge and expertise, he played a crucial role in developing cutting-edge extraction methods, refining product formulations, and ensuring compliance with stringent quality standards. His commitment to excellence has earned him accolades and established his products as industry benchmarks. The manufacturing sector of Mercy produces cartridges, distillates, ice water hash, and infused flower products such as pre-rolls.

Currently, Brandon holds two (2) Type 10 Adult-Use and Medicinal Retail Dispensary Licenses; one (1) Type 12 Adult-Use and Medicinal Microbusiness License which is for Retail with Delivery On-Site Consumption, Manufacturing, Distribution, Cultivation and Nursery activities; one (1) Specialty Indoor Cultivation; and one (1) Nursery License from the Department of Cannabis Control and their respective local jurisdiction. These licenses have successfully converted from a provisional to an annual status and have cleared all CEQA requirements.

There is no doubt that Brandon’s dedication, expertise, and relentless pursuit of excellence have shaped the industry's evolution. Brandon's impact can be witnessed in the multitude of thriving businesses he has helped establish, the jobs he has created, and the lives he has positively influenced. It is with great enthusiasm and commitment that Brandon now seeks opportunities to contribute his expertise and passion to further propel the growth of the cannabis industry. He firmly believes in its potential to positively impact society, from medicinal applications to economic revitalization. Brandon continues to work closely with city and county officials across Northern California as well as many local organizations. His ethics of working hard and community mindedness, combined with a passion to share best practices with all who care to collaborate, make Brandon a great asset in any jurisdiction with which he works. Brandon is eager to collaborate with like-minded individuals and organizations to shape a responsible, inclusive, and sustainable future for cannabis.

When Brandon is not at any one of his cannabis facilities or volunteering with his team in the community, he enjoys wakesurfing at Lake Sonoma or working on his own garden at home. This year he is growing eight different types of peppers, tomatoes, blueberries, twenty different citrus trees, zucchini, cucumbers, strawberries, grapes, peaches, apricots, figs, plums and cherries. Oh and his six personal use cannabis plants, lemon mints and chiuape strains. He lives with his fiance, has 3 children, 8 chickens and a Pomeranian puppy. 46 3.1.ad
Packet Pg. 941 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Felicia Accomazzo Experience and Knowledge
Felicia Accomazzo, Co-Applicant/Co-Owner, Director of Operations for Mercy Wellness Accomplishments Include:
● Obtained several California Department of Cannabis Control (DCC) annual licenses including Retail, Distribution, Manufacturing, Cultivation, Nursery & Microbusiness ● Worked with City of Cotati, Health Department of Sonoma County and the DCC to successfully permit Sonoma County’s first On-Site Consumption Lounge ● Co-Produced Elevated Compliance and Management Cannabis Conference ● Implemented new software, point-of-sale systems, e-commerce and customer CRM. ● Created a Customer Service Department that oversees all consumer communications related to Retail Operations
● Helped design and execute custom recyclable cannabis clone exit packaging ● HomeInstead Keynote Speaker at their Medical Cannabis Conference for Licensed Caregivers
● Guest Speaker - Rohnert Park’s Chamber of Commerce Women in Business Event Felicia Accomazzo, a licensed REALTOR® is also a cannabis operations and compliance expert and proud native and lifetime resident of Sonoma County. She graduated from Windsor High School in 2000. Felicia currently lives

7.0 miles from Mercy Wellness Healdsburg’s proposed location, and can even ride her electric bike to work! She began to learn the values of hard work and community involvement at age 10 when she went door-to-door gathering signatures for the incorporation of the town of Windsor, where she has since settled down with her partner Stephen Warner and their son.

Her professional career began in real estate, taking after her Grandmother and Great Grandmother who were both Century 21 Healdsburg Brokers. She started at the young age of 13, helping around the office, becoming a RE/MAX ambassador by 16 and being offered to work for corporate headquarters, selling franchises by age 18. Once she received her real estate license in 2005, Felicia dove head first into the commercial property deep end with a 1.98 million dollar first sale. She continued to find success in that field for nearly ten more years, when an unexpected life event changed the course of her career; a cancerous tumor in her brain. Her career path was placed on hold as she focused on her health.

Felicia changed industries and joined the team at Mercy Wellness in 2015 after overcoming her brain cancer, identifying the full-spectrum cannabis oil she received from Mercy as a primary factor that saved her life. Since then she has worked her way up to become Mercy’s Operations Director, acting as CEO Brandon Levine’s right hand person and taking point on efforts such as Co-Producing the Elevated Cannabis Compliance Conference. Her work helped successfully guide Mercy’s vision of being Sonoma County’s first Adult-Use dispensary to open on January 1, 2018.

Since then she also launched new retail, distribution and cultivation facilities, oversaw staff development, and worked with new jurisdictions to create cannabis regulations. Most recently, she helped advance the Cotati 47 3.1.ad
Packet Pg. 942 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) cannabis ordinance to permit Mercy moving towards launching a consumption lounge in 2023. Felicia attributes her success and tenacity to her personal journey with cancer and cannabis.

Over the last 8 years, Felicia has immersed herself in the world of cannabis, actively engaging in various aspects of the industry. She has gained firsthand experience in operations for cultivation, processing, distribution, and retail, which has provided her with a comprehensive understanding of the entire cannabis supply chain. Through her involvement and background, she witnessed the transformative power of this plant and its ability to improve lives.

By immersing herself in the cannabis industry, she has gained an in-depth knowledge of cannabis compliance regulations, starting first with Prop 215 in 2016. Her breadth of knowledge allowed her to give input and insight during the 2018 Adult Use of Marijuanna Act, Prop 64. Felicia attended DCC workshops and DCC Advisory Committee meetings, providing feedback and suggestions to make the transition smooth and approachable.

Beyond Felicia’s practical experiences, she has actively sought to stay informed about the latest industry developments, and evolving legal landscapes. She has attended conferences, seminars, and networking events, engaging with industry leaders and experts. This continuous pursuit of knowledge has allowed Felicia to remain at the forefront of emerging trends, innovative technologies and software, and best practices within the cannabis industry.

Brandon Levine has this to say about Felicia: “I really couldn’t have taken the company as far as I have without Felicia’s diligence and ingenuity. She has the kind of attitude that there’s a solution to every problem, and there’s a positive outcome for all of us.” Felicia’s thirst for knowledge and experience being part of the licensed cannabis industry will bring benefit to this new dispensary project. She looks out for her community as well, volunteering with organizations like Ceres Project Community Garden, Farm To Pantry, Russian Riverkeeper and the Redwood Empire Food Bank. Felicia is dedicated to helping those in medical need of cannabis as a part of their healing journey with cancer or disease.

When not raising the bar of cannabis compliance and professionalism in Sonoma County, Felicia enjoys being adventurous and spends any spare time hiking and trailblazing through the Bay Area’s mountaintops. Felicia’s love supporting her local Healdsburg friends' businesses and often a frequent flyer of the amazing restaurants that make Healdsburg a culinary destination. Last year, she re-joined her favorite childhood location, Geyserville’s Vineyard Club, and now is a cherished place where her partner and their son like to host family and friends to swim, play pickleball and fish on the weekends.

Hands-On of Day-to-Day Operations: Local Owners / Local Business Like Mercy Wellness of Cotati, Mercy Wellness Santa Rosa and the other licensed cannabis business with which the owners of the proposed Mercy Wellness Healdsburg are affiliated, the business will be locally owned and operated.

Both Brandon Levine and Felicia Accomazzo are lifelong residents of Sonoma. Proof of residency in the form of California Drivers’ Licenses has been included with the application and was submitted with the background check requirement.

Brandon and Felicia are self-admittingly workaholics. They are present every day in their business operations, and Healdsburg’s new location will not be any different. On any given day one of them will be present in Healdsburg, their neighbors will know them not just by face but by name. 48 3.1.ad
Packet Pg. 943 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Team Members and Key Staff
Ray Gonzales, Chief Operations Officer for Mercy Wellness: Ray, a seasoned executive who specializes in leading teams and scaling operations is a passionate leader obsessed with sparking innovation & excitement in others. In addition to his 4 years of executive level experience in the cannabis industry, Ray brings 20+ years of holding key leadership positions in the food industry at renowned companies such as Hello Fresh, Trader Joes, & Revolution Foods. Ray lives in West Sonoma County where he runs a small farmstand with his partner, 2 kids, 1 dog, two cats, & 40 chickens.

Beth-Anne Jacobson, HR & Regional Director of Retail for Mercy Wellness: Beth-Anne, a Sonoma County, native oversees all retail locations. Being Vice President of Operations and Human Resources for Rustic Bakery for 7 years where her team was 125 employees. Beth-Anne’s expertise is in leadership and team building, she was an integral part of Rustic Bakery’s exponential growth, building culture and increasing productivity. Beth-Anne added departments such as catering and delivery and grew the business from 2 to 4 locations. Beth-Anne has a background in hospitality working at wineries and restaurants. With Mercy, she has increased operations and workflow, creating a more cohesive retail experience for customers & employees alike.

Colin “CJ” Topor, Healdsburg Resident and Delivery Operations Manager: CJ proudly represents Mercy Wellness in Sonoma County, where he has been an integral part of the company’s growth for nearly five years.

Having resided in Healdsburg for close to three years, he has established strong connections with the town and its wonderful residents, making Healdsburg his cherished home. His journey began as a budtender and evolved into a leadership role, contributing to the management of the Sales Floor. Currently, he serves in a crucial position, overseeing the development and operations of the Delivery Department. Throughout his time with Mercy Wellness, Colin has been molded into a caring, passionate, and knowledgeable member of the community. Colin’s experiences at Mercy have not only enriched his life but have also provided invaluable lessons to countless individuals who have crossed the company’s threshold. With this wealth of knowledge and the ethos of care, love, and empathy, he is enthusiastic about sharing his commitment to the Healdsburg community.

Claire Andrus, Healdsburg Resident and Community Outreach Coordinator: Claire has been a resident of Healdsburg for over 25 years. She graduated from Rio Lindo Academy in Healdsburg in 2008. At Mercy Wellness, she is the Executive Administrator to Brandon Levine and Felicia Accomazzo, the Health & Safety Officer, and Mercy’s Community Outreach Organizer. As the Health & Safety Officer, Claire creates and implements training on a variety of subjects such as the Emergency Action Plan, Injury & Illness Prevention Plan, Fire Safety, and Fire Extinguisher Training. Claire’s role as Community Outreach Organizer entails her working directly with local Nonprofits to raise donations for such organizations as The Living Room, Cere’s Project, Russian River Keeper, and Farm to Pantry. She coordinates volunteer days that the Mercy employees attend to give back to the community. A daughter of a Doctor and a Nurse, Claire was raised with a focus on being dedicated to supporting compassionate and caring programs that benefit communities. Claire has a degree in Culinary Arts from the SRJC, and a Bachelors in Anthropology & History from UC Davis.

Joe Sullivan, Director of Procurement for Mercy Wellness: Joe is an experienced operator with 25 years in the Northern California Cannabis industry. He became Head Buyer for Mercy Wellness in 2015. Joe focuses on 49 3.1.ad
Packet Pg. 944 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) integrating the small legacy farming community and expanding the genetic diversity of Mercy’s flower lineup, helping establish Mercy Wellness as a legacy operator in Northern California and keeping them at the forefront of the never ending pheno-hunt. Joe worked with Mercy Wellness to be one of the earlier recognizers on the importance of terpene analysis, helping spotlight the significance of a strain’s full cannabinoid profile. He curates Mercy’s 4,000+ offerings to encompass the full spectrum of cannabis’ healing powers. In 2018, Joe Sullivan helped Mercy Wellness launch a cannabis radio talk show "Canna Help You", bringing together industry leaders to discuss the dynamics of the industry and the efficacy of cannabis products for the residents of Sonoma County. Joe is an esteemed judge with the Emerald Cup Flower division, helping to select the winning strains each year.

Jeffrey Titus, Chief Council and Cannabis Tax Attorney for Mercy Wellness: Jeff is a tax attorney focusing on tax controversy and small business matters in Northern California. He has represented numerous individuals and entities including several cannabis dispensaries, cultivators, distributors, and manufacturers on matters before the IRS ranging from collection, 280E audits, and appeals. In addition, he has several years of entity governance matters. Jeff is a member of the California and New York bars. He has an LL.M in Business and Taxation Transnational Practice from McGeorge School of Law and a JD from Golden Gate University School of Law.

Section E: Neighborhood Compatibility Plan
Mercy Wellness understands the paramount importance of establishing strong connections with our Healdsburg neighbors and community. By actively engaging with and getting to know the people who reside in this vibrant region, we foster a sense of unity, trust, and shared purpose. This interaction allows us to better understand the specific needs, concerns, and aspirations of our community members, enabling us to tailor our services and offerings accordingly. By forging these meaningful relationships, we create a support network built on compassion, empathy, and collaboration. This dedication to knowing our neighbors ensures that Mercy Wellness can effectively contribute to the overall well-being and growth of Healdsburg, as we work hand-in-hand towards a healthier, happier community for all.

Mercy Wellness Healdsburg will be easily accessible, surrounded by a range of other commercial services and businesses. The site is located in the north end of town and brings value to the City's long-term vision of the North Entry and Grove Street Neighborhood Plans. This site also promotes Healdsburg's Bicycle and Pedestrian Master Plan which would accomplish the City's goals of an environmentally friendly commute. Instead of driving, customers can healthfully walk or bicycle to Mercy Wellness Healdsburg.

Public transit such as the Healdsburg Shuttle powered by Sonoma County Transit Bus and Golden Gate Transit have bus stations nearby. The closest one being 350' away. The site is already located on an existing bike route, and will be ready for the expansion of the Foss Creek Pathway plan. We will offer a discount for those that commute by public transit or bicycle. Like our other retail locations, Mercy Wellness Healdsburg will install a bike rack on the exterior patio. The site is also ideal for when the SMART train finally arrives.

Good Neighbor Policy
We understand that we have a social responsibility when moving into a neighborhood and our goal is to strengthen the community and markets we serve. We’re 100% committed to safety, security, environmental-impact mitigation, and parking-use minimization. Mercy Wellness recognizes the importance of being a responsible and considerate 50 3.1.ad
Packet Pg. 945 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) member of the Healdsburg community. To avoid becoming a nuisance and minimize negative impacts on its neighbors, the company has implemented several proactive steps:

1. Community Engagement: Mercy Wellness Healdsburg actively engages with the local community to understand their concerns, address any issues, and foster open communication. They participate in community meetings, events, and initiatives to ensure they are in tune with the needs and aspirations of the residents.

2. Security Measures: Mercy Wellness Healdsburg has robust security measures in place to ensure the safety of its premises and surrounding areas. This includes

3. Noise and Odor Control: Mercy Wellness Healdsburg employs effective measures to minimize noise and control odors associated with its operations. State-of-the-art ventilation systems and odor-control technologies are used to mitigate any potential impact on neighboring properties.

4. Responsible Waste Management: Mercy Wellness Healdsburg follows strict protocols for waste management, including proper disposal of packaging materials and cannabis waste. They adhere to all applicable regulations to prevent any environmental or sanitation concerns.

5. Traffic and Parking Management: Mercy Wellness Healdsburg takes steps to mitigate any potential traffic congestion or parking issues caused by its operations. They provide ample parking spaces for customers and implement traffic flow strategies to minimize disruption in the surrounding areas.

6. Educational Programs: Mercy Wellness Healdsburg emphasizes education and responsible cannabis use.

They provide resources and educational materials to their customers, focusing on safe consumption practices, responsible dosing, and understanding the potential effects of cannabis and plan to create its own Membership Booklet like Mercy Wellness of Cotati.

By actively engaging with the community, implementing stringent security and operational measures, controlling noise and odors, managing waste responsibly, addressing traffic concerns, and promoting education, Mercy Wellness Healdsburg strives to be a positive and respectful presence in the Healdsburg community.

Community Relations Contacts
Co-applicant/Co-owner, Felicia Accomazzo is the primary community relations contact. Mercy Wellness Healdsburg takes a very proactive approach to becoming a neighbor in a community, being available to stakeholders to answer questions and solve problems. Direct access to owners is a key part of that. Once hired, the General Manager of Mercy will be a secondary community relations contact in the event that the owner is unavailable.

The applicants/owners and on-site manager will make frequent contact with the surrounding businesses to assure them that we will respond to any potential concerns or issues and will work to resolve any complaints immediately.

All emergency contact numbers will be provided to the surrounding businesses in the event operating problems arise, in order to prevent unnecessary calls or complaints to be made to the Police Department. 51 3.1.ad
Packet Pg. 946 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Youth Product Diversion
Mercy Wellness Healdsburg will take several measures to ensure that cannabis does not end up in the hands of underage youth. Firstly, they strictly adhere to all local and state regulations regarding age verification. Customers must provide valid identification to prove that they are of legal age to purchase cannabis products. Mercy also has robust security measures in place to prevent unauthorized access to cannabis products.

Mercy Wellness Healdsburg will implement comprehensive staff training programs to educate our employees about the importance of age restrictions and the proper procedures for verifying customer age. Mercy utilizes the Sonoma County Public Health Department training program which provides education and real-time examples of how to spot valid, fake, borrowed, expired or out-of-state ID’s. Over the last several years since implementing this training program throughout our Mercy Wellness Dispensaries, we have diverted over a hundred of fake ID’s. We also keep on hand the most current version of I.D. Checking Guide , which provides full-color samples of ID cards, driver's licenses, and other identity documents from every state and province in the United States and Canada. Federal documents, Military IDs, and Consular ID cards are also included too. We also use an international version as well that shows valid passports from all over the world.

These combined efforts enable Mercy to maintain a responsible and vigilant approach, safeguarding against underage access to cannabis. All of these policies will be enforced by the applicant/owners, security team and management by monitoring activities and immediately reporting any events that may occur or appear to be suspicious for further investigation.

Getting to Know Our Neighbors and the Healdsburg Community Mercy Wellness is a member of the Healdsburg Chamber of Commerce since June 2022. CEO of the Healdsburg Chamber Tallia Hart said in her Letter of Support: “Since joining, Mercy has participated in community and Chamber events through sponsorship of our 2022 Annual BBQ at the Bronze Level and through attendance of mixers and professional development events. Employees of Mercy Wellness are also active in the Chamber’s Healdsburg Young Professionals Network. This year, they will be the Presenting Sponsors for the 2023 Annual BBQ on August 16. Mercy Wellness is a member in good standing and continues to be part of the Healdsburg Chamber business community.”
Mercy Wellness also joined the Hispanic Chamber of Commerce. The mission of the Hispanic Chamber of Commerce is to promote and support Sonoma County businesses with a commitment towards creating a healthy 52 3.1.ad
Packet Pg. 947 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) business environment through education, civic, and economic programs. Their diverse membership consists of small businesses, large industries, nonprofit organizations, area merchants, and individuals who promote Hispanic business in Sonoma County.

Before Mercy Wellness Healdsburg executed a lease for the property, we diligently researched any sensitive uses nearby like schools, parks, youth facilities and libraries. We found that none existed, and no path-of-travel waiver was needed. This particular location is ideal as it’s centrally located in an area that Mercy can help drive more traffic to - or bike, walk, public transit, scooter or use the City’s Bird electric bikes to get to.

When Mercy Wellness moves into a community we go above and beyond to introduce ourselves to the neighborhood. The site location is in a heavily commercial zoned area in the north end of town. Mercy has identified over thirty-five (35) businesses located within 0.25 miles away from the proposed site of 20 Dry Creek Road shown below:

Mercy Wellness Healdsburg is more than 700’ (by path of travel) from its closest residential neighbor. As a way to introduce ourselves to the Dry Creek/Healdsburg Ave neighborhood, we mailed a booklet to every neighbor identified on the above map to provide them with information about the project, our background and the co-applicants/owners contact information. A member of the Mercy Wellness team will personally visit these surrounding businesses to make contact, answer questions and build relationships. These interactions often result in the surrounding community moving on from having reservations about a dispensary in their neighborhood to welcoming us into their community.

This booklet is available and viewable to all community members by visiting on our website:
mercywellness.com/healdsburg. The information is available through our Social Media, and message boards throughout Healdsburg. We also have a Spanish version and have it available by scanning a QR Code. 53 3.1.ad
Packet Pg. 948 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Another way to introduce ourselves to the Healdsburg Community, is to host a Neighborhood Meeting. We have invited our neighbors shown above, stakeholders, City of Healdsburg council and staff, as well as the community at large to this Neighborhood Meeting being held on Thursday, August 24, 2023. We are hosting this educational event at the nearby Krug Event Center located within the Hilton Lodge at Healdsburg around the corner and walking distance from Mercy Wellness Healdsburg at 1261 Grove Street. With past experience, the opportunity to meet the neighbors and answer their questions was a key factor in the development of positive community relations.

We look forward to once again connecting with our neighbors, sharing ideas, and discussing matters that affect the Mercy Wellness Healdsburg project. We value their input and participation, as they contribute to the betterment of our neighborhood. It's also a chance to build relationships, strengthen our community ties, and make a positive impact together. We’re looking forward to a successful event and reporting back during our Phase III Interview.

For all of our Mercy Wellness Dispensary projects we produced virtual reality tours depicting proposed exterior and interior spaces. For the benefit of the Healdsburg City Council, City Manager’s Office, neighbors and other interest stakeholders, we put together these interactive assets for Mercy Wellness Healdsburg.

As of the time of this application submission, we have also received 302 petition signatures, 88 from residents of Healdsburg and surrounding cities. We will continue to receive more support in the near future and are looking forward to reporting back during Phase III Interviews.

In addition, Mercy Wellness has received numerous other letters of support. From the City Manager and the Chief of Police for Cotati, to our landlords at each location we occupy. We've also received support for our Healdsburg project from community partners like Farm to Pantry, Ceres Community Project, LifeWorks of Sonoma County, Russian Riverkeeper, Humane Society of Sonoma County and GO LOCAL®. We have also been endorsed by some of California's industry leading cannabis brands like SC Labs, Proof, Kanha, Sunderstorm, and Legion of Bloom. We've also got local support from Dry Creek Flower Co. and the Healdsburg Chamber of Commerce. Some of these letters are included in this application.

Our plan is to also canvas the nearby residential neighborhoods, especially those on March Avenue, Citrine Apartments and Parkland Farms neighborhoods. Mercy Wellness Healdsburg will also actively engage with the local community by participating in neighborhood events, supporting local initiatives, and fostering positive relationships with nearby residents and businesses.

Communication with City of Healdsburg
Mercy Wellness Healdsburg Co-Applicant/Co-Owners, and community relations representatives have attended planning and city council meetings. This is where the discussion of costs, benefits, and other community issues arising as a result of the implementation of the Ordinance and the operations of the commercial cannabis 54 3.1.ad
Packet Pg. 949 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) businesses permitted under the City’s Ordinance. We have also attended a few Healdsburg Chamber’s Good Morning Healdsburg Zoom meetings and Breakfast with the Mayor.

The knowledge and experience gained working with the Cotati City Council and City Manager for over thirteen (13) years allowed Mercy Wellness to not only understand, but offer real world solutions to Healdsburg city officials as they navigated the transition to permitting and regulating the first cannabis businesses in Healdsburg. Brandon Levine has exemplary relationships with the City of Cotati and the Cotati Chief of Police, is regarded as a personable and honest operator and expects to develop the same types of relationships with City of Healdsburg officials.

Positive Contributions to the Surrounding Area
Mercy Wellness Healdsburg has site control and the clean up has already begun. The property hasn't had a long-term tenant use since B&B Lounge and diVine Pizza in 2013. Since taking possession in June 2023, Mercy has cleaned up trash, glass and empty liquor bottles, brush and weeds as well as power washed the exterior. We’ve applied a fresh coat of paint and replaced the exterior lighting fixtures with LED Edison bulbs. We trimmed up the landscaping so that the building is visible from passersby and found that the loitering has since ceased.

If chosen, Mercy will continue to keep the surrounding neighborhood clean and safe. The manner in which Mercy Wellness Healdsburg will operate with ongoing foot patrols by security guards during business hours and a 24/7 security camera system, we watch out for our neighborhoods that we operate in. Public safety is our top priority and we have years of experience operating secure facilities.

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Packet Pg. 950 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) B
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Packet Pg. 951 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) B
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Packet Pg. 952 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Minimizing Impact
Mercy Wellness Healdsburg will in no way overly burden the neighborhood with special needs or high impact uses, contribute to a public nuisance or disturbances of the peace. We already have strict policies against illegal drug activity, harassment of passersby, lewd conduct, littering, excessive loitering, illegal parking, and excessive loud noises, especially late at night or early in the morning hours.

No cannabis will be consumed on the premises as well as the parking areas, sidewalks, driveways or other immediate surroundings. Mercy will play a vital role in educating customers about responsible cannabis use, potential health risks, and legal requirements, promoting a culture of responsible consumption.

Environmental Stewards
Mercy Wellness Healdsburg has several strategies at its disposal to effectively reduce its impact on the environment. Mercy has developed a Sustainability Report and Action Plan in Appendix K that we will incorporate into our operations. This plan shares many of the key components of the City of Healdsburg’s recent development of a Climate Mobilization Strategy. The framework of strategies, measures and actions to pursue for not only the City, but Mercy as well to achieve greenhouse gas reductions, in support of State and regional carbon goals.

First, we have already applied for the Healdsburg Green Rate through the City’s Electrical Utility Department. Then we will implement energy-efficient lighting and HVAC systems that can significantly decrease energy consumption.

Moreover, adopting water-saving technologies, such as low-flow fixtures to help conserve water resources. Mercy will also promote environmentally friendly practices by using sustainable and recyclable packaging materials, reducing waste, and providing options for customers to safely dispose of packaging and cannabis-related waste.

Partnering with local cannabis growers and suppliers can reduce the distance traveled for transportation, thus lowering vehicle miles and associated emissions. Additionally, purchasing eco-friendly delivery vehicles and optimizing delivery routes along with implementing effective waste management programs contribute to our overall environmental stewardship.

Educating staff and customers about sustainable practices further reinforces Mercy’s commitment to reducing greenhouse gas emissions, vehicle miles, energy usage, and water consumption. Through these concerted efforts, Mercy will be actively working towards a greener and more sustainable future. As a pioneer and leader Mercy will also promote sustainability within the cannabis industry.

Section F: Community Benefits and Equity Plan
Mercy Wellness has been recognized as Emerald Cup’s 2022 Northern California's “Best Dispensary.” One of the many reasons is the robust Corporate Social Responsibility program; the City of Cotati and the surrounding area benefits from Mercy’s ongoing and industry leading commitment to education and community development. Mercy Wellness Healdsburg has every intention of duplicating successful programs and using its experience to design and implement Healdsburg specific programs in conjunction with the City Council, the City Manager’s office, the police and fire departments, local parent, senior and Veterans' groups and business associations.

At Mercy there is a culture of community development and genuine engagement. Mercy is ethical in its business practices, communicative in its relationships with city government and regulators, dependable in its 58 3.1.ad
Packet Pg. 953 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) responsiveness to community groups and their questions, concerns and needs, and readily available to address any issue. These values translate into exemplary community benefit programs. We believe in being active members of the community that we all live and work in.

Mercy is an existing member of the Healdsburg Chamber of Commerce, and joined in June 2022. As a locally owned and established cannabis Microbusiness, Mercy Wellness Healdsburg will bring several community benefits and commitments to the neighborhood and the City of Healdsburg.

Job Creation: Mercy Wellness Healdsburg will contribute to the local economy by creating job opportunities for residents of Healdsburg. The business will require staff for various roles outlined in Section B: Labor and Employment Plan. Mercy Wellness Healdsburg will give a local hiring preference to Healdsburg residents.

Increased Tax Revenue: As a legitimate cannabis business, Mercy Wellness Healdsburg will generate tax revenue for the city. These funds can be allocated to support local infrastructure, education, public safety, and other essential services that benefit the community. Mercy Wellness Healdsburg will always pay their taxes that are due on time.

Community Engagement: Mercy Wellness Healdsburg has and will continue to actively engage with the local community by organizing educational programs and hosting events related to cannabis. These initiatives can help dispel myths, promote responsible usage, and foster dialogue about the benefits and risks associated with cannabis consumption. Mercy Wellness Healdsburg’s full-time employees will be allowed up to 10 hours of paid time off per quarter to volunteer in Healdsburg, which equals up to 40 hours per year.

Social Responsibility: Being a well-established business, Mercy Wellness Healdsburg will demonstrate social responsibility by adhering to strict regulations, ensuring product safety, and implementing sustainable practices.

We also support local charitable causes and contribute to the overall well-being of the community. Mercy Wellness Healdsburg will donate 5% of sales to Healdsburg Nonprofits.

Health and Wellness: Mercy Wellness Healdsburg will play a role in promoting health and wellness by providing access to medicinal cannabis products and offering educational resources on their safe and responsible use. This can potentially benefit individuals with qualifying medical conditions in Healdsburg. Mercy Wellness hopes that the City of Healdsburg and the Healdsburg Chamber of Commerce will approve an educational table at Healdsburg’s Tuesday Night Market so local residents and tourists alike can learn about Mercy Wellness and ask questions.

Mercy Wellness Healdsburg is committed to hosting various educational events geared towards seniors and first-time users, at least once a month.

A Living Wage; Not Minimum Wage
We believe that employees that are secure in their financial lives make better employees and more active and engaged community members. Mercy Wellness Healdsburg pays a living wage that begins at $18 an hour, which is above the County of Sonoma’s $17.25 an hour minimum and ahead of the state minimum wage, which rose on Jan. 1, 2023, to $15.50 an hour. We will adhere to the minimum wage per the City’s living wage ordinance. 59 3.1.ad
Packet Pg. 954 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Benefits
Mercy Wellness Healdsburg has a robust Employee Benefits Plan that was provided in the above Employee Benefits section on this application. Mercy recently gave a donation to LifeWorks of Sonoma County and toured Chuck Fernandez, their Interim Executive Director. Chuck said in a follow up thank you letter “We were also impressed by how Mercy Wellness treats its employees - with care, respect and dignity. That goes a long way with employee morale, productivity, and stability.” LifeWorks mission is devoted to mental health in our community.

Local Outreach Plan and Workforce
Both owners are lifelong residents of Sonoma County and have experienced that trust in the business is best served by patrons seeing their neighbors working and being paid a living wage with opportunities for training and advancement. Mercy Wellness Healdsburg anticipates hiring individuals from Healdsburg and the surrounding area and will market its hiring campaigns in order to accomplish this. Mercy is committed to community engagement, and devised a comprehensive outreach strategy to attract and retain a local workforce in the city of Healdsburg:

1. Mercy will utilize our Healdsburg Chamber of Commerce membership and post any open positions on their job posting board at https://www.healdsburg.com/jobs/.

2. Mercy will host a local job fair to promote all of the open positions prior to launching operations.

3. Mercy will actively engage in social media campaigns, reaching out to residents through online platforms, ensuring maximum visibility for potential candidates.

4. Mercy will collaborate with various community centers and organizations within the City of Healdsburg such as the Chamber’s Young Professionals Network.

5. Mercy will work closely with the Hispanic Chamber of Commerce to create a thriving workforce that reflects the diversity and talent present in Healdsburg, reinforcing their commitment to sustainable growth and community prosperity.

Paid Community Service Volunteer Hours
As mentioned above in our Community Benefits Plan, Mercy Wellness Healdsburg’s full-time employees will be allowed up to 10 hours of paid time off per quarter to volunteer in Healdsburg, which is up to 40 hours per year.

Procurement of Local Suppliers and Equipment
Mercy Wellness Healdsburg's commitment to using local suppliers and vendors is of paramount importance for several reasons. First, by sourcing products locally, Mercy fosters strong relationships within the community, bolstering the local economy and supporting nearby businesses. This not only creates a positive impact on the livelihoods of local suppliers but also strengthens the sense of community and collaboration. Second, relying on local sources like Dry Creek Flower Co. enhances the quality and freshness of our products, ensuring customers receive the finest goods available. Additionally, this practice reduces the dispensary's carbon footprint, as transportation distances are minimized, leading to a more sustainable and environmentally friendly approach. By prioritizing local suppliers and vendors, Mercy demonstrates our dedication to ethical practices, community 60 3.1.ad
Packet Pg. 955 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) empowerment, and environmental responsibility, hopefully setting a commendable example for other businesses to follow.

Mercy Wellness also focuses on procuring cannabis flower from small, artisanal farms. Instead of purchasing from large scale, mass produced cultivation facilities, Mercy is able to support “mom and pop” style cannabis cultivators, thus boosting local economies, helping the community, and providing the opportunity for traditional legacy farms to continue. Casey O’Neil, Co-Owner of Happy Day Farms, a small living soil cannabis farm in Mendocino had this to say about Mercy. “Our farm is a small-scale family operation. The cannabis markets have been difficult with the transition to regulation, and we have struggled to stay afloat….Mercy Wellness has been crucial to our farm’s survival…They are always responsive, and the economic support has quite literally kept our doors from closing.” Sourcing from small farms in Sonoma, Humboldt, and Mendocino counties has allowed Mercy Wellness to support those in the industry that would otherwise have been taken over by out of state, large scale operators.

Equity
Mercy Wellness Healdsburg being woman-owned also contributes to social equity in several ways. Firstly, it promotes gender diversity and representation in the cannabis industry, which historically has been male-dominated. This ownership provides a platform for women to thrive as entrepreneurs, fostering a more inclusive and balanced business environment.

Additionally, having a woman-owned dispensary like Mercy Wellness Healdsburg helps address gender disparities in ownership and leadership positions. By challenging traditional power structures, it inspires other women to pursue entrepreneurial opportunities in the cannabis industry, thereby promoting gender equality and empowerment. Furthermore, woman-owned businesses often prioritize creating inclusive and supportive workplaces. They may implement policies that address gender-based discrimination, provide mentorship and career advancement opportunities for women, and support initiatives promoting social justice and equity. Overall, Mercy Wellness Healdsburg being woman-owned contributes to breaking barriers, promoting gender equality, and fostering a more equitable and diverse cannabis industry, which ultimately benefits society as a whole.

The “War on Drugs” affected many in Sonoma County. Mercy Wellness believes that there are local solutions to uniquely local problems. In Sonoma County, most of those who would be eligible for social assistance to start or grow their business are local farmers who were either victimized by cannabis prohibition or the bottlenecking requirements in legal permitting. Marginalized minority communities, such as Latinx and African Americans, statistically receive fewer legal cannabis cultivation licenses, a main factor being lack of resources to overcome the bureaucratic hurdles of the permitting process. One of the solutions proposed by California Center for Rural Policy is that a certain percentage of cannabis tax goes into equity programs focused on the marginalized communities and victims of cannabis arrests, helping them get access to legal permits and licenses. Mercy works on social equity farms and supports businesses that focus on social equity nonprofits like the Last Prisoner Project, to create more equitable inclusivity and bridge the gap in the socio-economic disparity in the Sonoma County cannabis community.

Mercy Wellness has prioritized participation on local boards and groups formed to address the regulatory framework in Sonoma County and the nine incorporated cities within. These boards have included the Sonoma 61 3.1.ad
Packet Pg. 956 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) County Cannabis Advisory Group, the Sonoma County Cannabis Alliance (SCCA) previously known as the Sonoma County Growers Alliance (SCGA).

Mercy Wellness Community Benefits in Action
The cities and the surrounding areas that we operate in benefit from Mercy’s ongoing and industry leading commitment to giving back to the community. Mercy Wellness believes in giving back to the community, and has a Community Outreach Coordinator that serves as a direct contact for local non-profits. We have set up a community web page on our website where you can view more information about our giving.

Mercy Wellness is a contributor to local non-profit groups that are working to alleviate homelessness and works with veterans. Mercy participates annually in the Be A Santa To A Senior program. They collect Christmas gifts exclusively by Mercy and our customers for the dire needs of unhoused and Veterans in Sonoma County. We have been donating to this organization for 6+ years. This year alone, Mercy has donated to Sonoma County Pride, North Bay Cancer Alliance, Ceres Community Project, The Living Room, Veterans Cannabis Group, Redwood Empire Food Bank, Bay Area and Sonoma County Mural Project. Since we have started this program we have donated over $80,000. Year round, Mercy hosts donation barrels for the Redwood Empire Food Bank and the Sonoma County Humane Society’s Pet Pantry in their retail store lobbies.

In Healdsburg we have already volunteered at the Foss Creek Cleanup and gleaned olives to make olive oil for Farm To Pantry. We have donated to Corazón Healdsburg, Farm to Pantry, and Russian Riverkeeper. Mercy has participated as a float in the FFA Parade for the last two years. 62 3.1.ad
Packet Pg. 957 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) 63 3.1.ad
Packet Pg. 958 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Mercy Wellness is also a of the Cotati Accordion Festival and would anticipate working with the City of Healdsburg and the Alexander Valley Film Festival providing sponsorship in a similar manner. Mercy Wellness is also a supporter of, and our employees volunteer once a month at, the Redwood Empire Food Bank.

During the Tubbs fire and its aftermath, we facilitated donations from our vendors and provided over 500 care packages with free medicine to fire victims in need of assistance (pre-2018 regulatory implementation.) During the Kinkade fire and its aftermath, Mercy Wellness provided free food which included hotdogs with all the fixings for three days in our parking lot. We also had generators available for those that needed to charge their medical devices, phones, laptops and other essential electronics.

In Summer 2019 just before the pandemic, Mercy Wellness sponsored the cannabis history exhibit at the Sonoma County Museum. The Mercy Wellness team sponsored and participated in the Cleanup at the Creek event in Cotati for Earth Day. Mercy Wellness is a supporter of Daily Acts. Mercy Wellness is also a supporter of Home Instead Senior Care and holds educational events for seniors.
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Packet Pg. 959 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Economic Development
The businesses that we build and the employees that we pay generate income that stays in the community, is often reinvested, and have positive and significant economic multipliers within the community that benefit other locally owned businesses. Mercy Wellness was the first cannabis retail and only GO LOCAL® Member and features locally grown, and processed, and manufactured products. Janeen Murray, GO LOCAL® Executive Director and Board President said in a Letter of Support “The cannabis business sector is growing rapidly due to legalization.

Healdsburg can be a participating city in the North Bay for cannabis business. Mercy Wellness has been a member of GO LOCAL® [since 2017] and has supported efforts to help other local businesses. Mercy is in the application process in HEaldsburg for a dispensary. GO LOCAL® fully supports their efforts.” Mercy Wellness commissioned a Sonoma County cannabis specific Economic Impact Report in 2018 to assess the impacts of regulation on the local economy. Compiled by GO LOCAL®and Robert Eyler, Ph.D. Professor of Economics and Dean, School of Extended and International Education at Sonoma State University, the report was designed as a resource for local government officials, business development groups and media outlets and shed light on the importance of the cannabis industry to Sonoma County’s economy especially in the wake of devastating natural disasters. Because Mercy Wellness is local and self-funded, we produced analytical reports proving its economic value identifying the economic multipliers in the community. Money spent at Mercy Wellness benefits local employees and the businesses they patronize; profits do not leave the community to go to Canada or to stockholders unwilling to reinvest for local benefit.
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Packet Pg. 960 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Economic Incentives
Which dispensary partner will bring the City of Healdsburg the most in tax revenue? Mercy Wellness already has a customer base within the city limits and in the surrounding area. Our data show, for the zip codes 95448, 95425 and 95492, Mercy Wellness of Cotati saw 3,817 unique visits to the dispensary last year. Unique means customers who have visited a Mercy Wellness Dispensary at least once and are counted only once in the reporting time period.

As Sonoma County’s premier retailer, we have seen visitors from over 5,400 zip codes in the past 18 months. It continues to be a draw for locals and tourists alike.

Our ProForma data show the estimated tax revenue for the first three years of operations is $674,190 in Healdsburg City Tax Revenue (4%) and an additional $1,553,040 in sales tax revenue. While these are estimates, Mercy Wellness’s stellar track record during thirteen plus years of operation has proven its ability to serve patients and customers the way they deserve, all the while generating revenue for the community.

Economic Impact
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Packet Pg. 961 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Educational Programs
Mercy Wellness is committed to educating about the cannabis plant, its uses, delivery systems, laws, compliance and culture. Through a variety of media, we produce content that is informative and appropriately tailored to the audience.

Mercy Wellness offers:
● Employee Educational Programs – Practice What We Preach training program, Martin Lee with Project CBD, Hemp v. Cannabis CBD
● Consumer Education: Safe Use of Cannabis
● Law Enforcement Education and Outreach
● Seniors and Caregivers Education: Use of Cannabis for the Aging ● Industry Education: Produces Industry Leading education events Mercy Wellness produced and hosted the highly regarded Bi-weekly KSRO radio program called Canna Help You addressing important social, economic and medical topics related to cannabis in our culture. Canna Help You also brought together industry leaders to discuss the dynamics of the industry and the efficacy of cannabis products for the residents of Sonoma County. Co-Applicants/Co-Owners Brandon Levine and Felicia Accomazzo have also taken part as guest speakers from time to time. Tune in to our past episodes on our YouTube channel here.

Joe Sullivan, Mercy Wellness Procurement Director and Host of Canna Help You In April, 2016, Mercy Wellness produced the Elevated Compliance Conference at the DoubleTree by Hilton Sonoma Wine Country in Rohnert Park, CA. Over 700 attendees/operators attended symposia featuring 50 speakers representing all facets of the cannabis industry and spent two days learning about the details of what was the Medical Marijuana Regulation and Safety Act (MMRSA). Day 1 keynote speaker was Assemblyman Jim Wood who authored AB 243, which served as the environmental cornerstone and one of the three initial bills that formed the foundation for regulating Cannabis in California. Topics also included the requirements of the new Licensing 67 3.1.ad
Packet Pg. 962 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Structure, dispensary practices, compliant business practices, cultivation, marketing and branding and environmental impacts and sustainable practices to make the successful transition into the regulated market. The Elevated Compliance Conference Event Program is linked here.

In November, 2017, Mercy Wellness produced a mini Elevated Compliance Conference specifically for operators to learn about the complicated cannabis tax structures. Mercy Wellness offered our in-house CPA/tax attorney to present and answer questions. In addition, Mercy participates in workshops, and retreats such as Meadowlands where we gather each year with other industry professionals and the DCC to grow and develop new relationships.

Mercy Wellness Healdsburg expects to offer educational events specifically designed for tourists who are cannabis novices and employ a cannabis concierge responsible for educating about responsible use and Healdsburg City 68 3.1.ad
Packet Pg. 963 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) ordinances, rules regarding public consumption, education for management of hotels and other lodging, wine & weed responsibility and restaurant pairing events. We believe that the tourist market is largely untapped in northern Sonoma County because of the lack of options. Anecdotal evidence suggests that those who work in the hospitality sector in Healdsburg are frequently asked about where to procure safe and legal cannabis but lack trusted sources. Mercy will also dedicate an area within the site to offer as a permanent space for staff as well as other small farms and vendors to educate the community on cannabis and cannabis products.

Mercy Wellness Healdsburg will also manage a Senior Community Program. Our staff has learned that seniors sometimes feel uncomfortable with cannabis delivery because they want to engage with budtenders directly to ask questions about the effects of cannabis and appropriate delivery systems. Additionally, delivery orders are often placed on-line and some seniors need assistance operating the technology interface. Once seniors are familiar with the products and the ordering process, they feel comfortable with delivery, but not before.

A note about edible cannabis and overconsumption: Cannabis is a drug and over consumption, although not lethal, can be uncomfortable. For novice consumers, seniors and tourists, Mercy makes every effort to engage and communicate the adage we repeat frequently, “start low (dosage) and go slow (full effects may take up to two hours).” The last outcome we want is for consumers to have a bad experience and/or call poison control because the effects are more intense than intended.

Public Outreach
One of the primary reasons offered for support of Proposition 64 and statewide cannabis regulation was the reduction of youth access to cannabis. The team at Mercy Wellness recognizes that many California residents believe that having a cannabis dispensary in their community increases the likelihood that youth will be able to access the dispensary. The security measures in place make this impossible. Additionally, the daily limits imposed on customers by state law and strictly adhered to at Mercy Wellness reduce the potential of diversion to youth.

Nonetheless, the mere existence of cannabis businesses, and a dispensary in particular, will raise questions for young people and their families. At Mercy Wellness, we believe that the safest way for any adult to consume cannabis is to procure it from the regulated market. Market research on cannabis users shows that many who are responsible for youth also consume cannabis, and we recognize that parents and guardians of young people may need help in developing the language to discuss the issue.

We are ready for the dispensary to be a trusted resource, not only for safe tested cannabis products but also for information about cannabis, illegal drugs, misuse of prescription drugs and alcohol, nicotine vaping and where to get medical and mental health assistance. Public outreach can take many forms, including but not limited to an information sheet included with every purchase that outlines daily purchase limits, symposia on the effects of cannabis use on developing brains including experts in the field. We are proud to sponsor and promote these important topics as free offerings to the public.

A special note about vaping: In light of the recent health concerns associated with vaping in general and teen vaping in particular, it is imperative that all members of the community are committed to educating youth about Vaping Associated Pulmonary Illness (VAPI) and made aware of the risks associated with vaping nicotine, added flavorings and dangerous substances added to black market cannabis vape cartridges. Mercy Wellness has been a leader 69 3.1.ad
Packet Pg. 964 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) among cannabis dispensaries acting as a trusted resource for verified, medical information. All products sold at Mercy Wellness are tested according to State regulations and Mercy welcomes any new regulations that would require QR codes on products so safety and chain of custody information can be easily available for consumers.

Section G: Proposed Site Plan
Mercy Wellness Healdsburg has obtained a signed and notarized Property Owner Consent Landlord Affidavit for 20 Dry Creek Road, Healdsburg CA 95448. In addition we have also obtained a Zoning Clearance Letter from the City of Healdsburg’s Community Development Department. Both of these documents have been included with this application (PDF File #5).

The parcel number is 003-020-019 and is identified by the “ X “ below as Service Commercial that is currently zoned in the allowable Commercial District per the Map of Parcels Eligible for Retail Dispensary or Microbusiness.

The L-shaped parcel is located near the intersection of Dry Creek Road and Healdsburg Avenue. The building is 4,482 SF and is constructed using a wood frame on a concrete slab, and mostly wood siding except for a small decorative rockwall at the end of the building.

There will be 28 parking spaces on site, including 2 ADA spaces in the front of the building that is closest to the entry of Mercy Wellness Healdsburg. Mercy will have more than adequate parking. We will install a bike rack and will offer a discount for those that commute by bicycle, or by public transit.

There are two access points to the parcel, one entrance and exit is on Dry Creek Road - the other entrance and exit is located on Healdsburg Avenue. The site has sidewalks on the Dry Creek Road and Healdsburg Ave facing sides of the parcel. The site is also 90’ from the nearest pedestrian crosswalk. 70 3.1.ad
Packet Pg. 965 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Photographs of Existing Site
Current Site Use
Currently the site is vacant and not being occupied by any business or individuals. Just before taking possession of the property, there were homeless encampments and loitering taking place. As described and shown in Section E:

Neighborhood Compatibility we have already cleaned up the site. 71 3.1.ad
Packet Pg. 966 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Adjacent Parcels
The parcel is located in between and to the West of the Healdsburg Gas Mart (1) and to the East of Tip Top Liquors (2) which are both adjacent separate parcels. The site is located across the street to the north from the Big John’s Market Shopping Center (17) which includes Round Table Pizza (18); and diagonally north East from Garrett’s Ace Hardware (28) where the Gift Horse Home Store (27) is also located. This driveway that is located on Healdsburg Avenue is across the street to the East from the parcel that Otoro Sushi, Artemedica Med Spa, Chavez Family Cellars , and Villagio Dental occupies (29-32). On the South side there is Plaza Paint Store (3) which previously housed the B&B Lounge.

Site Plan
The following is our proposed site plan and is also included in Appendix L.

Proposed Site Improvements
The aesthetic of the Mercy Wellness family of dispensaries while in some cases will remain consistent, we are proposing an upscale environment that also attracts the Healdsburg Tourist. Please see the 3D renderings below which gives the overall look, feel and design of Mercy Wellness Healdsburg, we also created this 3D video tour.

As mentioned above, Mercy Wellness Healdsburg already has full site control. Since taking possession in June 2023, Mercy has cleaned up trash, glass and empty liquor bottles, brush and weeds as well as power washed the exterior.

We’ve applied a fresh coat of paint and replaced the exterior lighting fixtures with LED Edison bulbs. We trimmed up the landscaping so that the building is visible from passersby and found that the loitering has since ceased.

Mercy Wellness Healdsburg's plans for additional site improvements are to invest in upgrading our facilities to enhance the overall customer experience and create a welcoming environment. Improvements like asphalt for parking areas, thoughtful and sustainable landscaping, exterior and interior paint updates, façade enhancements to create a more inviting entrance to the retail dispensing area, improved lighting, upgraded HVAC systems for better comfort, and installing a new bike rack to promote sustainable transportation.

For an enhanced customer experience, Mercy Wellness Healdsburg will be installing a large viewing window from the consulting area into the production area of manufacturing. This will educate customers on the processes which it takes to get cannabis products from the farm to the consumer. 72 3.1.ad
Packet Pg. 967 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) V
isualDepictionforProposedExterior
VisualDepictionforProposedInterior
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Packet Pg. 968 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Impact of Proposed Modifications
Mercy Wellness Healdsburg was designed and will operate in a way that minimizes or eliminates negative impacts on public health, safety, welfare, environmental quality, and quality of life in the surrounding area. As a matter of principle, Mercy Wellness believes that every employee, customer and community member should be able to go home safe at the end of the day. Therefore, Mercy Wellness promotes a safety culture that emphasizes these values.

By actively engaging with the community, implementing stringent security and operational measures, controlling noise and odors, managing waste responsibly, addressing traffic concerns, and promoting education, Mercy Wellness strives to be a positive and respectful presence in the Healdsburg community. By prioritizing these considerations and working closely with local stakeholders, retail dispensaries like Mercy Wellness can contribute positively to the community while minimizing any potential negative impacts. 74 3.1.ad
Packet Pg. 969 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) L
etterofSupport-CityofCotati
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Packet Pg. 970 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) L
etterofSupport-CotatiPoliceDepartment,ChiefParish
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Packet Pg. 971 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) L
etterofSupport-PropertyOwnerBrianSpiers
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Packet Pg. 972 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) L
etterofSupport-HealdsburgChamberofCommerce
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Packet Pg. 973 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) L
etterofSupport-DryCreekFlowerCo.
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Packet Pg. 974 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) L
etterofSupport-DryCreekFlowerCo.-Cont’d.
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Packet Pg. 975 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) L
etterofSupport-HappyDayFarms
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Packet Pg. 976 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) L
etterofSupport-SCLabs
LetterofSupport-Proof
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Packet Pg. 977 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Media Bibliography
Publication Date Link to Article
North Bay Business Journal Beyond the Boardroom: Brandon Levine, CEO Mercy Wellness: August ‘24 Publication Coming Soon! North Bay Business Journal Thu 2023-06-29 Second Annual CA State Fair Cannabis Competition Announces Award Winners Press Democrat Tue 2023-03-21 Healdsburg tentatively OKs allowing cannabis dispensaries within city limits North Bay Business Journal Mon 2023-05-22 North Bay, California cannabis operators await outcome of Safe Banking Act, again Honeysuckle Magazine Tue 2023-05-02 Inside Wood Wide Highcraft: The Emerald Triangle's Best-Kept Secret In Craft Cannabis Cultivation Leaf Magazine Mon 2023-05-01 Fruit Beer Ice Water Hash - Page 16 Press Democrat Wed 2023-04-19 6 ways to celebrate 4/20 in Sonoma County Press Democrat Tue 2023-03-21 Healdsburg tentatively OKs allowing cannabis dispensaries within city limits Herb Fri 2023-02-24 Best Dispensaries in Santa Rosa, CA Marijuana Venture Magazine Wed 2023-03-01 Changing the Game for Growers: TSR Grow Press Democrat Sat 2022-12-10 Pot loves rain': Annual ganja-rama goes on as planned in Santa Rosa, despite downpour Press Democrat Thu 2022-12-08 Emerald Cup Harvest Ball Returns to Sonoma County Fairgrounds featuring E-40, over 100 vendors North Bay Business Journal Mon 2022-10-03 Leaders in the Cannabis Industry High Times Tue 2022-05-17 The Emerald Cup Awards Rocks Hollywood with Unforgettable Genetics and Guests Emerald Cup Sat 2022-05-14 Emerald Cup 2022 Award Winners - BEST DISPENSARY Northern California Press Democrat Thu 2022-03-31 Cheech Marin to visit Mercy Wellness in Santa Rosa, Cotati Leafly Mon 2022-03-07 The best-rated weed stores in California North Bay Business Journal Mon 2022-03-07 Sonoma County's Mercy Wellness free medical cannabis program a team effort with Mendocino County grower, Oakland distributor
Press Democrat Sat 2022-01-15 Cotati fundraiser focuses on support for the arts Press Democrat Wed 2021-12-08 North Coast lawmaker joins call to ease tax burden for California cannabis industry North Bay Bohemian Wed 2021-04-21 Helping Humans Feel Better Since 500 BC - Economic Impact of Cannabis Washington Post Tue 2020-04-14 Weed is deemed 'essential' in California, but many pot businesses are on the brink of failure Marijuana Venture Wed 2020-04-01 Smoke and Mirrors
Press Democrat Fri 2020-03-27 Sonoma County cannabis dispensaries that delivery better positioned during pandemic.

Fox 10 Phoenix Wed 2020-03-18 Run on marijuana dispensaries as Bay Area shelters-in-place Fox KTVU Bay Area Channel 2
News
Tue 2020-03-17 Run on marijuana dispensaries as Bay Area shelters-in-place KTVU Bay Area News Tue 2020-03-17 Run on marijuana dispensaries as Bay Area shelters-in-place Sensi Magazine Sun 2020-03-01 Dazed and Gratified: An Interactive Cannabis Experience Press Democrat Mon 2020-02-24 Sonoma County cannabis oil manufacturers seek to ease vaping fears Press Democrat Fri 2020-01-17 Why this new Santa Rosa dispensary represents the future of cannabis stores Press Democrat Sat 2019-01-19 Legalization of marijuana off to sluggish start in Sonoma County Community Voice Fri 2018-12-14 Too much of a good thing for seniors and the holidays Emerald Report Tue 2018-12-04 Holiday shopping guide: 10 gift ideas for cannabis lovers on your list North Bay Business Journal Mon 2018-12-03 California cannabis regulator clarity spurs entrepreneurs to move forward in North Coast Cannabis Dispensary Magazine December 2018 Magazine Cover Cannabis Dispensary Magazine Sat 2018-12-01 Home-Field Advantage (Cover Story) 83 3.1.ad
Packet Pg. 978 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) dope MAGAZINE Sat 2018-11-17 Lagunitas Hi-Fi Hops: Nor Cal’s Liquid Bliss Sonoma County Gazette Mon 2018-11-05 LOCAL GUIDE to Cannabis Dispensaries and Delivery Services Community Voice Fri 2018-09-14 Cannabis symposium Sept 19th Made Local Magazine Fri 2018-06-01 Into the Light
Sonoma County Gazette Sat 2018-02-03 Cotati Heart and Soul Community Voice Fri 2018-01-26 Cotati changes cannabis cultivation regulations dope MAGAZINE Tue 2018-01-23 The Phoenix Rising from the Ashes: Heroes of the 2017 North Bay Fires Press Democrat Tue 2018-01-23 Price of pot skyrockets for California customers as new taxes kick in Emerald Report Tue 2018-01-02 California Cannabis Crystal Ball: What to expect now that weed is recreational Press Democrat Mon 2018-01-01 Recreational pot sales begin in Sonoma County Press Democrat Sun 2017-12-31 Brave new world: Legal pot sales begin Jan. 1 in Sonoma County KSRO Tue 2017-12-19 Interview: Mercy Wellness In Cotati The First To Legal Marijuana Community Voice Fri 2017-12-15 Cotati passes temporary commercial cannabis ordinance Press Democrat Tue 2017-12-12 Cotati approves adult pot sales, Rohnert Park bans all commercial distribution SF Weekly Mon 2017-11-06 Voters to decide pot, rent control issues in low-key Tuesday election SF Chronicle Sat 2017-11-04 Wine Country fires turn Sonoma County elections into mail-only contests Sonoma County Gazette Wed 2017-11-01 Barrister Bits
CBS San Francisco Thu 2017-08-17 Cotati Marijuana Dispensary Packaging Weed In Cans Press Democrat Tue 2017-08-08 Move over canned foods and make room for canned pot San Francisco Magazine Fri 2017-07-14 The Best of the NorthBay 2017 Press Democrat Tue 2017-06-13 Santa Rosa bans cannabis operators in zone near West End neighborhood Press Democrat Tue 2017-05-16 Santa Rosa City Council rejects move to block cannabis startup Press Democrat Fri 2017-05-12 Santa Rosa cannabis fuels land-use fued North Bay Business Journal Mon 2017-04-17 CannaCom Valley: Rise of Sonoma County’s cannabis commercial cluster Press Democrat Tue 2016-07-26 Best of Sonoma County 2016: So Sonoma County dope MAGAZINE Thu 2016-07-14 Review: Mercy Wellness
dope MAGAZINE Mon 2016-04-25 Medical Monday: Elevated Cannabis Compliance Conference Press Democrat Fri 2013-12-13 Country fair raises marijuanas profile Community Voice Thu 2012-04-05 Cotati OKs expansion of cannabis dispensary Community Voice Fri 2012-03-30 Cotati medicinal marijuna dispensary gets OK to expand Press Democrat Thu 2012-03-29 Cotati Pot Provider Gets Ok to Expand Press Democrat Mon 2012-03-19 Pot Dispensary in Cotati Seeks to Expand Community Voice Fri 2010-07-23 Its Not a Pot Club, Cotati's only marijuana dispensary shows future of medicinal cannabis collectives Press Democrat Fri 2010-03-12 Advocates welcome medical pot clinic Community Voice Fri 2010-02-12 Cotati planners approve zoning for medical marijana dispensary Press Democrat Mon 2010-02-08 Cotati marijuana dispensary proposed N2 Packaging Systems Customer Testimonial
N2 Packaging Systems High Volume System
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Packet Pg. 979 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendices
Appendix A - Budget
Appendix B - ProForma
Appendix C - Mercy Wellness Healdsburg Performance Timeline Appendix D - Mercy Wellness Healdsburg Retail Operating Timeline Appendix E - Mercy Wellness Healdsburg Construction Timeline Appendix F - Membership Agreement
Appendix G - Driving High is DUI
Appendix H - Waste Management Plan
Appendix I - Felicia Accomazzo TREDS Driving High is DUI Course Trainer Certificate Appendix J - Detailed Security Plan + DCC Premise Diagram w/ Cameras (Confidential) Appendix K - Sustainability Report and Action Plan
Appendix L - Site Plan
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ppendixA-BudgetforConstruction,andStartUpOperations
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Packet Pg. 981 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix B - ProForma: Sales Forecast Year 1
Mercy Wellness Healdsburg RFP Pro Forma SalesForecast Year1 .jpg (Click Link Above to View Full Screen Document)
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Packet Pg. 982 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix B - ProForma: Sales Forecast Years 2-3
Mercy Wellness Healdsburg RFP Pro Forma-SalesForecastYears1-3.jpg (Click Link Above to View Full Screen Document)
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Packet Pg. 983 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix B - ProForma: Sales Forecast Tax Benefit Years 1-3 Mercy Wellness Healdsburg RFP Pro Forma - Tax Benefit Years 1-3.jpg (Click Link Above to View Full Screen Document)
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Packet Pg. 984 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix B - ProForma: Payroll Year 1
Mercy Wellness Healdsburg RFP Pro Forma Payroll Year 1.jpg (Click Link Above to View Full Screen Document)
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Packet Pg. 985 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix B - ProForma: Payroll Years 1-3
Mercy Wellness Healdsburg RFP Pro Forma Payroll Years 1-3.jpg (Click Link Above to View Full Screen Document)
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Packet Pg. 986 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix B - ProForma: Operational Expenses Year 1
Mercy Wellness Healdsburg RFP Pro Forma-OpExYear1.jpg
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Packet Pg. 987 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix B - ProForma: Operational Expenses Years 2-3
Mercy Wellness Healdsburg RFP Pro Forma .xlsx - 5b-OpExYrs1-3.jpg (Click Link Above to View Full Screen Document)
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Packet Pg. 988 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix C - Mercy Wellness Healdsburg Performance Timeline Mercy Wellness Healdsburg Performance Timeline.pdf
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Packet Pg. 989 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix D - Mercy Wellness Healdsburg Retail Operating Timeline Mercy Wellness Healdsburg Retail Operating Timeline.pdf (Click Link Above to View Full Screen Document)
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Packet Pg. 990 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix E - Mercy Wellness Healdsburg Construction Timeline Mercy Healdsburg Construction Timeline - Gantt Chart - MW Healdsburg.pdf (Click Link Above to View Full Screen Document)
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ppendixH-WasteManagementPlan
100

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ppendixH-WasteManagementPlan
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Packet Pg. 996 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix I - Impaired Driving TREDS Training Certificate for Felicia Accomazzo 102

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Packet Pg. 997 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix J: Security Plan
Appendix J: Security Plan
Section C: Security Plan
Security Plan for Mercy Wellness Healdsburg
Type 12 License: Microbusiness with Retail & Delivery
Prepared By:

E.S.P. & Alarms Inc
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Packet Pg. 998 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Confidential:

Not to be made available to the public
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Packet Pg. 1015 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Appendix K - Sustainability Report & Action Plan

INTRODUCTION
This document describes Mercy Wellness Healdsburg’s Sustainability Plan and is divided into five categories:

General, Energy, Water, Solid Waste, and Pollution Prevention. This plan describes ongoing sustainability practices Mercy Wellness currently utilizes as well as innovative practices that are intended for the new Healdsburg location. Reducing carbon emissions and running a sustainable business is very important to Mercy Wellness and our new proposed Healdsburg facility.

The Three E’s of Sustainability are defined as:

Environment: Environmental benefits derived from reduction of natural resource consumption. Focused on four categories: Energy, Water, Waste, and Pollution Prevention.

Economy: Economic benefits derived from reducing operational costs associated with resources. Focused on two categories: Internal and External economic benefits.

Equity: Social and community benefits associated with running a company whose sustainable values are incorporated into every facet of operations. Focused on internal well being of staff and customers, and benefitting the Healdsburg community.

GENERAL PROJECTS
PHASE I: Applicant’s Ongoing General Policies and Procedures in Existing Locations G1. Staff assigned to monitor water, energy, and waste bills to identify spikes in usage G2. Chooses Green Certified vendors when available
G3. Hires from the local community
G4. Supports neighborhood improvement projects
G5. Supports organizations that provide Healdsburg neighborhood services G6. Provides discounts for veterans, impoverished residents, and medical users G7. Provides discounts for those using alternative means of transportation e.g. public transportation, bicycles, micro-mobility devices
PHASE II: Additions for Healdsburg facility
G8. Close proximity to bus services to allow for car free patronage to reduce carbon emissions G9. Audit, re-evaluate, and implement new measures annually to achieve highest reduction rates G10. Post this plan in break room or visible area for employees to review G11. Explore local certification as a Green Business
G12. Continue to support neighborhood improvement projects G13. Continue to support organizations that provide Healdsburg neighborhood services ENERGY
This section focuses on the reduction of energy consumption within the facility. Goals will be accomplished through the implementation of policies and projects concentrating on training, education, and efficient use of equipment.

PHASE I: Applicant’s Ongoing Energy Policies and Procedures in Existing Locations 121

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Packet Pg. 1016 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) E1. We have already applied for Healdsburg Green Rate renewable energy through the City of Healdsburg’s Electric Utility Department
E2. Activates all power electronic management systems to reduce power E3. Implemented a policy that all electronic devices and lighting be turned off when not in use and use automatic switches to turn off lights
E4. Arranges workspaces to take advantage of areas with natural light E5. Cleans lighting fixtures, diffusers and lamps twice a year to increase lighting output E6. Set the thermostat to 78° for cooling and 68° for heating when those temperatures are reached E7. Conducts regular maintenance on HVAC unit
E8. Uses weather stripping to seal air gaps around doors and windows E9. Utilizes a smart programmable thermostat
E10. Chooses light colors when repainting exterior or roofs to reflect more sunlight E11. Only purchases and installs LED lighting
E12. Manufactures additional items within Sonoma County reducing vehicle miles traveled E13. Replace gas water heater for a new energy efficient electric water heater PHASE II: Additions for Healdsburg facility
E14. Make pre-rolls onsite to eliminate transportation waste of this very popular product E15. Purchase renewable energy from Healdsburg Green Rate E16. Use task lighting instead of lighting entire area
E17. Only purchase office equipment with Energy Star certification (or equivalent efficiency) E18. Insulate all hot water pipes
E19. Replace gas water heater for a new energy efficient electric water E20. Apply window film to reduce solar heat gain on clear windows E21. Install solar tubes where appropriate to reduce number of lamps needed E22. Use dimmable ballasts, light sensors and timers to take advantage of daylight E23. Explore using energy-efficient triple-pane windows E24. Plant deciduous trees and bushes on south side of building for natural shading in summer, and when leaves drop, natural light in winter
E25. Engage the community to identify new ways applicant can support local projects E26. Review opportunities to implement solar projects where financially feasible WATER
This section focuses on the reduction of water consumption within the facility. Goals will be accomplished through the implementation of policies and projects concentrating on training, education, and efficient use of equipment.

PHASE I: Applicant’s Ongoing Water Policies and Procedures in Existing Locations W1. Regularly checks for and repairs all leaks in the facility.

W2. Uses dry floor cleaning methods followed by damp mopping, rather than spraying with water W3. Cleans windows on an as needed basis
W4. Installed dual flush toilets
W5. Install Brio Brand Reverse Osmosis water stations that use sustainable water filtration systems to eliminate the use of plastic water bottles
PHASE II: Additions for Healdsburg facility
W6. Install 0.5 gpm low flow aerators in bathrooms
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Packet Pg. 1017 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) W7. Work with property manager to reduce water consumption associate with landscaping needs through usage of drought tolerant and native plants
W8. Audit, re-evaluate, and implement new measures as needed to achieve highest reduction rates W9. Consider onsite water catchment systems for local landscaping needs W10. Consider parking lot bioswales to catch and infiltrate water W11. Engage the community to identify new ways applicant can support water conservation

SOLID WASTE
This section focuses on the reduction of upstream and downstream waste, and the diversion of landfill materials coming from the dispensary. Goals will be accomplished through the implementation of policies and projects concentrating on training, education, and proper waste set up and working with vendors to reduce waste entering and leaving the dispensary.

PHASE I: Applicant’s Ongoing Solid Waste Policies and Procedures in Existing Locations S1. Utilizes cannabis packaging in recyclable metal cans with Nitrogen S2. Completes annual waste audits, identifying items that can be donated, reused, recycled, and composted S3. Diverts all non-landfill materials, recycling and compost, from their waste stream S4. Eliminated individual bottles of water for employees and guests. Filtered water in reusable glasses is offered in lieu.

S5. Practices efficient printing by using narrow margins, using the size reduction feature (print two pages onto one page), and posting instructions on how to load letterhead and envelopes (to avoid misprints) S6. Discourages the printing of emails and documents
S7. Eliminated unnecessary forms, redesigned forms to use less paper, or switched to electronic forms PHASE II: Additions for Healdsburg facility
S8. Set copiers and printers that have duplex printing capability to default mode. New machines must have duplex printing capability
S9. Provide customers with 100% recycled paper bags instead of plastic (which bioaccumulates) S10. Purchase copier/printer paper with at least 30% (goal of 100%) post consumer waste S11. Use janitorial paper products with at least 35% (goal of 100%) post consumer waste S12. Donate furniture, supplies, scrap materials or use waste exchange programs where other businesses can take unwanted items
S13. Engage the community to identify new ways applicant can support local projects

POLLUTION PREVENTION
This section focuses on the reduction in pollution associated with running a retail business. Goals will be accomplished through the implementation of policies and projects concentrating on training, education, and proper storage of in house items.

PHASE I: Applicant’s Ongoing Policies and Procedures in Existing Locations P1. Checks Material Safety Data Sheets and labels for all cleaning products and building maintenance materials. Identify safer alternatives. Avoid products with labels containing Prop. 65 warnings P2. Disposes any hazardous waste at our local Household Hazardous Waste Program P3. Routinely checks for and address leaks, spills, and emissions of chemicals, paints, and cleaners P4. Ensures that nothing other than rain enters storm drains P5. Keeps dumpsters covered, not overflowing and impermeable to rainwater. Keeps dumpsters and parking areas clean 123

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Packet Pg. 1018 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications) P6. Patronizes businesses close to the business when available P7. Stores any potentially hazardous materials securely and controls access P8. Reduces chemicals (cleaners, pesticides, paints, etc.) used and stored, disposing of any unneeded products at the local Household Hazardous Waste Program
P9. Eliminates or reduces pesticides by using Integrated Pest Management (IPM), which includes good housekeeping, acting only when needed, making physical changes to keep pests out, and, lastly, using less or non-toxic pesticides PHASE II: Additions for Healdsburg facility
P10. Encourage employees and customers to take alternative modes of transportation when frequenting the establishment, call out the City of Healdsburg multiple micro-mobility devices available (e-scooters, e-bikes) P11. Install multiple bike racks
P12. Work with janitorial staff to use safer alternatives to potentially harmful products. Require the use of low toxic cleaning products such as those that meet Green Seal certification standards (greenseal.org) P13. Replace all aerosols with pump dispensers, if available P14. Use low or no-VOC paint products
P15. Offer secure bicycle storage for staff and customers.

P16. Use natural or low emissions building materials, carpets or furniture P17. Audit, re-evaluate, and implement new measures as needed to achieve highest reduction rates P18. Engage the community to identify new ways applicant can support local projects ENERGY - E1: Applied for City of Healdsburg Electric Green Rate Election on 7-27-23 124

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ppendixL-SitePlan
A1.0SitePlan.pdf
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Packet Pg. 1020 Attachment: Mercy Wellness Evaluation Criteria (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

WELLNESS
MERCY

HEALDSBURG

BACKGROUND
CHECK

DOCUMENTATION
City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023
PDF File #3

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Packet Pg. 1021 Attachment: Mercy Wellness Background Check Information (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Felicia Accomazzo <[email protected]>
Fwd: bc-Healdsburg
Brandon Levine <[email protected]> Tue, Jul 25, 2023 at 7:15 PM To: Felicia Accomazzo <[email protected]>
Sent from my iPad
Begin forwarded message:

From: cannabis backgroundcheck <[email protected]> Date: July 25, 2023 at 7:14:27 PM PDT
To: [email protected]
Subject: bc-Healdsburg
Reply-To: [email protected]
Thank you for submitting your background check application:

Name: Brandon Edward Levine
Business Name: Mercy Wellness Healdsburg
DBA: Mercy Wellness Healdsburg

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Packet Pg. 1022 Attachment: Mercy Wellness Background Check Information (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Felicia Accomazzo <[email protected]>
bc-Healdsburg
cannabis backgroundcheck <[email protected]> Tue, Jul 25, 2023 at 7:28 PM Reply-To: [email protected]
To: [email protected]
Thank you for submitting your background check application:

Name: Felicia Maria Accomazzo
Business Name: Mercy Wellness Healdburg
DBA: Mercy Wellness Healdsburg

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Packet Pg. 1023 Attachment: Mercy Wellness Background Check Information (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Felicia Accomazzo <[email protected]>
Fwd: bc-Healdsburg
Beth-Anne Jacobson <[email protected]> Wed, Jul 26, 2023 at 8:56 AM To: Felicia Accomazzo <[email protected]>
---------- Forwarded message ---------
From: cannabis backgroundcheck <[email protected]> Date: Wed, Jul 26, 2023 at 8:51AM
Subject: bc-Healdsburg
To: <[email protected]>
Thank you for submitting your background check application:

Name: BethAnne Marie Jacobson
Business Name: Mercy Wellness Healdsburg
DBA: Mercy Wellness Healdsburg

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Packet Pg. 1024 Attachment: Mercy Wellness Background Check Information (4237 : Public Hearing to Consider Retail Cannabis Business Applications) Felicia Accomazzo <[email protected]>
Fwd: bc-Healdsburg
Colin Topor <[email protected]> Tue, Jul 25, 2023 at 9:11 PM To: Felicia Accomazzo <[email protected]>
Here's the confirmation email!
Thanks,
Colin "CJ" Topor
Operations Manager
cell: (415)858-9379
www.mercywellness.com
---------- Forwarded message ---------
From: cannabis backgroundcheck <[email protected]> Date: Tue, Jul 25, 2023 at 9:11PM
Subject: bc-Healdsburg
To: <[email protected]>
Thank you for submitting your background check application:

Name: Colin James Topor
Business Name: Mercy Wellness Healdsburg
DBA: Mercy Wellness Healdsburg

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Packet Pg. 1025 Attachment: Mercy Wellness Background Check Information (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

WELLNESS
MERCY

HEALDSBURG
PDF FILE #4
City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023

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Packet Pg. 1026 Attachment: Mercy Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

WELLNESS
MERCY

HEALDSBURG

PROOF OF

CAPITALIZATION
City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023
PDF File #4

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WELLNESS
MERCY

HEALDSBURG

BUSINESS ENTITY

FORMATION AND

ORGANIZING

DOCUMENTS
City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023
PDF File #4

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WELLNESS
MERCY

HEALDSBURG

FILED ARTICLES OF

INCORPORATION
City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023
PDF File #4

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WELLNESS
MERCY

HEALDSBURG

BY LAWS
City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023
PDF File #4

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WELLNESS
MERCY

HEALDSBURG

STATEMENT OF

INFORMATION
City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023
PDF File #4

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WELLNESS
MERCY

HEALDSBURG

MINUTES OF ACTION BY

INCORPORATORS -

ELECTION OF DIRECTORS
City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023
PDF File #4

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WELLNESS
MERCY

HEALDSBURG

MINUTES - ELECTION OF

OFFICERS,

SHAREDHOLDERS, BANK
RESOLUTION, ETC.

City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023
PDF File #4

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WELLNESS
MERCY

HEALDSBURG

STOCK CERTIFICATE
FELICIA ACCOMAZZO (20%)
City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023
PDF File #4

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Packet Pg. 1073 Attachment: Mercy Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 1074 Attachment: Mercy Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business

WELLNESS
MERCY

HEALDSBURG

STOCK CERTIFICATE

MERCY WELLNESS OF
COTATI (80%)
City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023
PDF File #4

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Packet Pg. 1075 Attachment: Mercy Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 1076 Attachment: Mercy Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business

WELLNESS
MERCY

HEALDSBURG

MERCY WELLNESS OF

COTATI BUSINESS

FORMATION DOCUMENTS
BRANDON LEVINE 100%
SOLE OWNER City of Healdsburg
20 Dry Creek Road
Healdsburg, Ca 95448
APN # 003-020-019
Submitted: July 28, 2023
PDF File #4

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Packet Pg. 1077 Attachment: Mercy Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business Applications)

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Packet Pg. 1078 Attachment: Mercy Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business

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Packet Pg. 1099 Attachment: Mercy Wellness Business Information & Proof of Capitalization (4237 : Public Hearing to Consider Retail Cannabis Business