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HomeMy WebLinkAboutCen Cal Business Finance Group Inc., Service Contract - RFP 12500029- 5-1-2025Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds 'e�: RFP No. 12500029 SERVICE CONTRACT THIS CONTRACT is made and entered into by and between the CITY OF FRESNO, a California municipal corporation (City), and Cen Cal Business Finance Group, Inc., a California Non- profit Corporation (Sub -grantee) as follows: 1. CONTRACT DOCUMENTS. The "Notice Inviting Proposals," "Instructions to Proposers," "Proposal" and the "Specifications" including "General Conditions," "Special Conditions", "Federal Conditions", "Functional Specifications" and "Technical Requirements" for the following: Request for Proposals for Administration of the City of Fresno Revolving Loan Fund (Request for Proposals No. 12500029) copies of which are annexed hereto, together with all the documents specifically referred to in said annexed documents, including the Performance Bond, if required, are hereby incorporated into and made a part of this Contract, and shall be known as the Contract Documents. 2. PRICE. Compensation for services is payable from and limited to the RLF income generated through granting and collecting loans. Sub -grantee will retain its compensation from the RLF income strictly as permitted under the Program Requirements for administration expenses. Income generated under the RLF may include, to the extent permitted under Program Requirements, loan packaging, fee income, interest income, and loan servicing income. City will not compensate sub -grantee for services in any other manner. City will not pay any additional compensation to Sub -grantee, and will not reimburse it for any administrative, marketing, or other costs associated with its services. Subject to the limitations above, any compensation for administration expenses will be limited to the following fees at the following rates: (i) Application Fees $ 0 (ii) Packaging Fees $ 500 (iii) Loan Origination Fees 1.5% (iv) Servicing Fees $ 1,300 — 2,500 (v) Other Fees* Describe: Credit Report $ 50 business/$10.75 individual County Recording Fees $200 *Any public filing fees will be at the then current rate. Interest rates and maximum loan fees are charged to the borrower and established by the current Administrative Plan. 3. INDEMNIFICATION. To the furthest extent allowed by law, SUB -GRANTEE shall indemnify, hold harmless and defend CITY and each of its officers, officials, employees, agents and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage) incurred by CITY, SUB -GRANTEE or any other person, and from any and all claims, demands and actions in law or equity (including reasonable attorney's fees, litigation expenses and cost to enforce this agreement), arising or alleged to have arisen directly or indirectly out of performance of this Agreement. SUB -GRANTEE'S obligations under the preceding sentence shall apply regardless of whether CITY or any of its officers, officials, employees, agents or volunteers are negligent, but shall not apply to any loss, liability, fines, penalties, forfeitures, costs or damages caused solely by the gross negligence, or caused by the willful misconduct, of CITY or any of its officers, officials, employees, agents or volunteers. RFP 04-2024 343736v1 PAGE 25 Docusign Envelope ID: OF484AC9-D75F-40A3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 If SUB -GRANTEE should subcontract all or any portion of the work to be performed under this Agreement, SUB -GRANTEE shall require each subcontractor to RFP 04-2024 343736v1 PAGE 26 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 indemnify, hold harmless and defend CITY and each of its officers, officials, employees, agents and volunteers in accordance with the terms of the preceding paragraph. This section shall survive termination or expiration of this Agreement. [Signatures follow on the next page.] RFP 04-2024 343736vl PAGE 27 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 IN WITNESS WHEREOF, the parties have executed this Contract on the day and year here below written, of which the date of execution by City shall be subsequent to that of Sub - grantee's, and this Contract shall be binding and effective upon execution by both parties. CITY OF FRESNO, A Califgfj�Lrnunicipal corporation By. I�L� ssx Pt,V'ab—s 5/2/2025 Melissa perales, Purchasing Manager General Services Department APPROVED AS TO FORM: City Attorney Signed by. By: G"t".kao-, CX"tValAV 4/29/2025 14 ins rn' haritar Date Deputy City Attorney ATTEST: TODD SIT' ERMER, CMC City Clq.,;A,d by: By: ring Nl. G16v ' 5/2/2025 Date Deputy Addresses: CITY: City of Fresno Attention: Kelly Trevino Economic Development Assistant Director 2600 Fresno Street Fresno, CA 93721 Telephone: (559) 621-8426 E-Mail: Kelly.trevino@fresno.gov 7-1158 CEN CAL BUSINESS FINANCE GROUP, INC, AC ' UWg, 9n-profit Corporation lhUa 4/29/2025 By: Name: Tal Cloud Title: President (If corporation or LLC., Board Chair, Pd-e�;9aa Vice Pres.) By: rrat�L C �Q�`t��4/29/2025 Name: FRANK C GALLEGOS Title: Executive Director (If corporation or LLC., CFO, Treasurer, Secretary or Assistant Secretary) REVIEWED BY: T T.V►u a 5/2/2025 �56Da ,04419 SUB -GRANTEE: Cen Cal Business Finance Group, Inc. Attention: Frank Gallegos Executive Director 5094 N. Fruit, Suite 103 Fresno, Ca. 93711 Telephone: (559) 227-1158 E-Mail: fgallegos@cencalfinance.com RFP 04-2024 343736v1 PAGE 28 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No, 12500029 Proposer's Name Cen Cal Business Finance Group (Submit with Proposal) r' n1cr1 r1CI IPI= (1F rnNFI ICT OF INTEREST YES* NO 1 Are you currently in litigation with the City of Fresno or any of ❑ x❑ its agents? 2 Do you represent any firm, organization, or person who is in ❑ x0 litigation with the City of Fresno? 3 Do you currently represent or perform work for any clients who ❑ x❑ do business with the City of Fresno? 4 Are you or any of your principals, managers, or professionals, owners or investors in a business which does business with ❑ the City of Fresno, or in a business which is in litigation with the City of Fresno? 5 Are you or any of your principals, managers, or professionals, related by blood or marriage to any City of Fresno employee L j ❑ who has any significant role in the subject matter of this service? 6 Do you or any of your subcontractors have, or expect to have, any interest, direct or indirect, in any other contract in ❑ x❑ connection with this Project? * If the answer to any question is yes, please explain in full below. Explanation' ❑ Additional page(s) attached. RFP 04-2024 &�t-1 "� Signature 1— /3-25 Date Frank C. Gallegos, Executive Director Name Cen Cal Business Finance Grou Company 5094 N. Fruit Avenue, Suite 103 Address Fresno, CA 93711 City, State, Zip PAGE 18 3437360 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 City of Request for Proposals (RFP) for Administration of the City of Fresno Revolving Loan Funds RFP 12500029 Proposal Submission Deadline: Tuesday, January 14, 2025 Purchasing Division Contact: Dyan Ayala, Procurement Specialist Email: Purchasing@fresno.gov Phone: (559) 621-8367 or (559) 621-1332 343736v1 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 I - INTRODUCTION RFP 04-2024 PAGE 3 343736v1 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 INSTRUCTIONS TO PROPOSERS Introduction The City of Fresno Economic Development Department currently has two Revolving Loan Funds (RLF's) established with funds from the Economic Development Administration of the United States Department of Commerce (EDA). The original "LEGACY" RLF, which has been in existence since the 1980 has a current balance of approximately $760,000, with $80,000 available to lend. The "CARES" Act RLF, established in 2020, has a current balance of approximately $640,000, with $100,000 available to lend. The City anticipates awarding a 10-year agreement for administration of both RLF's. General 1. No proposal will be considered for award unless it is submitted on the proposal forms furnished by the Purchasing Manager, completely filled out, properly signed by the Proposer and filed electronically via Planet Bids on or before the date and time specified in the Notice Inviting Proposals. The time clock in the Purchasing Division will be the official clock for documenting the time of filing. 2. The City will award a Contract or reject any or all proposals within the time stated in the Specifications, and no proposal may be withdrawn within that period of time. Any award of a Contract exceeding $100,000, shall be subject to the approval of the City Council. 3. The City reserves the right to reject any and all proposals. Submittal of Proposal 4. Each Proposer shall carefully examine each and every term of this Request for Proposals; and each Proposer shall judge all the circumstances and conditions affecting its proposal. Failure on the part of any Proposer to make such examination and to investigate thoroughly shall not be grounds for any declaration that the Proposer did not understand the conditions of this Request for Proposals. 5. The Proposer shall comply with any and all federal, state, or local laws, now in effector hereafter promulgated, which apply to the services and products herein specified. 6. This solicitation for proposals does not commit the City of Fresno to enter into a Contract or to pay any costs incurred in the preparation of responses to the request. The City of Fresno reserves the right to accept or reject any proposals, and to negotiate with any qualified source, or to cancel in part or in its entirety this Request for Proposals. It may accept the proposal that it considers to be in the interest of the City of Fresno, with or without negotiation. 7. The City reserves the right to waive any informality or minor irregularity when it is in the best interest of the City to do so, to negotiate for the modification of any proposal with mutual consent of the Proposer, to re -advertise for proposals if desired, and to accept the proposal which in the judgment of the City, even though it does not offer the lowest cost, is nevertheless deemed to offer the best value for the public and City. Any proposal which is incomplete, conditional, obscure, or which contains irregularities of any kind, may be cause for rejection. ACH Electronic Payment 8. Proposer shall provide complete and accurate billing invoices in order to receive payment. Billing invoices submitted must contain all information and supporting documentation required RFP 04-2024 343736vl PAGE 5 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 The City reserves the right to accept or reject any or all proposals and may select, and negotiate with one or more Proposers concurrently, and enter into a Contract with such Proposer who is determined, by the City, to provide the services which are in the interest of the City. The City may agree to such terms and conditions as it may determine to be in its interest. 12.The Selection Committee reserves the right to request additional information from Proposers, to negotiate terms and conditions of the Contract, to visit sites, to request demonstrations or oral presentations, or ask Proposers to appear before the Selection Committee to clarify points of their proposal. 13. Selection will be based on qualitative analysis and cost. Any award shall be on the basis of the criteria specified and made to the Proposer whose proposal is judged as providing the best value in meeting the interest of the City and the objectives of the project, in the City's sole discretion. 14.The City reserves the right to make the selection of a Proposer based on any or all factors of value, whether quantitatively identifiable or not, including, but not limited to, the anticipated initiative and ability of the Proposer to perform the services set forth herein. Time to Award 15.The Proposer agrees that the City may have ONE HUNDRED TWENTY 120) DAYS to accept or reject proposals. It is further understood that, if the Proposer to whom any award is made fails to enter into a Contract as provided in the Specifications, award may be made to another Proposer, who shall be bound to perform as if she/he had received the award in the first instance. Contract Documents 16.The proposer shall submit the required contract documents in a form acceptable to the Purchasing Division 2101 G Street, Bldg. A, Fresno, CA 93706 within 15 calendar days (except in the event in the event federal funding is applicable to this Contract, then 10 working days) from the Notice of Award of proposal. Failure to provide said documents within the designated period shall be sufficient cause to award to the next proposer offering the next best value to the City. Questions Clarifications and Concerns 17.The Specifications describing this project have been carefully prepared. Any questions or concerns relating to these Specifications shall be directed in writing to the Procurement Supervisor of the Purchasing Division (see cover page) and may be submitted electronically by utilizing the Question and Answers field on Planet Bids. Questions will be accepted only up to five (5) working days prior to the proposal date to allow the City, if necessary, to issue an addendum to all proposers stating revisions, deletions, or additions to be made to the Specifications as a result of any questions. If questions arise after the deadline, please contact the Procurement Supervisor of the Purchasing Division, but the City will not guarantee a response. The City will not be responsible for verbal responses made by parties other than the Purchasing Manager or designee. Contacts with City Staff RFP 04-2024 343736v1 PAGE 7 Docusign Envelope ID: OF484AC9-D75F-40A3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 with the City, or from being a subcontractor or supplier at any tier upon such contract, in accordance with the procedures in Fresno Municipal Code Section 4-104 adopted by Council on May 17, 2018. The initial period of any such debarment shall not be less than one year and may be permanent depending on the violation. A Proposer may request a hearing, in accordance with Fresno Municipal Code Section 4-104, upon receipt of a notice of proposed debarment from the City Manager or designee. A copy of the Ordinance may be obtained from the City Clerk's Office, 2600 Fresno Street, Fresno, California 93721. Outreach to Small Business Enterprises in Subcontractin 22. The City of Fresno hereby notifies all Proposers that it is the City's policy to provide all small business enterprises, including minority, women, and disabled veteran business enterprises, equal access and opportunity for participation in the performance of all construction contracts, professional service contracts, procurement of supplies, equipment and other services. Therefore, the City requests that a Proposer who intends to subcontract a portion of the work seek out small business enterprises that are potential subcontractors, suppliers, or consultants, and actively solicit their interest, capability, and prices. RFP 04-2024 343736v1 PAGE 9 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 Proposer's Name (Submit with Proposal) CHECK LIST Proposers are requested to submit this Checklist and the following information, providing the content in the sequence shown below. If the documentation provided is incomplete, the Proposer may be ineligible for award of a Contract. 1. Cover Letter, including company name, address, contact name, phone number and fax number. 2. Business Location and License 3. Cost Proposal 4. Proposer Questionnaire 5. References 6. Acceptance of Indemnification and Insurance 7. Disclosure of Conflict of Interest 8. Non -Collusion Declaration 9. Addenda and Time Period to Award/Reject 10. ACH Authorization 11. Signature Pages Including (for corporations) Notary Acknowledgment in corporate form, certification by secretary and board resolution or other document to authorize individual who signs proposal. 12. Signature page of all ADDENDA issued RFP 04-2024 343736vl PAGE 11 Docusign Envelope ID: OF484AC9-D75F-40A3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 Proposer's Name (Submit with Proposal) COST PROPOSAL TERM OF CONTRACT The Contract shall be in effect for ten (10) years from the date of the Notice to Proceed. The Contract may be extended in accordance with the provisions set forth in the Special Conditions of these Specifications. Having carefully examined the Request for Proposals, attachments and related documents, the undersigned proposes and agrees to provide to the City of Fresno, in accordance with the Specifications annexed hereto and made a part thereof, the following services at the following rates: Item f Description of Work ication Fees 2 1 Packaging Fees* 3 1 Loan Origination Fees 4 1 Servicing Fees 5 Other Fees: (Describe)*' TOTAL PER LOAN AMOUNT: $ *State if application fee is in addition to packaging fees. **Any public filing fees will be at then current rate. Interest rates and maximum loan fees are charged to the borrower and established by the current Administrative Plan (attached) The City reserves the right to reject any and all proposals. RFP 04-2024 343736v1 PAGE 13 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 Proposer's Name (Submit with Proposal) PROPOSER QUALIFICATION QUESTIONNAIRE (Continued) 9. Does the proposer currently possess sufficient resources to meet the initial requirements for this contract? Yes ❑or No❑ 10. Describe how you will meet the requirements to provide the services as outlined in this Request for Proposals. RFP 04-2024 343736v1 PAGE 15 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 Proposer's Name (Submit with Proposal) STATEMENT OF ACCEPTANCE OF THE INDEMNIFICATION AND INSURANCE REQUIREMENTS The Proposer shall sign below that the Proposer accepts in whole the Indemnification and Insurance Requirements set forth in these Specifications. If the Proposer takes exception to some portions, those portions shall be listed here below, and the Proposer shall sign that the Proposer accepts all portions of the requirements not listed. Note: Any exceptions may cause a Proposer to not be awarded a contract. ❑ ACCEPT ❑ DO NOT ACCEPT If "DO NOT ACCEPT" is checked, please list exceptions: INSERT IF APPLICABLE gnature of Authorized Person Type or Print Name of Authorized Person RFP 04-2024 343736v1 PAGE 17 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 Proposer's Name (Submit with Proposal) NONCOLLUSION DECLARATION Public Contract Code section 7106 The undersigned declares: I am the of Title of Authorized Person Bidding Firm, the party making the foregoing bid. The bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The bid is genuine and not collusive or sham. The bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid. The bidder has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or to refrain from bidding. The bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder. All statements contained in the bid are true. The bidder has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof, to effectuate a collusive or sham bid, and has not paid, and will not pay, any person or entity for such purpose. Any person executing this declaration on behalf of a bidder that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the bidder. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on . at Date City State Signature of Authorized Person Print Name of Authorized Person The above Noncollusion Declaration is part of the Bid Proposal. Proposers are cautioned that making a false declaration may subject the certifier to criminal prosecution. RFP 04-2024 PAGE 19 343736v1 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 Proposer's Name CITY OF FRESNO FINANCE DEPARTMENT ACCOUNTS PAYABLE SECTION AUTHORIZATION AGREEMENT FOR DIRECT PAYMENTS (ACH CREDITS) Company Name Contact Name Contact Email Address Telephone Number (Requi (Submit with Proposal) The City of Fresno, Finance Department, (FINANCE DEPARTMENT), is authorized to initiate credit entries to the company above, (COMPANY), in the account below at the depository financial institution named below, (DEPOSITORY), and to credit the same to such account. Company acknowledges that the origination of ACH transactions to its account must comply with the provisions of U.S. law. Depository Name City Routing Number Branch State Zip Code Account Number 0 ACH Authorization Agreement Form already on file with City. This authorization is to remain in full force and effect until FINANCE DEPARTMENT has received written notification of its termination. The FINANCE DEPARTMENT and DEPOSITORY have a reasonable time to process the termination. Name(s) (Please print) Signature Title Date RFP 04-2024 343736vl PAGE 21 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 INSTRUCTIONS FOR SIGNATURE PAGE LINE 1:The name of the Proposer must be the same as that under which a license is issued, if a license is required. If the Proposer is a corporation, enter the exact name of the corporation under which it is incorporated; if Proposer is an individual, enter name; if Proposer is an individual operating under a trade name, enter name and dba (trade name in full); if a partnership, enter the correct trade style of the partnership; if a joint venture, enter exact names of entities joining in the venture. LINE 2: Identify here the character of the name shown under (1), i.e., corporation (including state of incorporation), individual, partnership, or joint venture. LINE 3: Enter the address to which all communications and notices regarding the Proposal and any Contract awarded thereunder are to be addressed. LINE 4: (a) If the Proposer is a corporation, the Proposal must be signed by an officer or employee authorized to sign Contracts on behalf of the corporation evidenced by inclusion of one of the following certified by the secretary of the corporation, authorizing the officer or employee to sign contracts (sample certification attached): a copy of the Secretary of State printout, a copy of the Articles of Incorporation, a copy of the Bylaws, a copy of the Board Resolution or Minutes authorizing the officer or employee to sign Contracts. (b) If Proposer is an individual, he/she must sign the Proposal, or if the Proposal is signed by an employee or agent on behalf of the Proposer, a copy of a power of attorney must be on file with the City of Fresno prior to the time set for the opening of the proposals or must be submitted with the Proposal. (c) If the Proposer is a partnership, the Proposal must be signed by all general partners; or by a general partner(s) authorized to sign Contracts on behalf of the partnership evidenced by inclusion of either a copy of the Partnership Agreement or a recorded Statement of Partnership. (d) If the Proposer is a joint venture, the Proposal must be signed by all joint venturers; or by a joint venturer(s) authorized to sign Contracts on behalf of the joint venture evidenced by inclusion of either a copy of the Joint Venture Agreement or a recorded Statement of Joint Venture; and if the joint venturer(s) is a corporation or a partnership signing on behalf of the Joint Venture, then Paragraphs (a) and c) above apply respectively. Where Proposer is a partnership or a corporation, the names of all other general partners, or the names of the president and secretary of the corporation, and their business addresses must be typewritten below: NAME ADDRESS I � NOTE: All addresses must be complete with street number, City, State, and Zip Code. RFP 04-2024 343736v1 PAGE 23 Docusign Envelope ID: OF484AC9-D75F-40A3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 SAMPLE SERVICE CONTRACT THIS CONTRACT is made and entered into by and between the CITY OF FRESNO, a California municipal corporation (City), and [Sub -grantee Name], [Legal Identity] (Sub -grantee) as follows: 1. CONTRACT DOCUMENTS. The "Notice Inviting Proposals," "Instructions to Proposers," "Proposal" and the "Specifications" including "General Conditions," "Special Conditions", "Federal Conditions", "Functional Specifications" and "Technical Requirements" for the following: rTitlel (Request for Proposals No. [Numbeffl copies of which are annexed hereto, together with all the documents specifically referred to in said annexed documents, including the Performance Bond, if required, are hereby incorporated into and made a part of this Contract, and shall be known as the Contract Documents. 2. PRICE. Compensation for services is payable from and limited to the RLF income generated through granting and collecting loans. Sub -grantee will retain its compensation from the RLF income strictly as permitted under the Program Requirements for administration expenses. Income generated under the RLF may include, to the extent permitted under Program Requirements, loan packaging, fee income, interest income, and loan servicing income. City will not compensate sub -grantee for services in any other manner. City will not pay any additional compensation to Sub -grantee, and will not reimburse it for any administrative, marketing, or other costs associated with its services. Subject to the limitations above, any compensation for administration expenses will be limited to the following fees at the following rates: (i) Application Fees $ [Amount] (ii) Packaging Fees* $ [Amount] (iii) Loan Origination Fees $ [Amount] (iv) Servicing Fees $ [Amount] (v) Other Fees** Describe: $ [Amount] *The application fee [is/is not] in addition to packaging fees. **Any public filing fees will be at the then current rate. Interest rates and maximum loan fees are charged to the borrower and established by the current Administrative Plan. 3. INDEMNIFICATION. To the furthest extent allowed by law, SUB -GRANTEE shall indemnify, hold harmless and defend CITY and each of its officers, officials, employees, agents and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage) incurred by CITY, SUB -GRANTEE or any other person, and from any and all claims, demands and actions in law or equity (including reasonable attorney's fees, litigation expenses and cost to enforce this agreement), arising or alleged to have arisen directly or indirectly out of performance of this Agreement. SUB -GRANTEE'S obligations under the preceding sentence shall apply regardless of whether CITY or any of its officers, officials, employees, agents or volunteers are negligent, but shall not apply to any loss, liability, fines, penalties, forfeitures, costs or damages caused solely by the gross negligence, or caused by the willful misconduct, of CITY or any of its officers, officials, employees, agents or volunteers. If SUB -GRANTEE should subcontract all or any portion of the work to be performed under this Agreement, SUB -GRANTEE shall require each subcontractor to RFP 04-2024 PAGE 25 343736vl Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 IN WITNESS WHEREOF, the parties have executed this Contract on the day and year here below written, of which the date of execution by City shall be subsequent to that of Sub - grantee's, and this Contract shall be binding and effective upon execution by both parties. CITY OF FRESNO, A California municipal corporation By: [Name], [Title/Dept.] APPROVED AS TO FORM: City Attorney By: [Name] Date Senior Deputy City Attorney ATTEST: TODD STERMER, CMC City Clerk By: Date Deputy Addresses: CITY: City of Fresno Attention: [Name] [Title] [Street Address] Fresno, CA [Zip] Telephone: (559) [#] E-Mail: fE-Mail addressl [SUB -GRANTEE], [Legal Identity] By: Name: Title: (If corporation or LLC., Board Chair, Pres. or Vice Pres.) By: Name: Title: (If corporation or LLC., CFO, Treasurer, Secretary or Assistant Secretary) REVIEWED BY: SUB -GRANTEE: [Sub -grantee Name] Attention: [Name] [Title] [Street Address] [City, State Zip] Telephone: [area code and #] E-Mail:_[E-Mail address RFP 04-2024 343736vl PAGE 27 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 III. GENERAL CONDITIONS 1. DEFINITIONS: Wherever used in the Specifications, including the Instructions to Proposers, the proposal, or any of the Contract Documents, the following words shall have the meaning herein given, unless the context requires a different meaning. (a) "City" and "City of Fresno" shall each mean the City of Fresno, CA, unless otherwise indicated. (b) "City Manager" shall mean the City Manager of the City of Fresno. (c) "Contract" and "Contract Documents" shall each mean and refer to these Specifications, including the Instructions to Proposers, the proposal and any addenda thereto, the Contract and all City of Fresno specifications, and other papers and documents incorporated by reference into or otherwise referred to in any of the foregoing documents, whether or not attached thereto. (d) "Sub -grantee" shall mean each person or entity awarded a Contract hereunder and named or to be named in the Contract with the City of Fresno to furnish the goods or services, or both, to be furnished under the Contract. (e) "Council" and "City Council" shall each mean the Council of the City of Fresno. (f) "Proposer" shall mean each person or entity submitting a proposal, whether or not such person or entity shall become a Sub -grantee by virtue of award of a Contract by the City. (g) "Purchasing Manager" shall mean the Purchasing Manager of the City of Fresno. (h) "Specifications" shall mean the Contract Documents. 2. DELIVERY OF SERVICES: If Sub -grantee is delayed providing services by (i) any acts or omissions of City or its employees, or others acting under authority of City by contract or otherwise, (ii) acts of God which Sub -grantee could not reasonably have foreseen and provided for, (iii) illegal strikes, boycotts or like illegal obstructive action by employee or labor organizations, or (iv) any illegal general lockouts or other defensive action by employers, whether general or by organizations of employers; Sub -grantee shall have no claim for damages against City for any such cause of delay, but shall be entitled to an extension of time as will reasonably compensate Sub -grantee for actual loss of time occasioned thereby. Sub - grantee may apply to the City Manager for such extension. However, no such extension of time shall be granted unless Sub -grantee shall have notified the Purchasing Manager, in writing, within one week after the commencement or occurrence of the condition or event which is expected to cause a delay in delivery, of such condition or event and the actual or estimated number of days of delay anticipated on account thereof. The decision of the City Manager as to the number of additional days, if any, to be allowed for completion of delivery on account of such condition or event, will be given in writing to Sub -grantee. 3. TERMINATION FOR CONVENIENCE: The City reserves the right to terminate this Contract for any reason, upon sixty (60) days written notice to the Sub -grantee. In the event RFP 04-2024 PAGE 29 343736vl Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 insurance shall be sufficient cause for City to terminate this Agreement. No action taken by City pursuant to this section shall in any way relieve Sub -grantee of its responsibilities under this Agreement. The phrase "fail to maintain any required insurance" shall include, without limitation, notification received by City that an insurer has commenced proceedings, or has had proceedings commenced against it, indicating that the insurer is insolvent. (c) The fact that insurance is obtained by Sub -grantee shall not be deemed to release or diminish the liability of Sub -grantee, including, without limitation, liability under the indemnity provisions of this Agreement. The duty to indemnify City shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Sub -grantee. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of Sub -grantee, vendors, suppliers, invitees, contractors, sub -contractors, subcontractors, or anyone employed directly or indirectly by any of them. MINIMUM SCOPE OF INSURANCE Coverage shall be at least as broad as: 1. The most current version of Insurance Services Office (ISO) Commercial General Liability Coverage Form CG 00 01, providing liability coverage arising out of your business operations. The Commercial General Liability policy shall be written on an occurrence form and shall provide coverage for "bodily injury," "property damage" and "personal and advertising injury" with coverage for premises and operations (including the use of owned and non -owned equipment), products and completed operations, and contractual liability (including, without limitation, indemnity obligations under the Agreement) with limits of liability not less than those set forth under "Minimum Limits of Insurance." 2. The most current version of Commercial Auto Coverage Form CA 00 01, providing liability coverage arising out of the ownership, maintenance or use of automobiles in the course of your business operations. The Automobile Policy shall be written on an occurrence form and shall provide coverage for all owned, hired, and non -owned automobiles or other licensed vehicles (Code 1- Any Auto). 3. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. 4. Professional Liability (Errors and Omissions) insurance appropriate to SUB - GRANTEE'S profession. MINIMUM LIMITS OF INSURANCE SUB -GRANTEE, or any party the SUB -GRANTEE subcontracts with, shall maintain limits of liability of not less than those set forth below. However, insurance limits available to CITY, its officers, officials, employees, agents and volunteers as additional insureds, shall be the greater of the minimum limits specified herein or the full limit of any insurance proceeds available to the named insured: 1. COMMERCIAL GENERAL LIABILITY: (i) $1,000,000 per occurrence for bodily injury and property damage; (ii) $1,000,000 per occurrence for personal and advertising injury; (iii) $2,000,000 aggregate for products and completed operations; and, (iv) $2,000,000 general aggregate applying separately to the work performed under the Agreement. RFP 04-2024 343736v1 PAGE 31 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 shall not be cancelled, non -renewed, reduced in coverage or in limits except after thirty (30) calendar days written notice by certified mail, return receipt requested, has been given to CITY. SUB -GRANTEE is also responsible for providing written notice to the CITY under the same terms and conditions. Upon issuance by the insurer, broker, or agent of a notice of cancellation, non -renewal, or reduction in coverage or in limits, SUB -GRANTEE shall furnish CITY with a new certificate and applicable endorsements for such policy(ies). In the event any policy is due to expire during the work to be performed for CITY, SUB -GRANTEE shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than fifteen (15) calendar days prior to the expiration date of the expiring policy. 6. Should any of the required policies provide that the defense costs are paid within the Limits of Liability, thereby reducing the available limits by any defense costs, then the requirement for the Limits of Liability of these polices will be twice the above stated limits. 7. The fact that insurance is obtained by SUB -GRANTEE shall not be deemed to release or diminish the liability of SUB -GRANTEE, including, without limitation, liability under the indemnity provisions of this Agreement. The policy limits do not act as a limitation upon the amount of indemnification to be provided by SUB -GRANTEE. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of SUB -GRANTEE, its principals, officers, agents, employees, persons under the supervision of SUB -GRANTEE, vendors, suppliers, invitees, consultants, sub -consultants, subcontractors, or anyone employed directly or indirectly by any of them. CLAIMS -MADE POLICIES If the Professional Liability (Errors and Omissions) insurance policy is written on a claims - made form: 1. The retroactive date must be shown, and must be before the effective date of the Agreement or the commencement of work by SUB -GRANTEE. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Agreement work or termination of the Agreement, whichever occurs first, or, in the alternative, the policy shall be endorsed to provide not less than a five (5) year discovery period. 3. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a retroactive date prior to the effective date of the Agreement or the commencement of work by SUB -GRANTEE, SUB -GRANTEE must purchase "extended reporting" coverage for a minimum of five (5) years completion of the Agreement work or termination of the Agreement, whichever occurs first. 4. A copy of the claims reporting requirements must be submitted to CITY for review. 5. These requirements shall survive expiration or termination of the Agreement. VERIFICATION OF COVERAGE SUB -GRANTEE shall furnish CITY with all certificate(s) and applicable endorsements effecting coverage required hereunder. All certificates and applicable endorsements are to be received and approved by the CITY'S Risk Manager or his/her designee prior to CITY'S execution of the Agreement and before work commences. All non -ISO endorsements amending policy coverage shall be executed by a licensed and authorized agent or broker. Upon request of CITY, SUB -GRANTEE shall immediately furnish City with a complete copy of any insurance policy required under this Agreement, including all endorsements, with said copy certified by the underwriter to be a true and correct copy of the original policy. This requirement shall survive expiration or termination of this Agreement. RFP 04-2024 PAGE 33 343736v1 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No.12500029 13. AMENDMENTS: The City of Fresno reserves the right to add, modify, or delete items from the Contract including Special Conditions or Scope of Work. Any changes shall be made only by means of a formal amendment signed by both the City and Sub -grantee. 14. ASSIGNMENT: The Contract is personal to the Sub -grantee and there shall be no assignment, transfer, sale, or subcontracting by the Sub -grantee of its rights or obligations under the Contract without the prior written approval of the City. Any attempted assignment, transfer, sale, or subcontracting by the Sub -grantee, its successors, or assigns, shall be null and void unless approved in writing by the City. 15. TERMINATION BY CITY FOR NON -APPROPRIATION: In the event of non -appropriation relating to the Contract, City shall have the right to terminate the Contract at the end of any fiscal year of City, in the manner and subject to the terms specified in this paragraph. City shall endeavor to give written notice of such termination not less than sixty (60) days prior to the end of such fiscal year and shall notify Sub -grantee of any anticipated termination. For purposes of this paragraph, "fiscal year" shall mean the twelve-month fiscal period of City which commences on July 1 in every year and ends on the following June 30. For purposes of this paragraph, "non -appropriation" shall mean the failure of the City or City's governing body to appropriate money for any fiscal year of City sufficient for the continued performance of the Contract by City. 16. INDEPENDENT CONTRACTOR: In the furnishing of the services provided for herein, the Sub -grantee is acting as an independent contractor. Neither the Sub -grantee, nor any of its officers, associates, agents or employees shall be deemed an employee, joint venturer, partner, or agent of the City for any purpose. However, the City shall retain the right to verify that the Sub -grantee is performing its respective obligations in accordance with the terms of the Contract. Because of its status as an independent contractor, Sub -grantee and its officers, agents and employees shall have absolutely no right to employment rights and benefits available to City employees. Sub -grantee shall be solely liable and responsible for all payroll and tax withholding and for providing to, or on behalf of, its employees all employee benefits including, without limitation, health, welfare and retirement benefits. In addition, together with its other obligations under this Agreement, Sub -grantee shall be solely responsible, indemnify, defend and save City harmless from all matters relating to employment and tax withholding for and payment of Sub -grantee's employees, including, without limitation, (i) compliance with Social Security and unemployment insurance withholding, payment of workers compensation benefits, and all other laws and regulations governing matters of employee withholding, taxes and payment; and (ii) any claim of right or interest in City employment benefits, entitlements, programs and/or funds offered employees of City whether arising by reason of any common law, de facto, leased, or co- employee rights or other theory. It is acknowledged that during the term of this Agreement, Sub -grantee may be providing services to others unrelated to City or to this Agreement. 17. GOVERNING LAW AND VENUE: The Contract shall be governed by, and construed and enforced in accordance with, the laws of the State of California, excluding, however, any conflict of laws rule which would apply the law of another jurisdiction. Venue for purposes of the filing of any action regarding the enforcement or interpretation of the Contract and any rights and duties thereunder shall be Fresno County, California. RFP 04-2024 343736v1 PAGE 35 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No.12500029 25. NOTICES: Any notice required or intended to be given to either party under the terms of this Contract shall be in writing and shall be deemed to be duly given if delivered personally or sent by United States registered or certified mail, with postage prepaid, return receipt requested, addressed to the party to which notice is to be given at the party's address set forth on the signature page of the Proposal in the case of the Sub -grantee and at the address in the Special Conditions for mailing of invoices in the case of City, or at such other address as the parties may from time to time designate by written notice. Notices served by United States mail in the manner above described shall be deemed sufficiently served or given at the time of the mailing thereof. 26. BINDING: Subject to Section 15 of these General Conditions, once this Contract is signed by all parties, it shall be binding upon, and shall inure to the benefit of, all parties, and each parties' respective heirs, successors, assigns, transferees, agents, servants, employees and representatives. 27. WAIVER: The waiver by either party of a breach by the other of any provision of this Contract shall not constitute a continuing waiver or a waiver of any subsequent breach of either the same or a different provision of this Contract. No provisions of this Contract may be waived unless in writing and signed by all parties to this Contract. Waiver of any one provision herein shall not be deemed to be a waiver of any other provision herein. 28. CUMULATIVE REMEDIES: No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity. 29. NO THIRD PARTY BENEFICIARIES: The rights, interests, duties and obligations defined within this Contract are intended for the specific parties hereto as identified in the preamble of this Contract. Notwithstanding anything stated to the contrary in this Contract, it is not intended that any rights or interests in this Contract benefit or flow to the interest of any third parties. 30. EXTENT OF AGREEMENT: Each party acknowledges that they have read and fully understand the contents of this Contract. This Contract represents the entire and integrated agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations or agreements, either written or oral. This Contract may be modified only by written instrument duly authorized and executed by both City and Sub -grantee. 31. HEADINGS: The section headings in this Contract are for convenience and reference only and shall not be construed or held in any way to explain, modify or add to the interpretation or meaning of the provisions of this Contract. RFP 04-2024 343736v1 PAGE 37 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 IV. SPECIAL CONDITIONS Notice to Proceed The Sub -grantee shall not commence any work, nor shall it enter the premises until it has received a written Notice to Proceed from the Purchasing Manager. Changes to Contract Documents No changes or modifications to the Contract shall be made unless agreed to and signed by both the Sub -grantee and the Purchasing Manager. No prior, current, or post award verbal agreement or agreements with any officer, agent, or employee of the City shall affect or modify any terms or obligations of the Specifications or any Contract resulting from this procurement. Compensation Escalation Due to Chan a in Minimum Wage In the event the Sub -grantee is required by a collective bargaining labor agreement or by the Federal Government increases the minimum wage then the contract rates as defined in this proposal shall be subject to negotiation between the Sub -grantee and the City of Fresno. In the event that negotiated changes in contract rates cannot be agreed upon by the City of Fresno and the Sub -grantee, then the Contract may be terminated by either party in accordance with the General Conditions of This Contract. If the Sub -grantee and the City of Fresno agree to a negotiated change in contract rates as defined in this proposal, the Sub -grantee shall increase the minimum hourly wages and salaries paid to its employees performing services under this Contract in accordance with new negotiated wages and salaries. *Note: The Minimum wage rate in California is currently at $16.00 an hour for all employers, effective January 1, 2024. Proposers should consider wage rates, when completing their proposal. (IF APPLICABLE) RFP 04-2024 343736v1 PAGE 39 Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 V. SCOPE OF WORK Sub -grantee shall perform the following services: 1. Administer the City of Fresno Revolving Loan Fund ("RLF") in compliance with the EDA Revolving Loan Fund Financial Assistance Award Standard Terms & Conditions, dated March 14, 2018 for the "LEGACY" RLF and April 30, 2019 for the "CARES" RLF (collectively the "Terms and Conditions"); t h e Code of Federal Regulations (13 CFR Chapter III & 2 CFR Part 2 0 0) ; the C i ty of F re s n o RLF Administrative Plan (Plan), approved on October 10, 2019. The foregoing, along with the City's 1980 Economic Adjustment Assistance Grant Award ("Grant") from the U.S. Department of Commerce — Economic Development Administration ("EDA") and the CARES Act Revolving Loan Fund Supplemental Disaster Recovery and Resiliency Award "Specific Award Conditions" shall collectively be referred to herein as the "Program Requirements." Copies of each attached. 2. Service new loans and the existing portfolio of loans under the RLF program. This includes, but is not limited to, processing, tracking, collecting, and accounting for payments; releasing collateral and satisfying liens when the loans are paid off; and pursuing appropriate collection efforts. 3. Marketing the loan program. This will be done independently, and in collaboration with economic development organizations, including the City of Fresno. 4. Assisting potential borrowers, providing technical assistance, providing appropriate referrals to other economic development organizations, accepting loan applications, underwriting the request in accordance with the Plan, and in accordance with federal and State of California laws and regulations ("Laws & Regs"). 5. Approving loans, conditionally approving loans, or declining loans, as appropriate, in accordance with the Plan, Laws & Regs (including, without limitation, "Prudent Lending Practices" as defined in 13 C.F.R. § 307.8), and generally accepted underwriting principles. 6. Prepare loan documents, perfect all liens, close all loans, and disburse funds. 7. Maintain all documents and records in a safe and secure facility. 8. Prepare required reports, correctly, and within required time limits. Currently, this includes annual reports for the "LEGACY" RLF (due by August 15th of each year) and semi-annual reports for the "CARES" RLF (due by January 30th and August 15th of each year). Reports include Financial status and Federal Cash Transactions Reports.. This also includes all financial and audit reports required pursuant to 13 C.F.R. § 307.14 and by the EDA. Please note that the number of reports required per year can change per EDA and City requirements. 9. Work cooperatively with the City to develop any modifications to the Plan if they become necessary due to changes in laws, regulations, changes dictated by the EDA, or changes that will make administration of the program more effective. RFP 04-2024 343736v1 PAGE 41 Docusign Envelope ID: OF484AC9-D75F-40A3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 will contain the specific Program Requirements governing grant and administration of the proposed RLF loan. Sub -grantee's lending practices and procedures will incorporate commercial underwriting standards, consistent with lending practices generally accepted as prudent for public loan programs, and as outlined in the RLF Plan Guidelines. Loan documentation, terms, and conditions will comply with the Program Requirements. A Sub -grantee staff loan committee will prepare the loan write-up and present it to the Sub -grantee Loan Committee or Board of Directors ("Board") only when it is prepared to recommend approval. Staff presentations to the Loan Committee or Board will include each of the following: • Summary of Loan • Details of Loan Request • Analysis of the Business • Market Analysis • Financial Analysis • Proforma Statements • Management Assessment • Recommendation Loans that are approved by the "Board" will be submitted to the City of Fresno for final approval. 18. Sub -grantee will set up, to the extent practicable and to the extent consistent with the Program Requirements, the following procedures to monitor loans it grants under the RLF: RFP 04-2024 Sub -grantee will require borrowers to provide periodic financial statements, prepared in-house by the borrower, and will require the borrower to provide CPA -prepared financial statements and tax returns at least annually to Sub -grantee. Sub -grantee will review, at least annually, each borrower's business operations to decide whether the borrower is complying with the loan agreements. This review will include, without limitation, borrower's compliance with working capital and inventory levels, draws from business operations and capital, turnover, and liquidity ratios, and borrower's maintenance of required documents, such as life and "all risk" insurance policies/binders, assignment of rents, landlord waivers, and such. Sub - grantee will maintain a computer calendaring and tracking system to help in carrying out this obligation. Sub -grantee will follow up compliance requirements, as needed, with each borrower by telephone and confirming letters. If Sub -grantee identifies compliance problems, and after notice to the borrower, the borrower does not cure the compliance problem, Sub -grantee will request a special meeting with the borrower (generally at Sub -grantee offices). PAGE 43 343736vl Docusign Envelope ID: OF484AC9-D75F-4OA3-94B6-EF2CF2D83252 Request for Proposals for Administration of the City of Fresno Revolving Loan Funds RFP No. 12500029 VI - FEDERAL CONDITIONS RFP 04-2024 343736vl PAGE 45