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HomeMy WebLinkAboutMOMs transfer relatedFrom:Dustin Tardiff To:Dietrick, Christine; Johnson, Derek; Bailey, Georgina Cc:Becky Hall Subject:MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Monday, February 22, 2021 3:38:19 PM Attachments:Mom SLO, LLC Articles of Organization.01102019.pdf Mom USA, LLC Articles of Organization.10142020.pdf MOM Inc and MOM USA formation documents.pdf Mom SLO, LLC SOI.12032020.pdf Mom USA, LLC SOI.01112021.pdf MOM USA TERM SHEET - SIGNED.pdf This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuant to Section 9.10.120oftheSLOMunicipalCodethatMOMSLO, LLC dba Megan’s Organic Market at280HigueraStreetinSanLuisObispo (“MOM SLO”) is proposing to make a transferundersection9.10.120(B) and, to the extent that it is required, are seeking approval to amendthecurrentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis Operator Permit CANN-0064-2019(“ MOM SLO CCOP”), one of three retail Commercial Cannabis Operator Permits withintheCityofSLO. Current members of MOM SLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney wish to sell their respective interests in MOM SLO, which total 35%, toMOMUSA, LLC, a California Limited Liability Company which is to be wholly ownedbyMOM, Inc. a Delaware Corporation. The individual owners of MOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - all residents ofSLOCountywiththeexceptionofMs. Cardona who is currently a resident of SantaBarbaraCounty. Megan Souza is also a current owner of MOM SLO and has already passedabackgroundcheckbytheCity. Tarrah Graves is a current employee of MOM SLO andhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. CardonahavenotyetgonethroughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amended to includeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as that is required undersection9.10.120(B)(3), and that the current owners seeking to sell their interest in MOM SLO, MelissaSeligman, Levi Seligman, Lindsey Law, and Keith Sweeney, be removed from the MOMSLOCCOP. Additionally, Megan Souza and Eric Powers’ collective interest in MOM SLO willbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. AlthoughCityapprovalisnotrequiredundersection9.10.120 for this aspect of the transaction, wewouldrequestCityapprovalforthistransfer/relinquishment as well, and that the CCOPbeamendedtoreflectthesame. MOM SLO is currently, and has been, in good standing and in compliance withallapplicableregulations. MOM SLO is prepared to pay any and all necessary fees andchargesand/or provide all information reasonably necessary to the City of SLO upon request inordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growth of the MOMSLOandMegan’s Organic Market brand and business, which hopes to expandthroughoutCalifornia (and maybe someday beyond), while maintaining its flagship and principal placeofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Marketiscurrentlyprimarilyfemaleownedandoperated, however, provided the City of SLOgrantsapprovaltotherequestedtransferandamendmenttotheCCOP, it will become 100% femaleowned – a goal that Megan’s Organic Market has always had. We believe that havingawholesome, fully female-owned business, with the potential and plans fortremendousstatewideandnationalgrowth, and one that prioritizes community service, education, andresponsibleenvironmentalstewardship, headquartered in SLO would benefit thelocaleconomy, and would be a great addition to the city’s list of homegrown business success stories. Please find attached a copy of the term sheet outlining the proposed transaction (whichthepartieswouldliketoremainconfidential); a copy of the Articles of Organization andmostrecentStatementofInformationforMOMSLO, LLC; a copy of the formation documentsforMOM, Inc.; and a copy of the Articles of Organization and most recent StatementofInformationforMOMUSA, LLC. The MOM USA, LLC statement of informationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (both are also current ownersofMOMSLOLLC), however ownership will be changed as described above (i.e., MOM USA, LLC will become wholly owned by MOM, Inc.) upon approval of this proposedtransactionandamendmentoftheCCOP. We can provide the City with those updated corporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval of this proposedtransactionandtheamendmentoftheMOMSLOCCOP. All current and proposed permitees arereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directly at your soonest convenience to let us know what else we candoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Bailey, Georgina To:Dustin Tardiff; Dietrick, Christine; Johnson, Derek Cc:Becky Hall; Hermann, Greg Subject:RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Tuesday, February 23, 2021 9:22:31 AM Attachments:image001.png Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuant to Section 9.10.120oftheSLOMunicipalCodethatMOMSLO, LLC dba Megan’s Organic Market at280HigueraStreetinSanLuisObispo (“MOM SLO”) is proposing to make a transferundersection9.10.120(B) and, to the extent that it is required, are seeking approval to amendthecurrentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis Operator Permit CANN-0064-2019(“ MOM SLO CCOP”), one of three retail Commercial Cannabis Operator Permits withintheCityofSLO. Current members of MOM SLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney wish to sell their respective interests in MOM SLO, which total 35%, toMOMUSA, LLC, a California Limited Liability Company which is to be wholly ownedbyMOM, Inc. a Delaware Corporation. The individual owners of MOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - all residents ofSLOCountywiththeexceptionofMs. Cardona who is currently a resident of SantaBarbaraCounty. Megan Souza is also a current owner of MOM SLO and has already passedabackgroundcheckbytheCity. Tarrah Graves is a current employee of MOM SLO andhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. CardonahavenotyetgonethroughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amended to includeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as that is required undersection9.10.120(B)(3), and that the current owners seeking to sell their interest in MOM SLO, MelissaSeligman, Levi Seligman, Lindsey Law, and Keith Sweeney, be removed from the MOMSLOCCOP. Additionally, Megan Souza and Eric Powers’ collective interest in MOM SLO willbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. AlthoughCityapprovalisnotrequiredundersection9.10.120 for this aspect of the transaction, wewouldrequestCityapprovalforthistransfer/relinquishment as well, and that the CCOPbeamendedtoreflectthesame. MOM SLO is currently, and has been, in good standing and in compliance withallapplicableregulations. MOM SLO is prepared to pay any and all necessary fees andchargesand/or provide all information reasonably necessary to the City of SLO upon request inordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growth of the MOMSLOandMegan’s Organic Market brand and business, which hopes to expandthroughoutCalifornia (and maybe someday beyond), while maintaining its flagship and principal placeofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Marketiscurrentlyprimarilyfemaleownedandoperated, however, provided the City of SLOgrantsapprovaltotherequestedtransferandamendmenttotheCCOP, it will become 100% femaleowned – a goal that Megan’s Organic Market has always had. We believe that havingawholesome, fully female-owned business, with the potential and plans fortremendousstatewideandnationalgrowth, and one that prioritizes community service, education, andresponsibleenvironmentalstewardship, headquartered in SLO would benefit thelocaleconomy, and would be a great addition to the city’s list of homegrown business success stories. Please find attached a copy of the term sheet outlining the proposed transaction (whichthepartieswouldliketoremainconfidential); a copy of the Articles of Organization andmostrecentStatementofInformationforMOMSLO, LLC; a copy of the formation documentsforMOM, Inc.; and a copy of the Articles of Organization and most recent StatementofInformationforMOMUSA, LLC. The MOM USA, LLC statement of informationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (both are also current ownersofMOMSLOLLC), however ownership will be changed as described above (i.e., MOM USA, LLC will become wholly owned by MOM, Inc.) upon approval of this proposedtransactionandamendmentoftheCCOP. We can provide the City with those updated corporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval of this proposed transaction and the amendment of the MOM SLO CCOP. All current and proposed permitees arereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directly at your soonest convenience to let us know what else we candoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Dustin Tardiff To:Bailey, Georgina Subject:Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Thursday, March 4, 2021 11:00:15 AM Attachments:image001.png Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuant toSection9.10.120 of the SLO Municipal Code that MOM SLO, LLC dba Megan’sOrganicMarketat280HigueraStreetinSanLuisObispo (“MOM SLO”) is proposing tomakeatransferundersection9.10.120(B) and, to the extent that it is required, areseekingapprovaltoamendthecurrentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis Operator Permit CANN- 0064-2019 (“MOM SLO CCOP”), one of three retail Commercial CannabisOperatorPermitswithintheCityofSLO. Current members of MOM SLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney wish to sell their respectiveinterestsinMOMSLO, which total 35%, to MOM USA, LLC, a California LimitedLiabilityCompanywhichistobewhollyownedbyMOM, Inc. a Delaware Corporation. TheindividualownersofMOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - all residents of SLO County with the exceptionofMs. Cardona who is currently a resident of Santa Barbara County. Megan SouzaisalsoacurrentownerofMOMSLOandhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is a current employee of MOM SLO and has also already passedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have notyetgonethroughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amended toincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as that isrequiredundersection9.10.120(B)(3), and that the current owners seeking to sell theirinterestinMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, beremovedfromtheMOMSLOCCOP. Additionally, Megan Souza and Eric Powers’ collective interest in MOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not required under section 9.10.120 forthisaspectofthetransaction, we would request City approval forthistransfer/relinquishment as well, and that the CCOP be amended to reflect the same. MOM SLO is currently, and has been, in good standing and in compliancewithallapplicableregulations. MOM SLO is prepared to pay any and all necessaryfeesandchargesand/or provide all information reasonably necessary to the City ofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growth of theMOMSLOandMegan’s Organic Market brand and business, which hopes toexpandthroughoutCalifornia (and maybe someday beyond), while maintaining itsflagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Market is currently primarily female owned and operated, however, provided the City of SLO grants approval to the requested transfer and amendmenttotheCCOP, it will become 100% female owned – a goal that Megan’s OrganicMarkethasalwayshad. We believe that having a wholesome, fully female-owned business, with the potential and plans for tremendous statewide and national growth, andonethatprioritizescommunityservice, education, and responsibleenvironmentalstewardship, headquartered in SLO would benefit the local economy, and would beagreatadditiontothecity’s list of homegrown business success stories. Please find attached a copy of the term sheet outlining the proposed transaction( which the parties would like to remain confidential); a copy of the ArticlesofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; acopyoftheformationdocumentsforMOM, Inc.; and a copy of the Articles ofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLCstatementofinformationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (both are also current owners of MOM SLO LLC), however ownershipwillbechangedasdescribedabove (i.e., MOM USA, LLC will become wholly ownedbyMOM, Inc.) upon approval of this proposed transaction and amendment oftheCCOP. We can provide the City with those updated corporate records if/whenthatbecomesnecessary. We are excited and anxious to work towards the approval of thisproposedtransactionandtheamendmentoftheMOMSLOCCOP. All current andproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directly at yoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thankyouforyourconsideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Bailey, Georgina To:Dustin Tardiff Subject:RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Monday, March 8, 2021 2:04:23 PM Attachments:image001.png Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuant toSection9.10.120 of the SLO Municipal Code that MOM SLO, LLC dba Megan’s Organic Marketat280HigueraStreetinSanLuisObispo (“MOM SLO”) is proposing to make atransferundersection9.10.120(B) and, to the extent that it is required, are seeking approvaltoamendthecurrentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis Operator Permit CANN-0064- 2019 (“MOM SLO CCOP”), one of three retail Commercial Cannabis OperatorPermitswithintheCityofSLO. Current members of MOM SLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney wish to sell their respective interests in MOM SLO, whichtotal35%, to MOM USA, LLC, a California Limited Liability Company which is tobewhollyownedbyMOM, Inc. a Delaware Corporation. The individual owners of MOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - allresidentsofSLOCountywiththeexceptionofMs. Cardona who is currently a residentofSantaBarbaraCounty. Megan Souza is also a current owner of MOM SLO and hasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is a current employee of MOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, andMs. Cardona have not yet gone through the background check process of the City. MOM SLO is requesting that the MOM SLO CCOP be amended to includeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as that is requiredundersection9.10.120(B)(3), and that the current owners seeking to sell their interest inMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, be removedfromtheMOMSLOCCOP. Additionally, Megan Souza and Eric Powers’ collective interest in MOM SLO willbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not required under section 9.10.120 for this aspect ofthetransaction, we would request City approval for this transfer/relinquishment as well, andthattheCCOPbeamendedtoreflectthesame. MOM SLO is currently, and has been, in good standing and in compliance withallapplicableregulations. MOM SLO is prepared to pay any and all necessary fees andchargesand/or provide all information reasonably necessary to the City of SLO upon requestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment( SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growth of the MOMSLOandMegan’s Organic Market brand and business, which hopes to expandthroughoutCalifornia (and maybe someday beyond), while maintaining its flagship and principalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s OrganicMarketiscurrentlyprimarilyfemaleownedandoperated, however, provided the City ofSLOgrantsapprovaltotherequestedtransferandamendmenttotheCCOP, it willbecome100% female owned – a goal that Megan’s Organic Market has always had. We believethathavingawholesome, fully female-owned business, with the potential and plansfortremendousstatewideandnationalgrowth, and one that prioritizes community service, education, and responsible environmental stewardship, headquartered in SLO wouldbenefitthelocaleconomy, and would be a great addition to the city’s list of homegrownbusinesssuccessstories. Please find attached a copy of the term sheet outlining the proposed transaction( which the parties would like to remain confidential); a copy of the Articles ofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; a copy of theformationdocumentsforMOM, Inc.; and a copy of the Articles of Organization and mostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statementofinformationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (botharealsocurrentownersofMOMSLOLLC), however ownership will be changed asdescribedabove (i.e., MOM USA, LLC will become wholly owned by MOM, Inc.) upon approvalofthisproposedtransactionandamendmentoftheCCOP. We can provide the City withthoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval of thisproposedtransactionandtheamendmentoftheMOMSLOCCOP. All current andproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththe Cityasisneededorhelpful. Please reach out to me directly at your soonest convenience to letusknowwhatelsewecandoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Dustin Tardiff To:Bailey, Georgina Subject:Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Friday, March 12, 2021 1:17:58 PM Attachments:image001.png Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuant toSection9.10.120 of the SLO Municipal Code that MOM SLO, LLC dba Megan’sOrganicMarketat280HigueraStreetinSanLuisObispo (“MOM SLO”) is proposingtomakeatransferundersection9.10.120(B) and, to the extent that it is required, areseekingapprovaltoamendthecurrentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis Operator Permit CANN- 0064-2019 (“MOM SLO CCOP”), one of three retail CommercialCannabisOperatorPermitswithintheCityofSLO. Current members of MOM SLO, MelissaSeligman, Levi Seligman, Lindsey Law, and Keith Sweeney wish to selltheirrespectiveinterestsinMOMSLO, which total 35%, to MOM USA, LLC, aCaliforniaLimitedLiabilityCompanywhichistobewhollyownedbyMOM, Inc. aDelawareCorporation. The individual owners of MOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - all residentsofSLOCountywiththeexceptionofMs. Cardona who is currently a resident ofSantaBarbaraCounty. Megan Souza is also a current owner of MOM SLO andhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is acurrentemployeeofMOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have not yet gone throughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amended toincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as thatisrequiredundersection9.10.120(B)(3), and that the current owners seeking toselltheirinterestinMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, andKeithSweeney, be removed from the MOM SLO CCOP. Additionally, Megan Souza and Eric Powers’ collective interest in MOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not required under section 9.10.120 forthisaspectofthetransaction, we would request City approval forthistransfer/relinquishment as well, and that the CCOP be amended to reflect the same. MOM SLO is currently, and has been, in good standing and incompliancewithallapplicableregulations. MOM SLO is prepared to pay any and allnecessaryfeesandchargesand/or provide all information reasonably necessary to the CityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growth oftheMOMSLOandMegan’s Organic Market brand and business, which hopestoexpandthroughoutCalifornia (and maybe someday beyond), while maintainingitsflagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. Inaddition, Megan’s Organic Market is currently primarily female owned and operated, however, provided the City of SLO grants approval to therequestedtransferandamendmenttotheCCOP, it will become 100% female owned – agoalthatMegan’s Organic Market has always had. We believe that having a wholesome, fully female-owned business, with the potential and plans for tremendousstatewideandnationalgrowth, and one that prioritizes community service, education, andresponsibleenvironmentalstewardship, headquartered in SLO would benefitthelocaleconomy, and would be a great addition to the city’s list of homegrownbusinesssuccessstories. Please find attached a copy of the term sheet outlining theproposedtransaction (which the parties would like to remain confidential); a copy oftheArticlesofOrganizationandmostrecentStatementofInformationforMOM SLO, LLC; a copy of the formation documents for MOM, Inc.; and a copy of theArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statement of information attached lists Megan Souza andEricPowersasthecurrentmanagers (both are also current owners of MOM SLO LLC), however ownership will be changed as described above (i.e., MOM USA, LLCwillbecomewhollyownedbyMOM, Inc.) upon approval of this proposedtransactionandamendmentoftheCCOP. We can provide the City with thoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval of thisproposedtransactionandtheamendmentoftheMOMSLOCCOP. All current andproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directly at yoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thankyouforyourconsideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Bailey, Georgina To:Dustin Tardiff; Megan Souza Cc:Hermann, Greg Subject:RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Wednesday, March 17, 2021 4:08:41 PM Attachments:Transfer of Ownership Notification to MOMs .pdf image001.png Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuant toSection9.10.120 of the SLO Municipal Code that MOM SLO, LLC dba Megan’s OrganicMarketat280HigueraStreetinSanLuisObispo (“MOM SLO”) is proposing to make atransferundersection9.10.120(B) and, to the extent that it is required, are seeking approvaltoamendthecurrentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis Operator Permit CANN-0064- 2019 (“MOM SLO CCOP”), one of three retail Commercial Cannabis OperatorPermitswithintheCityofSLO. Current members of MOM SLO, Melissa Seligman, LeviSeligman, Lindsey Law, and Keith Sweeney wish to sell their respective interests inMOMSLO, which total 35%, to MOM USA, LLC, a California Limited LiabilityCompanywhichistobewhollyownedbyMOM, Inc. a Delaware Corporation. TheindividualownersofMOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - all residents of SLO County with the exception of Ms. CardonawhoiscurrentlyaresidentofSantaBarbaraCounty. Megan Souza is also a current ownerofMOMSLOandhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves isacurrentemployeeofMOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have not yet gone through thebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amended toincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as that isrequiredundersection9.10.120(B)(3), and that the current owners seeking to sell their interestinMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, beremovedfromtheMOMSLOCCOP. Additionally, Megan Souza and Eric Powers’ collective interest in MOM SLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not required under section 9.10.120 for this aspect ofthetransaction, we would request City approval for this transfer/relinquishment as well, andthattheCCOPbeamendedtoreflectthesame. MOM SLO is currently, and has been, in good standing and in compliance withallapplicableregulations. MOM SLO is prepared to pay any and all necessary feesandchargesand/or provide all information reasonably necessary to the City of SLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growth of theMOMSLOandMegan’s Organic Market brand and business, which hopes toexpandthroughoutCalifornia (and maybe someday beyond), while maintaining its flagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’sOrganicMarketiscurrentlyprimarilyfemaleownedandoperated, however, providedtheCityofSLOgrantsapprovaltotherequestedtransferandamendmenttotheCCOP, itwillbecome100% female owned – a goal that Megan’s Organic Market has always had. We believe that having a wholesome, fully female-owned business, with the potentialandplansfortremendousstatewideandnationalgrowth, and one that prioritizescommunityservice, education, and responsible environmental stewardship, headquartered inSLOwouldbenefitthelocaleconomy, and would be a great addition to the city’s listofhomegrownbusinesssuccessstories. Please find attached a copy of the term sheet outlining the proposed transaction( which the parties would like to remain confidential); a copy of the ArticlesofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; a copyoftheformationdocumentsforMOM, Inc.; and a copy of the Articles of OrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLCstatementofinformationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (both are also current owners of MOM SLO LLC), however ownership willbechangedasdescribedabove (i.e., MOM USA, LLC will become wholly owned by MOM, Inc.) upon approval of this proposed transaction and amendment of the CCOP. WecanprovidetheCitywiththoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval of thisproposedtransactionandtheamendmentoftheMOMSLOCCOP. All current andproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directly at your soonest convenience toletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you foryourconsideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Dustin Tardiff To:Bailey, Georgina Subject:Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Monday, April 5, 2021 10:55:01 PM Attachments:image001.png Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuanttoSection9.10.120 of the SLO Municipal Code that MOM SLO, LLC dba Megan’sOrganicMarketat280HigueraStreetinSanLuisObispo (“MOM SLO”) isproposingtomakeatransferundersection9.10.120(B) and, to the extent that itisrequired, are seeking approval to amend the current MOM SLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis Operator Permit CANN- 0064-2019 (“MOM SLO CCOP”), one of three retail CommercialCannabisOperatorPermitswithintheCityofSLO. Current members of MOM SLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney wish toselltheirrespectiveinterestsinMOMSLO, which total 35%, to MOM USA, LLC, aCaliforniaLimitedLiabilityCompanywhichistobewhollyownedbyMOM, Inc. a Delaware Corporation. The individual owners of MOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - allresidentsofSLOCountywiththeexceptionofMs. Cardona who is currently a residentofSantaBarbaraCounty. Megan Souza is also a current owner of MOM SLOandhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is acurrentemployeeofMOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have not yet gone throughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amended toincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as thatisrequiredundersection9.10.120(B)(3), and that the current owners seeking toselltheirinterestinMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, andKeithSweeney, be removed from the MOM SLO CCOP. Additionally, Megan Souza and Eric Powers’ collective interest inMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not required undersection9.10.120 for this aspect of the transaction, we would request City approval forthistransfer/relinquishment as well, and that the CCOP be amended to reflectthesame. MOM SLO is currently, and has been, in good standing and incompliancewithallapplicableregulations. MOM SLO is prepared to pay any andallnecessaryfeesandchargesand/or provide all information reasonably necessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growth oftheMOMSLOandMegan’s Organic Market brand and business, which hopestoexpandthroughoutCalifornia (and maybe someday beyond), while maintainingitsflagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Market is currently primarily female ownedandoperated, however, provided the City of SLO grants approval to therequestedtransferandamendmenttotheCCOP, it will become 100% female owned – agoalthatMegan’s Organic Market has always had. We believe that havingawholesome, fully female-owned business, with the potential and plansfortremendousstatewideandnationalgrowth, and one that prioritizescommunityservice, education, and responsible environmental stewardship, headquartered in SLO would benefit the local economy, and would be a great addition to the city’slistofhomegrownbusinesssuccessstories. Please find attached a copy of the term sheet outlining theproposedtransaction (which the parties would like to remain confidential); a copy oftheArticlesofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; a copy of the formation documents for MOM, Inc.; and a copy oftheArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statement of information attached listsMeganSouzaandEricPowersasthecurrentmanagers (both are also current ownersofMOMSLOLLC), however ownership will be changed as described above (i.e., MOM USA, LLC will become wholly owned by MOM, Inc.) upon approval ofthisproposedtransactionandamendmentoftheCCOP. We can provide the Citywiththoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval of thisproposedtransactionandtheamendmentoftheMOMSLOCCOP. All currentandproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directly atyoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Bailey, Georgina To:Dustin Tardiff Subject:RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Tuesday, April 6, 2021 8:18:02 AM Attachments:image001.png Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuant toSection9.10.120 of the SLO Municipal Code that MOM SLO, LLC dba Megan’sOrganicMarketat280HigueraStreetinSanLuisObispo (“MOM SLO”) is proposing tomakeatransferundersection9.10.120(B) and, to the extent that it is required, areseekingapprovaltoamendthecurrentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis Operator Permit CANN- 0064-2019 (“MOM SLO CCOP”), one of three retail Commercial CannabisOperatorPermitswithintheCityofSLO. Current members of MOM SLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney wish to sell their respective interestsinMOMSLO, which total 35%, to MOM USA, LLC, a California LimitedLiabilityCompanywhichistobewhollyownedbyMOM, Inc. a Delaware Corporation. TheindividualownersofMOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - all residents of SLO County with the exceptionofMs. Cardona who is currently a resident of Santa Barbara County. Megan Souza isalsoacurrentownerofMOMSLOandhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is a current employee of MOM SLO and has also already passedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have notyetgonethroughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amended toincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as that isrequiredundersection9.10.120(B)(3), and that the current owners seeking to sell their interestinMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, beremovedfromtheMOMSLOCCOP. Additionally, Megan Souza and Eric Powers’ collective interest in MOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not required under section 9.10.120 forthisaspectofthetransaction, we would request City approval forthistransfer/relinquishment as well, and that the CCOP be amended to reflect the same. MOM SLO is currently, and has been, in good standing and in compliancewithallapplicableregulations. MOM SLO is prepared to pay any and all necessary feesandchargesand/or provide all information reasonably necessary to the City of SLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growth of theMOMSLOandMegan’s Organic Market brand and business, which hopes toexpandthroughoutCalifornia (and maybe someday beyond), while maintaining its flagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Market is currently primarily female owned and operated, however, provided the City of SLO grants approval to the requested transfer and amendmenttotheCCOP, it will become 100% female owned – a goal that Megan’s OrganicMarkethasalwayshad. We believe that having a wholesome, fully female-owned business, withthepotentialandplansfortremendousstatewideandnationalgrowth, and onethatprioritizescommunityservice, education, and responsible environmental stewardship, headquartered in SLO would benefit the local economy, and would be a greatadditiontothecity’s list of homegrown business success stories. Please find attached a copy of the term sheet outlining the proposed transaction( which the parties would like to remain confidential); a copy of the ArticlesofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; acopyoftheformationdocumentsforMOM, Inc.; and a copy of the Articles ofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLCstatementofinformationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (both are also current owners of MOM SLO LLC), however ownershipwillbechangedasdescribedabove (i.e., MOM USA, LLC will become wholly ownedbyMOM, Inc.) upon approval of this proposed transaction and amendment of the CCOP. We can provide the City with those updated corporate records if/when thatbecomesnecessary. We are excited and anxious to work towards the approval of thisproposedtransactionandtheamendmentoftheMOMSLOCCOP. All current andproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directly at your soonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you foryourconsideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Mark Cardona To:Bailey, Georgina Cc:Megan Souza Subject:Transfer of Ownership Request administrative process development progress Date:Monday, April 26, 2021 3:47:17 PM This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Dear Ms. Bailey, I hope this email finds you well! I’ve joined the Megan’s team to assist and support in the Chief Legal Officer role. I am reaching out to check in on the status of the development of the administrative process for the Transfer of Ownership Requests. Please feel free to reach out if there is anything that we can do to help facilitate this. I completely understand that this is a significant undertaking for the City and may likely take the full one to two months to develop and finalize, as previously communicated by the City. My understanding is that the City is in the process of developing the administrative process for this transfer to ensure consistency with application commitments and overall goals of the City’s cannabis business program as well as determine applicable fees or charges necessary for transfer of ownership interests. We appreciate your attention to this matter. Best regards, Mark Cardona Chief Legal Officer p • (805) 450-2741 e • Mark@MegansOrganicMarket.com w • MegansOrganicMarket.com From:Bailey, Georgina To:Mark Cardona Cc:Megan Souza Subject:RE: Transfer of Ownership Request administrative process development progress Date:Monday, April 26, 2021 3:58:13 PM Hi Mark, Thank you for the email. I want to assure you and your team that the City is in process of implementing the administrative process for Transfer of Ownership Requests. Once we have the process in place I will reach out to the Megan’s team on next steps. I anticipate reaching back out to your team in a couple weeks on next steps. Best, Georgina From: Mark Cardona <mark@megansorganicmarket.com> Sent: Monday, April 26, 2021 3:47 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Megan Souza <megan@megansorganicmarket.com> Subject: Transfer of Ownership Request administrative process development progress This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Dear Ms. Bailey, I hope this email finds you well! I’ve joined the Megan’s team to assist and support in the Chief Legal Officer role. I am reaching out to check in on the status of the development of the administrative process for the Transfer of Ownership Requests. Please feel free to reach out if there is anything that we can do to help facilitate this. I completely understand that this is a significant undertaking for the City and may likely take the full one to two months to develop and finalize, as previously communicated by the City. My understanding is that the City is in the process of developing the administrative process for this transfer to ensure consistency with application commitments and overall goals of the City’s cannabis business program as well as determine applicable fees or charges necessary for transfer of ownership interests. We appreciate your attention to this matter. Best regards, Mark Cardona Chief Legal Officer p • (805) 450-2741 e • Mark@MegansOrganicMarket.com w • MegansOrganicMarket.com From:Mark Cardona To:Bailey, Georgina Cc:Megan Souza Subject:Re: Transfer of Ownership Request administrative process development progress Date:Monday, April 26, 2021 4:24:39 PM Hi Georgina, Thank you! Best, Mark On Mon, Apr 26, 2021 at 3:58 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Mark, Thank you for the email. I want to assure you and your team that the City is in process of implementing the administrative process for Transfer of Ownership Requests. Once we have the process in place I will reach out to the Megan’s team on next steps. I anticipate reaching back out to your team in a couple weeks on next steps. Best, Georgina From: Mark Cardona <mark@megansorganicmarket.com> Sent: Monday, April 26, 2021 3:47 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Megan Souza <megan@megansorganicmarket.com> Subject: Transfer of Ownership Request administrative process development progress This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Dear Ms. Bailey, I hope this email finds you well! I’ve joined the Megan’s team to assist and support in the Chief Legal Officer role. I am reaching out to check in on the status of the development of the administrative process for the Transfer of Ownership Requests. Please feel free to reach out if there is anything that we can do to help facilitate this. I completely understand that this is a significant undertaking for the City and may likely take the full one to two months to develop and finalize, as previously communicated by the City. My understanding is that the City is in the process of developing the administrative process for this transfer to ensure consistency with application commitments and overall goals of the City’s cannabis business program as well as determine applicable fees or charges necessary for transfer of ownership interests. We appreciate your attention to this matter. Best regards, Mark Cardona Chief Legal Officer p • (805) 450-2741 e • Mark@MegansOrganicMarket.com w • MegansOrganicMarket.com From:Dustin Tardiff To:Bailey, Georgina Subject:Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Thursday, April 29, 2021 11:00:50 PM Attachments:image001.png Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuanttoSection9.10.120 of the SLO Municipal Code that MOM SLO, LLC dba Megan’sOrganicMarketat280HigueraStreetinSanLuisObispo (“MOM SLO”) isproposingtomakeatransferundersection9.10.120(B) and, to the extent thatitisrequired, are seeking approval to amend the current MOM SLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis OperatorPermitCANN-0064-2019 (“MOM SLO CCOP”), one of three retailCommercialCannabisOperatorPermitswithintheCityofSLO. Current members ofMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith SweeneywishtoselltheirrespectiveinterestsinMOMSLO, which total 35%, to MOM USA, LLC, a California Limited Liability Company which is to be wholly ownedbyMOM, Inc. a Delaware Corporation. The individual owners of MOM, Inc. areMeganSouza, Tarrah Graves, Phoebe Lipari, Allison Borges, andJillianCardona - all residents of SLO County with the exception of Ms. CardonawhoiscurrentlyaresidentofSantaBarbaraCounty. Megan Souza is also acurrentownerofMOMSLOandhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is a current employee of MOM SLO and has also alreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. CardonahavenotyetgonethroughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amendedtoincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, asthatisrequiredundersection9.10.120(B)(3), and that the currentownersseekingtoselltheirinterestinMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, be removed from the MOM SLO CCOP. Additionally, Megan Souza and Eric Powers’ collective interest inMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not required undersection9.10.120 for this aspect of the transaction, we would request City approvalforthistransfer/relinquishment as well, and that the CCOP be amended toreflectthesame. MOM SLO is currently, and has been, in good standing andincompliancewithallapplicableregulations. MOM SLO is prepared to payanyandallnecessaryfeesandchargesand/or provide all informationreasonablynecessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)( 1)). The reason for the proposed transfer is to facilitate future growth oftheMOMSLOandMegan’s Organic Market brand and business, which hopestoexpandthroughoutCalifornia (and maybe someday beyond), whilemaintainingitsflagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Market is currently primarilyfemaleownedandoperated, however, provided the City of SLO grants approval totherequestedtransferandamendmenttotheCCOP, it will become 100% femaleowned – a goal that Megan’s Organic Market has always had. We believethathavingawholesome, fully female-owned business, with the potential andplansfortremendousstatewideandnationalgrowth, and one thatprioritizescommunityservice, education, and responsible environmental stewardship, headquartered in SLO would benefit the local economy, and would be agreatadditiontothecity’s list of homegrown business success stories. Please find attached a copy of the term sheet outlining the proposed transaction (which the parties would like to remain confidential); a copy oftheArticlesofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; a copy of the formation documents for MOM, Inc.; and a copyoftheArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statement of information attachedlistsMeganSouzaandEricPowersasthecurrentmanagers (both are alsocurrentownersofMOMSLOLLC), however ownership will be changed asdescribedabove (i.e., MOM USA, LLC will become wholly owned by MOM, Inc.) uponapprovalofthisproposedtransactionandamendmentoftheCCOP. WecanprovidetheCitywiththoseupdatedcorporaterecordsif/when thatbecomesnecessary. We are excited and anxious to work towards the approval ofthisproposedtransactionandtheamendmentoftheMOMSLOCCOP. AllcurrentandproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directlyatyoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Bailey, Georgina To:Dustin Tardiff Subject:RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Tuesday, May 4, 2021 4:18:03 PM Attachments:image001.png Hi Dustin, Apologies I was out last week Thursday and Friday and am catching up on emails. We are still finalizing the transfer of ownership process, but are nearing completion. I will reach out to you hopefully within the next week or two with an update. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, April 29, 2021 11:00 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuant toSection9.10.120 of the SLO Municipal Code that MOM SLO, LLC dba Megan’sOrganicMarketat280HigueraStreetinSanLuisObispo (“MOM SLO”) is proposingtomakeatransferundersection9.10.120(B) and, to the extent that it is required, areseekingapprovaltoamendthecurrentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis Operator Permit CANN- 0064-2019 (“MOM SLO CCOP”), one of three retail Commercial CannabisOperatorPermitswithintheCityofSLO. Current members of MOM SLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney wish to sell their respectiveinterestsinMOMSLO, which total 35%, to MOM USA, LLC, a California LimitedLiabilityCompanywhichistobewhollyownedbyMOM, Inc. a Delaware Corporation. TheindividualownersofMOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - all residents of SLO County with theexceptionofMs. Cardona who is currently a resident of Santa Barbara County. MeganSouzaisalsoacurrentownerofMOMSLOandhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is a current employee of MOM SLO and has alsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. CardonahavenotyetgonethroughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amended toincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as thatisrequiredundersection9.10.120(B)(3), and that the current owners seeking toselltheirinterestinMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, andKeithSweeney, be removed from the MOM SLO CCOP. Additionally, Megan Souza and Eric Powers’ collective interest in MOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not required under section 9.10.120 forthisaspectofthetransaction, we would request City approval forthistransfer/relinquishment as well, and that the CCOP be amended to reflect the same. MOM SLO is currently, and has been, in good standing and incompliancewithallapplicableregulations. MOM SLO is prepared to pay any and allnecessaryfeesandchargesand/or provide all information reasonably necessary to the CityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growth of theMOMSLOandMegan’s Organic Market brand and business, which hopes toexpandthroughoutCalifornia (and maybe someday beyond), while maintaining itsflagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Market is currently primarily female owned and operated, however, provided the City of SLO grants approval to the requested transferandamendmenttotheCCOP, it will become 100% female owned – a goal that Megan’sOrganicMarkethasalwayshad. We believe that having a wholesome, fully female- owned business, with the potential and plans for tremendous statewide andnationalgrowth, and one that prioritizes community service, education, andresponsibleenvironmentalstewardship, headquartered in SLO would benefit the local economy, and would be a great addition to the city’s list of homegrown business success stories. Please find attached a copy of the term sheet outlining theproposedtransaction (which the parties would like to remain confidential); a copy oftheArticlesofOrganizationandmostrecentStatementofInformationforMOM SLO, LLC; a copy of the formation documents for MOM, Inc.; and a copy of theArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. TheMOMUSA, LLC statement of information attached lists Megan Souza andEricPowersasthecurrentmanagers (both are also current owners of MOM SLO LLC), however ownership will be changed as described above (i.e., MOM USA, LLCwillbecomewhollyownedbyMOM, Inc.) upon approval of this proposedtransactionandamendmentoftheCCOP. We can provide the City with thoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval of thisproposedtransactionandtheamendmentoftheMOMSLOCCOP. All current andproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directly at yoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thankyouforyourconsideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Mark Cardona To:Bailey, Georgina Cc:Megan Souza Subject:Re: Transfer of Ownership Request administrative process development progress Date:Thursday, May 13, 2021 11:35:07 AM Hi Georgina, I hope this email finds you well. I want to extend my condolences to you, the City of San Luis Obispo community, and our compassion to the families of the officer we lost in the line of duty and those injured. I understand that this is a pressing and devastating event for the San Luis Obispo community to be going through. I understand that resolving and processing through this tragedy is a high priority at this time. I am checking in with respect to the City administrative transfer of ownership process. We will continue to be patient but just wanted to get back on your radar. Thank you so much for your time and attention to this matter. We're available to facilitate the process in any way we can be helpful. Best regards, Mark Cardona 805-450-2741 On Mon, Apr 26, 2021 at 4:24 PM Mark Cardona <mark@megansorganicmarket.com> wrote: Hi Georgina, Thank you! Best, Mark On Mon, Apr 26, 2021 at 3:58 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Mark, Thank you for the email. I want to assure you and your team that the City is in process of implementing the administrative process for Transfer of Ownership Requests. Once we have the process in place I will reach out to the Megan’s team on next steps. I anticipate reaching back out to your team in a couple weeks on next steps. Best, Georgina From: Mark Cardona <mark@megansorganicmarket.com> Sent: Monday, April 26, 2021 3:47 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Megan Souza <megan@megansorganicmarket.com> Subject: Transfer of Ownership Request administrative process development progress This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Dear Ms. Bailey, I hope this email finds you well! I’ve joined the Megan’s team to assist and support in the Chief Legal Officer role. I am reaching out to check in on the status of the development of the administrative process for the Transfer of Ownership Requests. Please feel free to reach out if there is anything that we can do to help facilitate this. I completely understand that this is a significant undertaking for the City and may likely take the full one to two months to develop and finalize, as previously communicated by the City. My understanding is that the City is in the process of developing the administrative process for this transfer to ensure consistency with application commitments and overall goals of the City’s cannabis business program as well as determine applicable fees or charges necessary for transfer of ownership interests. We appreciate your attention to this matter. Best regards, Mark Cardona Chief Legal Officer p • (805) 450-2741 e • Mark@MegansOrganicMarket.com w • MegansOrganicMarket.com From:Bailey, Georgina To:Mark Cardona Cc:Megan Souza Subject:RE: Transfer of Ownership Request administrative process development progress Date:Thursday, May 13, 2021 11:54:33 AM Hi Mark, Thank you for your email, we at the City appreciate your support and understanding as we assist the Police Department and Community during this difficult time. I also appreciate and want to thank the entire Megan’s Team for their support and compassion of our officers. We are still working on the transfer, and hopefully I will be able to reach out to your team in the next week or so with an update. I want to assure your team I will work with your business to get MOMs through the transfer of ownership process once it is finalized. Best, Georgina From: Mark Cardona <mark@megansorganicmarket.com> Sent: Thursday, May 13, 2021 11:35 AM To: Bailey, Georgina <gbailey@slocity.org> Cc: Megan Souza <megan@megansorganicmarket.com> Subject: Re: Transfer of Ownership Request administrative process development progress Hi Georgina, I hope this email finds you well. I want to extend my condolences to you, the City of San Luis Obispo community, and our compassion to the families of the officer we lost in the line of duty and those injured. I understand that this is a pressing and devastating event for the San Luis Obispo community to be going through. I understand that resolving and processing through this tragedy is a high priority at this time. I am checking in with respect to the City administrative transfer of ownership process. We will continue to be patient but just wanted to get back on your radar. Thank you so much for your time and attention to this matter. We're available to facilitate the process in any way we can be helpful. Best regards, Mark Cardona 805-450-2741 On Mon, Apr 26, 2021 at 4:24 PM Mark Cardona <mark@megansorganicmarket.com> wrote: Hi Georgina, Thank you! Best, Mark On Mon, Apr 26, 2021 at 3:58 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Mark, Thank you for the email. I want to assure you and your team that the City is in process of implementing the administrative process for Transfer of Ownership Requests. Once we have the process in place I will reach out to the Megan’s team on next steps. I anticipate reaching back out to your team in a couple weeks on next steps. Best, Georgina From: Mark Cardona <mark@megansorganicmarket.com> Sent: Monday, April 26, 2021 3:47 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Megan Souza <megan@megansorganicmarket.com> Subject: Transfer of Ownership Request administrative process development progress This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Dear Ms. Bailey, I hope this email finds you well! I’ve joined the Megan’s team to assist and support in the Chief Legal Officer role. I am reaching out to check in on the status of the development of the administrative process for the Transfer of Ownership Requests. Please feel free to reach out if there is anything that we can do to help facilitate this. I completely understand that this is a significant undertaking for the City and may likely take the full one to two months to develop and finalize, as previously communicated by the City. My understanding is that the City is in the process of developing the administrative process for this transfer to ensure consistency with application commitments and overall goals of the City’s cannabis business program as well as determine applicable fees or charges necessary for transfer of ownership interests. We appreciate your attention to this matter. Best regards, Mark Cardona Chief Legal Officer p • (805) 450-2741 e • Mark@MegansOrganicMarket.com w • MegansOrganicMarket.com From:Mark Cardona To:Bailey, Georgina Cc:Megan Souza Subject:Re: Transfer of Ownership Request administrative process development progress Date:Thursday, May 13, 2021 11:59:25 AM Thank you, Georgina! Best wishes, Mark On Thu, May 13, 2021 at 11:54 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Mark, Thank you for your email, we at the City appreciate your support and understanding as we assist the Police Department and Community during this difficult time. I also appreciate and want to thank the entire Megan’s Team for their support and compassion of our officers. We are still working on the transfer, and hopefully I will be able to reach out to your team in the next week or so with an update. I want to assure your team I will work with your business to get MOMs through the transfer of ownership process once it is finalized. Best, Georgina From: Mark Cardona <mark@megansorganicmarket.com> Sent: Thursday, May 13, 2021 11:35 AM To: Bailey, Georgina <gbailey@slocity.org> Cc: Megan Souza <megan@megansorganicmarket.com> Subject: Re: Transfer of Ownership Request administrative process development progress Hi Georgina, I hope this email finds you well. I want to extend my condolences to you, the City of San Luis Obispo community, and our compassion to the families of the officer we lost in the line of duty and those injured. I understand that this is a pressing and devastating event for the San Luis Obispo community to be going through. I understand that resolving and processing through this tragedy is a high priority at this time. I am checking in with respect to the City administrative transfer of ownership process. We will continue to be patient but just wanted to get back on your radar. Thank you so much for your time and attention to this matter. We're available to facilitate the process in any way we can be helpful. Best regards, Mark Cardona 805-450-2741 On Mon, Apr 26, 2021 at 4:24 PM Mark Cardona <mark@megansorganicmarket.com> wrote: Hi Georgina, Thank you! Best, Mark On Mon, Apr 26, 2021 at 3:58 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Mark, Thank you for the email. I want to assure you and your team that the City is in process of implementing the administrative process for Transfer of Ownership Requests. Once we have the process in place I will reach out to the Megan’s team on next steps. I anticipate reaching back out to your team in a couple weeks on next steps. Best, Georgina From: Mark Cardona <mark@megansorganicmarket.com> Sent: Monday, April 26, 2021 3:47 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Megan Souza <megan@megansorganicmarket.com> Subject: Transfer of Ownership Request administrative process development progress This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Dear Ms. Bailey, I hope this email finds you well! I’ve joined the Megan’s team to assist and support in the Chief Legal Officer role. I am reaching out to check in on the status of the development of the administrative process for the Transfer of Ownership Requests. Please feel free to reach out if there is anything that we can do to help facilitate this. I completely understand that this is a significant undertaking for the City and may likely take the full one to two months to develop and finalize, as previously communicated by the City. My understanding is that the City is in the process of developing the administrative process for this transfer to ensure consistency with application commitments and overall goals of the City’s cannabis business program as well as determine applicable fees or charges necessary for transfer of ownership interests. We appreciate your attention to this matter. Best regards, Mark Cardona Chief Legal Officer p • (805) 450-2741 e • Mark@MegansOrganicMarket.com w • MegansOrganicMarket.com From:Dustin Tardiff To:Dietrick, Christine Subject:Re: MOM SLO LLC - Request for Approval and Amendment (CANN-0064-2019) Date:Friday, May 28, 2021 4:58:37 PM This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hi Christine! I wanted to reach out to you directly because I haven't heard anything from Georgina or the City. I'm trying to be just annoying enough to encourage the request to move forward but not so annoying as to have everyone at the City annoyed with me or MOM SLO. The entities involved in the purchase are going to be running into trouble soon if it continues to stay in this holding pattern. I was wondering if you have an inside track on the status? On March 17th we were led to believe 2 months was the max we would have to wait and I feel like it keeps getting put off. I don't want to go into the laundry list of reasons that this wait is having an economic impact on the parties involved because I just assumed that the City is aware of that aspect. I'm sorry to bug you about this but I figured you'd be less annoyed by me than Georgina at this stage. Let me know if you know. I appreciate your time, as always. Dustin DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Dustin Tardiff To:Bailey, Georgina; Dietrick, Christine; Johnson, Derek Cc:Mark Cardona Subject:Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Friday, June 25, 2021 11:31:56 AM Attachments:image001.png Hi All / Mr. Johnson: Hope all is well with everyone. It has been over four months since MOM SLO / MOM USA’s Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] was submitted on February 22 this year. We have received very little information in these past four months. As I know you are all aware, the parties cannot take any actions to consummate the transactions contemplated by the amendment until approval is received from the City per the City’s instruction. This long delay is causing a lot of problems with the ability to conduct business and is approaching the point where it will be causing legal compliance issues. We are over a month past the timeline the City gave to us on March 17th. Everyone involved has been very patient and we are all anxious to get some accurate information about next steps. We completely understand how busy you all must be and the complex and novel nature of this process for the City and are here to assist in whatever way we can. Please let us know if there is any other information that we can provide to you. We look forward to hearing the current status of this matter at your soonest convenience. Dustin On Tue, May 4, 2021 at 4:18 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies I was out last week Thursday and Friday and am catching up on emails. We are still finalizing the transfer of ownership process, but are nearing completion. I will reach out to you hopefully within the next week or two with an update. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, April 29, 2021 11:00 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuanttoSection9.10.120 of the SLO Municipal Code that MOM SLO, LLCdbaMegan’s Organic Market at 280 Higuera Street in San Luis Obispo (“MOMSLO”) is proposing to make a transfer under section 9.10.120(B) and, totheextentthatitisrequired, are seeking approval to amend the currentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis OperatorPermitCANN-0064-2019 (“MOM SLO CCOP”), one of three retailCommercialCannabisOperatorPermitswithintheCityofSLO. Current membersofMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, andKeithSweeneywishtoselltheirrespectiveinterestsinMOMSLO, which total 35%, to MOM USA, LLC, a California Limited Liability Company which is tobewhollyownedbyMOM, Inc. a Delaware Corporation. The individualownersofMOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, AllisonBorges, and Jillian Cardona - all residents of SLO County with theexceptionofMs. Cardona who is currently a resident of Santa Barbara County. MeganSouzaisalsoacurrentownerofMOMSLOandhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is a current employee ofMOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have not yet gone through thebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amendedtoincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as that is required under section 9.10.120(B)(3), and that the currentownersseekingtoselltheirinterestinMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, be removed from the MOM SLO CCOP. Additionally, Megan Souza and Eric Powers’ collective interestinMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not requiredundersection9.10.120 for this aspect of the transaction, we would requestCityapprovalforthistransfer/relinquishment as well, and that the CCOPbeamendedtoreflectthesame. MOM SLO is currently, and has been, in good standing andincompliancewithallapplicableregulations. MOM SLO is prepared to payanyandallnecessaryfeesandchargesand/or provide all informationreasonablynecessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)( 1)). The reason for the proposed transfer is to facilitate future growthoftheMOMSLOandMegan’s Organic Market brand and business, whichhopestoexpandthroughoutCalifornia (and maybe someday beyond), whilemaintainingitsflagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Market iscurrentlyprimarilyfemaleownedandoperated, however, provided the City ofSLOgrantsapprovaltotherequestedtransferandamendmenttotheCCOP, itwillbecome100% female owned – a goal that Megan’s Organic Markethasalwayshad. We believe that having a wholesome, fully female-owned business, with the potential and plans for tremendous statewide and national growth, and one that prioritizes community service, education, andresponsibleenvironmentalstewardship, headquartered in SLO would benefit thelocaleconomy, and would be a great addition to the city’s list ofhomegrownbusinesssuccessstories. Please find attached a copy of the term sheet outlining theproposedtransaction (which the parties would like to remain confidential); a copyoftheArticlesofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; a copy of the formation documents for MOM, Inc.; andacopyoftheArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statementofinformationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (both are also current owners of MOM SLO LLC), howeverownershipwillbechangedasdescribedabove (i.e., MOM USA, LLCwillbecomewhollyownedbyMOM, Inc.) upon approval of thisproposedtransactionandamendmentoftheCCOP. We can provide the Citywiththoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval ofthisproposedtransactionandtheamendmentoftheMOMSLOCCOP. AllcurrentandproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. PleasereachouttomedirectlyatyoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Bailey, Georgina To:Dustin Tardiff; Megan Souza Cc:Mark Cardona; Dietrick, Christine; Hermann, Greg Subject:RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Thursday, July 8, 2021 5:43:31 PM Attachments:MOMs - Transfer of Ownership Request.pdf image001.png Good Afternoon Dustin, Please find attached a correspondence from the City that outlines how Megan’s Organic Market should move forward with the Transfer of Ownership Request. Included in the correspondence are the Administrative Guidelines for Transfer of Ownership Requests. Please follow the Administrative Guidelines when you resubmit the Transfer of Ownership Request. Please let me know if you have any questions as you submit your request. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, June 25, 2021 11:32 AM To: Bailey, Georgina <gbailey@slocity.org>; Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org> Cc: Mark Cardona <mark@megansorganicmarket.com> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi All / Mr. Johnson: Hope all is well with everyone. It has been over four months since MOM SLO / MOM USA’s Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] was submitted on February 22 this year. We have received very little information in these past four months. As I know you are all aware, the parties cannot take any actions to consummate the transactions contemplated by the amendment until approval is received from the City per the City’s instruction. This long delay is causing a lot of problems with the ability to conduct business and is approaching the point where it will be causing legal compliance issues. We are over a month past the timeline the City gave to us on March 17th. Everyone involved has been very patient and we are all anxious to get some accurate information about next steps. We completely understand how busy you all must be and the complex and novel nature of this process for the City and are here to assist in whatever way we can. Please let us know if there is any other information that we can provide to you. We look forward to hearing the current status of this matter at your soonest convenience. Dustin On Tue, May 4, 2021 at 4:18 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies I was out last week Thursday and Friday and am catching up on emails. We are still finalizing the transfer of ownership process, but are nearing completion. I will reach out to you hopefully within the next week or two with an update. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, April 29, 2021 11:00 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuanttoSection9.10.120 of the SLO Municipal Code that MOM SLO, LLC dba Megan’sOrganicMarketat280HigueraStreetinSanLuisObispo (“MOM SLO”) isproposingtomakeatransferundersection9.10.120(B) and, to the extent that itisrequired, are seeking approval to amend the current MOM SLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis Operator Permit CANN- 0064-2019 (“MOM SLO CCOP”), one of three retail CommercialCannabisOperatorPermitswithintheCityofSLO. Current members of MOM SLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney wish toselltheirrespectiveinterestsinMOMSLO, which total 35%, to MOM USA, LLC, aCaliforniaLimitedLiabilityCompanywhichistobewhollyownedbyMOM, Inc. a Delaware Corporation. The individual owners of MOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - allresidentsofSLOCountywiththeexceptionofMs. Cardona who is currently a residentofSantaBarbaraCounty. Megan Souza is also a current owner of MOM SLOandhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is acurrentemployeeofMOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have not yet gone throughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amended toincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as thatisrequiredundersection9.10.120(B)(3), and that the current owners seeking toselltheirinterestinMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, andKeithSweeney, be removed from the MOM SLO CCOP. Additionally, Megan Souza and Eric Powers’ collective interest inMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not required undersection9.10.120 for this aspect of the transaction, we would request City approval forthistransfer/relinquishment as well, and that the CCOP be amended to reflectthesame. MOM SLO is currently, and has been, in good standing and incompliancewithallapplicableregulations. MOM SLO is prepared to pay any andallnecessaryfeesandchargesand/or provide all information reasonably necessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growth oftheMOMSLOandMegan’s Organic Market brand and business, which hopestoexpandthroughoutCalifornia (and maybe someday beyond), while maintainingitsflagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Market is currently primarily female ownedandoperated, however, provided the City of SLO grants approval to therequestedtransferandamendmenttotheCCOP, it will become 100% female owned – a goal that Megan’s Organic Market has always had. We believe that havingawholesome, fully female-owned business, with the potential and plansfortremendousstatewideandnationalgrowth, and one that prioritizescommunityservice, education, and responsible environmental stewardship, headquarteredinSLOwouldbenefitthelocaleconomy, and would be a great addition to the city’slistofhomegrownbusinesssuccessstories. Please find attached a copy of the term sheet outlining theproposedtransaction (which the parties would like to remain confidential); a copy oftheArticlesofOrganizationandmostrecentStatementofInformationforMOM SLO, LLC; a copy of the formation documents for MOM, Inc.; and a copy of theArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statement of information attached lists Megan SouzaandEricPowersasthecurrentmanagers (both are also current owners of MOMSLOLLC), however ownership will be changed as described above (i.e., MOM USA, LLC will become wholly owned by MOM, Inc.) upon approval of thisproposedtransactionandamendmentoftheCCOP. We can provide the City withthoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval of thisproposedtransactionandtheamendmentoftheMOMSLOCCOP. All currentandproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directly atyoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Mark Cardona To:Bailey, Georgina Cc:Dustin Tardiff; Megan Souza; Dietrick, Christine; Hermann, Greg Subject:Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Wednesday, July 14, 2021 8:47:14 PM Attachments:image001.png Signed Transfer of Ownership Request City of San Luis Obispo 07142021.pdf Ms. Bailey, Please find the attached Transfer of Ownership Request for Operator Megan's Organic Market in line with the process and documentation required in the Administrative Regulations. Best regards, Mark Cardona phone • (805) 450-2741 email • Mark@MegansOrganicMarket.com On Thu, Jul 8, 2021 at 5:43 PM Bailey, Georgina <gbailey@slocity.org> wrote: Good Afternoon Dustin, Please find attached a correspondence from the City that outlines how Megan’s Organic Market should move forward with the Transfer of Ownership Request. Included in the correspondence are the Administrative Guidelines for Transfer of Ownership Requests. Please follow the Administrative Guidelines when you resubmit the Transfer of Ownership Request. Please let me know if you have any questions as you submit your request. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, June 25, 2021 11:32 AM To: Bailey, Georgina <gbailey@slocity.org>; Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org> Cc: Mark Cardona <mark@megansorganicmarket.com> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi All / Mr. Johnson: Hope all is well with everyone. It has been over four months since MOM SLO / MOM USA’s Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] was submitted on February 22 this year. We have received very little information in these past four months. As I know you are all aware, the parties cannot take any actions to consummate the transactions contemplated by the amendment until approval is received from the City per the City’s instruction. This long delay is causing a lot of problems with the ability to conduct business and is approaching the point where it will be causing legal compliance issues. We are over a month past the timeline the City gave to us on March 17th. Everyone involved has been very patient and we are all anxious to get some accurate information about next steps. We completely understand how busy you all must be and the complex and novel nature of this process for the City and are here to assist in whatever way we can. Please let us know if there is any other information that we can provide to you. We look forward to hearing the current status of this matter at your soonest convenience. Dustin On Tue, May 4, 2021 at 4:18 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies I was out last week Thursday and Friday and am catching up on emails. We are still finalizing the transfer of ownership process, but are nearing completion. I will reach out to you hopefully within the next week or two with an update. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, April 29, 2021 11:00 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis ObispopursuanttoSection9.10.120 of the SLO Municipal Code that MOM SLO, LLCdbaMegan’s Organic Market at 280 Higuera Street in San Luis Obispo (“MOMSLO”) is proposing to make a transfer under section 9.10.120(B) and, totheextentthatitisrequired, are seeking approval to amend the currentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis OperatorPermitCANN-0064-2019 (“MOM SLO CCOP”), one of three retailCommercialCannabisOperatorPermitswithintheCityofSLO. Current membersofMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, andKeithSweeneywishtoselltheirrespectiveinterestsinMOMSLO, whichtotal35%, to MOM USA, LLC, a California Limited Liability Company whichistobewhollyownedbyMOM, Inc. a Delaware Corporation. TheindividualownersofMOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - all residents of SLO County withtheexceptionofMs. Cardona who is currently a resident of SantaBarbaraCounty. Megan Souza is also a current owner of MOM SLO andhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is acurrentemployeeofMOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have not yetgonethroughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amendedtoincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as that is required under section 9.10.120(B)(3), and that the currentownersseekingtoselltheirinterestinMOMSLO, Melissa Seligman, LeviSeligman, Lindsey Law, and Keith Sweeney, be removed from theMOMSLOCCOP. Additionally, Megan Souza and Eric Powers’ collective interestinMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not requiredundersection9.10.120 for this aspect of the transaction, we would requestCityapprovalforthistransfer/relinquishment as well, and that the CCOPbeamendedtoreflectthesame. MOM SLO is currently, and has been, in good standing andincompliancewithallapplicableregulations. MOM SLO is prepared topayanyandallnecessaryfeesandchargesand/or provide allinformationreasonablynecessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growthoftheMOMSLOandMegan’s Organic Market brand and business, whichhopestoexpandthroughoutCalifornia (and maybe someday beyond), while maintaining its flagship and principal place of business right here intheCityofSanLuisObispo. In addition, Megan’s Organic Market iscurrentlyprimarilyfemaleownedandoperated, however, provided the City ofSLOgrantsapprovaltotherequestedtransferandamendmenttotheCCOP, itwillbecome100% female owned – a goal that Megan’s Organic Markethasalwayshad. We believe that having a wholesome, fully female-ownedbusiness, with the potential and plans for tremendous statewideandnationalgrowth, and one that prioritizes community service, education, andresponsibleenvironmentalstewardship, headquartered in SLOwouldbenefitthelocaleconomy, and would be a great addition to the city’s listofhomegrownbusinesssuccessstories. Please find attached a copy of the term sheet outlining theproposedtransaction (which the parties would like to remain confidential); a copyoftheArticlesofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; a copy of the formation documents for MOM, Inc.; andacopyoftheArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statementofinformationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (both are also current owners of MOM SLO LLC), howeverownershipwillbechangedasdescribedabove (i.e., MOM USA, LLCwillbecomewhollyownedbyMOM, Inc.) upon approval of thisproposedtransactionandamendmentoftheCCOP. We can provide the Citywiththoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval ofthisproposedtransactionandtheamendmentoftheMOMSLOCCOP. AllcurrentandproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. PleasereachouttomedirectlyatyoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. From:Mark Cardona To:Nunez, Jacob; Bailey, Georgina; Megan Souza Subject:Schedule Appointment for Transfer Deposit Date:Wednesday, July 14, 2021 8:53:20 PM This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Mr. Nunez, I am reaching out to you on behalf of Commercial Cannabis Retail Operator Megan's Organic Market. Per the City Transfer of Ownership Administrative Regulations, MOM is to deposit with the City a transfer deposit in the amount of $9,897.18. Per Ms. Bailey's July 8th correspondence, MOM is to arrange payment of the Transfer of Ownership Deposit with the City Finance Department. Please advise on the available methods of payment for MOM to submit this transfer deposit. If it is necessary to make payment in person, please let us know the next available appointment that we can confirm with you, as we'd like to make payment as soon as possible and move forward with completing the transfer of ownership request review and determination process. Thank you. Best regards, Mark Cardona Chief Legal Officer p • (805) 450-2741 e • Mark@MegansOrganicMarket.com w • MegansOrganicMarket.com Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. From:Hermann, Greg To:Mark Cardona; Bailey, Georgina Cc:Dustin Tardiff; Megan Souza; Dietrick, Christine Subject:RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Thursday, July 15, 2021 5:19:36 PM Attachments:image001.png Thank you Mr. Cardona. Your request has been received and Georgina will follow up on next steps. Greg From: Mark Cardona <mark@megansorganicmarket.com> Sent: Wednesday, July 14, 2021 8:43 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Dustin Tardiff <dustin@tardiffsaldo.com>; Megan Souza <megan@megansorganicmarket.com>; Dietrick, Christine <cdietric@slocity.org>; Hermann, Greg <GHermann@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Ms. Bailey, Please find the attached Transfer of Ownership Request for Operator Megan's Organic Market in line with the process and documentation required in the Administrative Regulations. Best regards, Mark Cardona phone • (805) 450-2741 email • Mark@MegansOrganicMarket.com On Thu, Jul 8, 2021 at 5:43 PM Bailey, Georgina <gbailey@slocity.org> wrote: Good Afternoon Dustin, Please find attached a correspondence from the City that outlines how Megan’s Organic Market should move forward with the Transfer of Ownership Request. Included in the correspondence are the Administrative Guidelines for Transfer of Ownership Requests. Please follow the Administrative Guidelines when you resubmit the Transfer of Ownership Request. Please let me know if you have any questions as you submit your request. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, June 25, 2021 11:32 AM To: Bailey, Georgina <gbailey@slocity.org>; Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org> Cc: Mark Cardona <mark@megansorganicmarket.com> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi All / Mr. Johnson: Hope all is well with everyone. It has been over four months since MOM SLO / MOM USA’s Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] was submitted on February 22 this year. We have received very little information in these past four months. As I know you are all aware, the parties cannot take any actions to consummate the transactions contemplated by the amendment until approval is received from the City per the City’s instruction. This long delay is causing a lot of problems with the ability to conduct business and is approaching the point where it will be causing legal compliance issues. We are over a month past the timeline the City gave to us on March 17th. Everyone involved has been very patient and we are all anxious to get some accurate information about next steps. We completely understand how busy you all must be and the complex and novel nature of this process for the City and are here to assist in whatever way we can. Please let us know if there is any other information that we can provide to you. We look forward to hearing the current status of this matter at your soonest convenience. Dustin On Tue, May 4, 2021 at 4:18 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies I was out last week Thursday and Friday and am catching up on emails. We are still finalizing the transfer of ownership process, but are nearing completion. I will reach out to you hopefully within the next week or two with an update. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, April 29, 2021 11:00 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuanttoSection9.10.120 of the SLO Municipal Code that MOM SLO, LLC dba Megan’sOrganicMarketat280HigueraStreetinSanLuisObispo (“MOM SLO”) isproposingtomakeatransferundersection9.10.120(B) and, to the extent thatitisrequired, are seeking approval to amend the current MOM SLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis OperatorPermitCANN-0064-2019 (“MOM SLO CCOP”), one of three retailCommercialCannabisOperatorPermitswithintheCityofSLO. Current members ofMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney wishtoselltheirrespectiveinterestsinMOMSLO, which total 35%, to MOM USA, LLC, a California Limited Liability Company which is to be wholly ownedbyMOM, Inc. a Delaware Corporation. The individual owners of MOM, Inc. areMeganSouza, Tarrah Graves, Phoebe Lipari, Allison Borges, andJillianCardona - all residents of SLO County with the exception of Ms. Cardona who is currently a resident of Santa Barbara County. Megan Souza is also acurrentownerofMOMSLOandhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is a current employee of MOM SLO and has also alreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. CardonahavenotyetgonethroughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amendedtoincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, asthatisrequiredundersection9.10.120(B)(3), and that the currentownersseekingtoselltheirinterestinMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, be removed from the MOM SLO CCOP. Additionally, Megan Souza and Eric Powers’ collective interest inMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not required undersection9.10.120 for this aspect of the transaction, we would request City approvalforthistransfer/relinquishment as well, and that the CCOP be amended toreflectthesame. MOM SLO is currently, and has been, in good standing andincompliancewithallapplicableregulations. MOM SLO is prepared to payanyandallnecessaryfeesandchargesand/or provide all informationreasonablynecessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growth oftheMOMSLOandMegan’s Organic Market brand and business, which hopestoexpandthroughoutCalifornia (and maybe someday beyond), whilemaintainingitsflagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Market is currently primarilyfemaleownedandoperated, however, provided the City of SLO grants approval totherequestedtransferandamendmenttotheCCOP, it will become 100% femaleowned – a goal that Megan’s Organic Market has always had. We believethathavingawholesome, fully female-owned business, with the potential andplansfortremendousstatewideandnationalgrowth, and one thatprioritizescommunityservice, education, and responsible environmental stewardship, headquartered in SLO would benefit the local economy, and would be agreatadditiontothecity’s list of homegrown business success stories. Please find attached a copy of the term sheet outlining theproposedtransaction (which the parties would like to remain confidential); a copy oftheArticlesofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; a copy of the formation documents for MOM, Inc.; and a copy oftheArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statement of information attached listsMeganSouzaandEricPowersasthecurrentmanagers (both are also current ownersofMOMSLOLLC), however ownership will be changed as described above (i.e., MOM USA, LLC will become wholly owned by MOM, Inc.) upon approvalofthisproposedtransactionandamendmentoftheCCOP. We can providetheCitywiththoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval ofthisproposedtransactionandtheamendmentoftheMOMSLOCCOP. AllcurrentandproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directlyatyoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. From:Bailey, Georgina To:Nunez, Jacob Subject:RE: Schedule Appointment for Transfer Deposit Date:Thursday, July 22, 2021 5:20:32 PM Hi Jacob, Just playing catchup, did you reach back out to Mark? Has MOMs submitted payment to you? GB From: Mark Cardona <mark@megansorganicmarket.com> Sent: Wednesday, July 14, 2021 8:53 PM To: Nunez, Jacob <jnunez@slocity.org>; Bailey, Georgina <gbailey@slocity.org>; Megan Souza megan@megansorganicmarket.com> Subject: Schedule Appointment for Transfer Deposit This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Mr. Nunez, I am reaching out to you on behalf of Commercial Cannabis Retail Operator Megan's Organic Market. Per the City Transfer of Ownership Administrative Regulations, MOM is to deposit with the City a transfer deposit in the amount of $9,897.18. Per Ms. Bailey's July 8th correspondence, MOM is to arrange payment of the Transfer of Ownership Deposit with the City Finance Department. Please advise on the available methods of payment for MOM to submit this transfer deposit. If it is necessary to make payment in person, please let us know the next available appointment that we can confirm with you, as we'd like to make payment as soon as possible and move forward with completing the transfer of ownership request review and determination process. Thank you. Best regards, Mark Cardona Chief Legal Officer p • (805) 450-2741 e • Mark@MegansOrganicMarket.com w • MegansOrganicMarket.com Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. From:Nunez, Jacob To:Bailey, Georgina Subject:RE: Schedule Appointment for Transfer Deposit Date:Thursday, July 22, 2021 5:21:25 PM Hi Georgina, Yes- Megan came in and paid for this. Thank you! Jacob From: Bailey, Georgina <gbailey@slocity.org> Sent: Thursday, July 22, 2021 5:21 PM To: Nunez, Jacob <jnunez@slocity.org> Subject: RE: Schedule Appointment for Transfer Deposit Hi Jacob, Just playing catchup, did you reach back out to Mark? Has MOMs submitted payment to you? GB From: Mark Cardona <mark@megansorganicmarket.com> Sent: Wednesday, July 14, 2021 8:53 PM To: Nunez, Jacob <jnunez@slocity.org>; Bailey, Georgina <gbailey@slocity.org>; Megan Souza megan@megansorganicmarket.com> Subject: Schedule Appointment for Transfer Deposit This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Mr. Nunez, I am reaching out to you on behalf of Commercial Cannabis Retail Operator Megan's Organic Market. Per the City Transfer of Ownership Administrative Regulations, MOM is to deposit with the City a transfer deposit in the amount of $9,897.18. Per Ms. Bailey's July 8th correspondence, MOM is to arrange payment of the Transfer of Ownership Deposit with the City Finance Department. Please advise on the available methods of payment for MOM to submit this transfer deposit. If it is necessary to make payment in person, please let us know the next available appointment that we can confirm with you, as we'd like to make payment as soon as possible and move forward with completing the transfer of ownership request review and determination process. Thank you. Best regards, Mark Cardona Chief Legal Officer p • (805) 450-2741 e • Mark@MegansOrganicMarket.com w • MegansOrganicMarket.com Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. From:Dustin Tardiff To:Bailey, Georgina Subject:Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Wednesday, August 4, 2021 2:06:15 PM Attachments:image001.png Hi Georgina: Hope all's well. Following up on the status of this. Is there some avenue of provisional approval or some compromise/alternative to waiting so we can begin taking steps to make these transactions happen? I could submit an outline of proposed steps to take in the interim. I don't think anybody anticipated that we would be waiting 6 months for this - the problems the delay has caused are snowballing. Or maybe we are jusssssst about to receive approval??? Thanks for all your work. Dustin On Thu, Jul 15, 2021 at 5:19 PM Hermann, Greg <GHermann@slocity.org> wrote: Thank you Mr. Cardona. Your request has been received and Georgina will follow up on next steps. Greg From: Mark Cardona <mark@megansorganicmarket.com> Sent: Wednesday, July 14, 2021 8:43 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Dustin Tardiff <dustin@tardiffsaldo.com>; Megan Souza megan@megansorganicmarket.com>; Dietrick, Christine <cdietric@slocity.org>; Hermann, Greg <GHermann@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Ms. Bailey, Please find the attached Transfer of Ownership Request for Operator Megan's Organic Market in line with the process and documentation required in the Administrative Regulations. Best regards, Mark Cardona phone • (805) 450-2741 email • Mark@MegansOrganicMarket.com On Thu, Jul 8, 2021 at 5:43 PM Bailey, Georgina <gbailey@slocity.org> wrote: Good Afternoon Dustin, Please find attached a correspondence from the City that outlines how Megan’s Organic Market should move forward with the Transfer of Ownership Request. Included in the correspondence are the Administrative Guidelines for Transfer of Ownership Requests. Please follow the Administrative Guidelines when you resubmit the Transfer of Ownership Request. Please let me know if you have any questions as you submit your request. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, June 25, 2021 11:32 AM To: Bailey, Georgina <gbailey@slocity.org>; Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org> Cc: Mark Cardona <mark@megansorganicmarket.com> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi All / Mr. Johnson: Hope all is well with everyone. It has been over four months since MOM SLO / MOM USA’s Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] was submitted on February 22 this year. We have received very little information in these past four months. As I know you are all aware, the parties cannot take any actions to consummate the transactions contemplated by the amendment until approval is received from the City per the City’s instruction. This long delay is causing a lot of problems with the ability to conduct business and is approaching the point where it will be causing legal compliance issues. We are over a month past the timeline the City gave to us on March 17th. Everyone involved has been very patient and we are all anxious to get some accurate information about next steps. We completely understand how busy you all must be and the complex and novel nature of this process for the City and are here to assist in whatever way we can. Please let us know if there is any other information that we can provide to you. We look forward to hearing the current status of this matter at your soonest convenience. Dustin On Tue, May 4, 2021 at 4:18 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies I was out last week Thursday and Friday and am catching up on emails. We are still finalizing the transfer of ownership process, but are nearing completion. I will reach out to you hopefully within the next week or two with an update. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, April 29, 2021 11:00 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis ObispopursuanttoSection9.10.120 of the SLO Municipal Code that MOM SLO, LLCdbaMegan’s Organic Market at 280 Higuera Street in San Luis Obispo(“ MOM SLO”) is proposing to make a transfer under section 9.10.120(B) and, to the extent that it is required, are seeking approval to amendthecurrentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial CannabisOperatorPermitCANN-0064-2019 (“MOM SLO CCOP”), one of threeretailCommercialCannabisOperatorPermitswithintheCityofSLO. CurrentmembersofMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney wish to sell their respective interests in MOM SLO, which total 35%, to MOM USA, LLC, a California LimitedLiabilityCompanywhichistobewhollyownedbyMOM, Inc. aDelawareCorporation. The individual owners of MOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - allresidentsofSLOCountywiththeexceptionofMs. Cardona whoiscurrentlyaresidentofSantaBarbaraCounty. Megan Souza is alsoacurrentownerofMOMSLOandhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is a current employee of MOM SLO andhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have not yet gone through thebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP beamendedtoincludeTarrahGraves, Phoebe Lipari, Allison Borges, andJillianCardona, as that is required under section 9.10.120(B)(3), and thatthecurrentownersseekingtoselltheirinterestinMOMSLO, MelissaSeligman, Levi Seligman, Lindsey Law, and Keith Sweeney, beremovedfromtheMOMSLOCCOP. Additionally, Megan Souza and Eric Powers’ collective interestinMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is notrequiredundersection9.10.120 for this aspect of the transaction, we wouldrequestCityapprovalforthistransfer/relinquishment as well, and thattheCCOPbeamendedtoreflectthesame. MOM SLO is currently, and has been, in good standing andincompliancewithallapplicableregulations. MOM SLO is prepared topayanyandallnecessaryfeesandchargesand/or provide allinformationreasonablynecessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment( SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitate futuregrowthoftheMOMSLOandMegan’s Organic Market brand and business, which hopes to expand throughout California (and maybesomedaybeyond), while maintaining its flagship and principal place ofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’sOrganicMarketiscurrentlyprimarilyfemaleownedandoperated, however, provided the City of SLO grants approval to the requested transferandamendmenttotheCCOP, it will become 100% female owned – a goalthatMegan’s Organic Market has always had. We believe that havingawholesome, fully female-owned business, with the potential and plansfortremendousstatewideandnationalgrowth, and one thatprioritizescommunityservice, education, and responsibleenvironmentalstewardship, headquartered in SLO would benefit the local economy, and would be a great addition to the city’s list of homegrown businesssuccessstories. Please find attached a copy of the term sheet outliningtheproposedtransaction (which the parties would like toremainconfidential); a copy of the Articles of Organization and mostrecentStatementofInformationforMOMSLO, LLC; a copy of theformationdocumentsforMOM, Inc.; and a copy of the Articles of OrganizationandmostrecentStatementofInformationforMOMUSA, LLC. TheMOMUSA, LLC statement of information attached lists Megan Souza andEricPowersasthecurrentmanagers (both are also current owners ofMOMSLOLLC), however ownership will be changed as described above (i.e., MOM USA, LLC will become wholly owned by MOM, Inc.) uponapprovalofthisproposedtransactionandamendmentoftheCCOP. WecanprovidetheCitywiththoseupdatedcorporaterecordsif/whenthatbecomesnecessary. We are excited and anxious to work towards the approval ofthisproposedtransactionandtheamendmentoftheMOMSLOCCOP. AllcurrentandproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. PleasereachouttomedirectlyatyoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you foryourconsideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Bailey, Georgina To:Dustin Tardiff Subject:RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Wednesday, August 4, 2021 2:16:00 PM Attachments:image001.png Hi Dustin, Thank you for following up on your request. MOMs transfer is being reviewed and the City will likely come to a determination the week of 8/16. Once a determination has been made I will send you a letter of determination and next steps. However, because the transfer request is external there is going to be a background check process, and while we have made major efforts including working with a consultant to streamline the background check process, I anticipate that the background check will likely take anywhere from a couple weeks to an additional month. Not sure your timeline, but hopefully this answers some questions for you. I am happy to answer any other questions you might have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Wednesday, August 4, 2021 2:06 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Georgina: Hope all's well. Following up on the status of this. Is there some avenue of provisional approval or some compromise/alternative to waiting so we can begin taking steps to make these transactions happen? I could submit an outline of proposed steps to take in the interim. I don't think anybody anticipated that we would be waiting 6 months for this - the problems the delay has caused are snowballing. Or maybe we are jusssssst about to receive approval??? Thanks for all your work. Dustin On Thu, Jul 15, 2021 at 5:19 PM Hermann, Greg <GHermann@slocity.org> wrote: Thank you Mr. Cardona. Your request has been received and Georgina will follow up on next steps. Greg From: Mark Cardona <mark@megansorganicmarket.com> Sent: Wednesday, July 14, 2021 8:43 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Dustin Tardiff <dustin@tardiffsaldo.com>; Megan Souza megan@megansorganicmarket.com>; Dietrick, Christine <cdietric@slocity.org>; Hermann, Greg GHermann@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Ms. Bailey, Please find the attached Transfer of Ownership Request for Operator Megan's Organic Market in line with the process and documentation required in the Administrative Regulations. Best regards, Mark Cardona phone • (805) 450-2741 email • Mark@MegansOrganicMarket.com On Thu, Jul 8, 2021 at 5:43 PM Bailey, Georgina <gbailey@slocity.org> wrote: Good Afternoon Dustin, Please find attached a correspondence from the City that outlines how Megan’s Organic Market should move forward with the Transfer of Ownership Request. Included in the correspondence are the Administrative Guidelines for Transfer of Ownership Requests. Please follow the Administrative Guidelines when you resubmit the Transfer of Ownership Request. Please let me know if you have any questions as you submit your request. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, June 25, 2021 11:32 AM To: Bailey, Georgina <gbailey@slocity.org>; Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org> Cc: Mark Cardona <mark@megansorganicmarket.com> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi All / Mr. Johnson: Hope all is well with everyone. It has been over four months since MOM SLO / MOM USA’s Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] was submitted on February 22 this year. We have received very little information in these past four months. As I know you are all aware, the parties cannot take any actions to consummate the transactions contemplated by the amendment until approval is received from the City per the City’s instruction. This long delay is causing a lot of problems with the ability to conduct business and is approaching the point where it will be causing legal compliance issues. We are over a month past the timeline the City gave to us on March 17th. Everyone involved has been very patient and we are all anxious to get some accurate information about next steps. We completely understand how busy you all must be and the complex and novel nature of this process for the City and are here to assist in whatever way we can. Please let us know if there is any other information that we can provide to you. We look forward to hearing the current status of this matter at your soonest convenience. Dustin On Tue, May 4, 2021 at 4:18 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies I was out last week Thursday and Friday and am catching up on emails. We are still finalizing the transfer of ownership process, but are nearing completion. I will reach out to you hopefully within the next week or two with an update. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, April 29, 2021 11:00 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuanttoSection9.10.120 of the SLO Municipal Code that MOM SLO, LLCdbaMegan’s Organic Market at 280 Higuera Street in San Luis Obispo (“MOMSLO”) is proposing to make a transfer under section 9.10.120(B) and, totheextentthatitisrequired, are seeking approval to amend the currentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis OperatorPermitCANN-0064-2019 (“MOM SLO CCOP”), one of three retailCommercialCannabisOperatorPermitswithintheCityofSLO. Current membersofMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, andKeithSweeneywishtoselltheirrespectiveinterestsinMOMSLO, which total 35%, to MOM USA, LLC, a California Limited Liability Company which is tobewhollyownedbyMOM, Inc. a Delaware Corporation. The individualownersofMOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, AllisonBorges, and Jillian Cardona - all residents of SLO County with theexceptionofMs. Cardona who is currently a resident of Santa Barbara County. MeganSouzaisalsoacurrentownerofMOMSLOandhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is a current employee ofMOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have not yet gone through thebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amendedtoincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, asthatisrequiredundersection9.10.120(B)(3), and that the currentownersseekingtoselltheirinterestinMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, be removed from the MOM SLO CCOP. Additionally, Megan Souza and Eric Powers’ collective interestinMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not requiredundersection9.10.120 for this aspect of the transaction, we would requestCityapprovalforthistransfer/relinquishment as well, and that the CCOP be amended to reflect the same. MOM SLO is currently, and has been, in good standing andincompliancewithallapplicableregulations. MOM SLO is prepared to payanyandallnecessaryfeesandchargesand/or provide all informationreasonablynecessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)( 1)). The reason for the proposed transfer is to facilitate future growthoftheMOMSLOandMegan’s Organic Market brand and business, whichhopestoexpandthroughoutCalifornia (and maybe someday beyond), whilemaintainingitsflagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Market iscurrentlyprimarilyfemaleownedandoperated, however, provided the City ofSLOgrantsapprovaltotherequestedtransferandamendmenttotheCCOP, itwillbecome100% female owned – a goal that Megan’s Organic Markethasalwayshad. We believe that having a wholesome, fully female-owned business, with the potential and plans for tremendous statewide and national growth, and one that prioritizes community service, education, andresponsibleenvironmentalstewardship, headquartered in SLO would benefit thelocaleconomy, and would be a great addition to the city’s list ofhomegrownbusinesssuccessstories. Please find attached a copy of the term sheet outlining theproposedtransaction (which the parties would like to remain confidential); a copy oftheArticlesofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; a copy of the formation documents for MOM, Inc.; and a copyoftheArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statement of informationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (both arealsocurrentownersofMOMSLOLLC), however ownership will be changedasdescribedabove (i.e., MOM USA, LLC will become wholly owned by MOM, Inc.) upon approval of this proposed transaction and amendment oftheCCOP. We can provide the City with those updated corporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval ofthisproposedtransactionandtheamendmentoftheMOMSLOCCOP. AllcurrentandproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out tomedirectlyatyoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Dustin Tardiff To:Bailey, Georgina Subject:Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Monday, August 16, 2021 2:20:47 PM Attachments:image001.png Hi Georgina! My alarm went off - checking in that we're still on track to receive a determination in re: to the below. Thanks for all your work! Happy Monday! Dustin Dustin On Wed, Aug 4, 2021 at 2:17 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Thank you for following up on your request. MOMs transfer is being reviewed and the City will likely come to a determination the week of 8/16. Once a determination has been made I will send you a letter of determination and next steps. However, because the transfer request is external there is going to be a background check process, and while we have made major efforts including working with a consultant to streamline the background check process, I anticipate that the background check will likely take anywhere from a couple weeks to an additional month. Not sure your timeline, but hopefully this answers some questions for you. I am happy to answer any other questions you might have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Wednesday, August 4, 2021 2:06 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Georgina: Hope all's well. Following up on the status of this. Is there some avenue of provisional approval or some compromise/alternative to waiting so we can begin taking steps to make these transactions happen? I could submit an outline of proposed steps to take in the interim. I don't think anybody anticipated that we would be waiting 6 months for this - the problems the delay has caused are snowballing. Or maybe we are jusssssst about to receive approval??? Thanks for all your work. Dustin On Thu, Jul 15, 2021 at 5:19 PM Hermann, Greg <GHermann@slocity.org> wrote: Thank you Mr. Cardona. Your request has been received and Georgina will follow up on next steps. Greg From: Mark Cardona <mark@megansorganicmarket.com> Sent: Wednesday, July 14, 2021 8:43 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Dustin Tardiff <dustin@tardiffsaldo.com>; Megan Souza megan@megansorganicmarket.com>; Dietrick, Christine <cdietric@slocity.org>; Hermann, Greg <GHermann@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Ms. Bailey, Please find the attached Transfer of Ownership Request for Operator Megan's Organic Market in line with the process and documentation required in the Administrative Regulations. Best regards, Mark Cardona phone • (805) 450-2741 email • Mark@MegansOrganicMarket.com On Thu, Jul 8, 2021 at 5:43 PM Bailey, Georgina <gbailey@slocity.org> wrote: Good Afternoon Dustin, Please find attached a correspondence from the City that outlines how Megan’s Organic Market should move forward with the Transfer of Ownership Request. Included in the correspondence are the Administrative Guidelines for Transfer of Ownership Requests. Please follow the Administrative Guidelines when you resubmit the Transfer of Ownership Request. Please let me know if you have any questions as you submit your request. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, June 25, 2021 11:32 AM To: Bailey, Georgina <gbailey@slocity.org>; Dietrick, Christine cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org> Cc: Mark Cardona <mark@megansorganicmarket.com> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Hi All / Mr. Johnson: Hope all is well with everyone. It has been over four months since MOM SLO / MOM USA’s Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] was submitted on February 22 this year. We have received very little information in these past four months. As I know you are all aware, the parties cannot take any actions to consummate the transactions contemplated by the amendment until approval is received from the City per the City’s instruction. This long delay is causing a lot of problems with the ability to conduct business and is approaching the point where it will be causing legal compliance issues. We are over a month past the timeline the City gave to us on March 17th. Everyone involved has been very patient and we are all anxious to get some accurate information about next steps. We completely understand how busy you all must be and the complex and novel nature of this process for the City and are here to assist in whatever way we can. Please let us know if there is any other information that we can provide to you. We look forward to hearing the current status of this matter at your soonest convenience. Dustin On Tue, May 4, 2021 at 4:18 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies I was out last week Thursday and Friday and am catching up on emails. We are still finalizing the transfer of ownership process, but are nearing completion. I will reach out to you hopefully within the next week or two with an update. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, April 29, 2021 11:00 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San LuisObispopursuanttoSection9.10.120 of the SLO Municipal Code thatMOMSLO, LLC dba Megan’s Organic Market at 280 Higuera Street inSanLuisObispo (“MOM SLO”) is proposing to make a transferundersection9.10.120(B) and, to the extent that it is required, areseekingapprovaltoamendthecurrentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial CannabisOperatorPermitCANN-0064-2019 (“MOM SLO CCOP”), one of threeretailCommercialCannabisOperatorPermitswithintheCityofSLO. Current members of MOM SLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney wish to sell their respectiveinterestsinMOMSLO, which total 35%, to MOM USA, LLC, aCaliforniaLimitedLiabilityCompanywhichistobewhollyownedbyMOM, Inc. a Delaware Corporation. The individual owners of MOM, Inc. areMeganSouza, Tarrah Graves, Phoebe Lipari, Allison Borges, andJillianCardona - all residents of SLO County with the exception of Ms. Cardona who is currently a resident of Santa Barbara County. MeganSouzaisalsoacurrentownerofMOMSLOandhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is a current employeeofMOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have not yetgonethroughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOPbeamendedtoincludeTarrahGraves, Phoebe Lipari, Allison Borges, andJillianCardona, as that is required under section 9.10.120(B)(3), andthatthecurrentownersseekingtoselltheirinterestinMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, beremovedfromtheMOMSLOCCOP. Additionally, Megan Souza and Eric Powers’ collectiveinterestinMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval isnotrequiredundersection9.10.120 for this aspect of the transaction, wewouldrequestCityapprovalforthistransfer/relinquishment as well, and that the CCOP be amended to reflect the same. MOM SLO is currently, and has been, in good standing andincompliancewithallapplicableregulations. MOM SLO is preparedtopayanyandallnecessaryfeesandchargesand/or provideallinformationreasonablynecessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitatefuturegrowthoftheMOMSLOandMegan’s Organic Market brandandbusiness, which hopes to expand throughout California (andmaybesomedaybeyond), while maintaining its flagship and principal placeofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’sOrganicMarketiscurrentlyprimarilyfemaleownedandoperated, however, provided the City of SLO grants approval to therequestedtransferandamendmenttotheCCOP, it will become 100% femaleowned – a goal that Megan’s Organic Market has always had. Webelievethathavingawholesome, fully female-owned business, with the potential and plans for tremendous statewide and national growth, andonethatprioritizescommunityservice, education, andresponsibleenvironmentalstewardship, headquartered in SLO would benefitthelocaleconomy, and would be a great addition to the city’s listofhomegrownbusinesssuccessstories. Please find attached a copy of the term sheet outliningtheproposedtransaction (which the parties would like toremainconfidential); a copy of the Articles of Organization and mostrecentStatementofInformationforMOMSLO, LLC; a copy oftheformationdocumentsforMOM, Inc.; and a copy of the ArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statement of informationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (botharealsocurrentownersofMOMSLOLLC), however ownership willbechangedasdescribedabove (i.e., MOM USA, LLC will becomewhollyownedbyMOM, Inc.) upon approval of this proposed transactionandamendmentoftheCCOP. We can provide the City with thoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approvalofthisproposedtransactionandtheamendmentoftheMOMSLOCCOP. All current and proposed permitees are ready and availabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directly at your soonest conveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thankyouforyourconsideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Bailey, Georgina To:Dustin Tardiff Subject:RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Monday, August 16, 2021 2:27:00 PM Attachments:image001.png Hi Dustin, Yes, the City is still on schedule to likely come to a determination this week on MOM’s Transfer Request. Please expect a correspondence from me regarding the transfer request early next week. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, August 16, 2021 2:20 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Georgina! My alarm went off - checking in that we're still on track to receive a determination in re: to the below. Thanks for all your work! Happy Monday! Dustin Dustin On Wed, Aug 4, 2021 at 2:17 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Thank you for following up on your request. MOMs transfer is being reviewed and the City will likely come to a determination the week of 8/16. Once a determination has been made I will send you a letter of determination and next steps. However, because the transfer request is external there is going to be a background check process, and while we have made major efforts including working with a consultant to streamline the background check process, I anticipate that the background check will likely take anywhere from a couple weeks to an additional month. Not sure your timeline, but hopefully this answers some questions for you. I am happy to answer any other questions you might have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Wednesday, August 4, 2021 2:06 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Georgina: Hope all's well. Following up on the status of this. Is there some avenue of provisional approval or some compromise/alternative to waiting so we can begin taking steps to make these transactions happen? I could submit an outline of proposed steps to take in the interim. I don't think anybody anticipated that we would be waiting 6 months for this - the problems the delay has caused are snowballing. Or maybe we are jusssssst about to receive approval??? Thanks for all your work. Dustin On Thu, Jul 15, 2021 at 5:19 PM Hermann, Greg <GHermann@slocity.org> wrote: Thank you Mr. Cardona. Your request has been received and Georgina will follow up on next steps. Greg From: Mark Cardona <mark@megansorganicmarket.com> Sent: Wednesday, July 14, 2021 8:43 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Dustin Tardiff <dustin@tardiffsaldo.com>; Megan Souza megan@megansorganicmarket.com>; Dietrick, Christine <cdietric@slocity.org>; Hermann, Greg <GHermann@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Ms. Bailey, Please find the attached Transfer of Ownership Request for Operator Megan's Organic Market in line with the process and documentation required in the Administrative Regulations. Best regards, Mark Cardona phone • (805) 450-2741 email • Mark@MegansOrganicMarket.com On Thu, Jul 8, 2021 at 5:43 PM Bailey, Georgina <gbailey@slocity.org> wrote: Good Afternoon Dustin, Please find attached a correspondence from the City that outlines how Megan’s Organic Market should move forward with the Transfer of Ownership Request. Included in the correspondence are the Administrative Guidelines for Transfer of Ownership Requests. Please follow the Administrative Guidelines when you resubmit the Transfer of Ownership Request. Please let me know if you have any questions as you submit your request. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, June 25, 2021 11:32 AM To: Bailey, Georgina <gbailey@slocity.org>; Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org> Cc: Mark Cardona <mark@megansorganicmarket.com> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi All / Mr. Johnson: Hope all is well with everyone. It has been over four months since MOM SLO / MOM USA’s Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] was submitted on February 22 this year. We have received very little information in these past four months. As I know you are all aware, the parties cannot take any actions to consummate the transactions contemplated by the amendment until approval is received from the City per the City’s instruction. This long delay is causing a lot of problems with the ability to conduct business and is approaching the point where it will be causing legal compliance issues. We are over a month past the timeline the City gave to us on March 17th. Everyone involved has been very patient and we are all anxious to get some accurate information about next steps. We completely understand how busy you all must be and the complex and novel nature of this process for the City and are here to assist in whatever way we can. Please let us know if there is any other information that we can provide to you. We look forward to hearing the current status of this matter at your soonest convenience. Dustin On Tue, May 4, 2021 at 4:18 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies I was out last week Thursday and Friday and am catching up on emails. We are still finalizing the transfer of ownership process, but are nearing completion. I will reach out to you hopefully within the next week or two with an update. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, April 29, 2021 11:00 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis ObispopursuanttoSection9.10.120 of the SLO Municipal Code that MOM SLO, LLCdbaMegan’s Organic Market at 280 Higuera Street in San Luis Obispo (“MOMSLO”) is proposing to make a transfer under section 9.10.120(B) and, totheextentthatitisrequired, are seeking approval to amend the currentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis OperatorPermitCANN-0064-2019 (“MOM SLO CCOP”), one of three retailCommercialCannabisOperatorPermitswithintheCityofSLO. Current membersofMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, andKeithSweeneywishtoselltheirrespectiveinterestsinMOMSLO, whichtotal35%, to MOM USA, LLC, a California Limited Liability Company whichistobewhollyownedbyMOM, Inc. a Delaware Corporation. TheindividualownersofMOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - all residents of SLO County withtheexceptionofMs. Cardona who is currently a resident of SantaBarbaraCounty. Megan Souza is also a current owner of MOM SLO andhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is acurrentemployeeofMOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have not yetgonethroughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amendedtoincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as that is required under section 9.10.120(B)(3), and that the currentownersseekingtoselltheirinterestinMOMSLO, Melissa Seligman, LeviSeligman, Lindsey Law, and Keith Sweeney, be removed from theMOMSLOCCOP. Additionally, Megan Souza and Eric Powers’ collective interestinMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not requiredundersection9.10.120 for this aspect of the transaction, we would requestCityapprovalforthistransfer/relinquishment as well, and that the CCOPbeamendedtoreflectthesame. MOM SLO is currently, and has been, in good standing andincompliancewithallapplicableregulations. MOM SLO is prepared topayanyandallnecessaryfeesandchargesand/or provide allinformationreasonablynecessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growthoftheMOMSLOandMegan’s Organic Market brand and business, whichhopestoexpandthroughoutCalifornia (and maybe someday beyond), whilemaintainingitsflagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Market iscurrentlyprimarilyfemaleownedandoperated, however, provided the City ofSLOgrantsapprovaltotherequestedtransferandamendmenttotheCCOP, itwillbecome100% female owned – a goal that Megan’s Organic Markethasalwayshad. We believe that having a wholesome, fully female-ownedbusiness, with the potential and plans for tremendous statewideandnationalgrowth, and one that prioritizes community service, education, andresponsibleenvironmentalstewardship, headquartered in SLOwouldbenefitthelocaleconomy, and would be a great addition to the city’s listofhomegrownbusinesssuccessstories. Please find attached a copy of the term sheet outlining theproposedtransaction (which the parties would like to remain confidential); a copyoftheArticlesofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; a copy of the formation documents for MOM, Inc.; andacopyoftheArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statementofinformationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (both are also current owners of MOM SLO LLC), howeverownershipwillbechangedasdescribedabove (i.e., MOM USA, LLCwillbecomewhollyownedbyMOM, Inc.) upon approval of thisproposedtransactionandamendmentoftheCCOP. We can provide the Citywiththoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval ofthisproposedtransactionandtheamendmentoftheMOMSLOCCOP. AllcurrentandproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. PleasereachouttomedirectlyatyoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:White, Kelly To:megan@megansorganicmarket.com; dustin@tardiffsaldo.com; mark@megansorganicmarket.com Cc:Dietrick, Christine; Bailey, Georgina Subject:City Request for Information from Cannabis Businesses Date:Monday, August 23, 2021 2:59:28 PM Attachments:20210823_InfoRequest_MOMs.pdf image001.png image002.png image003.png image004.png Good Afternoon, Please see the attached letter from City Attorney Christine Dietrick. Kelly White Legal Assistant/Paralegal City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E kwhite@slocity.org T 805.781.7140 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From:Bailey, Georgina To:Dustin Tardiff Subject:RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Tuesday, August 24, 2021 2:27:00 PM Attachments:image001.png Hi Dustin, I wanted to provide you an update, unfortunately the timeline I gave you for a determination this week is likely not to happen. With all the Cannabis Program is reviewing right now our timeline is pushed back likely another week or two for getting you a determination on MOM’s transfer request. Apologies for the delay and I will send you a correspondence when there has been a determination on the transfer request. Best, Georgina From: Bailey, Georgina Sent: Monday, August 16, 2021 2:28 PM To: Dustin Tardiff <dustin@tardiffsaldo.com> Subject: RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Dustin, Yes, the City is still on schedule to likely come to a determination this week on MOM’s Transfer Request. Please expect a correspondence from me regarding the transfer request early next week. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, August 16, 2021 2:20 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Georgina! My alarm went off - checking in that we're still on track to receive a determination in re: to the below. Thanks for all your work! Happy Monday! Dustin Dustin On Wed, Aug 4, 2021 at 2:17 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Thank you for following up on your request. MOMs transfer is being reviewed and the City will likely come to a determination the week of 8/16. Once a determination has been made I will send you a letter of determination and next steps. However, because the transfer request is external there is going to be a background check process, and while we have made major efforts including working with a consultant to streamline the background check process, I anticipate that the background check will likely take anywhere from a couple weeks to an additional month. Not sure your timeline, but hopefully this answers some questions for you. I am happy to answer any other questions you might have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Wednesday, August 4, 2021 2:06 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Georgina: Hope all's well. Following up on the status of this. Is there some avenue of provisional approval or some compromise/alternative to waiting so we can begin taking steps to make these transactions happen? I could submit an outline of proposed steps to take in the interim. I don't think anybody anticipated that we would be waiting 6 months for this - the problems the delay has caused are snowballing. Or maybe we are jusssssst about to receive approval??? Thanks for all your work. Dustin On Thu, Jul 15, 2021 at 5:19 PM Hermann, Greg <GHermann@slocity.org> wrote: Thank you Mr. Cardona. Your request has been received and Georgina will follow up on next steps. Greg From: Mark Cardona <mark@megansorganicmarket.com> Sent: Wednesday, July 14, 2021 8:43 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Dustin Tardiff <dustin@tardiffsaldo.com>; Megan Souza megan@megansorganicmarket.com>; Dietrick, Christine <cdietric@slocity.org>; Hermann, Greg <GHermann@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Ms. Bailey, Please find the attached Transfer of Ownership Request for Operator Megan's Organic Market in line with the process and documentation required in the Administrative Regulations. Best regards, Mark Cardona phone • (805) 450-2741 email • Mark@MegansOrganicMarket.com On Thu, Jul 8, 2021 at 5:43 PM Bailey, Georgina <gbailey@slocity.org> wrote: Good Afternoon Dustin, Please find attached a correspondence from the City that outlines how Megan’s Organic Market should move forward with the Transfer of Ownership Request. Included in the correspondence are the Administrative Guidelines for Transfer of Ownership Requests. Please follow the Administrative Guidelines when you resubmit the Transfer of Ownership Request. Please let me know if you have any questions as you submit your request. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, June 25, 2021 11:32 AM To: Bailey, Georgina <gbailey@slocity.org>; Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org> Cc: Mark Cardona <mark@megansorganicmarket.com> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi All / Mr. Johnson: Hope all is well with everyone. It has been over four months since MOM SLO / MOM USA’s Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] was submitted on February 22 this year. We have received very little information in these past four months. As I know you are all aware, the parties cannot take any actions to consummate the transactions contemplated by the amendment until approval is received from the City per the City’s instruction. This long delay is causing a lot of problems with the ability to conduct business and is approaching the point where it will be causing legal compliance issues. We are over a month past the timeline the City gave to us on March 17th. Everyone involved has been very patient and we are all anxious to get some accurate information about next steps. We completely understand how busy you all must be and the complex and novel nature of this process for the City and are here to assist in whatever way we can. Please let us know if there is any other information that we can provide to you. We look forward to hearing the current status of this matter at your soonest convenience. Dustin On Tue, May 4, 2021 at 4:18 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies I was out last week Thursday and Friday and am catching up on emails. We are still finalizing the transfer of ownership process, but are nearing completion. I will reach out to you hopefully within the next week or two with an update. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, April 29, 2021 11:00 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis ObispopursuanttoSection9.10.120 of the SLO Municipal Code that MOM SLO, LLCdbaMegan’s Organic Market at 280 Higuera Street in San Luis Obispo (“MOMSLO”) is proposing to make a transfer under section 9.10.120(B) and, totheextentthatitisrequired, are seeking approval to amend the currentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis OperatorPermitCANN-0064-2019 (“MOM SLO CCOP”), one of three retailCommercialCannabisOperatorPermitswithintheCityofSLO. Current membersofMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, andKeithSweeneywishtoselltheirrespectiveinterestsinMOMSLO, whichtotal35%, to MOM USA, LLC, a California Limited Liability Company whichistobewhollyownedbyMOM, Inc. a Delaware Corporation. TheindividualownersofMOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - all residents of SLO County withtheexceptionofMs. Cardona who is currently a resident of SantaBarbaraCounty. Megan Souza is also a current owner of MOM SLO andhasalreadypassedabackgroundcheckbytheCity. Tarrah Graves is acurrentemployeeofMOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. Cardona have not yetgonethroughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amendedtoincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as that is required under section 9.10.120(B)(3), and that the currentownersseekingtoselltheirinterestinMOMSLO, Melissa Seligman, LeviSeligman, Lindsey Law, and Keith Sweeney, be removed from theMOMSLOCCOP. Additionally, Megan Souza and Eric Powers’ collective interestinMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not requiredundersection9.10.120 for this aspect of the transaction, we would requestCityapprovalforthistransfer/relinquishment as well, and that the CCOPbeamendedtoreflectthesame. MOM SLO is currently, and has been, in good standing andincompliancewithallapplicableregulations. MOM SLO is prepared topayanyandallnecessaryfeesandchargesand/or provide allinformationreasonablynecessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growthoftheMOMSLOandMegan’s Organic Market brand and business, whichhopestoexpandthroughoutCalifornia (and maybe someday beyond), whilemaintainingitsflagshipandprincipalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Market iscurrentlyprimarilyfemaleownedandoperated, however, provided the City ofSLOgrantsapprovaltotherequestedtransferandamendmenttotheCCOP, itwillbecome100% female owned – a goal that Megan’s Organic Markethasalwayshad. We believe that having a wholesome, fully female-ownedbusiness, with the potential and plans for tremendous statewideandnationalgrowth, and one that prioritizes community service, education, andresponsibleenvironmentalstewardship, headquartered in SLOwouldbenefitthelocaleconomy, and would be a great addition to the city’s listofhomegrownbusinesssuccessstories. Please find attached a copy of the term sheet outlining theproposedtransaction (which the parties would like to remain confidential); a copyoftheArticlesofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; a copy of the formation documents for MOM, Inc.; andacopyoftheArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statementofinformationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (both are also current owners of MOM SLO LLC), howeverownershipwillbechangedasdescribedabove (i.e., MOM USA, LLCwillbecomewhollyownedbyMOM, Inc.) upon approval of thisproposedtransactionandamendmentoftheCCOP. We can provide the Citywiththoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval ofthisproposedtransactionandtheamendmentoftheMOMSLOCCOP. AllcurrentandproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. PleasereachouttomedirectlyatyoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Becky Hall To:Dustin Tardiff; Dietrick, Christine; White, Kelly Subject:Slocal Roots, LLC and MOM SLO, LLC Date:Tuesday, August 31, 2021 2:00:27 PM This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Good afternoon. This email will confirm that our office dropped off the responses to the City's request to MOM SLO, LLC and Slocal Roots, LLC dated August 23, 2021 to the City Clerk by hand delivery on August 31, 2021 at 1:57 p.m. Have a great day. BECKY HALL PARALEGAL 1235 Palm Street San Luis Obispo, CA 93401 (map) becky@tardiffsaldo.com | 805-457-4578 fax: 805-457-4581 TARDIFFSALDO.COM CONFIDENTIALITY NOTICE: The information contained in this communication is confidential and is intended only for the use of the recipient(s) named above. If the reader of this message is not the intended recipient, you are hereby notified that any dissemination, distribution, or copying of this communication, or any of its contents, is strictly prohibited. If you have received this communication in error, please return it to the sender immediately and delete the original message and any copy of it from your computer system. If you have any questions concerning this message, please contact the sender. Becky Hall Paralegal Tardiff & Saldo Law Offices From:Dietrick, Christine To:Peter Johnson Subject:RE: cannabis business owner transfer -- New Times Date:Tuesday, September 7, 2021 2:01:00 PM Attachments:image001.png image002.png image003.png image004.png Peter, I have time late in the afternoon, around 4, but I am not sure I will have a lot more to tell you at this stage, depending on what you are looking for. Christine Dietrick pronouns she/her/hers City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E cdietrick@slocity.org T 805.781.7140 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From: Peter Johnson <pjohnson@newtimesslo.com> Sent: Tuesday, September 7, 2021 12:20 PM To: Dietrick, Christine <cdietric@slocity.org> Subject: cannabis business owner transfer -- New Times This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hi Christine, Are you available tomorrow afternoon to take a few questions about the city's cannabis business ownership transfer process? Thanks, Peter Peter Johnson Assistant Editor 805-546-8208 ex 233 New Times Media Group PRINT · DIGITAL · MOBILE · TICKETING NEW TIMES San Luis Obispo County's News & Entertainment Weekly San Luis Obispo | (805) 546-8208 | www.NewTimesSLO.com SUN Northern Santa Barbara County's News & Entertainment Weekly Santa Maria | (805) 347-1968 | www.SantaMariaSun.com MY805TIX Your Local Ticketing Solution From:Dietrick, Christine To:Peter Johnson; Hermann, Greg Subject:RE: cannabis business owner transfer -- New Times Date:Wednesday, September 8, 2021 2:44:00 PM Attachments:image001.png image002.png image003.png image004.png image005.png image006.png image007.png Peter, I’ve asked our Deputy City Manager Greg to join us as he oversees the cannabis program directly and may have more information than I will about the overall process. Do you have any specific questions you’d like us to be prepared to speak to or information it would be helpful for us to gather in advance? Christine Dietrick pronouns she/her/hers City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E cdietrick@slocity.org T 805.781.7140 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From: Peter Johnson <pjohnson@newtimesslo.com> Sent: Tuesday, September 7, 2021 2:32 PM To: Dietrick, Christine <cdietric@slocity.org> Subject: Re: cannabis business owner transfer -- New Times Ok, I'll give you a call around 4. Thanks. Peter On Tue, Sep 7, 2021 at 2:01 PM Dietrick, Christine <cdietric@slocity.org> wrote: Peter, I have time late in the afternoon, around 4, but I am not sure I will have a lot more to tell you at this stage, depending on what you are looking for. Christine Dietrick pronouns she/her/hers City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E cdietrick@slocity.org T 805.781.7140 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From: Peter Johnson <pjohnson@newtimesslo.com> Sent: Tuesday, September 7, 2021 12:20 PM To: Dietrick, Christine <cdietric@slocity.org> Subject: cannabis business owner transfer -- New Times This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hi Christine, Are you available tomorrow afternoon to take a few questions about the city's cannabis business ownership transfer process? Thanks, Peter Peter Johnson Assistant Editor 805-546-8208 ex 233 New Times Media Group PRINT · DIGITAL · MOBILE · TICKETING NEW TIMES San Luis Obispo County's News & Entertainment Weekly San Luis Obispo | (805) 546-8208 | www.NewTimesSLO.com SUN Northern Santa Barbara County's News & Entertainment Weekly Santa Maria | (805) 347-1968 | www.SantaMariaSun.com MY805TIX Your Local Ticketing Solution Peter Johnson Assistant Editor 805-546-8208 ex 233 New Times Media Group PRINT · DIGITAL · MOBILE · TICKETING NEW TIMES San Luis Obispo County's News & Entertainment Weekly San Luis Obispo | (805) 546-8208 | www.NewTimesSLO.com SUN Northern Santa Barbara County's News & Entertainment Weekly Santa Maria | (805) 347-1968 | www.SantaMariaSun.com MY805TIX Your Local Ticketing Solution From:Peter Johnson To:Dietrick, Christine Cc:Hermann, Greg Subject:Re: cannabis business owner transfer -- New Times Date:Wednesday, September 8, 2021 3:17:40 PM Attachments:image001.png image002.png image003.png image004.png image005.png image006.png image007.png Hi Christine, sorry it's our production day and I'm about to run out to get a COVID test. I have some questions about the ownership transfer process and the council resolution giving cannabis permit holders extensions to open. Peter On Wed, Sep 8, 2021 at 2:44 PM Dietrick, Christine <cdietric@slocity.org> wrote: Peter, I’ve asked our Deputy City Manager Greg to join us as he oversees the cannabis program directly and may have more information than I will about the overall process. Do you have any specific questions you’d like us to be prepared to speak to or information it would be helpful for us to gather in advance? Christine Dietrick pronouns she/her/hers City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E cdietrick@slocity.org T 805.781.7140 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From: Peter Johnson <pjohnson@newtimesslo.com> Sent: Tuesday, September 7, 2021 2:32 PM To: Dietrick, Christine <cdietric@slocity.org> Subject: Re: cannabis business owner transfer -- New Times Ok, I'll give you a call around 4. Thanks. Peter On Tue, Sep 7, 2021 at 2:01 PM Dietrick, Christine <cdietric@slocity.org> wrote: Peter, I have time late in the afternoon, around 4, but I am not sure I will have a lot more to tell you at this stage, depending on what you are looking for. Christine Dietrick pronouns she/her/hers City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E cdietrick@slocity.org T 805.781.7140 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From: Peter Johnson <pjohnson@newtimesslo.com> Sent: Tuesday, September 7, 2021 12:20 PM To: Dietrick, Christine <cdietric@slocity.org> Subject: cannabis business owner transfer -- New Times This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hi Christine, Are you available tomorrow afternoon to take a few questions about the city's cannabis business ownership transfer process? Thanks, Peter Peter Johnson Assistant Editor 805-546-8208 ex 233 New Times Media Group PRINT · DIGITAL · MOBILE · TICKETING NEW TIMES San Luis Obispo County's News & Entertainment Weekly San Luis Obispo | (805) 546-8208 | www.NewTimesSLO.com SUN Northern Santa Barbara County's News & Entertainment Weekly Santa Maria | (805) 347-1968 | www.SantaMariaSun.com MY805TIX Your Local Ticketing Solution Peter Johnson Assistant Editor 805-546-8208 ex 233 New Times Media Group PRINT · DIGITAL · MOBILE · TICKETING NEW TIMES San Luis Obispo County's News & Entertainment Weekly San Luis Obispo | (805) 546-8208 | www.NewTimesSLO.com SUN Northern Santa Barbara County's News & Entertainment Weekly Santa Maria | (805) 347-1968 | www.SantaMariaSun.com MY805TIX Your Local Ticketing Solution Peter Johnson Assistant Editor 805-546-8208 ex 233 New Times Media Group PRINT · DIGITAL · MOBILE · TICKETING NEW TIMES San Luis Obispo County's News & Entertainment Weekly San Luis Obispo | (805) 546-8208 | www.NewTimesSLO.com SUN Northern Santa Barbara County's News & Entertainment Weekly Santa Maria | (805) 347-1968 | www.SantaMariaSun.com MY805TIX Your Local Ticketing Solution From:Megan Souza To:Bailey, Georgina; Johnson, Derek; City_Attorney Cc:Dustin Tardiff; Quinn Brady; Mark Cardona Subject:Ownership Transfer Request Status - Meeting Date:Friday, September 17, 2021 4:48:38 PM This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hi Georgina, Derek, and Christine :) I know this past year has been unique in so many ways, and I appreciate the work you all have done and continue to do to move SLO forward. As you know, our Megan's Organic Market team submitted an Ownership Transfer request many months ago and we're still awaiting final approval from the City. I know these things take time, and we appreciate your work with us on this. I'm writing to see if we can set up a meeting to discuss the status of our ownership transfer request, address any remaining questions or reservations you may have, and gather your feedback after the first full year of having a retail dispensary in SLO. We would welcome the opportunity to sit down with you and appreciate you making time for this. Thank you for your time, I look forward to hearing from you. Megan Souza Chief Executive Officer p • (805) 709-0662 e • Megan@MegansOrganicMarket.com w • MegansOrganicMarket.com From:Dietrick, Christine To:Megan Souza; Bailey, Georgina; Johnson, Derek; City_Attorney Cc:Dustin Tardiff; Quinn Brady; Mark Cardona Subject:RE: Ownership Transfer Request Status - Meeting Date:Monday, September 20, 2021 4:02:04 PM Attachments:image001.png image002.png image003.png image004.png Megan, As I am sure you understand, the revelations of Mr. Dayspring’s admitted and very significant criminal activity raise serious concerns related to his past and any potentially ongoing involvement, whether passive or active, financial or operational, with any operator in the City. We believe those concerns compel scrutiny of not only Mr. Dayspring’s relationships, but also those of any member of the NHC applicant or business team with which he was so integrally involved. I recognize the frustration with the delays, but Mr. Dayspring’s activities were obviously outside the City’s knowledge and control, as were the, apparently quite extensive, behind the scenes financial, management, and contractual arrangements involving Mr. Dayspring and other applicants and operators, including MOMs. The State’s recent emergency regulations further compel a detailed evaluation of those relationships. In light of the extensive financial interrelationships, we think it is premature to proceed with a meeting until we are able to ensure a complete and accurate understanding of the relationships, both under the new State regulations and the City’s ordinances. Best, Christine Christine Dietrick pronouns she/her/hers City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E cdietrick@slocity.org T 805.781.7140 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From:Megan Souza megan@megansorganicmarket.com> Sent:Friday,September 17,2021 4:48 PM To:Bailey,Georgina gbailey@slocity.org>;Johnson,Derek djohnson@slocity.org>;City_Attorney City_Attorney@slocity.org> Cc:Dustin Tardiff dustin@tardiffsaldo.com>;Quinn Brady quinn@megansorganicmarket.com>; Mark Cardona mark@megansorganicmarket.com> Subject:Ownership Transfer Request Status Meeting This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hi Georgina,Derek,and Christine I know this past year has been unique in so many ways,and I appreciate the work you all have done and continue to do to move SLO forward. As you know,our Megan's Organic Market team submitted an Ownership Transfer request many months ago and we're still awaiting final approval from the City.I know these things take time,and we appreciate your work with us on this.I'm writing to see if we can set up a meeting to discuss the status of our ownership transfer request,address any remaining questions or reservations you may have,and gather your feedback after the first full year of having a retail dispensary in SLO.We would welcome the opportunity to sit down with you and appreciate you making time for this. Thank you for your time,I look forward to hearing from you. Megan Souza Chief Executive Officer p • (805) 709-0662 e • Megan@MegansOrganicMarket.com w • MegansOrganicMarket.com From:Dustin Tardiff To:Bailey, Georgina Cc:Dietrick, Christine Subject:Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Tuesday, December 7, 2021 1:51:35 PM Attachments:image001.png Hi Georgina: Checking in on the status of this. Hope all is well - Thanks! Dustin On Tue, Aug 24, 2021 at 2:27 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, I wanted to provide you an update, unfortunately the timeline I gave you for a determination this week is likely not to happen. With all the Cannabis Program is reviewing right now our timeline is pushed back likely another week or two for getting you a determination on MOM’s transfer request. Apologies for the delay and I will send you a correspondence when there has been a determination on the transfer request. Best, Georgina From: Bailey, Georgina Sent: Monday, August 16, 2021 2:28 PM To: Dustin Tardiff <dustin@tardiffsaldo.com> Subject: RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Dustin, Yes, the City is still on schedule to likely come to a determination this week on MOM’s Transfer Request. Please expect a correspondence from me regarding the transfer request early next week. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, August 16, 2021 2:20 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Georgina! My alarm went off - checking in that we're still on track to receive a determination in re: to the below. Thanks for all your work! Happy Monday! Dustin Dustin On Wed, Aug 4, 2021 at 2:17 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Thank you for following up on your request. MOMs transfer is being reviewed and the City will likely come to a determination the week of 8/16. Once a determination has been made I will send you a letter of determination and next steps. However, because the transfer request is external there is going to be a background check process, and while we have made major efforts including working with a consultant to streamline the background check process, I anticipate that the background check will likely take anywhere from a couple weeks to an additional month. Not sure your timeline, but hopefully this answers some questions for you. I am happy to answer any other questions you might have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Wednesday, August 4, 2021 2:06 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Georgina: Hope all's well. Following up on the status of this. Is there some avenue of provisional approval or some compromise/alternative to waiting so we can begin taking steps to make these transactions happen? I could submit an outline of proposed steps to take in the interim. I don't think anybody anticipated that we would be waiting 6 months for this - the problems the delay has caused are snowballing. Or maybe we are jusssssst about to receive approval??? Thanks for all your work. Dustin On Thu, Jul 15, 2021 at 5:19 PM Hermann, Greg <GHermann@slocity.org> wrote: Thank you Mr. Cardona. Your request has been received and Georgina will follow up on next steps. Greg From: Mark Cardona <mark@megansorganicmarket.com> Sent: Wednesday, July 14, 2021 8:43 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Dustin Tardiff <dustin@tardiffsaldo.com>; Megan Souza megan@megansorganicmarket.com>; Dietrick, Christine <cdietric@slocity.org>; Hermann, Greg <GHermann@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Ms. Bailey, Please find the attached Transfer of Ownership Request for Operator Megan's Organic Market in line with the process and documentation required in the Administrative Regulations. Best regards, Mark Cardona phone • (805) 450-2741 email • Mark@MegansOrganicMarket.com On Thu, Jul 8, 2021 at 5:43 PM Bailey, Georgina <gbailey@slocity.org> wrote: Good Afternoon Dustin, Please find attached a correspondence from the City that outlines how Megan’s Organic Market should move forward with the Transfer of Ownership Request. Included in the correspondence are the Administrative Guidelines for Transfer of Ownership Requests. Please follow the Administrative Guidelines when you resubmit the Transfer of Ownership Request. Please let me know if you have any questions as you submit your request. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, June 25, 2021 11:32 AM To: Bailey, Georgina <gbailey@slocity.org>; Dietrick, Christine cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org> Cc: Mark Cardona <mark@megansorganicmarket.com> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Hi All / Mr. Johnson: Hope all is well with everyone. It has been over four months since MOM SLO / MOM USA’s Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] was submitted on February 22 this year. We have received very little information in these past four months. As I know you are all aware, the parties cannot take any actions to consummate the transactions contemplated by the amendment until approval is received from the City per the City’s instruction. This long delay is causing a lot of problems with the ability to conduct business and is approaching the point where it will be causing legal compliance issues. We are over a month past the timeline the City gave to us on March 17th. Everyone involved has been very patient and we are all anxious to get some accurate information about next steps. We completely understand how busy you all must be and the complex and novel nature of this process for the City and are here to assist in whatever way we can. Please let us know if there is any other information that we can provide to you. We look forward to hearing the current status of this matter at your soonest convenience. Dustin On Tue, May 4, 2021 at 4:18 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies I was out last week Thursday and Friday and am catching up on emails. We are still finalizing the transfer of ownership process, but are nearing completion. I will reach out to you hopefully within the next week or two with an update. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, April 29, 2021 11:00 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San LuisObispopursuanttoSection9.10.120 of the SLO Municipal Code thatMOMSLO, LLC dba Megan’s Organic Market at 280 Higuera StreetinSanLuisObispo (“MOM SLO”) is proposing to make atransferundersection9.10.120(B) and, to the extent that it is required, areseekingapprovaltoamendthecurrentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial CannabisOperatorPermitCANN-0064-2019 (“MOM SLO CCOP”), one of threeretailCommercialCannabisOperatorPermitswithintheCityofSLO. Current members of MOM SLO, Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney wish to sell theirrespectiveinterestsinMOMSLO, which total 35%, to MOM USA, LLC, aCaliforniaLimitedLiabilityCompanywhichistobewhollyownedbyMOM, Inc. a Delaware Corporation. The individual ownersofMOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, AllisonBorges, and Jillian Cardona - all residents of SLO County withtheexceptionofMs. Cardona who is currently a resident ofSantaBarbaraCounty. Megan Souza is also a current owner of MOMSLOandhasalreadypassedabackgroundcheckbytheCity. TarrahGravesisacurrentemployeeofMOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, andMs. Cardona have not yet gone through the backgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOPbeamendedtoincludeTarrahGraves, Phoebe Lipari, Allison Borges, and Jillian Cardona, as that is required under section 9.10.120(B)(3), and that the current owners seeking to sell their interest inMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, andKeithSweeney, be removed from the MOM SLO CCOP. Additionally, Megan Souza and Eric Powers’ collectiveinterestinMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. AlthoughCityapprovalisnotrequiredundersection9.10.120 for this aspect ofthetransaction, we would request City approval forthistransfer/relinquishment as well, and that the CCOP be amendedtoreflectthesame. MOM SLO is currently, and has been, in good standing andincompliancewithallapplicableregulations. MOM SLO is preparedtopayanyandallnecessaryfeesandchargesand/or provideallinformationreasonablynecessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment (SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitatefuturegrowthoftheMOMSLOandMegan’s Organic Market brandandbusiness, which hopes to expand throughout California (andmaybesomedaybeyond), while maintaining its flagship and principalplaceofbusinessrighthereintheCityofSanLuisObispo. In addition, Megan’s Organic Market is currently primarily female ownedandoperated, however, provided the City of SLO grants approval totherequestedtransferandamendmenttotheCCOP, it willbecome100% female owned – a goal that Megan’s Organic Markethasalwayshad. We believe that having a wholesome, fully female-ownedbusiness, with the potential and plans for tremendous statewideandnationalgrowth, and one that prioritizes community service, education, and responsible environmental stewardship, headquartered in SLO would benefit the local economy, andwouldbeagreatadditiontothecity’s list of homegrown businesssuccessstories. Please find attached a copy of the term sheet outliningtheproposedtransaction (which the parties would like toremainconfidential); a copy of the Articles of Organization and mostrecentStatementofInformationforMOMSLO, LLC; a copy oftheformationdocumentsforMOM, Inc.; and a copy of the ArticlesofOrganizationandmostrecentStatementofInformationforMOMUSA, LLC. The MOM USA, LLC statement of informationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (botharealsocurrentownersofMOMSLOLLC), however ownershipwillbechangedasdescribedabove (i.e., MOM USA, LLC willbecomewhollyownedbyMOM, Inc.) upon approval of thisproposedtransactionandamendmentoftheCCOP. We can provide theCitywiththoseupdatedcorporaterecordsif/when thatbecomesnecessary. We are excited and anxious to work towards the approvalofthisproposedtransactionandtheamendmentoftheMOMSLOCCOP. All current and proposed permitees are ready andavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. Please reach out to me directly at your soonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you for your consideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Bailey, Georgina To:Dustin Tardiff Cc:Dietrick, Christine Subject:RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Date:Tuesday, December 7, 2021 2:13:58 PM Attachments:RE Ownership Transfer Request Status - Meeting.msg image001.png Hi Dustin, Please see attached the communication from Christine dated September 20, 2021, which you are copied on. We are still reviewing documentation MOMs provided to the City. I will reach out back out to you once that review is complete. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Tuesday, December 7, 2021 1:51 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Dietrick, Christine <cdietric@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Georgina: Checking in on the status of this. Hope all is well - Thanks! Dustin On Tue, Aug 24, 2021 at 2:27 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, I wanted to provide you an update, unfortunately the timeline I gave you for a determination this week is likely not to happen. With all the Cannabis Program is reviewing right now our timeline is pushed back likely another week or two for getting you a determination on MOM’s transfer request. Apologies for the delay and I will send you a correspondence when there has been a determination on the transfer request. Best, Georgina From: Bailey, Georgina Sent: Monday, August 16, 2021 2:28 PM To: Dustin Tardiff <dustin@tardiffsaldo.com> Subject: RE: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Dustin, Yes, the City is still on schedule to likely come to a determination this week on MOM’s Transfer Request. Please expect a correspondence from me regarding the transfer request early next week. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, August 16, 2021 2:20 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] Hi Georgina! My alarm went off - checking in that we're still on track to receive a determination in re: to the below. Thanks for all your work! Happy Monday! Dustin Dustin On Wed, Aug 4, 2021 at 2:17 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Thank you for following up on your request. MOMs transfer is being reviewed and the City will likely come to a determination the week of 8/16. Once a determination has been made I will send you a letter of determination and next steps. However, because the transfer request is external there is going to be a background check process, and while we have made major efforts including working with a consultant to streamline the background check process, I anticipate that the background check will likely take anywhere from a couple weeks to an additional month. Not sure your timeline, but hopefully this answers some questions for you. I am happy to answer any other questions you might have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Wednesday, August 4, 2021 2:06 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Georgina: Hope all's well. Following up on the status of this. Is there some avenue of provisional approval or some compromise/alternative to waiting so we can begin taking steps to make these transactions happen? I could submit an outline of proposed steps to take in the interim. I don't think anybody anticipated that we would be waiting 6 months for this - the problems the delay has caused are snowballing. Or maybe we are jusssssst about to receive approval??? Thanks for all your work. Dustin On Thu, Jul 15, 2021 at 5:19 PM Hermann, Greg <GHermann@slocity.org> wrote: Thank you Mr. Cardona. Your request has been received and Georgina will follow up on next steps. Greg From: Mark Cardona <mark@megansorganicmarket.com> Sent: Wednesday, July 14, 2021 8:43 PM To: Bailey, Georgina <gbailey@slocity.org> Cc: Dustin Tardiff <dustin@tardiffsaldo.com>; Megan Souza megan@megansorganicmarket.com>; Dietrick, Christine <cdietric@slocity.org>; Hermann, Greg <GHermann@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Ms. Bailey, Please find the attached Transfer of Ownership Request for Operator Megan's Organic Market in line with the process and documentation required in the Administrative Regulations. Best regards, Mark Cardona phone • (805) 450-2741 email • Mark@MegansOrganicMarket.com On Thu, Jul 8, 2021 at 5:43 PM Bailey, Georgina <gbailey@slocity.org> wrote: Good Afternoon Dustin, Please find attached a correspondence from the City that outlines how Megan’s Organic Market should move forward with the Transfer of Ownership Request. Included in the correspondence are the Administrative Guidelines for Transfer of Ownership Requests. Please follow the Administrative Guidelines when you resubmit the Transfer of Ownership Request. Please let me know if you have any questions as you submit your request. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, June 25, 2021 11:32 AM To: Bailey, Georgina <gbailey@slocity.org>; Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek <djohnson@slocity.org> Cc: Mark Cardona <mark@megansorganicmarket.com> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi All / Mr. Johnson: Hope all is well with everyone. It has been over four months since MOM SLO / MOM USA’s Request for Approval and Amendment to CANN-0064-2019 [SLOMC 9.10.120] was submitted on February 22 this year. We have received very little information in these past four months. As I know you are all aware, the parties cannot take any actions to consummate the transactions contemplated by the amendment until approval is received from the City per the City’s instruction. This long delay is causing a lot of problems with the ability to conduct business and is approaching the point where it will be causing legal compliance issues. We are over a month past the timeline the City gave to us on March 17th. Everyone involved has been very patient and we are all anxious to get some accurate information about next steps. We completely understand how busy you all must be and the complex and novel nature of this process for the City and are here to assist in whatever way we can. Please let us know if there is any other information that we can provide to you. We look forward to hearing the current status of this matter at your soonest convenience. Dustin On Tue, May 4, 2021 at 4:18 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies I was out last week Thursday and Friday and am catching up on emails. We are still finalizing the transfer of ownership process, but are nearing completion. I will reach out to you hopefully within the next week or two with an update. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, April 29, 2021 11:00 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064-2019 SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on this. Hope all is well! Dustin On Tue, Apr 6, 2021 at 8:18 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Of course. The Steering Committee is meeting next week to discuss the possible administrative process for transfer of ownership requests. Depending upon the outcome of the Steering Committee meeting I will be better able to let you know the timeline and next steps for MOM’s transfer request. I believe we are still on track for the 30-60 day timeline and will reach out to you next week with any updates. Let me know if you need anything else in the interim. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, April 5, 2021 10:55 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Hi Ms. Bailey! Just following up on your March 17th letter and inquiring re: status. I completely understand the City's need to develop the administrative process for all of this and want to make sure you're aware that we are eager to assist in any way possible or do anything useful to expedite the process. Can you let me know the status of things so I can relay it to everyone involved? Are we still on track for the 30-60 day timeline you gave us earlier? Thanks again for all your help through this. Dustin On Wed, Mar 17, 2021 at 4:08 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, Please review the attached correspondence regarding Megan’s Organic Market’s Transfer of Ownership Requests. Please reach out to me with any questions you and your team have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Friday, March 12, 2021 1:18 PM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN-0064- 2019 [SLOMC 9.10.120] Happy Friday, Ms. Bailey! Just checking in on this. Let us know the status and next steps when you can. Have a great day/weekend if we don't hear from you. Dustin On Mon, Mar 8, 2021 at 2:04 PM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Dustin, Apologies for the delayed response, we are still reviewing the proposals and next steps. I will likely be able to give you more information this week and will reach out to you as soon as I have that information. Best, Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Thursday, March 4, 2021 11:00 AM To: Bailey, Georgina <gbailey@slocity.org> Subject: Re: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] Hi Ms. Bailey: Just checking in on the status. Let me know if you need anything from me (us). Hope all is well! Dustin On Tue, Feb 23, 2021 at 9:22 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hello Dustin, The City acknowledges and accepts your correspondence as notification in writing of Megan’s Organic Market (MOM’s) proposal to transfer ownership between the current members of MOM, SLO: Melissa Seligman, Levi Seligman, Lindsey Law, and Keith Sweeney, to new members of MOM, Inc: Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona. Likewise, the city acknowledges and accepts your correspondence as notification in writing that MOM SLO will be completely absorbed into the MOM USA entity as part of the overall proposed action. The City will review the proposal with the Cannabis Steering Committee, who will make a determination on how to move forward with the proposal. The Steering Committee will meet next week to review this material. Once I have direction from the Steering Committee I will reach out to Dustin and Megan Souza on the determination and any subsequent next steps. The City asks that none of the proposed actions take final effect until the City reviews the proposal and communicates its decision. Consistent with Chapter 9.10.120 subsection C, any attempt to transfer without City approval is prohibited and any such action immediately voids, nullifies and terminates the commercial cannabis operator permit. Please reach out to me in the interim with any questions you may have. Georgina From: Dustin Tardiff <dustin@tardiffsaldo.com> Sent: Monday, February 22, 2021 3:34 PM To: Dietrick, Christine <cdietric@slocity.org>; Johnson, Derek djohnson@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Cc: Becky Hall <becky@tardiffsaldo.com> Subject: MOM SLO LLC - Request for Approval and Amendment to CANN- 0064-2019 [SLOMC 9.10.120] This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. To: Cannabis Program Coordinator, Georgina Bailey City Attorney, Christine Dietrick City Manager, Derek Johnson CONFIDENTIAL COMMUNICATION This email is to give notice to the City of San Luis Obispo pursuanttoSection9.10.120 of the SLO Municipal Code that MOM SLO, LLCdbaMegan’s Organic Market at 280 Higuera Street in San Luis Obispo(“ MOM SLO”) is proposing to make a transfer under section 9.10.120(B) and, to the extent that it is required, are seeking approval to amendthecurrentMOMSLOCommercialCannabisOperatorPermit. MOM SLO is the holder of Commercial Cannabis OperatorPermitCANN-0064-2019 (“MOM SLO CCOP”), one of three retailCommercialCannabisOperatorPermitswithintheCityofSLO. Current membersofMOMSLO, Melissa Seligman, Levi Seligman, Lindsey Law, andKeithSweeneywishtoselltheirrespectiveinterestsinMOMSLO, whichtotal35%, to MOM USA, LLC, a California Limited Liability CompanywhichistobewhollyownedbyMOM, Inc. a Delaware Corporation. TheindividualownersofMOM, Inc. are Megan Souza, Tarrah Graves, Phoebe Lipari, Allison Borges, and Jillian Cardona - all residents ofSLOCountywiththeexceptionofMs. Cardona who is currently a residentofSantaBarbaraCounty. Megan Souza is also a current owner ofMOMSLOandhasalreadypassedabackgroundcheckbytheCity. TarrahGravesisacurrentemployeeofMOMSLOandhasalsoalreadypassedabackgroundcheckbytheCity. Ms. Borges, Ms. Lipari, and Ms. CardonahavenotyetgonethroughthebackgroundcheckprocessoftheCity. MOM SLO is requesting that the MOM SLO CCOP be amendedtoincludeTarrahGraves, Phoebe Lipari, Allison Borges, andJillianCardona, as that is required under section 9.10.120(B)(3), and thatthecurrentownersseekingtoselltheirinterestinMOMSLO, MelissaSeligman, Levi Seligman, Lindsey Law, and Keith Sweeney, beremovedfromtheMOMSLOCCOP. Additionally, Megan Souza and Eric Powers’ collective interest inMOMSLOwillbecompletelyabsorbedintotheMOMUSAentityaspartofthisproposedtransaction. Although City approval is not requiredundersection9.10.120 for this aspect of the transaction, we would requestCityapprovalforthistransfer/relinquishment as well, and that the CCOPbeamendedtoreflectthesame. MOM SLO is currently, and has been, in good standing andincompliancewithallapplicableregulations. MOM SLO is prepared topayanyandallnecessaryfeesandchargesand/or provide allinformationreasonablynecessarytotheCityofSLOuponrequestinordertoobtaintherequisiteapprovalfortheproposedtransactionandamendment( SLOMC 9.10.120(B)(1)). The reason for the proposed transfer is to facilitate future growth oftheMOMSLOandMegan’s Organic Market brand and business, whichhopestoexpandthroughoutCalifornia (and maybe someday beyond), while maintaining its flagship and principal place of business right here in the City of San Luis Obispo. In addition, Megan’s Organic Marketiscurrentlyprimarilyfemaleownedandoperated, however, providedtheCityofSLOgrantsapprovaltotherequestedtransferandamendmenttotheCCOP, it will become 100% female owned – a goal that Megan’sOrganicMarkethasalwayshad. We believe that having a wholesome, fully female-owned business, with the potential and plans fortremendousstatewideandnationalgrowth, and one that prioritizescommunityservice, education, and responsible environmental stewardship, headquartered in SLO would benefit the local economy, and would beagreatadditiontothecity’s list of homegrown business success stories. Please find attached a copy of the term sheet outlining theproposedtransaction (which the parties would like to remain confidential); acopyoftheArticlesofOrganizationandmostrecentStatementofInformationforMOMSLO, LLC; a copy of the formation documents for MOM, Inc.; and a copy of the Articles of Organization and most recent StatementofInformationforMOMUSA, LLC. The MOM USA, LLC statementofinformationattachedlistsMeganSouzaandEricPowersasthecurrentmanagers (both are also current owners of MOM SLO LLC), howeverownershipwillbechangedasdescribedabove (i.e., MOM USA, LLCwillbecomewhollyownedbyMOM, Inc.) upon approval of thisproposedtransactionandamendmentoftheCCOP. We can provide the Citywiththoseupdatedcorporaterecordsif/when that becomes necessary. We are excited and anxious to work towards the approval ofthisproposedtransactionandtheamendmentoftheMOMSLOCCOP. AllcurrentandproposedpermiteesarereadyandavailabletoansweranyfurtherquestionsormeetwiththeCityasisneededorhelpful. PleasereachouttomedirectlyatyoursoonestconveniencetoletusknowwhatelsewecandoorprovidetoassisttheCity. Thank you foryourconsideration. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:White, Kelly To:Megan Souza; Dustin Tardiff; Mark Cardona Cc:Bailey, Georgina; Dietrick, Christine Subject:Additional Information Request: Megan"s Organic Market Date:Friday, January 28, 2022 11:04:13 AM Attachments:image001.png image002.png image003.png image004.png 20220128_FollowUpQuestions_MOMs.pdf Good Morning, Please see the attached letter from Christine Dietrick, City Attorney. Kelly White Senior Legal Analyst City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E kwhite@slocity.org T 805.781.7060 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From:Dietrick, Christine To:dustin@tardiffsaldo.com Cc:Bailey, Georgina Subject:Cannabis follow up Date:Tuesday, April 5, 2022 4:02:00 PM Attachments:image001.png image002.png image003.png image004.png Dustin, we will have a written determination to you by the end of next week. Thanks, Christine Christine Dietrick pronouns she/her/hers City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E cdietrick@slocity.org T 805.781.7140 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From:Dustin Tardiff To:Dietrick, Christine Cc:Bailey, Georgina Subject:Re: Cannabis follow up Date:Tuesday, April 5, 2022 4:07:39 PM Attachments:image002.png image003.png image004.png image001.png This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Terrific. Thanks so much for following up. Looking forward to hearing from you. On Tue, Apr 5, 2022 at 4:02 PM Dietrick, Christine <cdietric@slocity.org> wrote: Dustin, we will have a written determination to you by the end of next week. Thanks, Christine Christine Dietrick pronouns she/her/hers City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E cdietrick@slocity.org T 805.781.7140 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Dietrick, Christine To:dustin@tardiffsaldo.com Cc:Bailey, Georgina Subject:MOM"s transfer determination Date:Thursday, April 14, 2022 11:21:00 AM Attachments:image001.png image002.png image003.png image004.png Dustin, I just heard from our outside counsel who is doing a third party review for us, which I expected to have earlier in the week, that we won’t have their analysis to review in the time frame anticipated. So, unfortunately, I am going to have to push the final notification to you until end of next week to ensure that we are adequately addressing the product of that review. Thanks, Christine Christine Dietrick pronouns she/her/hers City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E cdietrick@slocity.org T 805.781.7140 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From:Dustin Tardiff To:Dietrick, Christine Cc:Bailey, Georgina Subject:Re: MOM"s transfer determination Date:Thursday, April 14, 2022 1:23:34 PM Attachments:image004.png image003.png image001.png image002.png This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. No worries - I appreciate the email. Hope to hear from you soon. Dustin On Thu, Apr 14, 2022 at 11:21 AM Dietrick, Christine <cdietric@slocity.org> wrote: Dustin, I just heard from our outside counsel who is doing a third party review for us, which I expected to have earlier in the week, that we won’t have their analysis to review in the time frame anticipated. So, unfortunately, I am going to have to push the final notification to you until end of next week to ensure that we are adequately addressing the product of that review. Thanks, Christine Christine Dietrick pronouns she/her/hers City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E cdietrick@slocity.org T 805.781.7140 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Dietrick, Christine To:Leveille, Brian; Bailey, Georgina; dustin@tardiffsaldo.com Subject:MOMs Transfer Discussion Dustin, I’m hoping you and a client rep might be able to have a Teams (or in person) meeting with us regarding the transfer request that we are trying to wrap up. Specifically, we’d like to talk through the questions below, which remain unclear after our efforts to understand the multiple financial relationships and transactions involving Dayspring, NHC and/or its various entities tied to Dayspring. If this time doesn’t work on short notice, itappearsthatourinternalteamcouldmakesometimebetween10-2 on Friday work. 1. Does MOMs or any of its affiliated individuals or entities still have outstanding debt or any other financial or business management/operational relationship to Dayspring or NHC or any person or entity affiliated with either Dayspring or NHC? 2. Did Dayspring, NHC or any of its affiliated individuals or entities ever have any role, passive or active, in the management or operations of MOMs? 3. Is it correct that all interests held by MOMs or its affiliated individuals in the NHC Broad Street properties have been transferred toHeliosDayspring/NHC or related parties/entities or are there continuing interests in or relationships related to the property? 4. The responses and records MOMs provided show a flurry of activity in February 2021 and we would like to understand the context around the multiple transactions. 5. Please explain what happened to the 2019 Convertible Promissory Note of 800,000. How was MOM USA able to purchase (or pay back) that Note from Dayspring? How and through what method was the payment made? Have new owners Phoebe Liparri and Alison Borges infused capital into the business, or did MOM use the cash from the $1,150,000 Commercial Note to buy back the Convertible Note? 6. Does Levi Seligman currently hold the Commercial Promissory Note with MOM for 1,150,000 plus 2% interest? Did Seligman take this note in lieu of receiving cash from Dayspring for the sale of the Broad Street properties? Thanks, Christine Microsoft Teams meeting Join on your computer or mobile app Click here to join the meeting <https://teams.microsoft.com/l/meetup- join/19%3ameeting_M2VjNzZkYzUtMmJlNi00YWQyLWE0OTYtNzQ2ZmZlZDdmMjdh%40thread.v2/0? context=%7b%22Tid%22%3a%22a78b182d-94e4-4507-a9a9-330dcb148164%22%2c%22Oid%22%3a%221cdd506d-166e-4193-9172- d8cc1ea6a85a%22%7d> Or call in (audio only) 1 209-645-4165,,497973732# <tel:+12096454165,,497973732#> United States, Stockton Phone Conference ID: 497 973 732# Find a local number <https://dialin.teams.microsoft.com/f72d38db-88d0-4b7b-be19-71a20f3a0897?id=497973732> | Reset PIN https://mysettings.lync.com/pstnconferencing> Learn More <https://aka.ms/JoinTeamsMeeting> | Meeting options <https://teams.microsoft.com/meetingOptions/?organizerId=1cdd506d-166e-4193- 9172-d8cc1ea6a85a&tenantId=a78b182d-94e4-4507-a9a9- 330dcb148164&threadId=19_meeting_M2VjNzZkYzUtMmJlNi00YWQyLWE0OTYtNzQ2ZmZlZDdmMjdh@thread.v2&messageId=0&language=en- US> From:Dustin Tardiff To:Dietrick, Christine Cc:Leveille, Brian; Bailey, Georgina Subject:Re: MOMs Transfer Discussion Date:Wednesday, April 20, 2022 2:02:47 PM This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Christine: Nice talking to you. I will be there at 4:00 along with the MOM executive committee. See you then. Dustin On Wed, Apr 20, 2022 at 12:43 PM Dietrick, Christine <cdietric@slocity.org> wrote: Dustin, I’m hoping you and a client rep might be able to have a Teams (or in person) meeting with us regarding the transfer request that we are trying to wrap up. Specifically, we’d like to talk through the questions below, which remain unclear after our efforts to understand the multiple financial relationships and transactions involving Dayspring, NHC and/or its various entities tied to Dayspring. If this time doesn’t work on short notice, it appears that our internal team could make sometime between 10-2 on Friday work. 1. Does MOMs or any of its affiliated individuals or entities still have outstanding debt or any other financial or business management/operational relationship to Dayspring or NHC or any person or entity affiliated with either Dayspring or NHC? 2. Did Dayspring, NHC or any of its affiliated individuals or entities ever have any role, passive or active, in the management or operations of MOMs? 3. Is it correct that all interests held by MOMs or its affiliated individuals in the NHC Broad Street properties have been transferred to Helios Dayspring/NHC or related parties/entities or are there continuing interests in or relationships related to the property? 4. The responses and records MOMs provided show a flurry of activity in February 2021 and we would like to understand the context around the multiple transactions. 5. Please explain what happened to the 2019 Convertible Promissory Note of 800,000. How was MOM USA able to purchase (or pay back) that Note from Dayspring? How and through what method was the payment made? Have new owners Phoebe Liparri and Alison Borges infused capital into the business, or did MOM use the cash from the $1,150,000 Commercial Note to buy back the Convertible Note? 6. Does Levi Seligman currently hold the Commercial Promissory Note with MOM for 1,150,000 plus 2% interest? Did Seligman take this note in lieu of receiving cash from Dayspring for the sale of the Broad Street properties? Thanks, Christine Microsoft Teams meeting Join on your computer or mobile app Click here to join the meeting Or call in (audio only) 1 209-645-4165,,497973732# United States, Stockton Phone Conference ID: 497 973 732# Find a local number | Reset PIN Learn More | Meeting options DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Google Calendar on behalf of megan@megansorganicmarket.com To:Dietrick, Christine Subject:Accepted: MOMs Transfer Discussion @ Wed Apr 20, 2022 4pm - 4:50pm (PDT) (Dietrick, Christine) Attachments:invite.ics This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. megan@megansorganicmarket.com has accepted this invitation. MOMs Transfer Discussion When Wed Apr 20, 2022 4pm – 4:50pm Pacific Time - Los Angeles Where Microsoft Teams Meeting (map <https://www.google.com/maps/search/Microsoft+Teams+Meeting?hl=en> ) Calendar Dietrick, ChristineWho Dietrick, Christine organizer megan@megansorganicmarket.com creator dustin@tardiffsaldo.com Leveille, Brian Bailey, Georgina Dustin, I’m hoping you and a client rep might be able to have a Teams (or in person) meeting with us regarding the transfer request that we are trying to wrap up. Specifically, we’d like to talk through the questions below, which remain unclear after our efforts to understand the multiple financial relationships and transactions involving Dayspring, NHC and/or its various entities tied to Dayspring. If this time doesn’t work on short notice, itappearsthatourinternalteamcouldmakesometimebetween10-2 on Friday work. 1. Does MOMs or any of its affiliated individuals or entities still have outstanding debt or any other financial or business management/operational relationship to Dayspring or NHC or any person or entity affiliated with either Dayspring or NHC? 2. Did Dayspring, NHC or any of its affiliated individuals or entities ever have any role, passive or active, in the management or operations of MOMs? 3. Is it correct that all interests held by MOMs or its affiliated individuals in the NHC Broad Street properties have been transferred to Helios Dayspring/NHC or related parties/entities or are there continuing interests in or relationships related to the property? 4. The responses and records MOMs provided show a flurry of activity in February 2021 and we would like to understand the context around the multiple transactions. 5. Please explain what happened to the 2019 Convertible Promissory Note of 800,000. How was MOM USA able to purchase (or pay back) that Note from Dayspring? How and through what method was the payment made? Have new owners Phoebe Liparri and Alison Borges infused capital into the business, or did MOM use the cash from the $1,150,000 Commercial Note to buy back the Convertible Note? 1. Does Levi Seligman currently hold the Commercial Promissory Note with MOM for 1,150,000 plus 2% interest? Did Seligman take this note in lieu of receiving cash from Dayspring for the sale of the Broad Street properties? Thanks, Christine Microsoft Teams meeting Join on your computer or mobile app Click here to join the meeting Or call in (audio only) 1 209-645-4165,,497973732# United States, Stockton Phone Conference ID: 497 973 732# Find a local number | ResetPINLearnMore | Meeting options Invitation from Google Calendar <https://calendar.google.com/calendar/> You are receiving this courtesy email at the account cdietric@slocity.org because you are an attendee of this event. To stop receiving future updates for this event, decline this event. Alternatively you can sign up for a Google accountathttps://calendar.google.com/calendar/ and control your notification settings for your entire calendar. Forwarding this invitation could allow any recipient to send a response to the organizer and be added to the guest list, or invite others regardless of their own invitation status, or to modify your RSVP. Learn More <https://support.google.com/calendar/answer/37135#forwarding> . From:Dustin Tardiff To:Dietrick, Christine Cc:Bailey, Georgina; Leveille, Brian Subject:Re: MOMs Transfer Discussion Date:Monday, April 25, 2022 9:37:09 AM This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hey all! Not that we’re all anxious or anything but following up on our meeting and the determination. Hope everyone had a great weekend! Dustin On Wed, Apr 20, 2022 at 12:43 PM Dietrick, Christine <cdietric@slocity.org> wrote: Dustin, I’m hoping you and a client rep might be able to have a Teams (or in person) meeting with us regarding the transfer request that we are trying to wrap up. Specifically, we’d like to talk through the questions below, which remain unclear after our efforts to understand the multiple financial relationships and transactions involving Dayspring, NHC and/or its various entities tied to Dayspring. If this time doesn’t work on short notice, it appears that our internal team could make sometime between 10-2 on Friday work. 1. Does MOMs or any of its affiliated individuals or entities still have outstanding debt or any other financial or business management/operational relationship to Dayspring or NHC or any person or entity affiliated with either Dayspring or NHC? 2. Did Dayspring, NHC or any of its affiliated individuals or entities ever have any role, passive or active, in the management or operations of MOMs? 3. Is it correct that all interests held by MOMs or its affiliated individuals in the NHC Broad Street properties have been transferred to Helios Dayspring/NHC or related parties/entities or are there continuing interests in or relationships related to the property? 4. The responses and records MOMs provided show a flurry of activity in February 2021 and we would like to understand the context around the multiple transactions. 5. Please explain what happened to the 2019 Convertible Promissory Note of 800,000. How was MOM USA able to purchase (or pay back) that Note from Dayspring? How and through what method was the payment made? Have new owners Phoebe Liparri and Alison Borges infused capital into the business, or did MOM use the cash from the $1,150,000 Commercial Note to buy back the Convertible Note? 6. Does Levi Seligman currently hold the Commercial Promissory Note with MOM for 1,150,000 plus 2% interest? Did Seligman take this note in lieu of receiving cash from Dayspring for the sale of the Broad Street properties? Thanks, Christine Microsoft Teams meeting Join on your computer or mobile app Click here to join the meeting Or call in (audio only) 1 209-645-4165,,497973732# United States, Stockton Phone Conference ID: 497 973 732# Find a local number | Reset PIN Learn More | Meeting options DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:White, Kelly To:Megan Souza; Dustin Tardiff; Mark Cardona Cc:Codron, Michael; Dietrick, Christine; Bailey, Georgina Subject:City Response to Transfer Request: Megan"s Organic Market Date:Monday, April 25, 2022 4:34:06 PM Attachments:2022_4_25_City Response to 2021 Transfer Request .pdf image001.png image002.png image003.png image004.png Good Afternoon, Please see the attached from the City of San Luis Obispo. Kelly White Senior Legal Analyst City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E kwhite@slocity.org T 805.781.7060 slocity.org Stay connected with the City by signing up for e-notifications From:Dietrick, Christine To:Dustin Tardiff Cc:Bailey, Georgina; Leveille, Brian Subject:RE: MOMs Transfer Discussion Date:Tuesday, April 26, 2022 11:48:57 AM Attachments:image001.png image002.png image003.png image004.png image005.png Dustin, I’m sorry for the delay in getting back to you, but I believe you are correct that we had a version control issue with the final letter sent to your team that resulted in verbiage that does not accurately reflect the statements you made to the city in a couple of instances. I have been in solid meetings, but will sit down this afternoon and do a thorough review, ensure accuracy and get out a replacement letter to you today. Thanks for bringing it to our attention and my apologies. Best, Christine Christine Dietrick pronouns she/her/hers City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E cdietrick@slocity.org T 805.781.7140 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From:Dustin Tardiff dustin@tardiffsaldo.com> Sent:Monday,April 25,2022 9:37 AM To:Dietrick,Christine cdietric@slocity.org> Cc:Bailey,Georgina gbailey@slocity.org>;Leveille,Brian bleveill@slocity.org> Subject:Re:MOMs Transfer Discussion This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hey all! Not that we’re all anxious or anything but following up on our meeting and the determination. Hope everyone had a great weekend! Dustin On Wed,Apr 20,2022 at 12:43 PM Dietrick,Christine cdietric@slocity.org>wrote: Dustin, I’m hoping you and a client rep might be able to have a Teams (or in person) meeting with us regarding the transfer request that we are trying to wrap up. Specifically, we’d like to talk through the questions below, which remain unclear after our efforts to understand the multiple financial relationships and transactions involving Dayspring, NHC and/or its various entities tied to Dayspring. If this time doesn’t work on short notice, it appears that our internal team could make sometime between 10-2 on Friday work. 1.Does MOMs or any of its affiliated individuals or entities still have outstanding debt or any other financial or business management/operational relationship to Dayspring or NHC or any person or entity affiliated with either Dayspring or NHC? 2.Did Dayspring, NHC or any of its affiliated individuals or entities ever have any role, passive or active, in the management or operations of MOMs? 3.Is it correct that all interests held by MOMs or its affiliated individuals in the NHC Broad Street properties have been transferred to Helios Dayspring/NHC or related parties/entities or are there continuing interests in or relationships related to the property? 4.The responses and records MOMs provided show a flurry of activity in February 2021 and we would like to understand the context around the multiple transactions. 5.Please explain what happened to the 2019 Convertible Promissory Note of 800,000. How was MOM USA able to purchase (or pay back) that Note from Dayspring? How and through what method was the payment made? Have new owners Phoebe Liparri and Alison Borges infused capital into the business, or did MOM use the cash from the $1,150,000 Commercial Note to buy back the Convertible Note? 6.Does Levi Seligman currently hold the Commercial Promissory Note with MOM for 1,150,000 plus 2% interest? Did Seligman take this note in lieu of receiving cash from Dayspring for the sale of the Broad Street properties? Thanks, Christine Microsoft Teams meeting Join on your computer or mobileappClickheretojointhemeeting Or call in (audio only) 1 209-645-4165,,497973732# United States, Stockton Phone Conference ID: 497 973 732# Find a local number | Reset PIN Learn More | Meeting options DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM From:Mark Cardona To:White, Kelly Cc:Megan Souza; Dustin Tardiff; Codron, Michael; Dietrick, Christine; Bailey, Georgina Subject:Re: City Response to Transfer Request: Megan"s Organic Market Date:Tuesday, April 26, 2022 6:30:47 PM Attachments:image001.png image002.png image003.png image004.png This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hi Kelly, Thank you for your email. The electronic background packet for Owners/Principals to complete has a space for uploading a signed and notarized Release & Waiver form. Can you please direct us to where we can find that form? Best regards, Mark Cardona On Mon, Apr 25, 2022 at 4:34 PM White, Kelly <kwhite@slocity.org> wrote: Good Afternoon, Please see the attached from the City of San Luis Obispo. Kelly White Senior Legal Analyst City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E kwhite@slocity.org T 805.781.7060 slocity.org Stay connected with the City by signing up for e-notifications Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. From:White, Kelly To:Mark Cardona; Leveille, Brian Cc:Megan Souza; Dustin Tardiff; Codron, Michael; Dietrick, Christine; Bailey, Georgina Subject:RE: City Response to Transfer Request: Megan"s Organic Market Date:Wednesday, April 27, 2022 8:22:37 AM Attachments:image001.png image002.png image003.png image004.png Mark – I’m uncertain what form you’re referencing but have copied Brian Leveille who will be able to assist you. Thanks Kelly White Senior Legal Analyst City Attorney's Office E kwhite@slocity.org T 805.781.7060 From: Mark Cardona <mark@megansorganicmarket.com> Sent: Tuesday, April 26, 2022 6:30 PM To: White, Kelly <kwhite@slocity.org> Cc: Megan Souza <megan@megansorganicmarket.com>; Dustin Tardiff <dustin@tardiffsaldo.com>; Codron, Michael <mcodron@slocity.org>; Dietrick, Christine <cdietric@slocity.org>; Bailey, Georgina gbailey@slocity.org> Subject: Re: City Response to Transfer Request: Megan's Organic Market This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hi Kelly, Thank you for your email. The electronic background packet for Owners/Principals to complete has a space for uploading a signed and notarized Release & Waiver form. Can you please direct us to where we can find that form? Best regards, Mark Cardona On Mon, Apr 25, 2022 at 4:34 PM White, Kelly <kwhite@slocity.org> wrote: Good Afternoon, Please see the attached from the City of San Luis Obispo. Kelly White Senior Legal Analyst City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E kwhite@slocity.org T 805.781.7060 slocity.org Stay connected with the City by signing up for e-notifications Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. From:Mark Cardona To:White, Kelly Cc:Leveille, Brian; Megan Souza; Dustin Tardiff; Codron, Michael; Dietrick, Christine; Bailey, Georgina Subject:Re: City Response to Transfer Request: Megan"s Organic Market Date:Wednesday, April 27, 2022 8:40:30 AM Attachments:image001.png image002.png image003.png image004.png pdf Release and Waiver form upload screenshot City of San Luis Obispo 04272022.pdf Thank you, Kelly and Brian. I've attached a screenshot of the part of the online Background Check Application where the upload field for that form is showing up. It's at the bottom left. Regards, Mark On Wed, Apr 27, 2022 at 8:22 AM White, Kelly <kwhite@slocity.org> wrote: Mark – I’m uncertain what form you’re referencing but have copied Brian Leveille who will be able to assist you. Thanks Kelly White Senior Legal Analyst City Attorney's Office E kwhite@slocity.org T 805.781.7060 From: Mark Cardona <mark@megansorganicmarket.com> Sent: Tuesday, April 26, 2022 6:30 PM To: White, Kelly <kwhite@slocity.org> Cc: Megan Souza <megan@megansorganicmarket.com>; Dustin Tardiff dustin@tardiffsaldo.com>; Codron, Michael <mcodron@slocity.org>; Dietrick, Christine cdietric@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Subject: Re: City Response to Transfer Request: Megan's Organic Market This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hi Kelly, Thank you for your email. The electronic background packet for Owners/Principals to complete has a space for uploading a signed and notarized Release & Waiver form. Can you please direct us to where we can find that form? Best regards, Mark Cardona On Mon, Apr 25, 2022 at 4:34 PM White, Kelly <kwhite@slocity.org> wrote: Good Afternoon, Please see the attached from the City of San Luis Obispo. Kelly White Senior Legal Analyst City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E kwhite@slocity.org T 805.781.7060 slocity.org Stay connected with the City by signing up for e-notifications Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. From:Bailey, Georgina To:Mark Cardona; White, Kelly Cc:Leveille, Brian; Megan Souza; Dustin Tardiff; Codron, Michael; Dietrick, Christine Subject:RE: City Response to Transfer Request: Megan"s Organic Market Date:Wednesday, April 27, 2022 8:49:45 AM Attachments:Release & Waiver PDF.pdf image001.png image002.png image003.png image004.png Hi Mark, Here is the Release and Waiver form you can fill out and attach. Georgina From: Mark Cardona <mark@megansorganicmarket.com> Sent: Wednesday, April 27, 2022 8:40 AM To: White, Kelly <kwhite@slocity.org> Cc: Leveille, Brian <bleveill@slocity.org>; Megan Souza <megan@megansorganicmarket.com>; Dustin Tardiff <dustin@tardiffsaldo.com>; Codron, Michael <mcodron@slocity.org>; Dietrick, Christine <cdietric@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Subject: Re: City Response to Transfer Request: Megan's Organic Market Thank you, Kelly and Brian. I've attached a screenshot of the part of the online Background Check Application where the upload field for that form is showing up. It's at the bottom left. Regards, Mark On Wed, Apr 27, 2022 at 8:22 AM White, Kelly <kwhite@slocity.org> wrote: Mark – I’m uncertain what form you’re referencing but have copied Brian Leveille who will be able to assist you. Thanks Kelly White Senior Legal Analyst City Attorney's Office E kwhite@slocity.org T 805.781.7060 From: Mark Cardona <mark@megansorganicmarket.com> Sent: Tuesday, April 26, 2022 6:30 PM To: White, Kelly <kwhite@slocity.org> Cc: Megan Souza <megan@megansorganicmarket.com>; Dustin Tardiff dustin@tardiffsaldo.com>; Codron, Michael <mcodron@slocity.org>; Dietrick, Christine cdietric@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Subject: Re: City Response to Transfer Request: Megan's Organic Market This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hi Kelly, Thank you for your email. The electronic background packet for Owners/Principals to complete has a space for uploading a signed and notarized Release & Waiver form. Can you please direct us to where we can find that form? Best regards, Mark Cardona On Mon, Apr 25, 2022 at 4:34 PM White, Kelly <kwhite@slocity.org> wrote: Good Afternoon, Please see the attached from the City of San Luis Obispo. Kelly White Senior Legal Analyst City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E kwhite@slocity.org T 805.781.7060 slocity.org Stay connected with the City by signing up for e-notifications Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. From:Mark Cardona To:Bailey, Georgina Cc:White, Kelly; Leveille, Brian; Megan Souza; Dustin Tardiff; Codron, Michael; Dietrick, Christine Subject:Re: City Response to Transfer Request: Megan"s Organic Market Date:Wednesday, April 27, 2022 8:57:39 AM Attachments:image001.png image002.png image003.png image004.png Thank you, Georgina. Received. Mark Cardona On Wed, Apr 27, 2022 at 8:49 AM Bailey, Georgina <gbailey@slocity.org> wrote: Hi Mark, Here is the Release and Waiver form you can fill out and attach. Georgina From: Mark Cardona <mark@megansorganicmarket.com> Sent: Wednesday, April 27, 2022 8:40 AM To: White, Kelly <kwhite@slocity.org> Cc: Leveille, Brian <bleveill@slocity.org>; Megan Souza megan@megansorganicmarket.com>; Dustin Tardiff <dustin@tardiffsaldo.com>; Codron, Michael <mcodron@slocity.org>; Dietrick, Christine <cdietric@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Subject: Re: City Response to Transfer Request: Megan's Organic Market Thank you, Kelly and Brian. I've attached a screenshot of the part of the online Background Check Application where the upload field for that form is showing up. It's at the bottom left. Regards, Mark On Wed, Apr 27, 2022 at 8:22 AM White, Kelly <kwhite@slocity.org> wrote: Mark – I’m uncertain what form you’re referencing but have copied Brian Leveille who will be able to assist you. Thanks Kelly White Senior Legal Analyst City Attorney's Office E kwhite@slocity.org T 805.781.7060 From: Mark Cardona <mark@megansorganicmarket.com> Sent: Tuesday, April 26, 2022 6:30 PM To: White, Kelly <kwhite@slocity.org> Cc: Megan Souza <megan@megansorganicmarket.com>; Dustin Tardiff dustin@tardiffsaldo.com>; Codron, Michael <mcodron@slocity.org>; Dietrick, Christine <cdietric@slocity.org>; Bailey, Georgina <gbailey@slocity.org> Subject: Re: City Response to Transfer Request: Megan's Organic Market This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Hi Kelly, Thank you for your email. The electronic background packet for Owners/Principals to complete has a space for uploading a signed and notarized Release & Waiver form. Can you please direct us to where we can find that form? Best regards, Mark Cardona On Mon, Apr 25, 2022 at 4:34 PM White, Kelly <kwhite@slocity.org> wrote: Good Afternoon, Please see the attached from the City of San Luis Obispo. Kelly White Senior Legal Analyst City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E kwhite@slocity.org T 805.781.7060 slocity.org Stay connected with the City by signing up for e-notifications Confidentiality Notice: The information contained in this e-mail and any attached document(s) may contain confidential information that is intended only for the addressee(s). If you are not the intended recipient, you are hereby advised that any disclosure, copying, distribution or the taking of any action in reliance upon the information is prohibited. If you have received this e-mail in error, please immediately notify the sender and delete it from your system. From:Kersten, Markie To:dustin@tardiffsaldo.com Cc:Dietrick, Christine Subject:MOM"s Transfer of Ownership Request Date:Wednesday, April 27, 2022 12:05:54 PM Attachments:2022_4_25_City Response to 2021 Transfer Request .pdf image001.png image002.png image003.png image004.png Hi Dustin, I called your office but was unable to reach you or leave a voicemail. Christine asked me to reach out to you after she received messages from Tarrah Graves expressing potential concerns about statements made in the City’s April 25 letter. Christine is unavailable for the next few hours. In the meantime, I am hoping to connect with you to better understand your client’s concerns, so that Christine and I can discuss upon her return to the office. I am stepping out for the next 30 minutes, but can be reached at the number highlighted below. Best, Markie Markie Kersten pronouns she/her/hers Assistant City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E mkersten@slocity.org T 805.781.7141 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From:Kersten, Markie To:dustin@tardiffsaldo.com Cc:Dietrick, Christine Subject:RE: MOM"s Transfer of Ownership Request Date:Wednesday, April 27, 2022 2:00:41 PM Attachments:image001.png image002.png image003.png image004.png Hi Dustin, I spoke with Christine and we realized that her caller ID was identifying your calls as your wife. Apologies for the confusion. Additionally, we agree that Section 7 is perhaps a bit awkwardly worded, it is factually accurate and no revision is necessary. Thank you, Markie From: Kersten, Markie Sent: Wednesday, April 27, 2022 12:06 PM To: dustin@tardiffsaldo.com Cc: Dietrick, Christine <cdietric@slocity.org> Subject: MOM's Transfer of Ownership Request Hi Dustin, I called your office but was unable to reach you or leave a voicemail. Christine asked me to reach out to you after she received messages from Tarrah Graves expressing potential concerns about statements made in the City’s April 25 letter. Christine is unavailable for the next few hours. In the meantime, I am hoping to connect with you to better understand your client’s concerns, so that Christine and I can discuss upon her return to the office. I am stepping out for the next 30 minutes, but can be reached at the number highlighted below. Best, Markie Markie Kersten pronouns she/her/hers Assistant City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E mkersten@slocity.org T 805.781.7141 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. From:Dustin Tardiff To:Kersten, Markie Cc:Dietrick, Christine Subject:Re: MOM"s Transfer of Ownership Request Date:Wednesday, April 27, 2022 3:48:00 PM Attachments:image002.png image003.png image004.png image001.png This message is from an External Source. Use caution when deciding to open attachments, click links, or respond. Awesome - appreciate the update. I’ll dismiss the identity theft investigation. On Wed, Apr 27, 2022 at 2:00 PM Kersten, Markie <mkersten@slocity.org> wrote: Hi Dustin, I spoke with Christine and we realized that her caller ID was identifying your calls as your wife. Apologies for the confusion. Additionally, we agree that Section 7 is perhaps a bit awkwardly worded, it is factually accurate and no revision is necessary. Thank you, Markie From: Kersten, Markie Sent: Wednesday, April 27, 2022 12:06 PM To: dustin@tardiffsaldo.com Cc: Dietrick, Christine <cdietric@slocity.org> Subject: MOM's Transfer of Ownership Request Hi Dustin, I called your office but was unable to reach you or leave a voicemail. Christine asked me to reach out to you after she received messages from Tarrah Graves expressing potential concerns about statements made in the City’s April 25 letter. Christine is unavailable for the next few hours. In the meantime, I am hoping to connect with you to better understand your client’s concerns, so that Christine and I can discuss upon her return to the office. I am stepping out for the next 30 minutes, but can be reached at the number highlighted below. Best, Markie Markie Kersten pronouns she/her/hers Assistant City Attorney City Attorney's Office 990 Palm Street, San Luis Obispo, CA 93401-3249 E mkersten@slocity.org T 805.781.7141 slocity.org Stay connected with the City by signing up for e-notifications The information contained in this e-mail message is intended only for the CONFIDENTIAL use of the designated addressee named above. The information transmitted is subject to the attorney-client privilege and/or represents confidential attorney work product. Recipients should not file copies of this email with publicly accessible records. If you are not the designated addressee named above or the authorized agent responsible for delivering it to the designated addressee, you received this document through inadvertent error and any further review, dissemination, distribution or copying of this communication by you or anyone else is strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT (805) 781-7140. Thank you. DUSTIN M TARDIFF ATTORNEY AT LAW 6699 Bay Laurel Place, Ste 1 Avila Beach, CA 93424 (map) dustin@tardiffsaldo.com | 805-457-4578 TARDIFFSALDO.COM