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RES 2012-0013 - Class C liq lic to Nomad Lounge (withdrawn) CI 70 t CCID TYPE OF LICENSE: CLASS "C" LIQUOR LICENSE )' / L 'Ai I - 31 - I2- NAME & ADDRESS: NOMAD LOUNGE, LLC DBA "NOMAD LOUNGE" 1013 JONES STREET RECEIVED: DECEMBER 19, 2011 45TH DAY: THURSDAY, FEBRUARY 2, 2012 HEARING DATE: JANUARY 10. 2012-22ND DAY /0 PERSON(S) CONTACTED: TROY SHAW 402-630-2001 CONTACT-F. LUKE ALEXANDER 402-469-9040 POSTED: N/A NOTIFIED: N/A NEW APPLICATION, OLD LOCATION. CHANGE OF STOCKHOLDERS LIQUOR LICENSED ESTABLISHMENT HISTORY LICENSE #C 74805 NOMAD LOUNGE, LLC 1013 JONES STREET 68102 884-1231 DBA NOMAD LOUNGE NLCC ORDERS 10-17-07 -HRG 9-25-07 -SHOW CAUSE WHETHER OR NOT THE OUTDOOR AREA SHOULD BE LICENSED - (1) THE AREA DOES NOT MEET THE CRITERIA FOR A SIDEWALK CAFE (2) THE OUTDOOR AREA SHALL BE LICENSED AS A"BEER GARDEN" * 1-25-08 -MGR APPROVED (RICHARD WAHL) * OTHER ACTIVITIES 11-21-06 -RES #1387 -GRANT 6-1 WITH STIPULATION THAT APPLICANT WILL COMPLETE ALL SOUNDPROOFING CONSTRUCITON AS REPRESENTED BY THE BUILDING OWNER * COMPLETED (SEE ESTABLISHMENT FOLDER) * 12-30-06 -TAVERN REPORT RE: DIORDERLY CONDUCT; ASSAULT;BATTER & RELONY & MISD ASSAULT INSIDE THE ESTABLISHMENT * 6-12-07 -REQ ADD OF PATIO AREA APPROX 12' X 50' TO THE NORTH CCID #712 APPROVE * 1-8-08 -MGR (RICHARD WAHL) CCID #42 APPROVED * 6-24-08 - CC LAW COMM MTG * 01-10-12 - CHANGE OF STOCKHOLDERS * LICENSED PREMISES 1 STY BLDG APPROX 64' X 130' INCLUDING OUTDOOR PATIO AREA APPROX 10' X 66' TO THE NORTH OFFICERS: MGR-RICHARD WAHL, 5504 CORBY STREET#3, 68104 (H) 216-9551 * PRES -CHARLES HULL, 122 N 11TH #504, LINCOLN, NE 68508 (H) 402-202-8812 * MEMBERS -TOM (TOOMAS) ALLISMA; THE 1869 GROUP, LLC; CIR, LLC & CAH, LLC * RICH -216-9551 * * * (OLD-2007- MGR -MADELINE JAHN, 5017 1/2 CALIFORNIA STREET, 68132 (H) 250-5115) `.1(lF. tiTA j.F, STATE OF NEBRASKA a Y Dave Heineman NEBRASKA LIQUOR CONTROL COMMISSION tv x Governor C P Hobert B. Rupe nr ( �'= Executive Director 4140-1 r 301 Centennial Mall South,5th Floor P.O. Box 95046 Lincoln, Nebraska 68509-5046 December 16, 2011 Phone(402)471-2571 Fax(402)471-2814 or(402)471-2374 TRS USER 800 833-7352 CITY) web address: http://www.lcc.ne.gov/ City Clerk 1818 Farnam Street LC-1 • Omaha NE 68183 RE: Nomad Lounge Dear Local Governing Body: • Attached is the form to be used on all retail liquor license applications. Local clerks must collect proper license fees and occupation tax per ordinance, if any, before delivering the license at time of issuance. TWO KEY TIME FRAMES TO KEEP IN MIND ARE: I) You have 45 days to conduct a hearing after the date of receipt of the notice from this Commission (§53-134). You may choose NOT to make a recommendation of approval or denial to our Commission. PER §53-133, THE LIQUOR CONTROL COMMISSION SHALL SET FOR HEARING ANY APPLICATION WHEREIN: 1) There is a recommendation of denial from the local governing body, 2) A citizens protest; or 3) Statutory problems that the Commission discovers. PLEASE NOTE A LICENSEE MUST BE APROPERLY LICENSED IN ORDER TO PURCHASE FROM WHOLESALERS. A LICENSE IS EFFECTIVE: 1) Upon payment of the license fees; 2) Physical possession of the license; 3) Effective date on the license. Sincerely, • Rit • NEBRASKA LIQUOR CONTROL COMMISSION Michelle Porter Licensing Division Enclosures Janice M. Wiebusch Robert Batt William F. Austin Commissioner Chairman • Commissioner An Egua!O➢porrunity/Affirmatiue Action Employer Printed with soy ink on recycled paper APPLICATION FOR LIQUOR LICENSE RETAIL '' NEBRASKA LIQUOR CONTROL.COMMISSION NOV 2 20 11 301 CENTENNIAL MALL SOUTH NEBRASKA gyp - £ POBOX95046 NEBRASKA LIQUOR PHONE.LINCOLN, 2)4 1-2571 CONTROL COMMISSION PHONE'(402)471-2571 FAX.(402)471-2814 W ebsite:www.Ice.ne-gov/ CLASS.OF LICENSE FOR WHICH APPLICATION IS.MADE AND FEES CHECK DESIRED CLASS ` RETAIL LICENSE(S) Application Fee $400 (non refundable) ❑ A BEER, ON SALE ONLY ■ t4 -ER,OFF SALE ONLY : ER,WINE, DISTILLED SPIRTS, ON AND OFF SALE .S • BEER,WINE,DISTILLED SPIRITS, OFF SALE ONLY 14 1 BEER, WINE,DISTILLED SPIRITS, ON SALE ONLY ❑ AB BEER, ON AND OFF SALE ❑ AD BEER ON SALE ONLY,BEER,WINE,DISTILLED SPIRITS OFF SALE ❑ IB BEER,WINE, DISTILLED SPIRITS ON SALE,BEER OFF SALE ONLY ❑ ID BEER, WINE, DISTILLED SPIRITS ON AND OFF SALE ❑ Class K Catering license(requires catering application form 106) $100.00 Additional fees will be assessed at city/village or county level when license is issued Class C license term runs from November I —October 31 All other licenses run from May 1 —April 30 Catering license (K)expires same as underlying retail license CHECK TYPE OF LICENSE-FOR WHICH-YOU ARE APPLYING ❑ Individual License (requires insert form I) ❑ Partnership License(requires insert form 2) orpctrate License (requires insert form 3a& 3c) Cir1C,,imited fraiiilisy Company (LLC) (requires form 3b&3c) NAME'OF ATTORNEY OR-FIRM^ASSISTING WITH APPLICATION (if applicable)- Commission/ will call this person*Wally questions.we may'have on this application Name r t0 Ait- f / All��c Phone number: A `-{bZ� fog — 90 { 0 Firm Name Y Cy 9-- 4- oQ) i93© 20or FORM 100 REV 11/2010 • PAGE 3 • PREMISE INFORMATION Trade Name(doing business as) MO 1v_ta—cl Ltw v-, e Street Address#1 ((913 e v,gS 6 --_ 6 Street Address #2 City C t&aL.00 County DOci l cl. ) Zip Code 6glo a-Premise Telephone number (000 U g q-- /Z3/ Is this location inside the city/village corporate limits: txf YES ❑ NO Mailing address (where you want to receive mail from the Commission) Name iNOvc,-otJ L.au vs.7e — I rot 3KO, w Street Address#1 i 0 CS cjpne S $ 1- - Street Address#2 City Olaxod-'e, State M Zip Code (e8i6 L DESCRIPTION AND DIAGRA'M:OF,TIIE`STRUCTURE•TO,=BE.LIC-ENSED.. READ CAREFULLY In the space provided or on an attachment draw the area to be licensed. This should include storage areas, basement, outdoor area, sales areas and areas where consumption or sales of alcohol will take place. If only a portion of the building is to be covered by the license,you must still include dimensions (length x width)of the licensed area as well as the dimensions of the entire building. No blue prints please. Be sure to indicate the direction north and number of floors of the building. "Tor on-premise consumption liquor licenses minimum standards must be met by providing at least two restrooms Length r?�� feet ��,�,1-�j yt �f„ten ,�, { /� Width (p(p feetttic "� V PROVIDE DIAGRAM OF AREA TO BE LICENSED BELOW OR TTACH SEPARATE SHEET • FORM 100 • REV 11/2010 PAGE 4 NOV/29/2011/TUE 02: 15 PM P. 006/008 '�. �lw C INSMATIQN', yip' .. Trade Name(doing business as) Me N.Ai Lmv r.cj - ''i - Street Address#1 (42t3 Jan eS StreetMdr s#2 City Chs..A L,ak, Comity d Lk' I el- 3 Tap Code Lc eio Premise Telephtme number (21O 2 j 1131 Is this location inside the city/village corporate limits: �i YES D NO Mailing address(where you want to receive mail from the ••1.•• N •10 Name t1JO AA_01-c-1 L0 u is cy a °^ Trey . i h d LA-} Street Address#1 l& CS dons$ S{- - Street Addressi€2 City f ate' State Md Tap Code lasei rioWA. .nay bi 0 ;, . ° s :t. C ,� 71 ?4'XI�R'i"Y; • SY..'�3i...�. 'l ? ?meant,the apace provided or on an attaalm end draw the area to be li•••__ This should inchtde storage as,basement,outdoor area,sales areas and areas where caasuotption or sales of. •• • t take place. If only a portion of the buUdmg is to be • I(J covered by the brings-,you must still include dimensions(length . w •••)of the licensed area as well as the dimensions of the entire bmldin& No blue prints please.,Be slue to iochcate the •• ay.'• • north and number of floors of the building. **Poron-premisee0nstmtpaen liquor liccnneeminimuutstaudeuda ust �[jmal�by�proo,vi.cing�,atleasttwor.-'vwm LevSth l 10 feet I {' Qtf t deiS1:-.f ► Width fn(p feet PROVIDE DIAGRAM OF AREA TO BELICENSEDcyBELOW 0 A SEPARATE SHEET / c G /5 fr-4 o A40-u `1 EC vE NOV 29 ;.2n1 NE8R4s(,A 'QUOR CONTROL CO;_,.,...a nz, t FORM 100 REV PAC&14 RECEIVED I� M NOV 2 8 2011 µ NEBRASKA LIQUOR 1 0 I CONTROL COM'sviISS ON I . . t �I II je a rg ' ] • MI Iro °n rn v ° II • 1 v . y ° ° i I 00000 00000 .. S 0 0 m o ✓ 00 To RI 13 v o OI C O o 0 0 E 0 o v > E O 00000 0 00000 c v E > ® C E ro 0 vi Q. �� ? o bo ■ . a• � Y F L QI X O �i��l' L I tr_v E N a . a 0.1 CCIv L vE o a in -o m O :` � a i s v n c 4.0 „, ra v v n -o 0 > C = v v : CU 3 '" a O a � a3 ��._._.__._ ■ ■ ■ E (U '° v x v > @ - E 0 v / V O /\ Ir. 11 N O Y 1 5' _ N V (O O 9 �dt _ S a� a v z � v ro ■ S� ■ 1 \ ■ 11 NQ � v • / � E O `nbj 0 s 0 ' �U 1 _c E a LA/ Li/ �w ,,, + r�ito q 3 '<— -- NOTICE TO PUBLIC"-I - THE DAILY RECORD Notice is hereby given that Nomad Lounga,LLC,here—Nomad haoeN ,has OF OTAHA filed application of a license to sell beer, wine and liquor for consumption On and LYNDA K. HENNINGSEN, Publisher 'Off the premises at 1013 Jones Street, legally described as follows: PROOF OF PUBLICATION Lots 1 thm 4, Block 192,City Lots;264' X 132','City of Omaha, Douglas County, Nebraska. UNITED STATES OF AMERICA, That in accordance with provisions of Section 53-1311,Nebraska liquor Control Act, The State of Nebraska, Ss. as amended, hearing upon said application District of NebCaska,will be held in the Legislative Chamber,Om- . aha/Douglas Civic Center, 1819 Famam Street, County of Douglas, Omaha,Nebraska,on-Tuesday,January 10. Cityof Omaha, .2012,et 2:0 o'clock P.M.,at which time the City Council shall- receive evidence either orally or by affidavit from any person bearing J. I1OYI) upon the propriety of the issuance of said license, • beingdulysworn,deposes and says that she is BUSTER BROWN, P Y City Clerk "1-2-12 ' LEGAL EDITOR of THE DAILY RECORD, of Omaha, a legal newspaper, printed and published daily in the English language, having a bona fide paid circulation in Douglas County in excess of 300 copies, printed in Omaha,in said County of Douglas,for more than fifty-two weeks last past; that the printed notice hereto attached was published in THE DAILY RECORD,of Omaha,on January 2, 2012 That said;Newspaper during that time was regularly published and in.g u eral!circyi F 'o�n lAin the County of Dougla 4 nd3tate of Nebraska. '•:'•ENERq •'•'p V 41 ' S Subscribed in resence and sworn to be e NOTARY • 00 2n .K,oli5t1 4ON $:w me this y Tt a • EXPIRES Y Additional Copies , . X s' Fgn�. •', P 00 T T OF NEB�S Notary Pub} a tyy fo of ounty, / Erof Nebraska i DAILY RECORD: Charge to General Ordinance Order NO. 2447 H. CLASS "C" LIQUOR LICENSE Please publish: January 2, 2012 Notice is hereby given that Nomad Lounge, LLC, dba "Nomad Lounge", has filed application of a license to sell beer, wine and liquor for consumption On and Off the premises at 1013 Jones Street, legally described as follows: • LOTS 1 THRU 4, BLOCK 192, CITY LOTS, 264' X 132', CITY OF OMAHA, DOUGLAS COUNTY, NEBRASKA That in accordance with provisions of Section 53-1311, Nebraska Liquor Control Act, as amended, hearing upon said application will be held in the Legislative Chamber, Omaha/Douglas Civic Center, 1819 Farnam Street, Omaha, Nebraska, on Tuesday, January 10, 2012, at 2:00 o'clock P.M., at which time the City Council shall receive evidence either orally or by affidavit from any person bearing upon the propriety of the issuance of said license. Buster Brown CityClerk ALL REQUESTS FOR SIGN LANGUAGE INTERPRETERS I SIGNERS)WILL REQUIRE A JAN 2012 � n ouet MINIMUMALTER S WILLR REQUIRE ADVANCE NOTICE. A% y/� IF ALTERNATIVE FORMATS ARE NEEDED, �C/0' /��(/ &AaJ ALL REQUESTS WILL A MINIMUM OF]2 HOURS ADVANCE NOTICE. JePLEASE NOTIFY BUSTER BROWN- CITY ^'`� /Q � C CLERK-444-5551,IF ARRANGEMENTS NEED ' /4'-- r/� r CS<�a:/'r//`—mot ej-7h,mot eA G-U// ,/ TO BE MADE. JAN2 4 20 - We(/ ��V/7 //'Q'/n LV /u y�/jer "NOTICE TO PUBLIC" . �/ /�//� aA / / e, /76A67Aa Notice is hereby given that Nomad ��G,,.`{� /' �c-C Lounge,LLC.dba "Nomad Lounge",her, filed application of a license to sell beer, / / _,/// wine and liquor for consumption On 'and /f e/1��////// ( ' COAJ� /, //f�� '� ��/U��_Q Off the premises at 1013 dories Street, legally /C [A y "<rILVL_ /, WW aC�l described as follows: /y Lots 1 thru 4, Block 192, City Lots,'264' X 13T, City of Omaha, Douglas County, JAN 3 1 201 '� o 'On °" Nebraska. That in- accordance with provisions of 1/ /7 ye,/ - ' Section ded, 1,Nebraska Liquor Control Act, (` Q' /GQ/7�C�4/ �/ �i.l(��/�� 1 000///��, will be hea ring'upai Chamber, Om- coAd // A,/ aha/Douglas i i te Legislative Chamber,Om, // i/1 _/�/n�� f,/+/Lr.�o o Omaha, Civic Center, Idly Famam Street, J! llC/// Omaha,Nebraska,on Tuesday,January 10, -2012,at 2:00 o'clock P.M.,at which time the 'City Council shall receive evidence either orally or by affidavit from any person bearing upon the propriety of the issuance of said `license. BUSTER BROWN, City Clerk 1-2-12 Page: 1 Document Name: untitled PARC; 1674 0005 03 FB 23 STATUS 2 CLASS M ADDITIONAL ADDR EXEMPT '0 EXEMPT TYPE X TAX DISTRICT 2106 SID F- PROP. HOUSE HALF DIR ----STREET NAME TYPE SUFFIX APT AREA ZIP CODE ADDRESS 01009 JONES ST OMA 68102 OWNER OR TAXPAYER INFORMATION NAME MFR PARTNERS VII LLC DATE OF LAST CHANGE 11-19-2008 + 735 LAKE ST E BK/PG OR DOC# 2008 .69720 ADDR HOMESTEAD DELETE CITY WAYZATA • ST MN ZIP 55391 NON NUMERIC ZIP CODE CURRENT VALUE HOMESTEAD YEAR ---DATE--- ---LAND-- ---IMPR-- --TOTAL-- PAR RSN NUMBER TY CD PCT VALUE 2011 08-09-2011 871200 15198800 16070000 BOE 5137 OVER 1 ACRE IND OVERRIDE AMOUNT ADDITION NO . 80000 LOT 4 HALF BLOCK 192 HALF CITY LOTS SECT TOWN RANGE PLAT 0121 LEGAL DESCRIPTION LEGAL DESCRIPTION 1 LOTS 1 THRU 4 BLK 192 2 264X132 3 -EXCESS REDEVELOPMENT PROJ VALUE- 4 5 6 7 8 PF1-ADFB . PF5-PNFB PF6-PAFB • • • Tln t-o . 19 /1OJ2fl19 minno . 7 . 21 . 9O PM Page : 1 Document Name : untitled PADL . 1674 0005 03 REAL PROPERTY INQUIRY -- LIST ADDITIONAL ADDRESS PARCEL : 1674 0005 03 j 12 /19/2011 PROPERTY, ADDRESS HOUSE HALF DIR ----STREET NAME TYPE SUFFIX APT AREA 1009 JONES ST OMA PAGE : 1 ADDITIONAL ADDRESSES * END OF LIST * . HOUSE HALF DIR ----STREET NAME TYPE SUFFIX APT AREA 1003 JONES ST OMA 1005 JONES ST OMA 1007 JONES ST OMA 1013 JONES ST OMA 1017 JONES ST OMA 1023 JONES ST OMA 1027 JONES ST OMA 1029 JONES ST OMA_ 1033 JONES ST OMA 1037 JONES ST OMA PF7 TO PAGE BACKWARD PF8 TO PAGE FORWARD Date : 12/19 /2011 Time : 3 : 21 : 39 PM APPLICANT INFORMATION t. READ CAREFULLY. ANSWER COMPLETELY AND ACCURATELY. Has anyone who is a party to this application,or their spouse, EVER been convicted of or plead guilty to any charge. Charge means any charge alleging a felony; misdemeanor, violation of a federal or state law; a violation of a local law,ordinance or resolution. List the nature of the charge, where the charge occurred and the year and month of the conviction or plea. Also list any charges pending at e time of this application. If more than one party,please list charges by each individual's name. ❑ YES NO If yes, please explain Blow or attach a separate page. Name of Applicant Date of Where Description of Charge Disposition Conviction Convicted (mm/yyyy) (city&state) 2. Are you buying the business of a current retail liquor license? YES ❑ NO If yes,give name of business and liquor license number N 0 bvv/*,-t-I L a(d,:.,of c CL-7,-12 0 S a) Submit a copy of the sales agreement b)Include a list of alcohol being purchased,list the name brand,container size and how many c) Submit a list of the furniture,fixtures and equipment 3. Was this premise licensed as liquor licensed business within the last two(2)years? YES i�'f NO If yes,give name and license number �.O 11:y4-.6 wt C 7 9 S-O 5 4. Are you filing a temporary operating permit to operate during the application process? YES F I NO If yes: a) Attach temporary operating permit(T.O.P.)(form 125) b) T.O.P. will only be accepted at a location that currently holds a valid liquor license. 5. Are you borrowing any money from any source,include family or friends,to establish and/or operate the business? © YES 1 i NO If yes,list the lender(s) , J e.(lj g e-JoLIP.LLe c— {��// 1 vn eo ioo REV 11 PAGE GE 5 NOV/29/2011/TUE 02: 14 PM P. 005/008 . t 1 014,-1.(CA.*IthifoRgAWit014-1 I.'f., -:: . .. ' - ,-. ", -- ic.' ".ci,.-.: --'71/4 ••.v -t;._;c:-..,. :t,-•:,..-ny.-z.,1/2-ii,,, ,' -:- 1. READ CAREFULLY. ANSWER COMPLETEL i • li I ACCURATELY. Has anyone who is a party to this application,or their spouse, • V' il!iii convicted of Of plead guilty to any charge_ Charge means any charge alleging a felony,toisdemezmor,violation of a iv.p w state law;a violation of a local kw,ordinance or resolution. List the nature of the charge,where The charge .... . , :.9,11 the year and month of the=victim or plea Also list any charges pending at ..1 time of this application. If more i.:i, •!.! party,please list charges by each imividuat's name. 0 YES 71 NO if yes,„pleoce explain i low nr attach a separate page- I Name of Applicant Date of Where Description of Charge Disposition . Conviction Convicted • 0"9/MY0 (e&Sta I . . • . i 1 1 I I l 1 'i. 2. Are you buying the business ore conent retail liquor license? i I r. X YES 0 i NO i ; . :i. If yes,give name crf business and liquar)icense mnubcr ei pr1/4.,r4,-51 Lot/ c a) Submit a copy of the sales agreement I' %. b)Include a list of alcohol being purchased,list the .;.I r , .' contaw size and how many , c)Submit a list of the furniture;fixtures and equipment i C 3. Was this pa:anise licensed as liquor het:usedbusiness Within In. 1 :II WO(2)Ykalre i VC YES 1 r_!U il NO _. . lf yes,eve name and license ntmaber Ma Kitt 1 4 try-pt 1 I I RECEPalFr ....L.)) 4. Are yOU filing a temporary operaiing permit to operate during 1 e ; plication process? ic` I, vc1 YES 0 . NO I Nov 'A 9 2013 . . If yes: • I NE.1.3krIcnt,,,t.V.VOR a) Attach tcrupOrary operating pemait(T.O.P)(form -) I CON,;.-;,`,,q i..;\.901A1SE!,Or b) T.O.P.will only be accepted at a location that 4, .1 - i x 'h'I 3.: a valid&MOT adialtaM " 5. Are you borrowing any money from any source,include fami% I t;ends,to establish andiot operate the home& ! .t, i 54. YES . 1 NO „ ,' • ,n ...-1 . If yes,list the traader(s) 1 3 ip"ri t.-2:cirgour. a 1: (.6/1 a n ce 0A-Jr ) _ 41 IX ;4 'a f 9 re eli te-c . ECe -c 4,0 -y1 "et e rs . 7 A-c.S 4.44.0/,e-- ' , - FORK lop U7112010 Platt 5 I 6. Will any person or entity,other than applicant,be entitled to a share of the profits of this business? I YES K. NO If yes,explain. (All involved persons must be disclosed on application) No silent partners 7. Will any of the furniture, fixtures and equipment to be used in this business be owned by others? ❑ YES NO If yes,list such item(s)and the owner. • R, Is premise to be licensed within 150 feet of a church, school,hospital,home for the aged or indigent persons or for veterans,their wives, and children,or within 300 feet of a college or university campus? ❑ YES NO If yes,provide name and address of such institution and where it is located in relation to the premises(Neb. Rev. Stat. 53-177)(1) 9. Is-anyone listed on this application a law enforcement officer? ❑ YES NO If yes,list the person, the law enforcement agency involved and the person's exact duties 10. List the primary bank and/or financial institution(branch if applicable) to be utilized by the business a)List the individual(s) who will be authorized to write checks and/or withdrawals on accounts at this institution. Aihk_12.1 CR N i o,z>k( et1/€1 — Tie y SfIA-c3 11. List all past and present liquor licenses held in Nebraska or any other state by any person named in this application. I-nclude license holder name,location of license and license number. Also list reason for termination of any license(s) previously held. • FORM 100 REV 11/2010 PAGE 6 12. List the alcohol related training and/or experience (when and where) of the person(s)making application. Those persons required are listed as followed: a)Individual, applicant only (no spouse) b) Partnership, all partners (no spouses) c) Corporation,manager only (no spouse) as listed on form 3c d) Limited Liability Company,manager only (no spouse) as listed on form 3c Applicant Name Date Trained Name of program where trained (Inm/yyyy) (name, city) z/t 4r de-vz 44.� // %�'7 5/1a InyAnZ F I SAkA/near Fr ,//1/4"-i2 =c-/ - 13_ If the property for which this license is sought is owned; submit a copy of the deed,or proof of ownership. If leased, submit a copy of the lease covering the entire license year. Documents must show title or lease held in name of applicant as owner or lessee in the individual(s) or corporate name for which the application is being filed. Lease: expiration date_ 20 16 ❑ Deed ❑ Purchase Agreement 14. When do you intend to open for business? (ot.f 0 IAA `1 15. What will be the main nature of business? (y 1 16. What are the anticipated hours of operation? e -- -SAL j 5;00 z -00a 17. List the principal residence(s)for the past 10 years for all persons required to sign, including spouses. RESIDENCES FOR.TFIE PAST IU YEARS,APPLICANT AND SPOUSE MUST COMPLETE APPLICANT:CITY&STATE 1 FROM YEARrO ' SPOUSE:CITY&STATE ) FROMYEAR TO Sh Ne Zovc 2-0 II 4hcct (=zAt, clvkarc-, zdoa Z©tk d"k4wA Zer0 &zit-. cyvaA-hr+ z&t2 ZooZ I I I I I If necessary attach a separate sheet. FORM 100 REV 11/2010 PAGE 7 The undersigned applicant(s) hereby consent(s) to an investigation of his/her background and release present and future records of every kind and description including police records,tax records(State and federal),and hank or fending institution records,and said applicmt(s)and spouse(s)waive(s) any right or causes of action that said applicant(s)or spouse(s)may have against the Nebraska Liquor Control Commission,the Nebraska State Patrol,and any other individual disclosing or releasing said information. Any documents or records for the proposed business or for any partner or stockholder that are needed in furtherance of the application investigation of any other investigation shall he supplied immediately upon demand to the Nebraska liquor Control Commission or the Nebraska State Patrol. The undersigned understand and acknowledge that any license issued, based on the information submitted in this application,is subject to cancellation if the information contained herein is incomplete,inaccurate or fraudulent. Individual applicants agree to supervise in person the management and operation of the business and that they will operate the business authorized by the license for themselves and not as an agent for any other person or entity. Corporate applicants agree the approved manager will superintend in person the management and operation of the business. Partnership applicants agree one partner shall superintend the management and operation of the business. All applicants agree to operate the licensed business within all applicable laws,rules, regulations,and ordinances and to cooperate fully with any authorized agent of the Nebraska Liquor Control Commission. - Mast be signed in the presence of a notary public by applicant(s) and spouse(s). If partnership or LLC (Limited Liability Company), all partners, members and spouses must sign. If corporation all officers,directors,stockholders(holding over 25%of stock)and spouses. Full(birth)names only,no initials_ i. r ____--------Signature of Applicant Signature of police SgGENERAL ReotNebraska RYAN AMES My Comm.Exp.May 31,2015 Signature of Applicant Signature of Spouse AL Signature of Applicant Signature of Spouse Signature of Applicant Signature of Spouse Signature of Applicant 'Signature of Spouse ACKNOWLEDGEMENT State of Nebraska County of N eir) S kct The foregoing instrument was acknowledged before me this it -1S1t1 by —Ifa\i &Gtn1 t� ' date name of person acknowledged Affix Seal Notary Public signature SIENIl ONANY4Milt IMy Comm. p.E .October 4,2014I In compliance with the ADA,this application is available in other formats for persons wills disabilities. A ten day advance period is required in writing to produce the alternate format_ FORM 100 REV 11/2010 PAGE 8 Rd I/VI• A'VII. LCi/U 4,11% OL Unite Use LIMITED LIABILITY COMPANY (LLC) INSERT -FORM 3b NEBRASKA LIQUOR CONTROL COMMISSION NOV 2 i? nta 30I CENTENNIAL MALL SOUTH � U's �b r... PO BOX 95046 a LINCOLN,NE 68509-5046 PHONE:(402)471-2571 -#2,r 4 ` ;1-4,1 FAX:(402)471-2814 —1 '*Vebsite: www.lee.nc.gov All members including spouse(s),are required to adhere to the following requirements: 1) All members spouse(s) must be listed 2) Managing/Contact member and all members holding over 25% interest and their spouse(s)(if applicable) must submit fingerprints(2 cards per person) 3) Managing/Contact member and all members holding over 25% shares of stock and their spouse(if applicable) must sign the signature page of the Application for License form 100(even if a spousal affidavit has been submitted) Attach copy of Articles of Organization (Articles must show bareode receipt-by Secretary of States office) Name of Registered Agent: Ys L vti o,, ale e �� T o N`artie of Ltmited Liability Company Ehat will hold license as listed;on the.`Articics of Organization I\10tm-oi c1 Leo v Y.ci e LL C LLC Address: Lt) City: i( o State: fV Zip Code: C.-8( a c-- LLC Phone Number: Q-ioa) 8,5U— 123i LLC Fax Number Name of Managing/ContacfMember Name and information.of contact member must be listed on following page Last Name: S kq_(A,) First Name: I y MI: t� Home Address: 7490 5 FR rt.l Si- City: State: ti g Zip Code: le& Z Z Home Phone Number:(46Z9 6 30 .-2oa Y Signature of ging/Contact Member ACKNOWLEDGEMENT State of Nebraska County ofi -EX,.1-VLC The foregoing instrument was acknowledged before me this 111�5'11 by `S7sj U Date flank of person acknowledge Affix Seal EWA CA E rAS W Comm.te.Oraewa.Ulu FORM 102 REV 1212010 List names of all members and their spouses (even if a spousal affidavit has been submitted) Last Name: S-14 Pc-L---2 First Name: " e c-'--7 Mi: D, t Ind\CS Social Security Number: - - Date of Birth: r Spouse Full Name (indicate N/A if single):_ 5 h t 1. u S H A Spouse Social Security Number: - - _ / Date of Birth: Percentage of member ownership 70 to' Last Name: jI-Oh First Name: ey. MIT: , Social Security Number: Date of Birth: _ Spouse Full Name(indicate N/A if single): �// Spouse Social Security Number: Date of Birth: R� X Percentage of member ownership !a ' UJ Last Name: 7-i �j��t}y�;�-yt First Name: �'� MI: Social Security Number: - Date of Birth:- / / *f Spouse Full Name (indicate N/A if single): Spouse Social Security Number: Date of Birth: C i Percentage of member ownership /5 Last Name: First Name: MI: Social Security Number: Date of Birth: Spouse Full Name (indicate NM if single): Spouse Social Security Number: Date of Birth: Percentage of member ownership FORM 102 REV 12/2010 Page 2 of 4 1,1011/2,922M4Ui 10215'Pr— - -" : :-.----:: P. 007/008 J -,--: .... .. _. _. C A.davrt has beef,subrrutted) � - ---NCS�frS a�t-61�O , _ .._af7C�..t�£1 " 41415t'�i. .....-----1"Spd > `•,.e . Last Name: S! Ai ✓ Fast _,e e NI[ ice_ V 1! `r�� - C Social Security Number. - - ^ 1 • of Birth: t i tV Spouse Full Name(indicate N/A if single): 5 k Er; ,' .S:H A LA..; p `itSpouse Social Security Number 1 Date of Birth: "'�I Percentage of member ownership 70 n. I Last Name: pia First I: l_•: ey4-- MC Social Security Number: i - - __. - 0 • of BirtlL_ - Spouse Full Name(indicate N/A if single): AlA Spouse Social Security Number_ ; /�p(' I Date of Birth: /✓4' Percentage of member ownership : /5AZ, Last Name: /fEMilept, • First '.:'i'e: !i'�rS / l - Social Security Number:_ - Y -t of Birth_. V r / �✓Spouse Full (indicate N/A if single): ,{ � i Spouse Social Security Number: dfr Date of Birth: rf/ � Percentage of member ownership j !5 4 ` /� , • Last Name: Fizst11!I ame: 'I: Social Smithy Number_ ti- _ :nth: Spouse Full Name*bel to N/A if single):_ 4� 1 Spouse Social Security N _J AIM Date of Birth: Percentage of ber ownership i ii NOV 2 9 20fl 3 . REV imoro CrTh O M,,,i1n3 i Pege2nf4 Is the applying Limited Liability Company controlled by another corporation/company? YES IlNO If yes, provide the following: l Nam- of corp,oratinn Td+ L wkoff • 2) Supply an organizational chart of the controlling corporation named above r' 3) Controlling corporation MUST be registered with the Nebraska Secretary of State, copy of / articles must be submitted with Qppl irairinn s53_12A V • Indicate the company's tax year with the IRS (Example January through December) Starting Date: e't-N Ending Date: �cC Is this a Non Profit Corporation? DYES )ZNO If yes, provide the Federal ID #. In compliance with the ADA,this corporation insert form 3a is available in other formats for persons with disabilities. A ten day advance period is requested in writing to produce the altemale format. FORM 102 REV 12/2010 Page 4 of 4 y .+e Sec • <1=l.: J:i,, p 6LI._ - LORY qL 111111 1000646339 Pill IIIIL Gill lllll(III I(II NOMAD LOUNGE LLC Filed- 04/2712006 04.49 oM ARTICLES OF ORGANIZATION OF NOMAD LOUNGE LLC ARTICLE 1: Name The name of this limited liability company is NOMAD LOUNGE LLC (the "Company"). ARTICLE 2: Purpose The purpose for which the Company is organized is to engage in any and all lawful businesses for which a limited liability company may be organized under the laws of the State of Nebraska. ARTICLE 3: Principal Place of Business The address of the Company's principal place of business in Nebraska is 720 "0" Street, Lincoln, Nebraska 68508. ARTICLE 4: Registered Office/Registered Agent The address of the initial registered office of the Company is 134 South 131' Street, Suite 400, Lincoln, Nebraska 68508, and the name of the initial registered agent of the Company at such address is RICHARD L. RICE. ARTICLE 5: Stated Capital The total amount of cash and a description and agreed value of all property, other than cash, initially contributed by the members of the Company as a basis for capitalization of the Company are: CAH LLC $150.00 ClR LLC $150.00 THE 1869 GROUP LLC $250.00 OPERATION BLUE STAR LLC $300.00 TOM E. ALLISMA $100.00 THE NOMAD FOUNDATION $ 50.00 ARTICLE 6: Additional Capital Contributions Additional contributions to the capital of the Company shall be made only at such times and in such amounts as the members of the Company shall unanimously agree. c � ARTICLE 7: Members/Admission of Additional Members The initial members are CAH LLC, CIR LLC, THE 1869 GROUP LLC, OPERATION BLUE STAR LLC, TOM E. ALLISMA, and THE NOMAD FOUNDATION, whose addresses are 720 "0" Street, Lincoln, Nebraska 68508; 720 "0" Street, Lincoln, Nebraska 68508; 5819 Spring Street Omaha, Nebraska 68106; 10606 Washington Drive, Omaha, Nebraska 68127; 134 S. 13th Street, Suite 400, Lincoln, Nebraska 68508 and 720 "O" Street, Lincoln, Nebraska 68508; respectively. Additional members shall be admitted to the Company only upon the unanimous affirmative vote of the then- existing members. ARTICLE 8: Management The management of the Company shall be vested solely in Charles Hull, 720 "O" Street, Lincoln, Nebraska 68508. • ARTICLE 9: Amendments These Articles of Organization shall be amended (a) as Nebraska's Limited Liability Act may hereafter require, and (b) at any time upon the affirmative vote of at least a majority in interest of the members of the Company. The undersigned, being all the members of the Company, hereby adopt and sign the foregoing Articles of Organization for the purposes of forming the Company under Nebraska' Limited Liability Company Act. DATED: 4 J2_v , 2006. ill , c CAH LLC by Charles Hull, Manager C!R LLC by Clint Runge, Manager THE 1869 GROUP LLC OPERATIO BLUE STe4 LLC by Nicholas Hudson, Manager by Hardeep Ahluwalia, Manager - KI TOTvI E. ALLISMA THE NOMAD FOUNDATION by Nicholas Hudson 2 I1111111111111111111111111II!I yys I111111 00649099 I NOMAD LOUNGE LLC Filed 05/19/2006 02 a3 Pm • • Crosby (Menzel LLP, Attorneys PROOF OF PUBLICATION 134 S. I Street. Suite 400 NOTICE OF ORGANIZATION OF NOMAD LOUNGE LLC AFFIDAVIT The name of the limited liability company is NOMAD LOUNGE LLC. 2. The address of the company's • State of Nebraska, Lancaster County, ss:initial registered office is 134 South 13th Street, Suite 400, Lincoln, Ne- braska 68508, and the initial regis- Patricia J. Seeba, being duly sworn, deposes that she is • tered a gent at such address is Richard an editor or manager of the Daily Reporter, a legal daily L.Rice. 3. The general nature of the newspapel printed,published and of general circulation in company's business is any and all the County of Lancaster and Stale of Nebraska, and that business which is lawful under the Nebraska Limited Liability Company the attached printed notice was published in said newspa- Act, per once each week three successive weeks, the first in- 4. The company commenced busi- ness on April 27, 2006 and its dura- sertion having been on the 5th day of May,2006,and there- Lou is perpetual. after on May 12 and 19,2006, and that said newspaper is 5.The business or the company will - be conducted by its managing mem- a legal newspaper under the statutes of the State of Ne- ber. braska. The above facts are within my personal knowl- May 19(Fri) May 5-12-19 nomad/5-19 edge. • Subscribed in my presence and sworn to • • before me May 19, 2006 • • ce L—L • Notary Public Printers Fee$43.95 A GEkERAI kaikRY-Stan of kehraska # pi CAROLYN L.TUCKER �""L My Comm.Exp.September 19.20O9• NE Sec vI Sl Ale JOFn S S,ie - rasp IIIIIIIIIIIIIIIIIIIII_III IIIIIIIIIIIIIII 1001081647__ __ Pos t NOMAD LOUNGE LLC Filed- 1I102/2011 03 39 PM AMENDED ARTICLES OF ORGANIZATION • LIMITED LIABILITY COMPANY Submit in Duplicate John A. Gale, Secretary of State Room 1301 State Capitol, P.O. Box 94608 Lincoln, NE 68509 (402) 471-4079 hr[p//st vw.SOJ.sta12_)ieus Name of Limited Liability Company • Nomad Lounge LLC • Please check the item or items that are being amended and provide the appropriate information as changed by the amendment: ri Name of Limited Liability Company _ ri Purpose of Limited Liability Company • riPeriod of duration is - Change in stated capital_ ✓ I Change to any other statement in the articles of organization Strike current Manager Name-Charles Hull;Add new Manager Name-Troy Shaw (attach additional pages if needed) This change to the articles of organization was made pursuant to an affirmative vote of the majority in interest of the members or in such manner as specifically provided in the • articles of organization. DATED 1 24. t �tv�✓� �-, tvtC c ACS }1 �S,__ • Signature of Authorized Representative Printed Name of Authorized Representative FILING FEE: $15.00 plus$5.00 per additional page Revised 10/2010 Neb. Rev. Stat.21-2628 ,00 IIIIIi !!E! I!IIII I !! I! I HI 34 Pus: I r.'OMPD LOUNGE LLC Pi!ed.- 12/01/2011 D3 43 PM Crosby Gr.ezzel LLP,Attorneys PROOF OF PUBLICATION 134 South 13114 Street. Soil 400 NOTICE OF AMENDMENT • TO THE AFFIDAVIT ARTICLES OF ORGANIZATION OF NOMAD LOUNGE LLC Effective November 2, 2011, NO- State of Nebraska, Lancaster County, ss: MAD LOUNGE LLC amended Its Ar- ticles of Organization changing Its Manager to TROY SHAW. Patricia J.Seeba,being duly sworn,deposes and says that NOMAD LOUNGE LLC, BY:Richard L.Rice(#I8637J she is an editor or manager of the Daily Reporter, a legal CROSBY GUENZEL LLP daily newspaper printed, published and of general circula- Its Attorneys Nov 23 (Wed) Nov 216-23 lion in the County of Lancaster and State of Nebraska,and Nomad/11.23 that the attached printed notice was published in said news- paper once each week three successive weeks,the first in- sertion having been on the 9th day of November, 2011, and thereafter on November 16 and 23, 2011, and that said newspaper is a legal newspaper under the statutes of the State of Nebraska. The above facts are within my per- sonal knowledge. (---/ .,_.---7,--4----/ -I Subscribed in my presence and sworn to before me November 2/3, 2011 \ • 11�)�J1 _2 �C Notary Public �rr-'' Primers Fee $32.06 �1 .T C L� �� ORAL NOTARY-State of Nebraska •"�l 1 MARILEE E.WEBER i, 1 D �- _` My Comm 6plma June 291q 2012 'j G NOV 2 3 ;..l1 I SECRETARY OF STATE rCrr nnATION DIVISION Nebraska Secretary of State - John A. Gale Page I of 2 Nebraska Secretary of State - John A. Gale Business Services Home » Corporation and Business Entity Searches Thu Dec 1 13:26:14 2011 For Letters of Good Standing ($6.50), Certificates of Good Standing Eitl ' ' ($10.00), and/or images ($0.45 per page) of documents filed with the Secretary of State please click the corresponding service below: Back to Search Results Pay Services: Online Images of Filed Documents I Good Standing Documents Entity Name SOS Account Number NOMAD LOUNGE LLC 10084172 Principal Office Address Registered Agent and Office Address 1013 JONES RICHARD L. RICE OMAHA, NE 68102 SUITE 400 134 SOUTH 13TH STREET LINCOLN, NE 685081981 Nature of Business Entity Type Date Filed Account Status Not Available Pre-2011 Domestic LLC Apr 27 2006 Active Qualifying State: NE Corporation Position Name Address Manager TROY SHAW 720 "O" STREET LINCOLN, NE 68508 Pay Services: To add an item to your shopping cart, please check the check box and click "Add Items to Cart" button at the bottom of the page. - Images of Filed Documents If a check box is visible, the document may be retrieved online, otherwise you must contact the Secretary of State's office to obtain a copy of the document. Code Trans Date Price E AL Articles Apr 27 2006 $0.90 = 2 Limited page(s) @ • https://www.nebraska.gov/sos/corp/corpsearch.cci?acct-number=10084172 12/1/2011 Nebraska Secretary of State - John A. Gale Page 2 of 2 • $0.45 per page $0.45 = 1 f PP Proof of May 19 2006 page(s) @ Publication $0.45 per page $0.45 = 1 BR Biennial Mar 09 2007 page(s) @ Report $0.45 per page $0.45 = 1 ® BR Biennial Apr 01 2009 page(s) @ Report $0.45 per page $0.45 = 1 . BR Biennial Feb 23 2011 page(s) @ Report $0.45 per page • $0.45 = 1 El A Amendment Nov 02 2011 page(s) @ $0.45 per page Letter of Good Standing f3 I want to order an online/electronic Letter of Good Standing for the $6.50 Corporation which is immediately available for viewing or printing from my desktop. - Certificate of Good Standing I want to order a Certificate of Good Standing for the Corporation which $10.00 contains the State Seal and signature of the Secretary of State. The certificates are mailed from the Secretary of State's office within 2-3 business days. Click Here to view FAQ for explanation for requesting a Letter of Good Standing available online or Certificate of Good Standing available from Secretary of State's office. Select All I Select Noneoriti Back to Top For Help/Information about Images, please view the FAQ. Thank you! If you cannot find the entity you are looking for, contact the Business Division at (402) 471- 4079. For technical difficulties/assistance please call Nebraska.gov: 1-800-747-8177 /7n1 httns://www.nehraska.c'ov/sns/corn/cnrncenrch roi9nrrtnnn,hnr=1lf1Rd17') 1n/1 1 SMITH GARDNER SLUSKY Fax:4023921011 Dec 1 2011 13:31 P.01 DWYER, SMITH, GRIMM, GARDNER, LAZER,POHREN & ROGERS Kuban'I..Ln.cr ATTORNEYS AT LAW Robert V.Dwyer,Jr. Andrew F.Grimm 37111 WEST DODGE ROAD Clay M.Roars SUITE 900 Paul J.Gardner OMAHA,NEBRARRA 68119 H.Daniel Smith Edward F.PPbren TELEPHONE:(408)892.0101 David A.Jnrecke FACSIMILE: (402)39S-1011 Llw,A.Sarver FACSIMILE MEMORANDUM • DATE: December 1,2011 TIME: 1:30 PM TO: NEBRASKA LIQUOR CONTROL COMMISSION COMPANY: FAX NO.: 402-471-2814 SUBJECT: Nomad Lounge,LLC FROM: Shaun Michelle James MESSAGE: • NUMBER OF PAGES INCLUDING COVER MEMORANDUM: 17 The pages comprising this facsimile transmission contain confidential information from Dwyer, Smith, Grimm, Gardner, Lazer, Pohren & Rogers. This information is intended solely for use by the individual entity named as the recipient hereof. If you are not the intended recipient, be aware that any disclosure, copying, distribution, or use of the contents of this transmission is prohibited. If you have received this transmission in error, please notify us by telephone immediately so we may arrange to retrieve this transmission at no cost to you. STATE OF NEBRASKA ill .S. 2 p , E �yof dQ X '4 ,I . fnti' 9 q United States of America, ®ifp 0 Department of State -crState of Nebraska ssimiti\‘'. Lincoln,Nebraska I, John A. Gale, Secretary of State of Nebraska do hereby certify; the attached is a true and correct copy of the Certificate of , Organization of T & L MANAGEMENT, L.LC ,.x with its registered agent located in ELKHORN, Nebraska, as filed in this office on April 20, 2011.. , " ` ` y; } � r In Testi:inon W hereof r'' + ` e l` rh y`. ,=I have hereunto,set my hand and ty F " "affixed the Great=Seal of th eiState of Nebraska on April 20,2011. ® pe,° + E4O�e O t l SECRETARY OF S1ATE tiVaw p' S Hs-Itay ,*}`ice.,g •p a e.1 _1. g. r °701P ,4 `4 ry 7A ••-wo y -1 CtvY�I,A �A g4I1�� 10ly1� q�� . - This certificate is not to be construed as an endorsement, �,,rr►1°°a 1!24,* _ ""�� recommendation, or notice of approval of the entity's " yyam C'H 1 6. F 47 - financial condition or business activities and practices. Nebraska Secretary of State - John A. Gale Page 1 of 2 Nebraska Secretary of State • - John A. Gale Business Services Home» Corporation and Business Entity Searches Tue Nov 29 16:38:42 2011 For Letters of Good Standing ($6.50), Certificates of Good Standing ($10.00), and/or images ($0.45 per page) of documents ara, -a filed with the Secretary of State please click the corresponding `)" service below: Back to Search Results Pay Services: Online Images of Filed Documents I Good Standing Documents Entity Name SOS Account . ber T & L MANAGEMENT, LLC 10147346 Principal or Designated Office Address Registered Agent and Office Address 16250 EVANS PLACE TROY SHAW OMAHA, NE 68116 20035 FARNAM STREET ELKHORN, NE 68022 Nature of Business Entity Type Date Filed Account Status Not Available Domestic LLC Apr 20 2011 Active Qualifying State: NE Pay Services: Click on the pay service items you wish to view. Your Nebraska Online account will be charged the indicated amount for each item you view. - Images of Filed Documents If an item is a link, the document may be retrieved online, otherwise you must contact the Secretary of State's office to obtain a copy of the document. Code Trans Date Price $0.90 = 2 page CRTO Certificate of Organization Apr 20 2011 (s) @ $0.45 per page $0.45 -- PP Proof of Publication Nov 15 2011 1 page (s) @ • httnQ /unxnu nabro cL Nebraska Secretary of State - John A. Gale Page 2 of 2 $0.45 per page - Letter of Good Standing I require a Letter of Good Standing for this Corporation. - This is an online/electronic Letter of Good Standing which is immediately available for viewing or printing and will be $6.50 charged to your Nebraska.gov account. View/Update Letters of Good Standing addressee information - Certificate of Good Standing Click here to order a Certificate of Good Standing which contains the State Seal and signature of the Secretary of State. The certificates are mailed from the Secretary of $10.00 State's office within 2-3 business days. Click Here to view FAQ for explanation for requesting a Letter of Good Standing available online or Certificate of Good Standing available from Secretary of State's office. • Back to Top For Help/Information about Images, please view the FAQ. Thank you! If you cannot find the entity you are looking for, contact the Business Division at (402) 471- 4079. For technical difficulties/assistance please call Nebraska.gov: 1-800-747-8177 • • thttnc•/t'xnznu nchrncU., — + n " NOV/29/201 i/TUE 02: 14 PM P. 004/008 Re: Nomad Lounge Business Plan T&L Management will operate Nomad Lounge and will established the venue as a successful presence in the beverage,&live entertainment service T&L Management LW,and Nomad Lounge LLC are Limited Liability Companies(LLC)domiciled in the ytAm of Nebraska T&L Management,LLC is the parent company and will oversee and manage the whole operation i.e, property,sales,entertainment Nomad Lounge is a subsidiary which will mainly focus on the day to day operation of the Lounge, A limited liability company(LLC)is a flexible form of enterprise that blends elements of partnership and corporate shuctnres.It is a legal form of cotnpany that provides limited hability tarts owners inthe vast majority of United States jurisdictions. _fi.:..eE A f pE t Nov 2 9 NEBRAS{KAUQUOR CONTROL y,.e(3diPSlh1ISSi N APPLICATION FOR TEMPORARY — OPERATING PERNi1T ('f.O.P.) Office USte`,t x+ g 'w NEBRASKA LIQUOR CONTROL COMMISSION 301 CENTENNIAL MALL SOUTH NOV 2 ij 2011 PO BOX 95046 ..T�s yLr- LINCOLN,NE 68509-5046 PHONE: (402)471-2571 ,l fi EO tt yy FAX: (402)471-2814 Website: www.lcc.ne,gov • This application must be submitted along with a completed application for liquor license • Agreement is effective upon issuance of a Temporary Operating Permit(T.O.P.) • Agreement is effective up to 90 days from issuance of T.O.P. NAME OF EXISTING BUSINESS SELLER)AND LICENSE No AA Z_ Nirr e On (date) ( I I Z ( 1 ( seller and buyer entered into a contract for sale of the business known as Purchase contract to be include with application for Liquor license. Buyer seeks to obtain a permit to allow them to operate the business under the same terms and conditions of premise licensee; subject to approval by the Nebraska Liquor Control Commission, (NLCC) for a period not to exceed 90 days. Seller hereby declares that they are current on all accounts with all Nebraska licensed wholesaler under section §53- 123.02. A seller who provides false information regarding such accounts is guilty of a Class IV misdemeanor for each offense. • Signature of Seller Signature of Buyer State of Nebraska State of Nebraska County of ;(J„)AE: County of aL1-3\,j The forgoing in,trument was acknowledged before The forgoing instrument was acknowledged before me this t(\i\ t1 me this 111�,5111 Date Date Notary Public Signature Notary Public Signature Affix Seal Here Affix Seal here y SEEM IIKAAY-Sfa t N Otratra 1 IAA IMAM d Oinks oMAH MLL cnwdtE tW M comm En.octet.w 2014 4N Cann.Ew.Date..,IQt• FORM 125 REV 11/2010 ' W i �• I�YiG,+'• . �i -.. , ri �Ar '� yst:;r M'"tit � r r, • viterA P't-. s �?'+�mdY1Gmsm. a� +',m.?s +`cmlrn�emwst:'..an_ansrs�ma. fi ''n .1. ..- ..._..... . . . .......... _ . . .. x, �'`Tc \ ! mar*? .a* m.we..w. �. .2.,411 - rm J 0 '' f ::::, sos.siti L ��t rir :,l fC Eyaphtta�tp'tb 5 ��".E 1. tt�� 4:p�C' i1B b q €- *- ;,ta-:::) --ti- k 2 _ _Q4 - w 0 w A 4226 < -4 \.fig }ON": .,r t. .J o =4 `-i; ' ^+ f ,I6 r% W co 0 o 0 J �n� x ,r c N J �' w * c .,}}s�'' ^+ C K ec.:# ' ij, ..d1 0 crai( CD S g •kc,‘.; r CP too � co rX a c ® w M X ® w iV • {prrt 5 L a 0 i% . C J Q � k r _ Z :_a r. Y _ N N = .' 0 i14 ' -0 Z qill Z -0 J - \ ° 'N o w }} a q O w O A 0 w 0 X I E i3t / 0' = i i- E a w ,xti�l� ` tv4 ; to Z E0 0 p E= 0 0 0, / *may I d 7 O 7 ¢`�44 ;, `3 ‘ciU 15 O bi y5h.) w 1 {-li 0co W O N � ; U <o\\:3V'C'4,14.giiii 11 lams 1... e s- 2 cm et 101 Nv V j C) w E C.) U N ' .0 .0 /(p(a ` -.. ,xw'1wn:w,zx¢F �YsdssaLnn nG.sn`�YraYl w�tnuwvcum'HMxar3'aF SRiv,.mx v.Dvuildmb' .b3T�`mrcm ry ava+Y t • paw reoa s, '�'^`,. `..� '. "�-�2u-�,�e:sn_x.�- x `"'L.' �- .. Film. REVIEW SHEET: TOP November 30, 2011 O,YICd LBLiA MP - #G97041 f d rot T'0 C60 /' . Applicant: T & L Management LLC dba Nomad Lounge 1013 Jones Street, Omaha Document: Asset Purchase Agreement dated OK to Issue TOP: YES NO 4 /5°A5 ✓ ) ,cA/ K/ ( 2 , f' Hy / lidst7cria/ tL 4f 2 L/- 1/aLO K J0 /cP V-3 y • • I I I H III 1100020091 Ii5"5.875"6559. 47-65 3 71 1 r--=:'.n 5 4,..,- R 51 14.6,6 5645 33,35z 11 44 tB.c.,4,„4 eisiti.:4 teritt. Store 2. . Aboolut 16 424.34 4 3 5 .: 7.5 48755 AtooRACitron 10 514.44 4 25:: 555 $15621 Grandliotai:I.', NO\j 9. il); 2011 6 Absolut Mandarin 10 57434 72 $175 24 37,6.35114174.44141; 72406 Koro716 $24 34 Z. • 2 848 68 Nov 22011 .530 75 15-59 1-53 .-:-.4 i .. 41't. i srt r.i 4 ,,K1 i 4 L- i i,--:,..g.g,,,yi ,g 1,4. is 44.4.'4‘ Aoc48 Porker lit $997 04 43 97 CCiNTRol. r:orivi'NI ,:'•:' Ei''044/78937110 111 $5 92 14 1 4 • 15 4 $91 17, Sloe Corona It $1021 _ _ I 4. 14, $1429 131.00 51764 In $1021 93,593933 100183 _ 0 5 0 5 10 00 (14134339 CAR Itt 417 17, 06 66 $10 30 ,eintreen IIll714 93 3 1 3 4 3 4170 20 019094 do Banana 16 $IO?I 7 00. 78 179 64 Cr4me de 366.775 Ilit $5 72 5 0 9• 5 9 8.51 45 C413me do Cocoa 114 16 18777 82 471 50 C4478 54 CoCoa LT 131 $A 72 4, 77 • 55 74795 Came Oe MootbeGR UK SR 77 3 IT 4 7 440 444 Creme oz Menthe WO II ta 72 5 06 ' 66 $48 81 pzioore 12v1 750mi 421 49 1 04 ' 14 1936 96 1 laoenneRbo III U4/7 7 1 456 09, 953 Ream III • 81171 4 1 4 , 5 4 $74 03 I 77e1740n9 824 50 3 4 5 $rm 2.3, 1 Level It 479 67 0 6 . 06 $17 130 MaCatan 12 750n8 $37 14 2 0 3 23 SW,4? Macagan1799750m1 171.31 I 0 7 ' 17 $12 I r 2 6148879941a38 111 47490 12 ' 3 2 475 60 Melon IR $10 17 1 06 36 735 6' %Son III $70 92 5 0 6 ' 56, $117 15 . • Pea Rh Schna0Os III $10 50 2, 01 ' 29 430 45 PeocermInt 7cOnaoto IR $8 39 3 36 $29 38 Remy MarlinV$09 1K $44 34 04. 04,_ $17 71 sow, tit $12 33 17 Z IT $20 91_ 869 Gip Ill $1021 06 ' 06 SG IL kova Rola 111 412 67 3 0$ - 36 4117 2 Barone PI-913o6 Roth 1161b 750m1 86 15 ,v 4 5 4 $24 69 Cockbor7618446 75060 $10 90 21 ' 21 $77 66 $7,44.• us Tawnv 750R11 110 90 1, 17 27 429 41 Doves 1073 tawny 750.31 $25 00 7 14 34 $06 06 DI001019 Sauv Blanc 75041 191 SO 4 8 676 RI scucloRoR 750m1 $10 00 8 8 1430 90 F34671463Rpoia 75441 112 75 7 7 Rol 79 FFerrariFume elaoc 75001/ $10 55 9 9 $95 554 41910 Petite 89611 750011 , 819 90 9 9 6179 10 Szoat Rot 750691 $32 00 3 7 10 $179 00 94724 Moriot 70009 020 66 6 • 0_. $151 56 Narver,5r4-56 Cream 750711 116 42 1 5 ' IS 824 61 Mow 740orel Satneb 750i0l te 42_ 8 451 16 Romp,20vr Tawny 750811 _ 469 21_ 27 23 $13625 5 11839843307osto 15034 $513 7 6 12 153 00 wane Wailic6 750171 $18 15 1 IS .1" 45 481 64 0019910 HS Catmint 7b0m1 _ 114 90, 21 8 , 79 $432 19 Joann Saki 210m1 _ 44 44 1 413 12 Bass 1731 , SI I I_ It 16 $17.85 0995113393141 WA 1202 $1 DO 12 412 Oo . , Owness I2oz $1 17 12 22 • 34 sae 42 Cores"Can 1.4 930z. It al., 12 26 y' 40 452 463 oroish 122z 81 03 12, 16 v 28 328 84 9191691.914301202 , 11 97 /I $11 77 Pa21ene3 Hoff-Vyriz I202 $I 31 73 7. Z), 430 13 RN stooe 1Zoz _ 11 07 24 28 - % 456 64 JL___.0(1...._......................___ Sziona 11 2oz _ 11 38 16... $22 GB Von STA S2 31 $0 00 Voss Soarklmo S725 , 0 $O 00 c..‘...I'.... VerniouTh DR 7514m1 84 34 06•• 9 06 1250 } Vermont SWeel 750m1 5434 063} 06 8260 0 $0.00 Ain no,750m1 $78 50 21 ' 21 $59 85 Pope,, lot $73 W 2 96 46 $10671 e00ltre710m1 $7158 7 26 46 59127 Mack Heua IN $7109 I 11 2.1 $4475 Bu$hm0nc Ito ri392 25 25 $3980, Caotaln Montan lit $1592 3 54 39 813371,_ Chlvoo 111 33075 2 2 S6150 500 In $11 W 4 4 $12400 Brown Royal IS 12547 21 _ 32 ' 52 11321v, Crown Royal SMtial Revive II $000 I 10 no Don Jute Silver 750m1 $3347 3 2 5 $16035, OlenMry Itt $3639 1 I 2, $7278 nloomormrnm 10w]50ml R125 06 • 06 17055 Glonmaranole levl 750m1 $75 50 07'I 07 $5495 Godiva 750m1 $1675 _ 1 - V $2010 C4213x3aner It $2109 2. 13 _ 33 16560 GISM Mamma tit $3625 1— 06' 18 86525 )VOwxry VS 11 $7986 HttMeaw V5(1P 1N 54917 03 03 $1475 111861110 750181 S1933 06 06 11160 J0nm114W,Iker elantit S2734 I 06 I_, $43 74 Johnnie Walker Gala 7503 $54 17 — ➢4 ' OS $21 67 Kan One $7150 5 25 75_ 316125 Ketel one floor S2150 6 I Z$, $15480 MVea It $1984, 0 6•ar 06• S1110, Patna 16 12733 D41 01 11093 Patron Arlen 750m1 1Q}4 _ 2l a 21 $8391 Pa0Dn Silver 7506] $3533 Z. 3,]: 5_3_ $00725 Patron Gnng'laonum 75om1 , $15100, 1 06r a 16 824160 PatronXO _115550 , 5 12 - 62„ $9610, Pining Clm 1t $1558 7 3 tm, 10_1__ 115736 Pryv0a 1t $1583 Z. 4, 36132 ,Bomolemnlae 1R $2067 I. 09'. 19 53927 •$pmPlwa 7501n1 $1954 8, 13' 93 $18451 Sea0ram57 It 31367 09r - 09 S1730 Syamlamao0 1n 51723 9 3000 Tnnalleruav It $19 58 0 $0 OD Tan0L21aay W 1$ $28 42 4 0 $000 10 Cane Rum It $2800 1, 04 14 13920 TNleker Ian 750m1 855017 07 - 07 13512 pyomni Chard 750m1 $850 0 $000 Chateau Bonin Red 750m1 81054 - 0 3000 Peat l awstle Gat 750n11 $1175 0 $000 Tor San De Toro 750m1 $917 0 S00D C[10 Cy Rhone Odoc 750m1 $800 0, 5000 Ck➢OV Rat Saw Blare 760m1 $1v67 . 0, 1000 aetso 750m1 $1914, 1 I $1939 Ioyeon Orou0hl0 Rent N01r 7501n1 $17e5 7 7 $24 50 2100301 Jonv flpr075Cml 1000 3 3 Sp OD jaciasal Peale Suall 750mi $2642 0 0 5009 Rene Barb Rose 750,81 $4 60 DPI 0, SO OD Two Hangs One* 750m1 $2300 8 _ 0 8 $18400 PAllsloer 040col Cwce 15091 b4103 0- 0 ID OD •io11pg(Rmal Cwee Maunum 1511 88567 0 ' 0 5000 Frex1neaul Ger Nee BM 733811 $909 0r^' 0 $000 Ram Gard seven 750ml 111760 I 0 Y I 311700 Nab01a9 Feiflette Bin 75013 SP684 .3 3 $6052 Jixh0las Fewatry Rose 750m1 $3261 0 0 $000 Mmt Nertal 7501111 $3633 2, $7266 Mort Nectar 187mt $10 54 3 4 T' 7 57378 pommel-4 10701 3675 0 ae 0 3000 White Star 187M $10 54 0 0 $000 Exhibit A - Schedule of Included Property • couches, chairs & ottomans • bar stools • coffee tables • high top tables • ledge tables • bar fridges • bar sinks • bar well racks • ice bins • soft drink guns & Co2 • bar equipment • point of sale system • glasses o velvet curtains • house lights. • spot lights • speaker system & wiring • DJ equipment • video projectors • desks • office shelves • white retail display units • portable bar • outside patio furniture o fire pits • candle shelves & stands • curtain pole system • plates • carafes • ice buckets • kitchen fridges • kitchen shelving • food prep equipment • kitchen counter & sink • music amp system • internet system • point of sale computer • monitor • office desks • filing cabinets • cutlery • toilet supplies • restroom furniture • phone system • notice boards • gallery lighting • storage shelving • event fabrics • event decor • indoor trees & bushes • ice making machine • 6 foot tables • 8 foot tables • folding chairs • high ladders • spare light bulbs o tool sets • extension cords • telephone & internet system • garage door • fire equipment • medical first aid kit • liquor cage • security system & alarm • tape & equipment • art gallery supplies • ice buckets • cash boxes • misc drink equipment o cleaning equipment & supplies • liquor inventory • soft & mixer drink supply inventory K t;: 1 SALE OF LLC INTEREST AGREEMENT No); f 8 2611 � .� This Agreement is entered this the 2 day of November , 2011 , by and between TIC, 1869 GROUP LL_, hereinafter referred to as Seller, and T&L MANAGEMENT_, hereinafter referred to as Purchaser. W1TNESSETH: WHEREAS, The 1869 Group LL is the owner of One Hundred Percent (100%) of the membership interests (the "Membership Interest" ) in Nomad Lounge, LLC, a Nebraska limited liability company (the "LLC"): WHEREAS, the parties hereto desire to set forth certain terms, conditions, representations, warranties, and covenants made by each to the other as an inducement to the consummation of the sale of the Membership Interest, and to identify certain additional agreements related to the sale; NOW, THEREFORE, in consideration of the premises and of the mutual representations, warranties, and covenants herein contained, the parties herby agree as follows: ARTICLE I 1.1 Subject to the terms and conditions set forth herein, the closing of this sale of the Membership Interest shall be held on NOVEMBER 25_, 2011 . 1.2 The Seller shall sell Membership Interest for a total purchase price of FOUR HUNDRED AND FORTY FIVE THOUSAND dollars ($445,000.00 ), consisting of FOUR IIUNDRD THOUSAND DOLLARS ($400,000.00) in cash plus the assumption of debts of the LLC in the amount of FORTY FIVE THOUSAND dollars ($45,000.00). The purchase price shall be allocated among the assets as follows : Fixtures and equipment (as set forth in Exhibit A) $202,484.00 Real Estate (as set forth in Exhibit B) $ Inventory $i 8,343.00 Accounts receivable / deposits paid $13,473.00_ Cash type assets $1,500.00 Goodwill $209,200.00 (Lists of the fixtures and equipment of the LCC on separate sheets titled Exhibit A.) 1.3 The Seller shall cause the LLC to issue a new Membership Interest Certificate in the name of the Purchaser at the closing. Such Membership Interest Certificate shall be held by the Seller pursuant to that certain t\a� Membership Pledge Agreement executed at Closing. 1.4 The Purchaser shall deliver at the closing a filly executed promissory note (the "Promissory Note"), personally guaranteed by TROY SHAW in the principle amount of FOUR HUNDRED THOUSAND DOLLARS_ ($400,000.00), which Promissory Note shall be paid in full at the end of 60 months (November 30, 2016), or within 10 days of either the purchaser or Troy Shaw having these funds available; provided, however, full payment shall be made no later than November 30, 2016. The Promissory Note shall bear annual interest at a rate of SEVEN percent (7%) from and after the Effective Date until November 30, 2016. Purchaser shall make equal monthly installments in the amount of EGHIT THOUSAND DOLLARS ($8,000.00) principal and interest payable on the remaining balanced owed on the FIRST (1st) day of each month beginning December 1st 2011 . payments will continue to be made and deducted from the outstanding balance is paid in full. late payment will require a 5% penalty of the amount due. if any payment due has not been received within 30 days, Purchaser is considered in default and Seller can pursue all remedies allowed by law to obtain the outstanding purchase price from the Purchaser and the guarantors personally and individually, to return of the Membership Interest pursuant to that certain Membership Interest Pledge Agreement executed in connection herewith and to claim any costs or damages incurred with such default. 1.5 The Purchaser shall assume and Troy Shaw shall personally guarantee repayment of LLC debt in the amount of$45,000 (including interest) to be completed by the Effective Date. Purchaser and Troy Shaw shall secure a release of The 1869 Group LLC and Nicholas Hudson from any and all i\ntEY guarantees and/or debt assumed and shall indemnify and hold The 1869 Group LLC and Nicholas Hudson harmless from any liability therefore. 1.6 The Seller shall pay a commission of$40,000.00 to Chapman Retail Consulting, LLC, Wendy Chapman, as Seller's representative, upon receipt of the full purchase price or TEN (10) percent of each monthly installment payment received by Seller. Purchaser shall have no obligation for commission. purchaser acknowledges there is no other sales representative involved in this transaction. ARTICLE II 2.1 Seller represents and warrants to Purchaser that as of the date hereof and on the Effective Date (all representations and warranties being joint and several): (a) To the best of Sellers knowledge and belief, the LLC has good and marketable title to all properties, assets and leasehold estates, real and personal, as set forth in the attached Exhibit A, subject to no mortgage, pledge, lien. conditional sales agreement, encumbrance, or charge. The Seller will assist with the handover of vendor relationships, insurance policies and other essential contracts and licenses such as the liquor license following the effective date of this agreement. The Seller will provide such support until DECEMBER 30 2011, such support not to exceed 20 man hours per week. As of this Agreement being executed on the day and year first above written, the Purchaser will become an owner of TWENTY (20) percent of the membership interest in The LLC and Troy Shaw will be elected as the managing member of the LLC during the period before the closing of the sale, when the Purchaser will be owner of 100% of the .Membership Interest, subject to the terms and conditions set forth herein of this sale agreement. (b) The Seller has delivered to Purchaser a list (Schedule 3) complete as of NO VEMBER 2nd, 2011_, of all insurance policies carried by the LLC. The LLC caries insurance on its properties, assets and business, which Seller believes to be adequate in character and amount, with reputable insurances and such insurance policies are still in full force and effect. (c) In add respects material to the business, financial condition and properties of the LLC on a consolidated basis, the LLC is not in default or under any order of any court or federal, state or other governmental department, commission, board, agency or instrumentality. (d) The business currently benefits from a lease on the property 1013 Jones Street is currently in place through 2/1/12 and there is an option to renew at $9 per square foot triple net for FOUR (4) years. This lease is to be signed by The LLC Managing Member before the effective date of this agreement and personally guaranteed by Troy Shaw and other LLC members as required. (e) The business telephone number, marketing lists, existing bookings will all remain with the business and be handed over to the Purchaser. The title and use to the Nomad Lounge brand and associated brand properties are not included with the sale, but are provided with a free license to use for the n n1 Purchaser for the purposes of the business marketing indefinitely starting on the Effective Date of this agreement. Should the Purchaser make any such inappropriate actions that damage the Nomad Lounge brand name in the sole opinion of the Seller, or otherwise be in default of any agreement between • the parties, the free license will immediately be terminated and revoked. 2.2 Purchaser represents and warrants to Seller that as of the date hereof and on the Effective Date (all representations and warranties being joint and several): (a) The Purchaser is ready, willing and able to consummate the transaction contemplated by this Agreement and to pay the purchase price in full as required by the Promissory Note. (b) Purchaser represents that Purchaser has had a full opportunity to examine the business and financial operations of the LLC, as presently conducted, and has neither referred nor relied upon any representation of Seller as to any aspect of said business or the assets and accepts the Membership Interest and assets of the LLC conveyed "as-is", "where-is" and without warranty. (c) Purchaser is a duly organized limited liability, validly existing and in good standing, under the laws of the State ofNebraska and as the requisite corporate power and authority to purchase the Membership Interests as contemplated by this Agreement. nil4 �! ARTICLE III 3.1 On or before the Closing Date: (a) The Seller will cause the LLC to : (1) Carry on its business substantially as it has hereto before and not introduce any materially new method of management, marketing, operation or accounting; (2) Perform all material obligations to the best of its abilities outlined under this agreement; (3) Use its best efforts to maintain and preserve its business organization intact, retain its present employees and maintain its relations with suppliers, customers and others having business relations with them; (4) Maintain its properties and facilities in good working order and condition as at present, ordinary wear and tear excepted; and (5) Assist Purchaser to keep in full force and effect present insurance policies or other comparable insurance coverage. ARTICLE IV (a) The Seller shall have a received a copy of the resolutions authorizing the execution, delivery, and performance of this Agreement by Purchaser certified to be in full force and effect as of the Effective Date. ARTICLE V 5.1 Purchaser represents and warrants to Seller as of the date hereof and on the Effective Date, that the execution, delivery and performance of the Agreement by Purchaser has been duly authorized by its Manager and Members and that the Agreement constitutes the valid and binding obligation of Purchaser and that a properly certified resolution to this effect will be presented to Seller the Effective Date. ARTICLE V1 6.1 The parties hereto shall deliver or cause to be delivered on the Effective • Date, and at such other times and places as shall be reasonably agreed on, such additional instruments as may reasonably be requested for the purpose of carrying out this Agreement. Seller will cooperate and use its best efforts to have the present Members and employees of Seller cooperate on and after Effective Date in furnishing information, evidence, testimony and other assistance in connection with any actions, proceedings, arrangements, or disputes of any nature with respect to matters pertaining to all periods prior to the Effective Date. 6.2 This Agreement (including the schedules and annexes hereto) and the documents delivered pursuant hereto constitute the entire agreement and .I �r understanding between the parties and supersede any prior agreement and/or understanding relating to the subject matter of this Agreement. This Agreement may he only modified or amended by a duly authorized written instrument executed by the parties hereto. 6.3 This Agreement may be executed simultaneously in two or more counterparts. each counterpart shall be deemed an original, and all of the counterparts together shall constitute but one and the same instrument. 6.4 Any notice or communication required or permitted hereunder shall be sufficiently given if sent cy certified or registered mail, postage prepaid, with return receipt requested: (a) To Purchaser at: T&L MANAGEMENT LLC ATT : TROY SHAW 20035 FARNUM ST ELKHORN NE 68022 (b) To Seller at: THE 1869 GROUP LLC ATT : NICK HUDSON 5104 FRANKLIN ST OMAI-IA NE 68104 4 < r 6.5 In executing and carrying out the provisions of this Agreement, the parties hereto are relying solely on the representations, warranties and agreements contained in this Agreement and not upon any representation, warranty, agreement, promise or information, written or oral made by any person set forth herein. 6.6 This Agreement shall be constructed in accordance with the laws of the State of Nebraska. IN WITNESS 'WHEREOF, the parties have executed this Agreement as of the day and year first above written. T&L MANAGEMENT LLC, Purchaser 8 ll \aSlo By roratr i w*ara (printed) 1/Zd, r>. CAME HILL SNA�l *n Exp o &sn Nlk` THE 1869 GROUP LLC, Seller \ S\ By s uu romsmr w rams (printed) NI GZ, S E4s ��) c sa of Corm e4.CMOs 4.2a4 Witness: By (primed) \lir, Es - Dec. 19 . 2011 07 : 12 AM PAGE. 4/ 9 Schedule 3 Insurance Policies at Nomad Lounge Bank of The West Workers Comp—Auto Owners Insurance Company— Policy# 1050203964650011 Property—Auto Owners Insurance Company— Policy 41050203964640010 GL/Liquor Liability—Founders Insurance brokered through RP5— Policy 4 04-98056467-61 1 V Wit: Dec . 14 . 2011 07 :12 AM PAGE. 1/ 4 Exhibit A - Schedule of Included Property • couches, chairs & ottomans • bar stools • coffee tables • high top tables • ledge tables • bar fridges • bar sinks • bar well racks • ice bins • soft drunk. guns & Co2 o bar equipment • point of.sale system • glasses • velvet curtains • house lights • spot lights • speaker system & wiring • DJ equipment • video projectors • desks o office shelves • white retail display units o portable bar • outside patio furniture • fire pits Dec. 14 . 2011 07 : 12 AM PAGE. 2/ 9 • candle shelves & stands • curtain pole system • plates o carafes • ice buckets • kitchen fridges • kitchen shelving • food prep equipment • kitchen counter & sink • music amp system • internet system • point of sale computer • monitor • office desks • filing cabinets • cutlery • toilet supplies • • restroom furniture • phone system • notice boards • gallery lighting • storage shelving • event fabrics • event decor • indoor trees & bushes o ice making machine • 6 foot tables Dec. 14 . 2011 07 : 12 AM PAGE. 3/ 4 • 8 foot tables • folding chairs • high ladders • spare light bulbs • tool sets • extension cords • telephone & internet system • garage door • • fire equipment • medical first aid kit • liquor cage • security system & alarm • tape & equipment • art gallery supplies • ice buckets • cash boxes • misc drink equipment • cleaning equipment & supplies • liquor inventory • . soft & mixer drink supply inventory 2} z ry '' ` " t R a .a` p.'�.. ""' a.,4 ar, . ..,p1 401 V l ,K46r 13' '� l{`" r r v� a :. s°4rs> a s "lat �74.,� ., iost s' , . 's'+v°`±/:—"t: .• o-QP Last Name Allisma First Name Tom -ao 1s a k)1/4r� Social Security Numbed Date of Birth' `I Title Member Number of Shares$100.00(10%) Spouse Name(indicate N/A if single)WA Spouse Social Security Number N/A Date of Birth N/A Title N/A Number of Shares N/A Last Name The 1869 Group,LLCI ;like First Name VI Social Security Number Date of Birth Title Member Number of Shares$600.00(60%) Spouse Name(indicate N/A if single)N/A Spouse Social Security Number N/A Date of Birth N/A Title N/A Number of Shares N/A titkArdk- Last Name OR LLC First Name ifetSir ctc Social Security Number Date of Birth (A' Title Member Number of Shares$160.00(15%) Spouse Name(indicate N/A if single)N/A Spouse Social Security Number N/A Date of Birth N/A Title N/A Number of Shares N/A 4 i ME Sac Cl S4.,w Jsti,P Sole - COOP Pi Iliilli iiio iiili MINN iio fill NOMAD LOUNGE LLC Filed: 04/2172006 04:49 PM ARTICLES OF ORGANIZATION NOMAD LOUNGE LLC ARTICLE 1; ante The name of this limited liability company is NOMAD LOUNGE LLC (the "Company ARTICLE 2: Purpose The purpose for which the Company is organized is to engage in any and all lawful businesses for which a limited liability company may be organized under the laws of the State of Nebraska. ARTICLE 3: Principal Place of Business The address at the Company's principal place of business in Nebraska is 720 CO" Street, Lincoln, Nebraska 68508. ARTICLE 4: Registered Office/Registered Agent The address of the initial registered office of the Company is 134 South 1321 Street, Suite 400, Lincoln, Nebraska 68508, and the name of the initial registered agent of the Company at such address is RICHARD L RICE. ARTICLE 5: Stated Capital The total amount of cash and a description and agreed value of all property, other than cash, initially contributed by the members of the Company as a basis for capitalization of the Company are: CAH LLC $156.00 C!R LLC $150.00 THE 1869 GROUP LLC $250.00 OPERATION BLUE STAR LLC $300.00 TOM E. ALLISMA $100.00 THE NOMAD FOUNDATION $ 50.00 ARTICLE 6: Additional Capital Contributions Additional contributions to the capital of the Company shall be made only at such times and in such amounts as the members of the Company shall unanimously agree. 0/kg'. Last Name CNi LLC First Name Social Security Number Date of Birth Title Member Number of Shares$150-00(15%) Spouse Name(indicate NM if single)N/A Spouse Social Security Number N/A Date of Birth N/A Title N/A Number of Shares N/A • �) LastName t)(:( II - First Name C ha fie A eskySocial Senirity Number _ Date of Birth / _ - _ V‘v )3) Title pia Number of Shares 8 pouse Name(indicate N/A if single) 314 t rum( r (A3 I-I u/I 191,`eQ Spouse Social Security Number _ Date of Birth eit 9? Title N Pt- Number of Shares Last Name First Name Social Security Number Date of Birth Title Number of Shares Spouse Name(indicate N/A if single) Spouse Social Security Number Date of Birth Title umber of Shares APPLICATION FOR LIQUOR LICENSE RECEIVED- PO CORPORATION/LLC INSERT-FORM 3a NEBRASKA LIQUOR CONTROL COMMISSION '��w MALL SOUTH r ' .. is 2000 LINCOLN,NE 68509-5046 PHONE(402)471-2571 FAX:(402)471-2814 HCBRASSKA li `UO=PR wan*:'tau ivy..L:c ne.Mt CONTROL CO ' t, ` twlattijrtq,-`;�tFiatw"i)1.1w)d hilt;- Attach copy of chcles of Incorporation. ument must show[barcode)receipt by Secretary of States Office. Nomad Lounge t Corporate Street Address:1013 Jones Street City:Omaha State:NE Zip Code:68102 Corporate Telephone Number(402)408.6250 Total number of shares issued(if corporation) S1,000.00 Is this a Non Profit Corporation? OYES ONO If yes,what is your Federal ID#? Name of Registered Agent Richard L. Rice Name of Proposed Manager Madeline Jahn �t This person must complete form 35-4013 Last Name:Hull First Name:Charles MI A Address Street 122 N. 11 th,#504 City Lincoln State NE Zip Code 68508 Home Phone number(402)202-8812 Social Security Number Date of Birth - -.,. 1 t 11/29/201111 : 11 : 56 AM STATE OF NEBRASKA LIQUOR CONTROL—COMMISSION-- INQUIRE LICENSE NUMBER 74805 CORPORATION * * * * * * * * * * * CORPORATION INFORMATION * CORP . FTIN NO. 010084172 CORP. PHONE 402 408 6250 CORPORATE NAME NOMAD LOUNGE LLC FAX ADDRESS 1 1013 JONES STREET ADDRESS 2 CITY OMAHA ST NE ZIP 68102 RESIDENT AGENT RICE, RICHARD L TOTAL SHARES CONTROLLING CORPORATION ,\ CORPORATION OFFICERS - - - - SPOUSE ---- 1 C) PRESIDENT DOB SSN SHARES DOB SSN ULL, CHARLES A *SPOUSE 238352002 505139779 01101973 06271976 ADDRESS 1 122 N 11 STREET ADDRESS 2 APT 504 CITY LINCOLN STATE NE ZIP 68508 CORP. OFF. NAME / TITLE DOB SSN SHARES DOB SSN ALLISMA, TOOMAS 508139363 MEMBER 04091975 6°7 .THE 1869 GROUP, LLC 111111111 ? MEMBER 11111911 CIR, LLC 111111111 MEMBER 11111911 CAH, LLC 111111111 1 �o1MEMBER 11111911 / o * (FILED AFFIDAVIT OF NONPARTICIPATION) DEPRESS` : ENTER - PROCESS PA1 - RETURN TO MENU j 0 (09 4-211/4"-e- hQI✓.12eX C `7 - ' .6 7o 14)L0-1-71Thur - tDO 'la - id , c-K-- 5 7/0 AI \ -1 -3 n- ---a._ I D 7° _ _ - RECEIVED 1 r•. M .7, LOGO MINUTES BY WRITTEN CONSENT OF cot-COMM 0 ALL OF MEMBERS tirNOMAD LOUNGE LLC WHEREAS, Nomad Lounge LLC was organized under the Nebraska Limited Liability Company Act on April 26, 2006, but has not yet commenced business operation; WHEREAS, certain members desire to terminate their membership interests in Nomad Lounge LLC, recognizing that at the present time, said membership interests are of no value;and. WHEREAS, the members desire to memorialize the relinquishment of the membership interests by the Nomad Foundation and Operation Blue Star LW and the reallocation of membership interests by and among the 1869 Group LLC, CM I,LC, Tom E. Allisama and CAH LLC. IT IS THEREFORE RESOLVED, that the Nomad Foundation surrenders its five percent (5%) membership interest and Operation Blue Star LLC surrenders its thirty percent (30%) membership interest in Nomad Lounge LLC to Nomad Lounge LLC and, further, relinquish any and all rights and/or claims which such entities may have possessed as a member of Nomad Lounge LLC; BE IT FURTHER RESOLVED, that the 1869 Group LLC be issued a membership interest reflecting a sixty percent (60%) ownership interest in Nomad Lounge LLC; C!R LLC shall remain a fifteen percent(15%)owner,Tom E. Allisma shall remain a ten percent (10%) owner and CAH LLC shall remain a fifteen percent (15%) owner, thereby representing one hundred percent (100%) of the membership interests in Nomad Lounge LLC; BE IT FURTHER RESOLVED, that the manager take any and all action to effectuate the resolutions adopted by the members of Nomad Lounge LLC. 1869 GROUP LLC, a Nebraska limited liability company -\\_ Nick Hudson August 2003 to Present (� �e " U- 201 F Street j X Lincoln, NE 68508. �,�p� The sole member of The 1869 Group LLC is Nicholas J. Hudson. Personal information for Nicholas J. Hudson is as follows: Date of Birth: Social Security#: Addresses: Sept 1979 to May 2004 (Permanent Address) 1 Cottesmore Drive Loughborough Leicestershire, England LE112RL May 2004 to Nov 2004 400 Chambers St#5H New York, NY 10282 Nov 2004 to Jan 2005 16610 Iske Dr Bellevue, NE 68123 Jan 2005 to Current 2006 5819 Spring Street Omaha, NE 68106 Address for Tom Allisma are: 1996 to 2005 10606 Washington Dr. Omaha, NE 68127 2005 to Present 1001 0 Street, #302 Lincoln, NE 68508 The members of CAH LLC are Charles Hull and Summer Hull. Summer Hull has executed and submitted an Affidavit of Non Participation. Personal information for Charles Hull is as follows: Date of Birth: E Aqq 3. ., Social Security#: _ a Addresses: -- 1996-2000 335 N 8th Street IT.!ROSKA UQJUr Lincoln, NE 68508 2000 - 2004 122 N 11th Street Lincoln, NE 68508 2004-2005 1009 Jones Street Omaha, NE 68102 2005 to Present 122 N 11th Street,#504 Lincoln, NE 68508 The sole member of C!R LLC is Clint! Runge. Personal information for Clint! Runge is as follows: Date of Birth: Social Security#: Addresses: 1996 to May 1997 Traveling in Europe; no address available. June 1997 to June 1999 2800 Fletcher Ave.,Apt.#25 Lincoln, NE 68504 July 1999 to July 2003 745 S. 12"', Apt. B Lincoln, NE 68508 RECEIVED -. - NOV 2 ` 209$ NEBRASKA LIQUOR MEMBERSHIP INTEREST PURCHASE AGREEMENT CONTROL COMMISSION This Membership Interest Purchase Agreement ('Agreement) is made and entered into this 3114 day of December, 2008, by and between The 1869 Group, LLC ('Purchaser') and CAH, LLC ("Seller'). RECITALS A. Seller is the owner of fifteen percent (15.00%) of the issued and outstanding membership interests of Nomad Lounge, LLC, a Nebraska limited liability company("Nomad"). B. Seller desires to sell and Purchaser desires to purchase fifteen. percent (15.00%)of Sellers membership interest(the'Membership Interest')in Nomad upon the terms and conditions set forth in this Agreement C. Purchaser and Seller specify herein the terms and conditions on which the Seller shall sell and the Purchaser shall purchase the Membership Interest NOW, THEREFORE, in consideration of the foregoing Recitals and mutual promises and covenants contained herein, the parties hereto agree: TERMS 1. Purchase and Sale of Membership Interest. Subject to the terms and conditions set forth in this Agreement, Seller hereby sells to Purchaser and Purchaser hereby purchases from Seller fifteen percent (15.00%)of Seller's outstanding membership interests in Nomad. From and after the purchase and sale contemplated by this Agreement, the Purchaser shall own seventy-five percent (75.00%) of the total issued and outstanding membership interests in Nomad and Seller shall own zero percent (0.00%) of the total issued and outstanding membership interests in Nomad. 1,1 Condition to Purchase and Sale of Membership Interest. Purchaser's and Seller's obligations under this Agreement are conditioned and contingent upon Purchaser and Seller obtaining the necessary and required approvals required under the Company's Operating Agreement 1.2 Closing Conditions. Purchaser's and Seller's obligations under this Agreement are further conditioned on obtaining all necessary consents and authorizations of the Company and its members. 2. Purchase Price. Purchaser agrees to pay Seller, and Seller agrees to accept from Purchaser, as the full purchase price for the Membership Interest the consideration of Ten and No/100's Dollars($10.00)paid by Purchaser to Seller. 3. Transfer of Membership Interest. In exchange for receipt of the Purchase Price and consideration set forth in Section 2 of this Agreement, Seller shall cause Nomad to cancel his current membership interest certificate representing 15.00% interest in Nomad and, as well as issue a new membership interest certificate to Purchaser representing 75.00% interest in Nomad. Purchaser's certificate representing his prior 60.00% membership interest in Nomad shall thereafter be cancelled. 4. Representations and Warranties of Seller. Seller represents and warrants to Purchaser. 4.1 Seller owns the Membership Interest free and clear of any and all liens, encumbrances, claims of third parties or any other indebtedness; 4.2 Seller has the right to transfer and deliver the Membership Interest to the Company to effectuate the transfer contemplated by this Agreement; provided, however, that Seller has first obtained the required approvals as set forth in the Company's Operating Agreement and 4.3 No representation by Seller contains, or will contain, any untrue statement of material fact or omits or will omit a statement of material fact necessary to make the statements contained therein misleading or will omit to state material facts necessary in order to provide the Purchaser with accurate information as to the Membership Interest 5. Representations and Warranties of Purchaser. Purchaser is ready, willing and able to purchase the Membership Interest as contemplated by this Agreement and to pay to the Seller the Purchase Price set forth in this Agreement 5.1 Purchaser has carefully evaluated any and all necessary information to make an informed decision regarding the purchase of the Membership Interest contemplated by this Agreement, and is no way relying upon any prior statements, representations or warranties of Seller, all such statements of warranties and representations being subsumed by this Agreement 6, Miscellaneous. 6.1 Further Assurances. Purchaser and Seller shall execute and deliver such additional instruments and documents as reasonably may be requested by Purchaser or Seller in order to carry out the purposes and intent of this Agreement and to fulfill the respective obligations of Purchaser and Seller hereunder. 6.2 Entire Agreement This Agreement contains the entire understanding and agreement of the parties with respect to the transaction contemplated hereby and supersedes all other understandings and agreements between the parties, oral or written, relating to the subject matter of this Agreement No modification, alteration, or amendment of this Agreement and no waiver of any provision of this Agreement shall be valid or effective unless in writing and executed by an officer of the Purchaser and by Seller. 6.3 Survival of Representations and Warranties. The representations, warranties, and agreements of Purchaser and Seller contained in this Agreement shall not be discharged or dissolved upon, but shall survive the closing of the transaction contemplated hereby. 2 6.4 Binding Agreement. This Agreement shall be binding upon, inure to the benefit of, and apply to the respective heirs, personal representatives, sucrecsors, and assigns of the parties hereto. 6.5 Choice of Law. This Agreement shall be governed by and enforced in accordance with the internal substantive laws, and not by the choice of law rules, of the State of Nebraska; and such laws shall be applicable to all of the provisions of this Agreement. 6.6 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original and all of which together shall constitute one and the same instrument 6.7 Construction. This Agreement shall not be construed against the party preparing it, but shall be construed as if all parties jointly prepared this Agreement and any uncertainty and ambiguity shall not be interpreted against the party preparing this Agreement 6-8 Severability. If any provision of this Agreement is determined by any court to be invalid, then such invalidity shall not affect any other provision of this Agreement to which effect reasonably can be given without such invalid provision; and for such purpose the provisions of this Agreement shall be severable from one another. • 6.9 Titles. The titles of the various paragraphs of this Agreement are for convenient reference only and shall not be considered in the interpretation of this Agreement • IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. • PURCHASER: THE 1869 GROUP,A - LLC, By: 1 W Nicd Hudson, Manager SELLER: CAH, LLC, C4/ By: • Charles Hull, Manager 3 MEMBERSHIP INTEREST PURCHASE AGREEMENT This Membership Interest Purchase Agreement ("Agreement") is made and entered into this day of October, 2011, by and between The 1869 Group LLC (Purchaser") and Tom Alisima ("Seller). RECITALS A. Seller is the owner of ten percent (10%) of the issued and outstanding membership interests of Nomad Lounge LLC. ` =r2 B. Seller desires to sell and Purchaser desires to purchase ten percent (10%) C of Seller's membership interest (the "Membership Interest") in Nomad Lounge LLC upon the terms and conditions set forth in this Agreement. a A tt� i C. Purchaser and Seller specify herein the terms and conditions on which the 14 2 Seller shall sell and the Purchaser shall purchase the Membership Interest. 0 LiVer, NOW, THEREFORE, in consideration of the foregoing Recitals and mutual promises and covenants contained herein, the parties hereto agree: TERMS 1. Purchase and Sale of Membership Interest. Subject to the terms and conditions set forth in this Agreement, Seller hereby sells to Purchaser and Purchaser hereby purchases from Seller ten percent (10%) of Seller's outstanding membership interests in Nomad Lounge LLC. From and after the purchase and sale contemplated by this Agreement, the Purchaser shall own one hundred percent (100%) of the total issued and outstanding membership interests in Nomad Lounge LLC and Seller shall own zero percent (0.00%) of the total issued and outstanding membership interests in Nomad Lounge LLC. 1.1 Condition to Purchase and Sale of Membership Interest. Purchaser's and Seller's obligations under this Agreement are conditioned and contingent upon Purchaser and Seller obtaining the necessary and required approvals required under the Company's Operating Agreement. 1.2 Closing Conditions. Purchaser's and Seller's obligations under this Agreement are further conditioned on obtaining all necessary consents and authorizations of the Company and its members. 2. Purchase Price. Purchaser agrees to pay Seller, and Seller agrees to accept from Purchaser, as the full purchase price for the Membership Interest the consideration of Five Thousand and 001100 Dollars ($5,000.00) paid by Purchaser to Seller. 3. Transfer of Membership Interest. In exchange for receipt of the Purchase Price and consideration set forth in Section 2 of this Agreement, Seller shall cause Nomad Lounge LLC to cancel Seller's membership interest certificate representing ten percent (10%) interest in Nomad Lounge LLC, as well as issue a new membership interest certificate to Purchaser representing one hundred percent (100%) interest in Nomad Lounge LLC. Purchaser's certificate representing its prior ninety percent (90%) membership interest in Nomad Lounge LLC shall thereafter be cancelled. 4. Representations and Warranties of Seller. Seller represents and warrants to Purchaser. 4.1 Seller owns the Membership Interest free and clear of any and all liens, encumbrances, claims of third parties or any other indebtedness; 4.2 Seller has the right to transfer and deliver the Membership Interest to the Company to effectuate the transfer contemplated by this Agreement provided, however, that Seller has first obtained the required approvals as set forth in the Company's Operating Agreement; and 4.3 No representation by Seller contains, or will contain, any untrue statement of material fact or omits or will omit a statement of material fact necessary to make the statements contained therein misleading or will omit to state material facts necessary in order to provide the Purchaser with accurate information as to the Membership Interest. 5. Representations and Warranties of Purchaser. Purchaser is ready, willing and able to purchase the Membership Interest as contemplated by this Agreement and to pay to the Seller the Purchase Price set forth in this Agreement. 5.1 Purchaser has carefully evaluated any and all necessary information to make an informed decision regarding the purchase of the Membership Interest contemplated by this Agreement, and is no way relying upon any prior statements, representations or warranties of Seller, all such statements of warranties and representations being subsumed by this Agreement. 6. Miscellaneous_ 6.1 Further Assurances. Purchaser and Seller shall execute and deliver such additional instruments and documents as reasonably may be requested by Purchaser or Seller in order to carry out the purposes and intent of this Agreement and to fulfill the respective obligations of Purchaser and Seller hereunder. 6.2 Entire Agreement. This Agreement contains the entire understanding and agreement of the parties with respect to the transaction contemplated hereby and supersedes all other understandings and agreements between the parties, oral or written, relating to the subject matter of this Agreement. No modification, 2 alteration, or amendment of this Agreement and no waiver of any provision of this Agreement shall be valid or effective unless in writing and executed by an officer of the Purchaser and by Seller. 6.3 Survival of Representations and Warranties. The representations, warranties, and agreements of Purchaser and Seller contained in this Agreement shall not be discharged or dissolved upon, but shall survive the closing of the transaction contemplated hereby. 6.4 Binding Agreement. This Agreement shall be binding upon, inure to the benefit of, and apply to the respective heirs, personal representatives, successors, and assigns of the parties hereto. 6.5 Choice of Law. This Agreement shall be governed by and enforced in accordance with the internal substantive laws, and not by the choice of law rules, of the State of Nebraska; and such laws shall be applicable to all of the provisions of this Agreement. 6.6 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original and all of which together shall constitute one and the same instrument. 6.7 Construction. This Agreement shall not be construed against the party preparing it, but shall be construed as if all parties jointly prepared this Agreement and any uncertainty and ambiguity shall not be interpreted against the party preparing this Agreement. 6.8 Severability. If any provision of this Agreement is determined by any court to be invalid, then such invalidity shall not affect any other provision of this Agreement to which effect reasonably can be given without such invalid provision; and for such purpose the provisions of this Agreement shall be severable from one another. 6.9 Titles. The titles of the various paragraphs of this Agreement are for convenient reference only and shall not be considered in the interpretation of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. PURCHASER: SELLER: THE 1869 GROUP.LLC By: s/Nicholas Hudson By: s/Tom Alisima Nicholas Hudson, Manager Tom Alisima 3 MEMBERSHIP INTEREST PURCHASE AGREEMENT This Membership Interest Purchase Agreement ("Agreement") is made and entered into this 31a day of December, 2008, by and between The 1869 Group, LLC ("Purchaser") and C!R, LLC ("Seller"). RECITALS Ca 2 t0 A. Seller is the owner of fifteen percent (15.00%) of the issued and outstanding (J% membership interests of Nomad Lounge, LLC, a Nebraska limited liability C company (`Nomad"). f-1 C B. Seller desires to sell and Purchaser desires to purchase fifteen percent 0A) (15.00%) of Seller's membership interest(the'Membership Interest') in Nomad cC upon the terms and conditions set forth in this Agreement. m cc Uri 2 C. Purchaser and Seller specify herein the terms and conditions on which the ittSeller shall sell and the Purchaser shall purchase the Membership Interest. NOW, THEREFORE, in consideration of the foregoing Recitals and mutual promises and covenants contained herein, the parties hereto agree: TERMS 1. Purchase and Sale of Membership Interest. Subject to the terms and conditions set forth in this Agreement, Seller hereby sells to Purchaser and Purchaser hereby purchases from Seller fifteen percent (15.00%) of Seller's outstanding membership interests in Nomad. From and after the purchase and sale contemplated by this Agreement, the Purchaser shall own ninety percent (90.00%) of the total issued and outstanding membership interests in Nomad and Seller shall own zero percent (0.00%) of the total issued and outstanding membership interests in Nomad. 1.1 Condition to Purchase and Sale of Membership Interest Purchaser's and Seller's obligations under this Agreement are conditioned and contingent upon Purchaser and Seller obtaining the necessary and required approvals required under the Company's Operating Agreement. 1.2 Closing Conditions. Purchaser's and Seller's obligations under this Agreement are further conditioned on obtaining all necessary consents and authorizations of the Company and its members. 2. Purchase Price. Purchaser agrees to pay Seller, and Seller agrees to accept from Purchaser, as the full purchase price for the Membership Interest the consideration of Ten and No/100's Dollars ($10.00) paid by Purchaser to Seller. 3. Transfer of Membership Interest. In exchange for receipt of the Purchase Price and consideration set forth in Section 2 of this Agreement, Seller shall cause Nomad to cancel his current membership interest certificate representing 15.00% interest in Nomad, as well as issue a new membership interest certificate to Purchaser representing 90.00% interest in Nomad. Purchaser's certificate representing his prior 70.00% membership interest in Nomad shall thereafter be cancelled. 4. Representations and Warranties of Seller. Seller represents and warrants to Purchaser. 4.1 Seller owns the Membership Interest free and clear of any and all liens, encumbrances, claims of third parties or any other indebtedness; 4.2 Seller has the right to transfer and deliver the Membership Interest to the Company to effectuate the transfer contemplated by this Agreement; provided, however, that Seller has first obtained the required approvals as set forth in the Company's Operating Agreement; and 4.3 No representation by Seller contains, or will contain, any untrue statement of material fact or omits or will omit a statement of material fact necessary to make the statements contained therein misleading or will omit to state material facts necessary in order to provide the Purchaser with accurate information as to the Membership Interest. 5. Representations and Warranties of Purchaser. Purchaser is ready, willing and able to purchase the Membership Interest as contemplated by this Agreement and to pay to the Seller the Purchase Price set forth in this Agreement. 5.1 Purchaser has carefully evaluated any and all necessary information to make an informed decision regarding the purchase of the Membership Interest contemplated by this Agreement, and is no way relying upon any prior statements, representations or warranties of Seller, all such statements of warranties and representations being subsumed by this Agreement. 6. Miscellaneous. 6.1 Further Assurances. Purchaser and Seller shall execute and deliver such additional instruments and documents as reasonably may be requested by Purchaser or Seller in order to carry out the purposes and intent of this Agreement and to fulfill the respective obligations of Purchaser and Seller hereunder. 6.2 Entire Agreement. This Agreement contains the entire understanding and agreement of the parties with respect to the transaction contemplated hereby and supersedes all other understandings and agreements between the parties, oral or written, relating to the subject mailer of this Agreement. No modification, alteration, or amendment of this Agreement and no waiver of any provision of this Agreement shall be valid or effective unless in writing and executed by an officer of the Purchaser and by Seller. 6.3 Survival of Representations and Warranties. The representations, warranties, and agreements of Purchaser and Seller contained in this Agreement shall not be discharged or dissolved upon, but shall survive the closing of the transaction contemplated hereby. 2 6.4 Binding Agreement. This Agreement shall be binding upon, inure to the benefit of, and apply to the respective heirs, personal representatives, successors, and assigns of the parties hereto. 6.5 Choice of Law. This Agreement shall be governed by and enforced in accordance with the internal substantive laws, and not by the choice of law rules, of the State of Nebraska; and such laws shall be applicable to all of the provisions of this Agreement. 6.6 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original and all of which together shall constitute one and the same instrument. 6.7 Construction. This Agreement shall not be construed against the party preparing it, but shall be construed as if all parties jointly prepared this Agreement and any uncertainty and ambiguity shall not be interpreted against the party preparing this Agreement. 6.8 Severability. If any provision of this Agreement is determined by any court to be invalid, then such invalidity shall not affect any other provision of this Agreement to which effect reasonably can be given without such invalid provision; and for such purpose the provisions of this Agreement shall be severable from one another. 6.9 Titles. The titles of the various paragraphs of this Agreement are for convenient reference only and shall not be considered in the interpretation of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. PURCHASER: THE 1869 GROUP, LLCG,, /FL By: 'JJL Nick Hudson, Manager SELLER: C!R, LLC, By: Clint! Runge, Manager 3 RESOLUTION OF THE MEMBERS OF HO 2011 NOMAD LOUNGE LLC BY WRITTEN CONSENT c �'\:\07 e,the undersigned, Members of Nomad Lounge LLC, a Nebraska limited liab. ty company (the "Company"), hereby unanimously consent in lieu of meeting Ly a embers to the adoption of the following resolutions: WHEREAS, T&L Management, LLC is the 20% owner of Nomad Lounge, LLC; and WHEREAS, The 1869 Group, LLC is the 80% owner of Nomad Lounge, LLC; and WHEREAS,T&L Management, LLC elects Troy Shaw as Managing Member of T&L Management, LLC and WHEREAS, The 1869 Group, LLC elects Nick Hudson as Managing Member of The 1869 Group, LLC NOW, THEREFORE, BE IT RESOLVED that Troy Shaw is hereby elected as Managing Member of Nomad Lounge Dated NOVEMBER 2 2011 NOMAD LOUNGE, LLC By: q Q Print: —Sitr 5ttthAl lA\aS\\l Title: Pala- ` r By: Print: N('I AS 1+Ri try CatOIe Title: a t MY come.EW.oombr 4104 Porter, Michelle From: Porter, Michelle . Sent: Friday, December 02, 2011 1:31 PM To: 'Troy Shaw' Cc: Messman, Mary Subject: RE: FORMS Tracking: Recipient Delivery Read Troy Shaw' Messman, Mary Delivered. 12/2/20111:31 PM Read, 12/2/20111:35 PM Hi Troy, In regards to the information that we went over yesterday, I will still need the following: 11 Fingerprint cards for your spouse A copy of the Articles of Incorporation for Nomad Lounge LLC ' Exhibit A from Sale of LLC Interest Agreement Schedule 3 from Sale of LLC Interest Agreement When is closing? No V a 5 What is "Membership Interest Certificate"? • Thank you, Michelle Porter Licensing Division Nebraska Liquor Control Commission 402/471 -2821 michelle.porter@nebraska.gov Website : http://www.lcc.ne.gov From: Troy Shaw fmailto:tdshawone©gmail.comj Sent: Wednesday, November 30, 2011 1:19 PM To: Porter, Michelle Subject: Re: FORMS Fli Michelle, Just faxed Kyle Gish's 13irth cert, and Voters Reg. Luke Alexander will bring the Fingerprints and the Lease tomorrow. One question though... We were thought you had the lease already? Just checking?? 1 Nomad Lounge LLC Application filed 10/13/2006 Member Interest 1869 Group LLC 60% Sole Member: Nicholas Hudson CIR LLC 15% Sole Member: Clint Runge CAH LLC 15% Members: Charles & Summer Hull Allisma,Toomas 10% Officers: Charles Hutt President 12/31/2008 Membership Interest Purchase Agreement (never filed with Commission) Showing all membership interest was sold to 1869 Group LLC New application filed by Nomad Lounge LLC with controlling corporation T& L Management LLC (for both LLCs) Members: Troy D Shaw 70% Kyle Gish 15% Fredrick (Luke) Alexander 15% REQUEST RED TAG: Concerns 1) See Resolution of Members dated 11/25/2011 Shows members: T& L Management LLC 20% 1869 Group 80% T& L Management LLC elects Troy Shaw as managing member 1869 Group LLC elects Nick Hudson as managing member of 1869 Group LLC 2) Sale of Interest dated 11/2/2011, article II (a) states; Purchaser,T& L Management will become 20% member with Troy Shaw as managing member until closing than purchaser will be 100% member kcAi p m' 6 Shy(' rciee > C fez j "1" /T December 15, 2011 MP - #C-97041 RE: Nomad Lounge LLC dba Nomad Lounge, 1013 Jones Street, Omaha Member/manager Kyle Gish lists the following: 11/02 DUI 12 points Adn Desk Review: vei OK to Process/Issue --MI', n Blue Agenda El Set for Hearing Comments: ' '' , _MAIVAGEIF'5 LASTr TWO EMPLOI'ERS . s_'; � �•, =` YEAR NAME OF EMPLOYER NAME OF SUPERVISOR TELEPHONE FROM TO NUMBER aoo� 20 Jeri", 6LS� PrLouns JCrrj 6; sl, tla?-301- 635S squeegee ScUx �CIO 9 02r.t )41c G;sI serf c-innokaii llyh &:SI ttb;_- 9S7-$d36 MANAGER AND SPOUSE MUST REa D WAN ANS\'�'ERITHElgUESTIOPIS BELOW r �' ... i e i4a fi - 'r�'t..yi, Pleksg,pruiit clearlq, I. READ CAREFULLY. ANSWER COMPLETELY AND ACCURATELY. Has anyone who is a party to this application,or their spouse,EVER been convicted of or plead guilty to any charge. Charge means any charge alleging a felony,misdemeanor,violation of a federal or state law;a violation of a local law, ordinance or resolution. List the nature of the charge,where the charge occurred and the year and month of the conviction or plea. Also list any charges pending at the time of this application. If more than one party,please list charges by each individual's name. YES ❑ NO If yes, please explain below or attach a separate page. Name of Applicant Date of Where Description of Charge Disposition Conviction Convicted (mm/yyyy) (city&state) I,4y)c &cL I t - ptnat.u.-NG Dill. 2. Have you or your spouse ever been approved or made application for a liquor license in Nebraska or any other state? OYES j4NO IF YES,list the name of the premise. 3. Do you, as a manager, qualify under Nebraska Liquor Control Act 053-131.01)and do you intend to supervise, in person, the management of the business? RAYES I NO 4. Have you enclosed the required fingerprint cards and PROPER FEES with this application? (Check or money order made payable to the Nebraska State Patrol for$38.00 per person) 1.7IYES ENO • Form 103 Rev 12011 Page 4of5 En APPLICATION FOR LIQUOR LICENSE I`"x u CHECKLIST- RETAIL____ 44 1 NEBRASKA LIQUOR CONTROL COMMISSION NOV O L U l i 301 CENTENNIAL MALI.SOUTH NEBRASKA g^,yr� LIQUOR PO BOX 95046 7 V.t". ";RASKA 1.IQUOL/r\ LINCOLN,NE 68509-5046 PHONE:(402)471-2571 CONTROL COMMISSION FAX:(402)471-2814 1 9C/3�� Website:wwwJcc.ne.gov 116)-- 62 - 96 90 Applicant Namec(N n L Trade Name- d 6wo Lou,* co' Previous Trade Name E-Mail Address:- L-a/vn - C�-rha,( . e- 97041 041 Provide all the items requested. Failure to provide any item will cause this application to be returned or placed on hold. All documents must be legible. Any false statement or omission may result in the denial, suspension, cancellation or revocation of your license. If your operation depends on receiving a liquor license, the Nebraska Liquor Control Commission cautions you that if you purchase, remodel, start construction, spend or commit money that you do so at your own risk. Prior to submitting your application review the application carefully to ensure that all sections are complete, and that any omissions or errors have not been made. You may-want to check with the city/village or county clerk, where you are making applicatio -tional requirements must be met before submitting application to the state. tvl aK I REQUIRED AT E e,Scar P -f69 Each item must be checked and included with application or marked N/A (not applicable)— errhaeara I GS 1°6-- 1. Fingerprint cards for each person (two cards PPr on) must be enclosed with a check payable to the Nebraska State Patrol for processing in the amoun of$38.00 r person. MI areas must be completed on cards as per brochure. To prevent the delay in issuing your I e, we strongly suppest you go to any raska State Patrol officece or law enforcement agency listed in the enclosed fingerprint brochure. 2. Enclose application fee of$400, check made payable to the Nebraska Liquor Control Csi 44 AEnclose the appropriate application forms; Vim+ �'rx Y Individual License(requires insert form 1) --- b 4__ Partnership License(requires insert form 2) • Corporate Icense(requires insert form 3a& 3c) Skail035114 united LiLi Thty Company (LLC) (requires form 3b &3c) l/4. If building is being leased send a copy of signed lease. Be sure the lease reads in the name of the individual(s), corporation or Limited Liability Company making application. Lease term must run through the license year being applied for_ • 1/4./lk 5. If building is owned or being purchased send a copy of the deed or purchase agreemen n e na re o the applicant. ,,,^.t V/6. If buying the business of a current liquor license holder: a) Provide a copy of the purchase agreement from the seller (mils //li/ifUI!WIl/lli rirrn? � 3 t � * re' etvr .a (IIIIIIIIIIIIII 1IIIIIII p�� n � IIIIII ii00020042 cka, , , bnc _ Gq m ' 1 . arnrm December 1, 2011 Nomad Lounge Troy Shaw 1013 Jones Street Omaha NE 68102 RE: Nomad Lounge Dear Applicant: The Nebraska Liquor Control Commission (NLCC) has forwarded a copy of your liquor application to the local governing body listed on the application. They shall hold a public hearing within 45 days after receipt of receiving the documentation for the purpose of making a recommendation for or against the issuance of your license. The local governing body must then return a recommendation back into the NLCC office. The Commission urges you to attend any hearing before your local governing body. This entire application process may require approximately 60+ days. According to the statutes, no license shall be issued by the Commission until the expiration of the time allowed (10 days after receipt of the local recommendation at the NLCC office) for receipt of any objection requiring a hearing, such as citizen protests. Also, prior to the issuance of this license all requirements must be met with the Nebraska State Fire Marshal, the Nebraska Department of Agriculture — Food Safety and Consumer Protection and the Nebraska State Patrol. Any building or remodeling on the proposed premises prior to receiving a license is done at your own risk. Issued licenses are mailed to your local clerk for you to pick up and pay all appropriate fees. A liquor license is effective: 1. Upon payment of the license fees 2. Physical possession of the license 3. Effective date on the license If you are replacing a current liquor license holder and a Temporary Operating Permit (TOP) form was submitted with your application, you may operate this business during the set 90-day period upon receipt of your TOP from the NLCC . The TOP must be displayed prominently on the wall until the new license has been issued and picked up from the clerk's office. The seller's liquor license has been terminated and must be immediately returned back to the NLCC's office for processing. NEBRASKA LIQUOR CONTROL COMMISSION Michelle Porter Licensing Division cc: File SMITH GARDNER SLUSKY Fax:4023921011 Dec 1 2011 13:32 P.02 Business Property Lease LEASEOFFRAMI ES THIS LEASE is entered into this rsi...--day of No\Ober, 2011, between MFR Partners, VIC, LLC ("Landlord") and Nomad Lounge, LLC,VVVVVVa Nebraska limited liability company("Tenant'). This Lease includes provlsions for the period November 15,2011 through January 31, 2012, which are provided in an existing lease dated August 29, 2006, as amended (the"First Lease".) Upon execution of this Lease,the First Lease shall be terminated. LEASED PROPERTY 1, Landlord Ieases to Tenant 8,852 gross leasable stair*" feet(the"Premises"), in the Old Market Lofts (the "Real Estate") located at 1013 Jones street, Omaha, Nebraska In addition,Landlord leases to Tenant the following apartments in the Real Estate: 213,214,216, 217,218,219 and 220(the"Apartments"). TERM AND EARLY TERMINATION � ` 2. This Lease shall begin on November 15, 2011 and shall terminate on January 31, 2016,or unless terminated earlier by Landlord for an Event of Default. ITSE OF LEASED PROPERTY 3. (a) The Premises are leased to Tenant for use only as a bar with the salt of alcoholic beverages,including wino and beer,and the sale of outsourced food and appetizers, and not for any other commercial, retail, or other purposes without Landlord's prior written consent. The Premises shall not be used for the sale of coffee or oofke related items in excess of 10°% of the gross revenues of the Premises. The Apartments are leased to Tenant solely for purpose of residential occupancy and for no other purpose whatsoever. The Premises and the Apartments shall be subject to the rules and regulations of the Real Estate. All occupants of the Premises and the Apartments, and any employees, guests or invitees shall comply with the rules and regulations of the Real Estate. (b) The Premises may be used for live music entertainment, and for similar entertainment purposes. Tenant may not use the Premises far any form of"adult entertainment" activity involving full or partial nudity or erotic dancing similar to that in any business commonly referred to as a"gentlemen's club"or"strip club,"or any other like terminology. (c) Tenant's use of the Premises shall not,in any manner,interfere with the quiet use and enjoyment of other tenants of the commercial or the residential units of the Real Estate. In the event Landlord receives any tenant oomplaint(s) regarding noise, litter, or other disruptions or interference emanating from the Premises or caused by Tenant or any of Tenant's guests, employees,customers or other persons at the Premises (a"Occurrence") such Occurrence shall be a default under paragraph 17 below. if Tenant fails to cure,resolve or eliminate the source or results of the Occurrence to Landlord's satisfaction within the cute period,then Tenant shall be subject to Landlord's remedies as provided in paragraph 18 below. RENT 4. (a) Base Rent Premises. Base Rant for the Premises is as follows: November 15,2011—January 31,2012: $6,126.67 per month(includes previously agreed upon rent reduction of$1,250 per month), February 1,2012—January 31,2016: $6,639.00 per month ($4.00/square foot) (b) Operating Expenses. Tenant shall pay operating expenses per month (the "CAM Amount,on the first of each month in advance with Base Rent.Tenant's CAM Amount Old%Intel L°M-Nomad tape and exnnotr sea 11_01.11 Man W}t SMITH GRRDNER SLUSKY Fax:4023921011 Dec 1 2011 13:32 P. 03 is a flat additional rent amount during the term of the Lease. The services covered by the CAM Amount are detailed in Section 5 below, The CAM Amount is as follows: November 15,2011—January 31,2012: $2,220.38 per month February 1,2012—January 31,2016: $2,250.00 per month • (c) Base Rent Apartments, Base Rent for the Apartments is as follows: For the period November 15,2011 through August 31,2012: k 213 $952.75 214 $900.41 216 $900.41 217 $900.41 218 $900.41 219 $900.41 220 $900.41 Apartment Base Rent will increase by 3% per year on September 1 of each successive year, Apartment leasing shall be provided by Landlord as set forth in Section 6(c) below. (d) Payment of Rent Base Rents and all other amounts due under the terms of this Lease are due and payable in advance on the first day of each month,without demand or notice, and without set-off or reduction of any kind.Tenant agrees to pay the Base Rents together with Tenant's CAM Amount and all other amounts as required to be paid by Tenant under this Lease (collectively referred to herein as"Rent")without notice or demand from Landlord. In the event of nonpayment of any amounts due under this Lease, whether or not designated as Rent, Landlord shall have all the rights and remedies provided in this Lease or by law for failure to pay Rent. Tenant shall have no right of set-off against the Rent for any amounts in dispute between andlord and Tenant,and shall not withhold all or any portion of the Rent when due as a set-off or any other financial claim by Tenant against Landlord. Any attempted delay or set-off in the payment of Reef when due shall subject Tenant to Late Charges and any other remedies provided herein. (e) Late Charge. If the Tenant falls to pay the Rent and all other amounts required to be paid by Tenant under this Lease, on or before the fifth day after such payments are due, Tenant agrees to pay Landlord a late fee of five percent(5%)of the total amount due. The late fee is immediately due and payable and must accompany the Rent payment. If payment of the past due Rent and late charge is not received thereafter by the fifteenth day of the month,interest • shall accrue on the past due amounts at the rate of 1.5%per month until all past due amounts are paid in full. All payments received shall be applied first to interest, then to late fees, and any remainder to the oldest Rent amounts then owed. If during the term all amounts owed under this Section 4 are not paid in fill within sixty(60)days,then Landlord may terminate this Lease and pursue such remedies as provided in Section 18 below.Further,if Tenant incurs a late fee for late payment of rent on three or more occasions during the term of the Lease, then Tenant's Base Rent shall increase to$7,376.67 per month,without notice from Landlord. (f) Security Deposit Tenant has,under the terms of the First I new, delivered to Landlord the sum of S7,376.6/ as a Security Deposit. Upon execution of this Lease. Tenant shall deposit with Landlord an additional$15,000.00. An additional$1,000.00 per mouth shell ' . be paid beginning on December 1,2011 for a period of twelve(12)months,and a final payment of$62133 shall be paid on December 1, 2012 for a total Security Deposit of$35,000.00. If Tenant fails to perform any of its obligations under this Lease, Including without limitation payment of any Rent due, Landlord may use, apply, or retain all or any part of the Security Deposit for the payment of Rent or any other sum due, or fbr the payment of any amount Landlord may spend by reason of Tenant's default If any portion of the Security Deposit is se used,applied or retained,Tenant will within ten(I0)days after written demand deposit cash with Landlord in an amount sufficient to restore the Security Deposit to its origins! amount. The Old Men refs.Norm ln.a Ind 6nt , SOU-MI) eeec L]6 SMITH GARDNER SLUSKY Fax:4023921011 Dec 1 2011 13:32 P. 04 Security Deposit will be returned to Tenant within thirty(30)days after relinquishing possession to the Landlord if Tenant has fully complied with all covenants and conditions of this Lease. SERVICES 5. Landlord shall pay all taxes and special assessments levied upon the Rea] Estate, fixtures, and personal property owned or used by Landlord at the Real Estate. Landlord's insurance costs for the Real Estate, all costs of labor, material and supplies for Landlord's required maintenance, repair, replacement, and operation of the Real Estate common areas, including but not limited to administrative costs of operating the Real Estate, line painting, lighting, snow removal, landscaping, cleaning, trash removaidumpster, painting, roof repairs, depreciation of machinery and equipment used for such maintenance, repair and replacement, and management costs. The costs of such services shall be included in the CAM Amount. Landlord shell have the right to discontinue any service during any period for which Rent is not timely paid by Tenant and any cure period has expired without cure. Landlord shall not be liable for any anilines,nor shall the Rent be abated, for failure to furnish,or delay in furnishing,any service when failure to furnish, or delay in furnishing, is occasioned in whole or in part by needful repairs, renewals, or improvements, or by any strike or labor controversy, or by any accident or casualty whatsoever, or by any unauthorized act or default of any employee of Landlord, or for any other cause or causes beyond the control of Landlord. Tenant shall pay when due,all water,gas, electricity, and sewer use fees, and fees for any other utility services furnished to the Premises and separately metered, including without limitation all initial udIIty deposits and fees. In the event any utility is not separately metered,or is sub-metered and billed to Landlord,Landlord shall invoice Tenant for Tenant's share of the utility. Utility services arc not included in the CAM Amount. TENANT SUBLETTING AND ASSIGNMENT 6, (a) In General, Tenant shall not have the right to sublet, assign or otherwise transfer its interest in this Lease in whole or in part,without Landlord's prior written or consent, which consent shall be in Landlord's sole and absolute discretion, and without limiting the generality of the foregoing, specifically reserving unto Landlord the right to approve or disapprove any proposed tenant based upon the proposed tenant's financial ability, business purposes, business experience, operating history, and similar investigations. Landlord also reserves the tight to require one or more personal guaranties to be executed by the proposed subtenant or assignee in conjunction with any assignment or subletting of the Premises or any of the Apartments,and to retain Tenant as the primary obligor for the remaining term of the Lease. Any agreement by I andlord to permit Tenant to sublet or assign this Agreement shall not waive any future right of Landlord to approve or deny any further sublease or assignment of this Lease. Landlord's consent to assignment may not be waived, and failure to obtain Landlord's consent shall be deemed Landlord's denial of the same assignment. Landlord agrees that any transfer by Tenant due to a business meager, acquisition or name change of Tenant shall not be deemed a transfer for purposes of this,Section 6(a),however all guarantors shall remain responsible for the obligations of Tenant and its successors under this Lease. (b)Subleases Assignable.Tenant shall include provisions in all subleases making Tenant's interest in each sublease assignable to Landlord in the event of Tenant's default. (c) Apartment Leases. Tenant acknowledges that the use and operation of Tenant's business results in increased noise and interference with the Apartments located above the Premises. As a result. Landlord and Tenant have agreed that Tenant shall lease the Apartments subject to the following terms: i. The apartments are leased to the Tenant solely for the purpose of residential occupancy, and for no other purpose what so ever. Notwithstanding the foregoing, and provided the following uses do not interfere with any residential tenant's quiet use and enjoyment of the Property,the apartments may be used for storage by Tenant, and may be also used on a temporary basis for non-commercial neutral activities. ii. In the event Unit 215 becomes vacant or not habitable due to the noise created by Tenant's use of the Premises, Unit 215 will then also be ow wee Loft:-Nea*d Lira eM pmvary SOS 11-02-11 Page 346 ' SMITH GARDNER SLUSKY Fax:4023921011 Dec 1 2011 13:32 P. 05 deemed an Apartment. The Base Rent for Unit 215 shall be the saute as • Unit 214. iii. The lease for the Apartments shall run for the term of the Lease. iv. Landlord shall provide the basic administrative services for the leasing of the Apartments at no charge to Tenant. Landlord's services may include but are not limited to collection of rents,background checks of prospective tenants, evictions, damage repair, and similar atiministravive matters pertaining to the operation and management of residential units. The foregoing lest of services is by way of example only,and is not intended to place any obligation requiring Landlord to pufurm such services. As part of its administrative 'services, Landlord shall be allowed to sublease the Apartments en behalf of Tenant at rental rates below the Landlord's standard rates for apartments in the Old Market Lofts, provided however, St Tenant shall remain responsible to Landlord for the payment of the full amount of monthly rem owed for the Apartments under this Lease,and for any damages and expenses incurred as a result of this subleasing activity, Landlord will not sublease the Apartments for less than S750 per month without receiving written (or email) approval from Tenant's authorized representative, Troy D. Shaw. Additionally, at the written (or email) request of Troy D. Shaw, Landlord will exempt a subtenant from Landlord's standard credit check requirements, but not from the background check requirements. By way of example only,if the rental rate under this lease is$925 per month, and Landlord arranges for an Apartment to rent for$750 per month, Tenant shall be responsible to Landlord for the difference of$175 per,month. In the event an Apartment is vacant or rent is unpaid by the Apartment subtenant, Tenant shall be responsible for the full lease rate during the term of the vacancy. Landlord shall snake reasonable efforts to collect past due Apartment rent and any damages front the Apartment subtenants directly,but Landlord's failure to recover such amounts shall not relieve Tenant from its obligation to pay all sueb amounts to Landlord. Landlord shall invoice Tenant monthly for these and other costs due to Landlord from Tenant (e.g. sublease differences, vacancies, damages) and Tenant shall make payment to Landlord in full of all invoiced amounts within ten(10)business days. If payment is not received within ten business days, the Late Charges and consequences described in Section 4(e)shall apply. vi. Apartment Lease payments are due on the first day of each month. vii. If Tenant is dissatisfied with the administrative services provided by Landlord, Tenant's sole and exclusive remedy shall be to terminate ' Landlord's administrative services by providing Landlord with thirty (30) days advance written notice, Upon termination of Landlord's • - administrative services, Tenant shall assume all responsibility for the selection of tenants, leasing,collection and other administrative services. Termination by Tenant of Landlord's administrative services shall not relieve Tenant of any of Tenant's obligations to pay the amounts described in this Lease, or to perform any other obligation of Tenant described in this Lease, when and as due. Furthermore, if Tenant provides these administrative services, the subleases must conform in all material respects to the policies of the Landlord, including background checks, credit checks,and tenant restrictions,rules and regulations. viii. If Tenant is in default on any payments for the Apartments,then this Lease will automatically be in default, and Landlord shall have the right to exercise any of Landlord's remedies for default as described in this Lease. LANDLORD ASSIGNMENT oW Mged Lat.-Now/Low gad ozamy 6G311-0bU ' Pa@M6 SMITH GRRDNER SLUSKY Fax:4023921011 Dec 1 2011 13:32 P. 06 7, Landlord shall have the right to transfer, assign and convey this Lease to any transferee or mortgagee of the Real Estate,provided such transferee or assignee shall be bound by the terms,covenants and agreements herein contained and shall expressly assume and agree to perform the covenants and agreements of Landlord herein contained Landlord shall have the right to assign its interest under this Lease to the Rent reserved hereunder. TENANT'S IMPROVEMENTS S, (a) Tenant shall have the right to place partitions and fixtures and make improvements or other alterations in the interior of the Premises at Its own expense. Prior to commencing any such work, Tenant shall first obtain the written consent of Landlord for the proposed work,-which will not be unreasonably withheld. Landlord may withhold its consent for any alteration, addition, or improvement that requires work which does not comply with any applicable laws(including,without limitation,the Americans with Disabilities Act of 1990 and all regulations issued thereunder)or requires other alterations,additions or improvements of the Premises or common areas of the Real Estate in order to comply with applicable laws. Upon termination of this Lease any such improvements,additions, or alterations installed or made by Tenant,except Tenant's trade fixtures,shall become part of the Premises and the property of the Landlord. Tenant may remove its trade fixtures at the termination of this Lease provided Tenant is not then in default and provided further that Tenant repairs any damage caused by such removal. (b)Tenant acknowledges that under the terms of the First Lease Tenant received S46,000,00 in tenant improvement funds from Landlord through rent reductions. Tenant farther acknowledges that the full tenant improvement amount to be provided under the terms of the First Lease have been received in full and no further amounts are owed to Tenant. Tenant is not entitled to receive any &ether tenant improvement allowance or funds during the term of this Lease including any extension period. REPAIRS 9. (a) In General. Landlord agrees to maintain in good condition and repair, as necessary the foundations, exterior walls and the roof of the Premises, excluding windows and --. ' doors. Tenant shall be solely responsible for all other repairs, maintenance, and replacement; including without limitation BVAC, electrical, plumbing, utility services, windows and doors, and all similar fixtures or items of real or personal property located in or exclusively serving the Premises,except that Landlord shall be responsible for the dill replacement of the HVAC system or any repair to the k1VAC system that would be a capitalized expense, and for plumbing/electrical systems serving the Real Estate which do not exclusively serve the Promises. Tenant shall make all Tenant repairs,maintenance,and replacements at Tenant's own cost. (b)No Right to Encumber. Tenant shall not grant any construction liens, security interests, deeds of trust or any other liens or encumbrances over the Premises or over Tenant's interest in the Premises as security for repairs, maintenance, or replacements, or for any other purpose. CONDITION OF PREMISES and APARTMENTS:"AS IS,WHERE IS" 10. Except as otherwise provided in this Lease, Tenant agrees that no promises, representations, statements, or warranties have been made on behalf of Landlord to Tenant respecting the condition of the Premises or the Apartments,or the manner of operating the Real Estate, or the making of any repairs to the Premises or Apartments. By continuing and taking possession of the Premises and the Apartments,Tenant acknowledges that the Premises and each Apartment were in good and satisfactory condition upon possession. Tenant shall, at the termination of this Lease, by lapse of time or otherwise, remove all of Tenant's property and surrender the Premises and the Apartments to Landlord in as good condition as when Tenant took possession,normal wear and damage by fire or casualty excepted. PERSONAL PROPERTY AT RISK OF TENANT and SUBTENANTS It. All personal property in the Premises and the Apartments shall be at the risk of Tenant and its subtenants only. By way of example,and not as a limitation, Landlord shall not • Ord Nets Loco-NoaM Lome and Ouaaky SOA 11.02.I1 • Pitt g.A SMITH GARDNER SLUSKY Fax:4023921011 Dec 1 2011 13:33 P.07 be liable for any damage to any property of Tenant or its subtenants, agents, employees, customers or invitees, in or on the Premises or the Apartments caused by steam. electricity, sewage, gas or odors, or from wind or water,rain,or snow which may leak into, issue or flow into the Premises or the Apartments from any part of the Real Estate,or from any other place,or for any damage done to Tenant's or any subtenant's property in moving same to or from the Real Estate or the Premises or the Apattmerrts. Tenant shall give Landlord, or its agents, prompt written notice of any damage to or defects in water pipes,gas or warming or cooling apparatus located in or serving thePremises or any Apartment. LANDLORD'S RESERVED RIGHTS 12. With one month prior notice to Tenant, without liability to Tenant for damages or injury to property, person, or business, and without effecting an eviction of Tenant or a disturbance of Tenant's use or possession or giving Sete any claim for setoff or abatement of rent,Landlord shall have the right to: (a) Change the name or street address of the Real Estate. (b) Install and maintain signs on the Real Estate. (c) At reasonable times, to decorate, and to make, at its own expense, repairs, alterations, additions, and,improvements, structural or otherwise, in or to the Premises (except no redecorating will be done inside the Premises without Tenant's prior approval), the Real Estate, or part thereof, and any adjacent building, land, street, or alley, and during such operations to take into and through the Premises or any part of the Real Estate all materials required,and to , temporarily close or suspend operation of entrances,doors, corridors, elevators, or other facilities to do so. (d) Possess passkey§to the Premises at all times. If Tenant changes any pass codes, locks or keys to the Premises,Tenant shall,within one(1)business day,provide the new codes and a copy of the new key(s)to Landlord. (e) Show the Premises to lenders and ptrobasers at reasonable times during the term of this Lease,and may show the Premises to prospective tenants but only during the twelve(12)months immediately prior to the termination of the Lease Term. (f) Take any and all reasonable measures, including inspections or the making of repairs. alterations, and additions and improvements to the Premises or to the Real Estate, which Landlord deems necessary or desirable for the safety, protection,operation,or preservation of the Premises or the Real Estate. (g) Approve all sources furnishing signs,painting,and/or lettering to the Premises, and approve all signs on the Premises prior to installation thereof. (4) 'Establish mica and regulations f xt the safety, care, order,operation,appearance, and cleanliness of the Real Estate and to make modifications thereto. Landlord will not exercise Its rights under subparagraphs(o),(e)and(0 above in such manner as will unreasonably interfere with Tenant's business operations at the Premises. INDEMNITY 13. Tenant shall indemnify, hold harmless, and defend Landlord from and against, and Landlord shall not be liable to Tenant on account of,any and all-costs,expenses,liabilities, losses, damages, suits, actions, fines, penalties, demands, or claims of any kind, Including reasonable attorneys' fees and costs of suit, asserted by or on behalf of any person, entity, or govern mental authority arising out of or in any way connected with either(a)a failure by Tenant to perform any of the agreements,terms,or conditions of this Lease required to be performed by Tenant; (b) a failure by Tenant to comply with any 'awe, statutes, ordinances, regulations or orders of any governmental authority which arc applicable to Tenant's operations at the Premises;or(c)any accident,death,or personal injury,or damage to,or loss or theft of property ad Mt tot twig end°areal, 6�I1.02.11 Pegs 6/16 SMITH GARDNER SLUSKY Fax:4023921011 Dec 1 2011 13:33 P. 08 which shall occur on,in or about the Real Estate, the Premises or any Apartment, except as the same may be the result of the gross negligence or willful misconduct of Landlord,its empl oyoes, or agents. LIABILITY INSURANCE 14. Tenant agrees to procure and maintain contimtoasiy during the entire term of this Lease, a policy or policies of commercial general liability insurance from a company or companies reasonably acceptable to Landlord, at Tenant's own cost and expense. insuring Landlord and Tenant from and against all claims, demands or actions: such policy or policies shall in addition to insuring Tenant protect and name the Landlord and Landlord's managing agent as co-insureds and shall provide coverage in a combined single limit per occurrence of at least $1,000,000 and $2,000,000 aggregate for claims, demands or actions for bodily injury, death or.property damage made by or on behalf of any person or persons, fine or corporation arising from,related to,or connected with the conduct and operation of Tenant's or subtenant's • business in the Premises, or arising out of and connected with the use, occupancy and maintenance of the Real Estate by the Tenant or any subtenant. The commercial general liability insurance policy shall contain a contractual liability endorsement specifically deleting the contractual liability exclusion for personal injury. All such insurance shall provide that the insurance company prior to cancellation, termination or change of such insurance shall give Landlord a minimum of ten(10)days notice. Tenant shall provide Landlord with copies of the policies or a certificate evidencing that such insurance is in full force and effect and stating the team and provisions thereof If Tenant fails to comply with such requirements for insurance, Landlord may,but shall not be obligated to, obtain such insurance and keep the same in effect, and Tenant agrees to pay Landlord,upon demand,the premium cost thereof.but Landlord shall not be obligated to acquire such insurance. Tenant may obtain plate glass,business interruption, or ether insurance as Tenant deems appropriate. DAMAGE BY FIRE OR OTHER CASUALTY 15, If, during the term of this Lease,the Premises shall be so damaged by fire or any other cause except Tenant's or any subtenant's negligent or intentional act so as to render the Pre rises untenantable, the rent shall be abated while the Premises or Apartment remain umtenantable. In the event of damage to the Premises or Apartment by fire or other casualty. Landlord shall elect whether to repair the Premises or Apartment,or to cancel this Lease, and shall notify Tenant in writing of Its election within sixty (60) days after such damage. In the event Landlord elects to repair the Premises or Apartment, the work or repair shall begin promptly and shall be carried on without unnecessary delay. In the event Landlord elects not to make such repairs, the Lease shall be deemed canceled as of the date of the damage. If it reasonably appears that Landlord cannot substantially complete the repairs within one hundred twenty(120)days after the fire or casualty so as to restore the Premises,Apm merits)and Real Estate to tenantable condition,Tenant shall have the right to terminate this lent.by so notifying Landlord within thirty (30) days after receiving Landlord's notice of election to repair. Such damage and repairs shall not extend the Lease term. CONDEMNATION ATION 16. If the whole or any part of the Real Estate shall be taken by public authority under the power of eminent domain,then the term of this Lease shall cease on that portion of the Premises or Apartment(s)so taken,from the date of possession,and the rent shall be paid to that data,with a proportionate refund by Landlord to Tenant of such rent as may have been paid by Tenant in advance. If the portion of the Premises or Apartment(s) taken is such that it prevents the practical use for Tenant's purposes,then Tenant shall have the right either(a)to terminate this inse by giving written notice of such termination to Landlord not latex than thirty (30) days after the taking;or(b)to continue in possession of the remainder of the Lease teem,except that the mat shall be reduced in proportion to the area of the Premises or Apartment(s)taken. In the event of any raking or condemnation,in whole or in part,the entire insulting award of damages shall be the exclusive property of Landlord,including all damages awarded as compensation for diminution in value to the leasehold, without any deduction for the value of any unexpired term of this Lense,'or for any other estate or interest is the Premises or Apartments now or hereafter vested in Tenant. Notwithstanding the foregoing,Tenant shall be entitled to receive any separate award for relocation expenses that it may be entitled to under applicable law. 01d t.netL -Ntss[eme ndoe,mo • 8W 13-02.11 Pug 1/t6 SMITH GRRDNER SLUSKY Fax:4023921011 Dec 1 2011 13:33 P. 09 DEFAULT OR BREACH 17. Each of the following events shall constitute a default or a breach of this Lease by Tenant (a) If Tenant fails to pay Landlord any Rent of other payments due hereunder, and such default is not cured as provided in Section 4(e) above, without notice or demand from Landlord required; (b) If Tenant vacates or abandons the Premises for a period of fifteen (15) consecutive days or more,except that Tenant's subletting the Premises under Paragraph 6 of this Lease shall be deemed not to be vacation or abandonment; (a) If Tenant or any Guarantor files a petition in bankruptcy or insolvency or for reorganization under any bankruptcy act, or voluntarily takes advantage of any such act by answer or otherwise,or makes an assignment for the benefit of creditors; (d) If involuntary proceedings under any bankruptcy or insolvency act shall be instituted against Tenant or any Guarantor,or if a receiver or tnlste,e shall be appointed of all or substantially all of the property of Tenant or any Guarantor, and such proceedings shall not be dismissed or the receivership or trusteeship vacated within sixty(60)days after the institution or appointment;or (e) If Tenant fails to perform or comply with any other term or condition of this Lease. (f) If Tenant fails to deliver any reasonably requested Estoppel Letter or any requested SNDA agreement as described in Paragraph 24(e)and Paragraph 20 respectively. (g) An Occurrence as described in Paragraph 3(c)above. Except for default under 17(a),(e)or(d)above,Landlord shall give Tenant notice of any default by Tenant hereunder. If Tenant fails to perform any other term, condition,or covenant of this Lease within the cure period designated, or in all other Stances within thirty (30) days after notice of such failure shall have been sent by Landlord to Tenant,(unless the cure of'such failure requires more than thirty(30)days and Tenant Is diligently pursuing such cure), Landlord shall than have the right to pursue any and all rights and remedies to which Landlord is entitled,under the applicable law or this Lease. EFFECT OF DEFAULT 18. In the event of any default or breach hereunder that remains uncured within the cure period provided in paragraph 17 above, in addition to any other right or remedy available to Landlord,either at law or in equity,Landlord may exert any one or more of the following rights: (a) Landlord may re-enter the 'stymie)#a immediately and remove the property and personnel of Tenant and (if applicable) subtenants, and shall have the right, but not the obligation,to store such property in a public warehouse or at a place selected by Landlord,at the risk and expense of Tenant (b) Landlord may accelerate the Rent due under Paragraph 4 of this Lease and conclusively declare all Rents to be due and payable immediately upon acceleration. (c) Landlord may retake the Premises and Apartments with or without terminating the Lease.Landlord may terminate this Lease by giving written notice of termination to Tenant Without such notice,Landlord's Ietaking will not tenninste the Lease. On termination,Landlord may recover from Tenant all damages proximately resulting from the Tenant's default,including . .. all costs of recovering and relenting the Premises or Apartments,and the difference between the rent due for the balance of the Lease term,as though the Lease had not been terminated,and the reasonable rental value of the Premises and Apartments, which sum shall be irnniediarely due Landlord from Tenant Old Mate ceflc-5oe,e Left ad Ounaty SGS,l4241 ttget46 SMITH GARDNER SLUSKY Fax:4023921011 Dec 1 2011 13:33 P. 10 • (d) Landlord may relet the Premises or Apartments or any part thereof for any term without terminating this Lease, at such rent and on such terms as it may choose. Landlord may make alterations and repairs to the Premises or.Apartments. In addition to Tenant's liability to Landlord for breath of this Lease, Tenant shall be liable for all expenses of the relenting, including,without limitation,all brokerage commissions and costs of alterations and repairs,and for the rent duo for the balance of the Lease term,which sum shall be immediately due Landlord from Tenant. The amount due Landlord will be reduced by the net rent received by Landlord during the remaining term of this Lease from reletting the Premises or Apartments or any part thereof (e) Landlord may require Tenant to assign all rents, fees, and payments due from subtenants to Tenant, with such assignment making rents, fees, and payments payable directly from subtenant to Landlord from the time of default until the expiration or other termination of any sublease. In the event of such an assignment, Tenant shall also assign all other rights available to it under the same sublease to Landlord. SURRENDER•BOLDING OVER 19. Tenant shall,upon termination of this Lease, whether by lapse of time or otherwise, peaceably and promptly surtendcr the Premises and Apartments to Landlord. If Tenant remains in possession after the termination of this Lease,without a written lease duly executed by the parties,Tenant shall be deemed a trespasser. If Tenant pays, and Landlord accepts, rent for a period after termination of this Lease,Tenant shall not be deemed to be a trespasser and shall be deemed to be occupying the Premises or Apartments only as a tenant from month to month, subject to all the terms,conditions, and agreements of this Lease, except that the rent shall be two times the monthly rent specified in this Lease immediately before termination. SUBORDINATION AND ATTORNMENT 20. This Lease and all rights of Tenant hereunder shall be subject and subordinate to any liens and encumbrances now or hereafter imposed by Landlord upon the Premises,Apartments or the Real Estate or any part thereof. This provision shall be self-operative and no further instrument of subordination shall be required in order to affect it. Nevertheless,Tenant agrees to execute, aclenowledge, and deliver to Landlord, within ten (10) days after Landlord's request, any and all instruments reasonably requested by Landlord to confirm the subordination of this Lease and all rights herein to any such lien or encumbrance. If Tenant fails or refuses to execute and deliver such document within such ten(10)day period,Landlord shall be entitled to execute and deliver such documents for and on behalf of Tenant as attorney-in-face In the event any proceedings are brought for the foreclosure of any mortgage or deed of trust on all or any portion of the Real Estate, Tenant will atom to the purchaser at the foreolosure sale and recognize such purchaser as the Landlord under this Lease. Such purchaser • - will not be bound be(a)any payment of monthly Base Rent or additional Rent for more than one (I)month in advance, (b) any claims or setoffs on account of any defaults made by the prior landlord. • NOTICES • 21. Any notice or other communication to be given hereunder shall be given in writing and hand delivered or sent by registered or certified mail to the respective addresses below,or at such other address as either party may from time to time designate in writing. Each such notice shall be deemed to have been given at the time it shall be personally delivered to such address or deposited in the United States mail. For the Landlord: For the Tenant: Property Manager Nomad Lounge Old Market Lofts 1 D13 Jones Street 1023 Jones Street Omabe,NE 68102 Omaha,NE 66102 Attention: Troy D.Shaw Old Mahe Lau-No+m Lame tat o,s,my sos 11.a7,l l NO,ApG SMITH GARDNER SLUSKY Fax:4023921011 Dec 1 2011 13:33 P. 11 With a Copy to: Brad England • Monitor Finance 735 Lake Street E Wayzata,MN 55391 RUES AND REGULATIONS 22. Tenant, subtenants, and their agents, employees, licensees and invitees shall fully comply with all rules and regulations of the Real Estate, as amended from time to time, which are attached hereto and made a part of this Lease as if fully set forth herein. Landlord shall have the right to amend such rules and regulations,as Landlord deems necessary or desirable for the safety, cart, cleanliness, or proper operation of the Premises,Apartments and the Real Estate, provided such amendments do not have a material adverse impact on Tenant's rights under this Lease. Landlord will not enforce such rules and regulations in a non-uni turn or discriminatory way among tenants and occupants of the Real Estate. NET LEASE 23. This is a net-net-net Lease and all parties agree and understand that Tenant shall pay the CAM Atnown to cover Tenant's proportionate share of the real estate taxes, special assessments, insurance and all other Operating Expenses as described and limited in subparagraph 4(b)of this Lease. MISCELLANEOUS 24. (a) Binding on Assigns. All terms, conditions,and agreements of this Lease shall be binding upon, apply,and inure to the benefit of the parties hereto and their respective heirs, representatives,successors,and assigns. (b) Amendment in Writing. This Lease contains the entire agcement between the parties and may be amended only by subsequent written agreement (c) Waiver-None. The failure of Landlord to insist upon strict performance of any of the terms,conditions and agreements of this Lease shall not be deemed a waiver of any of its rights or remedies hereunder and shall not be deemed a waiver of any subsequent breach or default of any of such teams, conditions, and agreements. The doing of anything by Landlord; which Landlord is not obligated to do hereunder, shall not impose any future obligation on Landlord nor otherwise amend any provisions of this Lease, (d) No Surrender. No surrender of the Premises by Tenant shall be effected by Landlord's acceptance of the keys to the Premises or of any Rent due hereunder,or by any other means whatsoever,without Landlord's written acknowledgment that such acceptance constitutes a=mender. (e) No Release. No assignment, sublease or other conveyance of any interest of Landlord or Tenant in all or any part of this Lease shall operate as a release of any obligations of Tenant or any Guarantor without the express written approval of the Landlord consenting to such release. (f) Estoppel Certificates, At any time and from time to time within ten(10)days after written request by Landlord,Tenant will execute,acknowledge,and deliver to Landlord,a certificate certifying(i)that this Lease Is unmodified and in full force and effect or, if there have been modifications, that this Lease is in full three and effect, as modified, and stating the date and nature of each modification;(ii)the date,if any,to which Base Rent and other sums payable under this Lease have been paid; (Hi)that no written notice of any default has been delivered to Landlord which default has not been cured,except as to defaults specified in'said certificate;(iv) that there is no event of default under this Lease or an event which,with notice or the passage of time,or both,would result in an event of default under this Lease,except for defaults specified in said certificate;and (v) such other matters as may be reasonably requested by Landlord, Any prospective purchaser or existing or prospective mortgagee or beneficiary under any deed of tryst 04t Maw Lai-Nanstaue.tW Gunn SG511-0}11 nr Ia'1G SMITH GARDNER SLUSKY Fax:4023921011 Dec 1 2011 13:34 P. 12 of the Real Estate may rely upon any such certificate. Tenant's failure to deliver such s certificate within such time will be conclusive evidence of the matters set forth in the certificate Tenant was requested to deliver and Landlord shall be entitled to execute and deliver such documents for and on behalf of Tenant as attorney-in-fact. (it) Capt¢ons. The captions of the various paragraphs in this Lease are for convenience only and do not define,limit,describe,or construe the contents of such paragraphs. (i) Applicable Law. This Lease shall be governed by and conserved in accordance with the laws of the Stain of Nebraska, (i) No Construction Against Drafting Party. Landlord and Tenant acknowledge that each of them and their respecdve counsel has had an opportunity to review this Lease and that this Lease will not be construed against Landlord merely because Landlord's counsel has prepared it (j) Limitation on Recourse.Tenant specifically agrees to look solely to the interest in the Real Estate of Landlord,and any successor to the interest of Landlord,for the recovery of any judgments from Landlord, and Landlord's successor,it being agreed that Landlord and its successor(and their shareholders,members,partners and their officers,directors and employees) will never be personally liable for any such judgrnents.Tenant will not have any right to satisfy any judgment that it may have against Landlord, or any successor, from any other assets of Landlord,or any successor. (k) Sale, The term"Landlord"shalt mean the owner of the Premises. In the event the original Landlord hereunder,or any successor owner of the Premises,shall sell or convey the Premises,all liabilities and obligations on the part of the original Landlord, or such successor owner under this Lease accruing thereafter shall terminate, and thereafter all such liabilities and obligations shall be binding upon the new owner. Tenant agrees to attorn and pay rent to such new owner. (I) Severability. If any of the provisions of this Lease shall at any time be held by a court of competent jurisdiction to be illegal, invalid, or unenforceable for any reason, such illegality, invalidity, or unenforceability shall not affect the remaining provisions of this Lease, and this Lease shall bo construed and enforced as if all such illegal, invalid, or unenforceable provisions had never been included herein. (Executed on Following Page) • • aan t.ws-Nom,eLaeaaa cum* sos the,24 v • Page erne SMITH GARDNER SLUSKY Fax:4023921011 Dec 1 2011 13:34 P. 13 • INWITN 3S WHEREOF,the Dart hereto have executed dais Leese and Personal Waznnry by ' day analog.fintabavo N. NOMAD LOUNQE LLC, ttfl PAIINERs.VII,LLO, ANebeedhe be' mmimmy. T nntheed Theron t. BY a By, Troy Brad F, gNend,Menet • • • • • • • • • • • • • • • • • . • • uavaatalt.tkeenn davaif MO= rt Tian SMITH GARDNER SLUSKY Fax:4023921011 Dec 1 2011 13:34 P. 14 PERSONAL GUARANTY OF LEASE THIS GUARANTY OF LEASE (Yv+ar;+nty"Lis entered into by Troy D. Shaw and Nicholas Hudson.(individually and jointly hereinafter,"Guarantor")for the benefit of MFR partners,VII, LLC("Landlord"),with reference to the following facts: 1. Guarantor hereby,jointly and severally, unconditionally Guaranties, without deduction by reason of setoff,defense or counterclaim,to Landlord and its successors and assigns the frill and punctual payment, performance and observance by Nomad Lounge, LLC, a Nebraska limited liability company("Tenant"),of all of the terms,covenants and conditions in the above Lease(the"Lease")contained on Tenant's part to be kept,performed or observed. 2. If Tenant shall at any time default in the performance or observance of any of the terms, covenants or conditions in the Lease contained on Tenant's part to be kept, performed or observed, Guarantor will keep,perform and observe same,as the case may be, in the place and stead of Tenant. 3. Any act of'Landlord, or its successors or assigns, consisting of a waiver of any of the terms or conditions of the Lease, or the giving of any consent to any manner or thing relating to the Lease, or the granting of any indulgences or extension of time to Tenant, may be done without notice to Guarantor and without releasing Guarantor from any of its obligations hereunder. 4. The obligations of Guarantor hereunder shall not be released by Landlord's receipt, application or release of any security given for the performance and observance of any covenant or condition in the IrAnc contained on Tenant's part to be performed or observed, nor by any modification of the Lease, regardless of whether Guarantor consents thereto or receives notice thereof, 5, The liability of Guarantor hereunder shall in no way be affected by (a)the release or discharge of Tent in any creditoI's receivership, bankruptcy or other proceeding; (b) the impairment, limitation or modification of the liability of Tenant or the estate of Tenant in bankruptcy, or of any remedy for the enforcement of Tenant's liability under the Lease resulting from the operation of any present or future provision of the a national bankruptcy act or other statute or from the decision in any court; (c) the rejection or disaffirmanec of the Lease in any such proceedings;(d)the assignment or transfer of the Lease by Tenant;(e)any disability or other defense of Tenant; (f) the cessation from any cause whatsoever of the liability of Tenant;(g)the exercise by Landlord of any of its rights or remedies reserved under the Lease or by law,or(b)any termination of the Lease. 6. Guarantor further agrees that he may be joined in any action against Tenant in connection with the obligations of Tenant under the Lease and recovery may be had against Guarantors in any suah action. Landlord may enforce the obligations of Guarantor hereunder without first taking any action whatsoever against Tenant or its successors and assigns,or pence any other remedy or apply any security it may hold,and Guarantor hereby waives all right to assert or plead at any time any statute of limitations as relating to the Lease,the obligations of Guarantor hereunder and any and all surety or other defenses in the nature thereof including,without limitation,the provisions of any applicable law. 7. Until all the covenants and conditions in the Lease on Tenant's part to be performed and observed, are fully performed and observed, Guarantor (a) shall have no right of subrogation against Tenant by reason of any payments or performance by Guarantor hereunder; and(b)subordinate any liability or indebtedness of Tenant now or hereafter held by Guarantor to the obligations of Tenant to Landlord under the Lease. 8. This Guaranty shall apply to the Lease, any extension, renewal, modification or amendment thereof and to any assignment, subletting or other tenancy thereunder or to any holdover term following the term granted nndPr the Lease or any extension or renewal thereof regardless of whether Guarantor consents thereto or receives notice thereof. 9. in the event this Guaranty shall be held ineffective or unenforceable by any court of competent jurisdiction or in the event of any limitation of Guarantor's liability hereunder other than as expressly provided herein, then Guarantor shall be deemed to be a tenant under the ea Mahe,Lail"-NemAA l.a.,®L punt; ti 1os11tlal, ?op131Ib SMITH GARDNER SLUSKY Fax:4023921011 Dec 1 2011 13:34 P. 15 Lease with the same force and effect as if Guarantor was expressly named as a joint and several tenant therein with respect to the obligations of Tenant therelmdor hereby Guarantied. 10. In the event of any litigation between Guarantor and Landlord with respect to the subject matter hereof,the unsuccessful party to such litigation agrees to pay to the successful party all fees,costs and expenses thereof,including reasonable attorneys'fees and expenses. 11. No delay on the part of Landlord in exercising any right hereunder or tinder the Lease shall operate as a waiver of such right or of any other right of Landlord under the Lease or hereunder,nor shall any delay,omission or waiver on any one occasion bo deemed a bar to a waiver of the same or any other right on any future occasion. 12. This instrument constitutes the entire agreement between Landlord and Guarantor with respect to the subject matter hereof, superseding all prior oral or written agreements or understandings with respect thereto and may not be changed, modified, discharged or terminated orally or in any manner other than by an agreement in writing signed by Guarantor and Landlord. . 13. This Guaranty shall be governed by and construed in accordance with the laws of the State of Nebraska. 14. Notwithstanding any other provision in this Guaranty,the personal liability of Nicholas Hudson shall be limited to a maximum of Fifteen Thousand Dollars($15,000.00). ' Guarantor J+t — A' -"motor Tro Nicholas Hudson Date: 1.-a- ti Date: \. 2 , 1 I • ad nnden Loeb-Ncuad Lave ad G,',n, W4 1142 11 Page IAn6 SMITH GRRDNER SLUSKY Fax:4023921011 Dec 1 2011 13:34 P. 16 RULES AND REGULATIONS A. Tenant shall not affix or maintain upon the glass.panes and supports of the storefront windows(and within 24 inches of any window),doors and the exterior walls of Leased Premises,or any place within the Leased Premises if intended to be seen from the exterior of the Leased Premises, any signs, advertising placards, names, insignia, trademarks, descriptive material or any other such like item or items,and Landlord shall have the right, without giving prior notice to Tenant and without any liability for damage caused thereby,to remove any such material from the Leased Premises, except as shall have first received written approval of Landlord as to size,type,color,location,copy,nature and display qualities,which approval shall not be unreasonably withhold. B. All loading and unloading of goods shall be done only at times,in the areas and through the entrances reasonably designated for that purpose by Landlord. C. All garbage and refuse chid' be kept in the kind of container specified by Landlord, and shall be emptied daily in the dumpster furnished at the Real Estate by Landlord. Landlord shall provide a service for collection of refuse and garbage,and Tenant shall use that service.The cost of such refuse and dumpster service is included in the CAM Amount. D. Nothing(including without limitation,radio or television aerials)shall be placed or erected on the roof or exterior walls of the Leased Premises without the prior written consent of Landlord,and it is understood that the exclusive use of the roof and exterior walls is reserved to Landlord. Anything so placed or erected on the roof or exterior walls shall be subject to removal without notice or liability at any time and any damage to the walls or roof caused by the removal shall be the responsibility of Tenant. E. No televisions,phonographs,radio, flashing lights or other devices shall be used in a manner so as to be heard or scan outside of the Leased Premises without the prior written consent of Landlord. F. No auction, fire, "lost our lease", bankruptcy or selling-out sales shall be conducted in side or on the grounds of the Leased Premises without the prior written consent of Landlord. O. Tenant shall maintain all storefront windows in a clean,neat,attran ive condition, • and shall exhibit only rum-class materials, goods and items in all windows. Tenant shall not permit the display of any materials, goods or items that in the sole discretion of Landlord are considered lewd, obscene, pornographic or otherwise not in keeping with the standards of the Property. H. The sidewalks,entry ways,loading areas, other common areas and other outside areas immediately adjoining the Leased Premises shall be kept clear at all times and Tenant shall not place nor permit its employees, agents, contractors or invitees to place any obstructions, garbage,refuse,merchandise or displays in those areas. I. Tenant, its employees and/or its agents, shall not solicit business in the common areas, nor shall Tenant, its employees and/or its agents distribute any handbills or other advertising matter hi the common areas or on automobiles parked in the common areas. J. Tenant shall not carry on any trade or occupation or operate any instruments, apparatus, or equipment which emits an odor or causes a noise level discernible outside of the Leased Premises that exceeds the limits Re by the City of Omaha, or which may be deemed offensive in nature. K. Tenant shall keep the Leased Premises at a temperature sufficient to prevent water from freezing in pipes and fixtures. L. Tenant shall not place or maintain any temporary fixture for the display of merchandise outside the Leased Premises or within six feet of any entrances to the Leased Premises, and Landlord shall have the right, without giving prior notice to Tenant and without any liability for damage, to remove any such display from the Leased Premises, except as shall ouP211111k Lira-Non Leue.:a GutremlY scs 11411 r.r 15116 SMITH GRRDNER SLUSKY Fax:4023921011 Dec 1 2011 13:34 P. 17 have first received the written approval of Landlord as to size,Dolor,location,nature and display qualities. M. All aignage, be it permanent or temporary in nature, must be approved by Landlord in writing before being installed or displayed,not to be unreasonably withheld. Prior to installing any sign on the exterior of the premises,Tenant must submit to the Lendiord for the Landlord's review and written approval (which will not be unreasonably withheld), a scale drawing from a licensed sign contractor which clearly indicates the size, colors, construction, location and manner of installation of the sign.All signage must comply with any governmental regulations that may apply. N. No pets,or srumals of any kind,are allowed within the Leased Premises or on any part of the Real Estate that the promises are located upon,except that pets may be permitted for residents oftho Apartments with prior approval by Landlord. • 014 Market tatty-AnalInn end 6w,mq sea n.02,11 r,es i&16 MANAGER APPLICATION office Use 0 t t INSERT-FORM 3c --- NEBRASKA LIQUOR CONTROL COMMISSION NOV °> 0 %nI, 301 CENTENNIAL MALL SOUTH PO BOX 95046Ni ,A f LINCOLN,NE d> f n PHONE: (4 471-2571 � '7r1_ at 'i FAX: (402)471-2814 Website: www.lcc.ne.gov Corporate manager,including their spouse,are required to adhere to the following requirements 1) Must be a citizen of the United States 2) Must be a Nebraska resident(Chapter 2—006) and must provide proof of voter registration in the State of Nebraska 3) Must provide a copy of one of the following: state issued US birth certificate, naturalization paper or US passport 4) Must submit their fingerprints(2 cards per person) and fees of$38 per person, made payable to the Nebraska State Patrol 5) Must be 21 years of age or older 6) Applicant may be required to take a training course Corporation/ LC information syd ,Fjr.", a+ t . m ;�' yr. i t q s r ,s FS '_;_ Name of Corporation/LLC: /t/o--1 ad /,cc zn,n 9o' Premise lnfOttnatlon �} ' ) n 3 z r s i .`e Premise License Number: (if new application leave blank) Premise Trade Name/DBA: 41/o yi,q Premise Street Address: /c/3 01o4vcs S( City: a2,7,,.q—X4. State: yeaL Zip Code: (fro 2, Premise Phone Number: ( 4'o ij ,?IV /L-3 te The individual whose name is listed as a corporate officer or managing member as reported on insert form 3a or 3b must sign their name below 1. CORPORATE OFFICER/MANAGING MEMBER SIGNATURE (Faxed signatures are acceptable) Form 103 Rev 12011 Page 2 of 5 ]SO7/29/2011/TUE 02: 15 PM P. 008/008 j 4 ' MANAGER APPLICATION Ouse RECEIVED INSERT-FORM 3c i NEBRASKA LIQUOR CONTROLCOMMISSION i NOV �:f) 301 CENTENNIAL MALL SOUTH . POBOX95045 t� w"6P ? d'� LINCOLN,NE 68509-5046 CO T ROL CO �[ " I � PHONE:(402)471-2571 FAX:(402)47I-2814 Website:www.icc.ne.gov Corporate manager,Incladipg that spouse,are re9airen to adhere to the following requirements a 2) Must be a citizen of fire ilsited States 2) Must be a Nebraska resident(Chapter 2-006)and dust provide proof of voter registration in the 0 State of Nebraska 3) Must provide a copy of one of the following:state ins isl US birth certificate,naturalization paper or US passport ' 4) Must submit their fingerprints(2 cards per person) d fees of$38 per person,made payable to theNebraska State Patrol , 5) Mast be 21 years of age or older 6) Applicant may he required to take a training course , 11 . .. ..+ S 9'�v .a ) d, ' fi:: jcq tit yi-Ol y;i Y S ' ✓ y , ; ' Y Y I ! zX3 ,Ccr s.Ys> - ' t� a E ; ,�z M1. t ' ; r:�" �" yd a ; " 9i� °. f I 14 Name of Corporation/LLC: /✓pitied it,Qsv,5a 1 "ffi) �'3 r .., i '' [ > - r , iy a t'2 r w J AS,gtihx "7 Premise License Number: Of new applicatio t iea~ie blank) Premise Trade Name/DBA: it,(gran-a-,a Lvu-v Cr re- Premise Street Address: Acit; , olorvas- S t ' City: oir,4-X 4_ State: Zip Coda: G cf lc"2. Premise Phone Number ( fin-) is / -3/ The individual whose name is listed as a corporate;office(of managinc member as feuvutr d on insert foil 3a 41 gr 36 must sign tiles name below tr a'4 Alks.' CORPORATE OFFICE' • `t MBER SIGNATURE (Faxed si as de) Lam,_,L, c,r!i;t) Farnnlm Rev)/201l NOV 2 90 2011 NEBRA A 11Q1JO . NOV/29/2011/TUE 02: 14 PM P. 002/008 1 I 1 • - : .r PRINT cLEAELY,- : CY:.-::::-. •-1J:.;:t .'''-‘?i':,, , , mii3Ogre,?,Informatleilti-be comPleted.bOr•• ; ,: -. , • . •,• ,.•.•...'t•,-.,.•:',:::'1.;.2.:;:-.',A:,,2..,,z;. :: Cadet: MALE , Ej FEMALE 1 ty Last Name: G1 5 1--• ! !I -i 1 mom 1 AY)e MI: ._..I I Ave Rome Address(Melnik PO Box Wapplicable): 02 . " 1 CV100 , ( I glela id 2yr!!s) ! city: orynokLa._ i CryA I t - • 5 ZipCo(bs: Hate Phone NUtaber: 416:42•••-I S-7-"I-3CE i •in,4 1 l'hone Number: 96.2-- it-cr, 7-8636 Social Security Number: bri•1 License Number&Salm! 1 Date Of D'irth:__ 131:•-,,Of itirtb: aria h at . I, • •41i* t'-''''-' I- r-e - ' !' -'kiaiWsitirOjilitift . /141.040640:4kerniaki40.-440k!ir,.• ,-.• -,,,A.„.4,-,,,,,, -•;:irc• -•-,_c.. .44;1- c.,:-.• y. .7. r•-..",- ,: :-... ::,•7 -- .z...3-•,.-sri .",,,">: l'1.:o' ';.:V.C1;'4.0-:"*-1"';t"i:A..,k,S,.+%M.),04-.4f.r..xs"Val,i44.:;;;;:-..i:* I 0 YES 'EINO • -. --,., ,,••_••s•;.-: :!...,:•,,•.,,-.- •••-•:.., 7-;, i'''',•:-NiWT.I',9Ailfal?"$,,,sa:gik44?0,00.0104c4k.33:'.ir E :ilf.,:-.L...;.::::.;:f-?:;.j.”-,:.!•:-': ::::,. .le?.a.i•-?:::/-4':• svtv,j-1. ,,,,b-trkv,,44.- ck,... :.,/...i.;,,,,,c,,,,c;:: ::,, .... :is:-4,-41,:a .:7;-‘.:.-,-,,,,.--,-,:-..: pr?:„..*,-kr.4 ..4,,,,;istrtv tk t., r-.‘ ti Spouses Last Name: I IL/71- FirstName: 71.-----/41— MI: , . Social Security Number: 4,---- def- Dxi en License Number&State*. Date Of Of Birth: , /4-- p - 'lace Of Birth: ! , ASO' c%! ' ' - •111001;4$0,X; 5119,14-1,.. _Ifte.j.inne,lig#0;-, 'Mt', ?,91!:TZIvr-,4: !W4.;;; :tf14.);A -P?:i.'; ': P1i-;.;0T_Ei'lt.t:-N*4k1C4MVg:0 11:4;•* Ort::•:••;E;;:i; -.:;;:..:ik.k!..-.;1••:1:•‘.;: :'..?..4.."'.:±.)-.1 ' :-.-... 1:::; '-.',;j;arePW4.:.-,T,AMzili.;:i-::4-5 .:1U;,:tiwya47:!;;,..4, * CITY&STATE i YEAR YEAR CITY&STATE FROM TO FROM TO I rei st 13A-g-c-no-e-f- zed_i actic , . /4//eZ-..-S-4,.A-e ,c-.9 i YEAR. YEAR arlaket. A../E: i r I •0 es,4-44 ...--0-4e. z440-z_ _ 7_,at"5-7 ) 1-1.4 K i)i.0 I 0 VA.Parldk.4-- kJ g- ; ZOOS ZeClit I I LI I IO ! ZOO C_ Z005- i • ti-; • k r RECENED Bmics Rev mm Pape 3 a 5 ;• i • I., 0 i II. I lilL/11 1 CONNETT15::04..iik i1(11113/4°SucrgiRblet0-01‘' IA Manager's infor//MEE ation must be completed below PLEASE PRINT CLEARLY Gender: ❑ FEMALE Last Name: GI S First Name:: )Z yi C MI: J Home Address(include PO Box if applicable): G2 32 S (R,t 19 e wovaI AU e City: QM01�C� Couy: J Zip Code: 6 8 9 `� Home Phone Number: 4/o - - 'Is 7-1,-3613usiness Phone Number: 9--C 7-f%3 Social Security Number:_ Drivers License Number& State: Date Of Birth: Place Of Birth: 1' a h u Areyou married9 If yes; complete s+poti e information(Eve&tf a spsalou affidavit-has been submitted), � g¢� v +ryy 1 K sue' ✓ .� k ) ❑ YES RIND Spouse's information x^y r 1•a - sr �' a yx r' .r{ i ^� +.. rya. Spouses Last Name: First Name: MI: Social Security Number: Drivers License Number& State: Date Of Birth: Place Of Birth: APPLICANT& SPOUSE MUST LIST RESIDENCE(S)FOR TIlE PAST TEN(10)YEARS •... ,34 `X d t k� k 42 k T ea F-,. APPLICANT` de:di . 1:3 }z.,. t I , ' ....3_t ' LfPOUSE CITY & STATE YEAR YEAR CITY& STATE YEAR YEAR } FROM TO FROM TO rX� L O /t/ Form 103 Rev 112011 Page 3 of 5 MANAGER'S LAST TWO EMPLOYERS YEAR NAME OF EMPLOYER NAME OF SUPERVISOR TELEPHONE FROM TO NUMBER 'P;eSti9e" e 01O6' -- 02°%' 4 Jerry GS tl+ se Jerry G) sL 4-la1-3ol-i355 ggcteesee scumazi (2eeei a Q tt )4Ie 6;5;IN sewtviiebcf/ l/yje &;s tto,.- 9C78/36' MANAGER AND SPOUSE MUST REVIEW AND ANSWER THE QUESTIONS BELOW Piease•printclearly 1. READ CAREFULLY. ANSWER COMPLETELY AND ACCURATELY. Has anyone who is a party to this application,or their spouse,EVER been convicted of or plead guilty to any charge. Charge means any charge alleging a felony, misdemeanor,violation of a federal or state law; a violation of a local law, ordinance or resolution. List the nature of the charge,where the charge occurred and the year and month of the conviction or pled. Also list any charges pending at the time of this application. If more than one party,please list charges by each individual's name. g YES ❑ NO If yes, please explain below or attach a separate page. Name of Applicant Date of Where Description of Charge Disposition Conviction Convicted (mm/yyyy) (city&state) t/>ic GiSi. I I -e2. pr+UL -0G 2. Have you or your spouse ever been approved or made application for a liquor license in Nebraska or any other state? OYES I,QNO IF YES,list the name of the premise. 3. Do you, as a manager, qualify under Nebraska Liquor Control Act(§53-131.01)and do you intend to supervise, in person, the management of the business? BYES ENO 4. Have you enclosed the required fingerprint cards and PROPER FEES with this application? (Check or money order made payable to the Nebraska State Patrol for$38.00 per person) YES ONO Form 103 Rev 112011 Page 4 of 5 PERSONAL OATH"AND CONSENT OF IlWESTIGATION ._ J E } ; :nf :7trl N The above individual(s), being first duly sworn upon oath, deposes and states that the undersigned is the applicant and/or spouse of applicant who makes the above and foregoing application that said application has been read and that the contents thereof and all statements contained therein are true. If any false statement is made in any part of this application, the applicant(s) shall be deemed guilty of perjury and subject to penalties provided by law. (Sec §53-131.01)Nebraska Liquor Control Act. The undersigned applicant hereby consents to an investigation of his/her background including all records of every kind and description including police records, tax records (State and Federal), and bank or lending institution records, and said applicant and spouse waive any rights or causes of action that said applicant or spouse may have against the Nebraska Liquor Control Commission and any other individual disclosing or releasing said information to the Nebraska Liquor Control Commission. If spouse has NO interest directly or indirectly, a spousal affidavit of non participation may be attached. The undersigned understand and acknowledge that any license issued, based on the information submitted in this application, is subject to cancellation if the information contained herein is incomplete, inaccurate, or fraudulent. Signature of Manager Applicant Signature of Spouse ACKNOWLEDGEMENT State of Nebraska JJ County of t (gyp) The foregoing instrument was acknowledged before me this •-—A I t by �trl C 1sR date p,� name of person acknowledged """ " Affix seal GENERAL NOTARY-State of Nebraska Notary Pu lic signature MARGARET K PARKER My Comm.Exp.Oct.5,2012 In compliance with the ADA, this application is available in other formats for persons with disabilities. A ten day advance period is required in writing to produce the alternate format. form 103 Rev 1/2011 Page 5 of 5 „o0 pheF it o I � e ras a ��® . y, ( .P' tik �y�F:41 10 i, PE 1 1819 Farnam — Suite LC 1 2.'� , t)' J CO Omaha, Nebraska 681 83-0 1 1 2 O, rt ; ats`+n. Buster Brown (402) 444-5550 -��1 City Clerk FAX (402) 444-5263 4inED FrGtnklaS� December 27, 2011 Nomad Lounge, LLC Application for a Class "C” Liquor License Attn: Troy Shaw 1013 Jones Street Omaha, NE 68102 Dear Liquor License Applicant: This letter is notification that a hearing before the Omaha City Council on your application for liquor license has been set for January 10, 2012 . The City Council Meeting begins at 2:00 P.M. in the Legislative Chamber, (LC-4), Omaha/Douglas Civic Center, 1819 Farnam Street, Omaha, Nebraska. City Council Liquor Rule No. 6 states, "Each applicant for any type of license shall be personally present in the Council Chambers, in order that the Council may make inquiries, on the date of public hearing of the application for said license". Failure to be present at this Council Meeting is grounds to recommend denial of your application to the Nebraska Liquor Control Commission. Ordinance No. 37046, passed June 27, 2005, requires each applicant to submit a written statement describing all types of business or activities that will be operated on the premises in conjunction with the proposed license. Attached is the statement to be signed and returned (hand deliver, mail or fax) to the City Clerk's Office 7 days in advance of the public hearing. Sincerely yours, /L.% i&i:ilrir''';:lb Buster Brown City Clerk BJB:clj ompli-A City ® 1 � r s -� v�.� ",. *nk �, a 1819 Farnam— Suite LC 1 'MKS mvinglt *sr r, Omaha, Nebraska 68183-0112 0 � fin"M Buster Brown (402) 444-5550 O® K q� City Clerk FAX (402) 444-5263 41: 0V*� February 1, 2012 Nebraska Liquor Control Commission 301 Centennial Mall, South P. O. Box 95046 Lincoln, Nebraska 68509-5046 Attn: Licensing Division Please be advised that the City Council of the City of Omaha, in Regular Session on Tuesday, January 31, 2012, made a motion to allow the applicant to withdraw the application for a Class "C" Liquor License for Nomad Lounge, LLC, dba "Nomad Lounge", 1013 Jones Street, Omaha, Nebraska. Approved by Council Document No 13 . Sincerely yours, a Buster Brown City Clerk BB:clj RECOMMENDATION OF THE NEBRASKA LIQUOR CONTROL COMMISSION January 17,2044 2012 MP Date Mailed from Commission Office: December 16, 2011 I, Buster Brown Clerk of The City of Omaha, A Municipal Corporation (City, Village or County) Nebraska; hereby report to the Nebraska Liquor Control Commission in accordance with Revised Statutes of Nebraska, Chapter 53, Sec 134 (7)the recommendation of said city, village or county, as the case may be relative to the application for a license under the provisions of the Nebraska Liquor Control Act as applied for by: Nomad Lounge LLC dba Nomad Lounge 1013 Jones Street,Omaha, NE 68102 (Douglas County) NEW APPLICATION for Class C 97041 45 days—January 30,2012 I. Notice of local hearing was published in a legal newspaper in or of general circulation in city,village or county, one time not less than 7 nor more than 14 days before time of hearing. Check one Yes X No The Statutes require that such hearing shall be held not more than 45 days after the date of receipt of this notice from the Commission. 2. Local hearing was held not more than 45 days after receipt of notice from the Nebraska Liquor Control Commission. Check one Ye X No 3. Date of hearing of Governing Body: January 31,2012 4. Type or write the Motion as voted upon by the Governing Body. If additional Motions are made by the Governing Body, then use an additional page and follow same format. MOTION TO ALLOW THE APPLICANT TO WITHDRAW 5. Motion was made by: Garry Gernandt Seconded by: Christopher Jerram 6. Roll Call Vote: 6-0 7. Check one: The motion passed: X The motion failed:. 8. If the motion is for recommendation of denial of the applicant,then list the reasons of the governing body upon which the motion was made. (Attach additional page if necessary) ��yy SIGN HERE o�iG� DATE �f�sa��/.�e� Clerk signature • REV 7/99 Form 35-4115 Mumgaard, Thomas (Law) From: luke.aexander@wellsfargoadvisors.com Sent: Tuesday, January 10, 2012 11:54 AM To: Mumgaard, Thomas (Law) Subject: RE: Nomad • Tom, • Can you please layover the Nomad appearance at the city council meeting today for 2 weeks. Thank you. Luke Alexander, CRPC®, CFP®, MBA Financial Advisor The Anderson Financial Group of Wells Fargo Advisors Wells Fargo Advisors, LLC 6003 Old Cheney Road, Suite 200 Lincoln, NE 68516 Business (402)475-3644 Toll Free (800)678-3644 Fax (402)475-6021 luke.alexander a(�wellsfargoadvisors.com • — ATTENTION:THIS E-MAIL MAY BE AN ADVERTISEMENT OR SOLICITATION FOR PRODUCTS AND SERVICES. To unsubscribe from marketing e-mails from: •An individual Wells Fargo Advisors financial advisor:Reply to one of his/her e-mails and type"Unsubscribe"in the subject line. •Wells Fargo and its affiliates:Unsubscribe at https://www.wellsfargoadvisors.com/wellsfargo-unsubscribe Neither of these actions will affect delivery of important service messages regarding your accounts that we may need to send you or preferences you may have previously set for other e-mail services. For additional information regarding our electronic communication policies,visit http://wellsfarqoadvisors.com/disclosures/email-disclosure.html. Wells Fargo Advisors,LLC is a separate nonbank affiliate of Wells Fargo&Company,Member FINRA/SIPC.1 North Jefferson,St.Louis,MO 63103. • • 1 f C . 30n k § \ n o § 0 § P m / R § ° Po < I § D. 6 q k En C k o 0 k ? § §` • A I• § ag 0 o , / ° ! \ . ) Q � � 4 \ H $ q C G ! 4 ° 0 § K 2 0 D 3 , � q ,an, 31. 2012 10:29AM NISSAN OF OMAHA No, 0983 P. 1 • 12 JAN 31 All 10: 51 efTY CL , aMAMA, NEBti AMA City of Omaha At this time Nomad Lounge would like to with draw the application for Liquor License. Once a new location is secured we will re-apply. Thank You Troy Shaw Nomad Lounge 402-630-2001 � 4 \ H $ q C G ! 4 ° 0 § K 2 0 D 3 , � q • • o r .5• iE dui cSu � 0 0 slz 0 sv , a C N � cor W m , � O 0. ~' o CJ - v, s -' 2 0 0 0 s.s „ 6 ' cp rr En"--- A) p S.) lynay !ir CD . d tit 0 ft et 0 01- o, (> N 3 , � q