HomeMy WebLinkAboutCen Cal Business Finance Group - Revolving Loan Fund for a period of 10 yearsFRESFIQ
REPORT TO THE CITYCOUNCIL AGENDA ITEM NO. A�
COUNCIL MEETING I3/908
Defember 9, 2008 11IDN)IM) III
FROM: SCOTT L JOHNSON, Director cnv Muusaa
Ecerromic Development Dep I .
BY: GEORGE E_ SMITR, Interim Assistant Director. / -
Ecmromic Development Departrnent
SUBJECT: APPROVE THE AGREEMENT BETWEEN THE CITY OF FRESNO AND CEN CAL BUSINESS
FINANCE GROUP FOR THE ADMINISTRATION OF THE Cf OF FRESNO REVOLVING LOAN FUND FOR
A PERIOD OFTEN YEARS.
Economic Development
nesenae:o cwc000l
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approve the agraemaia C,5, 0, eo.
!1. 19%The City of Fresno entered subs an agreement wiM Fresno Carl Development
naw known as Con Cal Business Finance Group, bs administarlha City of Fresno Revolving Loan
Thal onginal agreernen t will aspire on January 21, 2009.
%P) was developed in orderro iMntlYy and sa d Me most qualified Mganira mW
next 10 years. Ore proposal was mcolved, ham tfre anent sewi pmNder, Can
xaposal received from Cen Cal was completely satisfactory, and mud continue the administration of Me
an the same terms as Me cunant agreement. Therefore, Me Economic Development Departnent
amends Mat Couial appmve a new 10.year agreement went Con Cal Business Firanco Group bs
nester Me City b Fresno Revolving Tuan Fund.
my ob)eclWes are addressed. Customer Satisfaction. businesses and Winans will Deralt from Me
availability of furWing. Employee Satisfectlonemployees will baneM from Me healMier
es sustained by ecanamic growM. FNandal Management: the City will benefdhom a stronger
Iwrer unemployment, ant a broadened lax Was
19a[N:(H3ePLT]
In 1980, Me U. S. Depahment W Commerce, Emnomic Devela M Adminislratien, appmved a gram W Me
City of Fresno W establish a revolving loan fund (RIF).
On January 21, 1999 The City of Fresno entered into an agreement with Fresno Certified Development
Corporation, now known as Cen Cal Business Finance Group, to administer the City of Fresno Revolving Loan
Fund (RLF). That original agreement will expire on January 21, 2009.
During the summer of 2008, the Economic Development Department worked with the Purchasing Division of
the General Services Department, and the City Attorney's Office, to develop a Request for Proposal (RFP) in
order to identify and select the most qualified organization to administer the RLF for the next 10 years. Based
on staff's knowledge of organizations qualified to provide these
very
specialized
aced on thte he RFs web stsitesent to
four organizations. In addition, the RFP was advertised (peCitof y p y) and
P
In response to the RFP, one proposal was received. That proposal was from the current service provider, Cen
Cal Business Finance Group. Cen Cal's proposal was completely satisfactory, and will continue the
administration of the RLF on the same terms as the current agreement. Because of the nature of the RLF,
there is not a specific dollar amount of compensation paid to Cen Cal. Instead Cen Cal is permitted to retain a
portion of the income generated by the RLF. That portion is set by the program requirements of the U S
Department of Commerce. Based on experience with the current agreement, the total compensation would be
approximately $160,000 over the 10 -year term of the agreement. That amount could be higher or lower
depending on factors including outstanding loan balances, interest rates, and loan losses.
In addition to administering the City's RLF successfully for the last 10 years, Cen Cal administers a number of
other similar loan programs. Therefore, the Economic Development Department recommends that Council
approve a new 10 -year agreement with Cen Cal Business Finance Group to administer the City of Fresno
Revolving Loan Fund.
FISCAL IMPACT
Funding for this agreement was included in the Department's FY 2009 budget, so there will be no need for
additional appropriations.
Attachment:
Original agreements
2
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12/9/08
Florio
zV R,k. alts lerplr9l
AGREEMENT FOR ADMINISTRATION OF
CITY OF FRESNO REVOLVING LOAN FUND
THIS AGREEMENT is made and entered into effective the 21st day of January, 2009
('Effective Dale'J, by and between the CITY OF FRESNO, a Colifomia municipal corporation
(hereinafter referred to as the'CITY'), and CEN CAL BUSINESS FINANCE GROUP, a
California rwn-proflt organization (hereinafter referred to as the 'ADMINISTRATOR'),
RECITALS
A. In 1900 the U.S. Department of Commerce — Economic Development Administration
('EDA") approved a Grant (the 'Grant') to CITY to establish a rewlving loan fund
program ('RLP).
B. The CITY is obligated to administer the Grant in compliance with the (i) Grant Award;
(it) Revolving Loan Fund Financial Assistance Aware Standard Terms and Conditions,
dated October 9, 2007. as may be amended: and (Iii) Revolving Loan Fund Program
Adrninistrabso Plan ('Plan'), dame effective January 2, 2008, as may be amended
(collectively miled the'Program Requirements").
0 RLF Grant funds may only be lent to businesses that meet Program Requirements, and
any guidelines that me CITY has established, and the ADMINISTRATOR may establish
under this Agreement that are consistent with the Program Requlremants.
D. The Program Requirements permit has CRY to engage to services of another
organization to perform certain dudes and responsibiliges under the. RLF Grant.
E. ADMINISTRATOR is engaged in the business of famishing technical and exiled
sentries as an administrator of loan programs and hereby represents that it desires to
and is professionally and legally capable of performing the services calletl for by this
Agreement.
F. ADMINISTRATOR has submitted a proposal to the CITY under rover letter dated
November 3, 2008, In response to the CITY'S entering Request for Proposals ('RFP')
for the administration of the RLF, under RFP No. 9027.
G. The EDA wants to continue me RLF with the CITY, and the CITY wants to engage
ADMINISTRATOR as an Independent contractor to administer me RLF for the CITY
H. ADMINISTRATOR acknowledges that this Agreement Is subject to the requirements of
Fresno Municipal Code Section 4107 and Administrative Order No. 6-19.
L This Agreement W11 be administered for CITY by its Economic Development Department
Director (hereinafter refined to as 'Director') or his/her designee_
LLr1034,lI4hid
NOW, THEREFORE, In consideration of the foregoing and of the covenants, conditions,
and premises hereinafter contained to to kept and performed by the respective parties. It is
mutually agreed as follows;
t. Condition Precedent to the Effect'vaness. This Agreement will not became
effective until the CITY and ADMINISTRATOR have met any conditions imposed by the EDA to
parmil ADMINISTRATOR to draw against the RLF Grant fund for making loans and paying
administrative expanses inducing, without limitation, making any modifications to this
Agreement necessary to comply with Program Requirements.
2. The Services. CITY engages ADMINISTRATOR to provide the services set forth
In Exhibit A and to market and administer the RLF that (I) strictly complies with the Program
Requirements, current copies of which have been delivered to ADMINISTRATOR, ark
(it) camplies with the CITY's guidelines set forth herein, to the extent practicable and consistent
with the Program Requirements (collectively, Me'Servicas'). As of the Effective Date, the
halance available In the RLF Grant is $059,990.00. ADMINISTRATOR shall maintain a local
office and use local underwriting and approval.
3 Compensation. ADMINISTRATOR's compensation far the Services Is payable
from and limited to the RLF income it generates through granting and collecting loans.
ADMINISTRATOR will retain the compensation from the RLF income strictly as permitted under
the Program Requirements for administration expenses. Income generated under the RLF may
Include, to Ne extent permcted under Program Requirements, loan packaging, tee income.
Interest income, and loan semdng income. CITY will not compensate ADMINISTRATOR for
SeMces in any other manner. CITY will not pay any additional compensation to
ADMINISTRATOR, 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 $ 25.00
(it) Packaging Fees $ 500.00
in) Loan Origination Fei 1.5%
IV) Servicing Fees $ -a-
(y) Other Fees—
'The application fee is in addition to packaging fees.
"Represents percentage of respective amount of loan.
^'Any public tiling fees will be at the then current rate.
Minimum interest rate charge per EDA guidelines Is 4%.
4. Term of Agreement, SQaosmsem and Tenni nation.
(a) The term of this Agreement shall be 10 years beginning on the
Effective Date, subject to any earlier termination In accordance with this Agreement.
(b) The CITY may krminank this Agreement without cause by giving the
other parry 60 days prior written barred. Upon writthn notice to the ADMINISTRATOR, CITY
may suspend new lending activity by AOMMIISTRATOR pending ADMINISTRATOR's taking
corrective actions as specified by Me Director. Either only may laminate this Agreement an
cause after giving the other party prior written notice and at least 30 days to cure the default.
Upon expiration or early termination of this Agreement by CITY without cause,
ADMINISTRATOR shall aid Me CITY in continuing, uninterruptedly, the requirements of this
Agreement, by continuing to perform on a temporary basis, when spectrally requested to do so
in wilting by the Director, for a specified term not W exceed twelve months_
(c) On expiration or lamination of this Agreement, any uncollected principal
and interest loan funs,. any unlsbursed RLF Grant funds, and any undisbursed revolving
borrowing base, subject to Program Requirements, will be paid or assigned to the CITY. Unless
mocifed by mutual agreement of the parties, on expiration or termination of the Agreement,
ADMINISTRATOR will return all documents to CITY or, at the CITY's request, to Ne Cf1i new
RLF administrator. ADMINISTRATOR will cooperate with CITY and any new RLF adminisbater
to inordinate transfer of documents, payments, and servldng data including, without limilagon,
all computerfles.
(d) If ADMINISTRATOR fails to perform any obligation under this Agreement,
and tices not cure the (allure within 30 calendar days after CITY gives written notice of q the
failure will be a material broach of this Agreement. The CITY may after that immediately
terminate this Agreement, and nitrides any right. remedy or privilege available to It under this
Agreement, at law or in equity.
5. Aesumnoes and Force Ml .
(a) ADMINISTRATOR shall protide CITY with adequate written assurances
of future performance, upon Directors request, In the event ADMINISTRATOR fails to comply
with any terms or conditions of this Agreement.
(b) ADMINISTRATOR shell ba liable for default unless nonperformance is
usual by an occurrence beyond the reasonable control of ADMINISTRATOR and without Is
fault or negligence such as, acts of Gotl or the public enemy, acts of CITY In Its contractual
capacity, fres, funtls, epidemics, quamnfine restrictions, stokes, unusually severe weather, and
delays of common carriers. ADMINISTRATOR shall notify Director in writing as soon as it is
reasonably possible after the commencement of any excusable delay, setting forth the full
particulars in connection therewith, and shall remedy such occurrence with all reasonable
dispatch, and shall promptly glue written notice b Director of the cessation of such ccourrence.
ADMINISTRATOR shall have no claim for damages against CITY for any such cause of delay,
but shall be entitled to an extension of time necessary to complete performance as deferral
by the Director. The decision of the Director as M me number of additional days, if any, to be
allowed for completion on account of such occurrence will bB given in writing to
ADMINISTRATOR.
fi. Compliance with all laws and Reaulatiam ADMINISTRATOR will perform the
Services In compliance with the Program Requirements, and all applicable laws, ordinances,
regulations, and guidelines, as existing, and after this amended, whether Werel, stale, regional,
or by local administrative or regulatory agencies.
7. Books and Records. AOMINISTRATOR will maintain segregated accounts,
books, and records for the RLF, and will not combine any accounts, books, or records with
gorse for loans it administers for any other program or entity, or its general books, accounts and
records. ADMINISTRATOR will maintain the records for at least 4 years after this Agreement
laminates, or 4 years after each loan matures or Is paid whichever Is later. In the event
ADMINISTRATOR is making loans to a borrower under both the RLF and another program,
copies of all application documents Including, without limitation, loan applications and financial
statements, shall be Included in the RLF file. Copies of all updated financial statements
prepared during the servicing period shall also be Induced In the RLF file. This section shall
survive expiration or tenminfi lon of tris Agreement.
8. Audits and Reports. ADMINISTRATOR will comply and be solely responsible for
complying wAh repoding and audits required by EDA and its program requirements.
ADMINISTRATOR will prepare reports and audits semiannually, or as otherwise required by
EDA and Program Requirements and forwent to the CITY. The CITY is responsible to Me EDA
for Me compliance and mapping requirements. The CITY and Me EDA may audit
ADMINISTRATOR'S books and records for the RLF anytime dump this Agreement and at least
4 years after this Agreement terminates or 4 years after each can matures or Is paid, whichever
Is later. Upon CITY's request. ADMINISTRATOR shall immediately make available and give
CITY staff access to ADMINISTRATORS RLF Grant progrem books, records, loan filesr
financial statements, and computer or other electronic reaches, CRY will conduct any audits
during normal business hours. Audits performed by ounces Cadined Public Accountants will be
at the expanse of the requesting perry. ADMINISTRATOR will cooperate with CITY by
providing informal needed to satisfy CITYs single audit requirements. Any monies
determined to he awed CITY§ RLF or the EDA shall be paid promptly by ADMINISTRATOR
along with any interest charge approved in accordance with Me Program Requirements. This
section shall survive expiration or terminal of this Agreement.
9. IndemniFrshon.
(a) To the furthest extent allowed by law, ADMINISTRATOR shall indemnity,
hold harmless and defend CITY and each of its officers, officials, employees, agents and
authorized volunteers from any and all loss, liability, fires, penalties, formitures, costs and
damages (whether in centrad, tort or strld liability, including but not limited to personal Injury,
death at any time and property damage), and from any and all claims, demands and scheme In
law or equity (including reasonable attorneys fees and litigation expenses) that arise out Of,
pertain to, of relate to the negligence, recklessness or willful misconduct of ADMINISTRATOR,
its principals, officers, employees, agents or authodzed volunteers in the performance of this
Agreement.
(b) ADMINISTRATOR shall proles and hold CITY and EDA harmless from
and against all liabll4ies that may ansa as a result of providing an award to assist (directly or
indirectly) in see preparation or construction as well as renovation or repair of any facillry, or site.
This applies to the extent that such liabilities are incurred. bemuse of ground water, surface, soil
or other conditions mused by operations of borrower or any of its predecessors on the property.
(o) If the ADMINISTRATOR subcontracts all or any parfion of the Services to
be performed under this Agreement, the ADMINISTRATOR shall rea lra each subcontractor to
Indemnity, Mid harmless and defend the CITY and each of its offimrs, officials, employees,
agents and auModzed volunteers in accordance with the terms of preceding peragaph (a) and
CITY and EDA in accordance will the terms of preceding paragraph (b).
(d) This section 9 shall survive the termination or expiration of this
Agreement.
10. Insurer
(a) Throughout me life of t0is Agreement, ADMINISTRATOR shall pay for
and maintain in full form and effect all insurance as required in Exhlbk B or as may be
authorized In were by ClT s Risk Manager or hisrher designee at any time and In hislher sole
discretion.
M) If at any time during the life of are Agreement, ADMINISTRATOR or any
of Its subcontractors fail to maintain any required insurance in full force and effect, all Services
and work under this Agreement shall be discontinued Immediately, and all compensation due or
becoming due to ADMINISTRATOR shall accrue to the CITY's account unfit CIN receives
notice ark evidence Net ADMINISTRATOR has restored the required Insurance to full face
and effect and has pall Me premiums therefore for a period satisfactory to CITY. Any failure to
maintain the required Insurance shall be sufficient rause for CITY t0 terminate that Agreement.
No action taken by CITY pureuant to this section shell In any way relieve ADMINISTRATOR of
Its responsibilities under this Agreement. The phrase 'fail to maintain any required insurance"
shall Include, without limitation, notdicfii n received by CITY Mat 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 ADMINISTRATOR shall not he
deemed to release or diminish the liability of ADMINISTRATOR, including, without limitation,
liability under Me 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
ADMINISTRATOR Approval or purchase of any Insurance contracts or pollees shall In no way
relieve from liability nor limit the liability of ADMINISTRATOR, its pdnupals, officers, agents.
employees, persons under the supervision of ADMINISTRATOR vendors, suppliers, invitees,
consultants, sub- consultants, subcontractors, or anyone employed direcay or indirectly by any of
Mand,
(d) Upon request of CITY, ADMINISTRATOR shall immediately furnish CITY
with a complete copy of any insurance sandy requlred under this Agreement, including all
endorsements, wind sold copy carti8ad by Me underwriter to be a true and correct copy of the
original Ibi Thisrequlrement shall survive expiration or Ruminator of Mis Agreement.
(e) R ADMINISTRATOR should subcontract all or any pordon of the Services
to be performed under this Agreement, ADMINISTRATOR shall require each subcontractor H
moves Insurance protection in favor of CITY and each of its officers, officials, employees,
agents and authorized volunteers in acceptance with Me terms of this section, except Met any
required certificates antl applicable endorsements shall be on file with ADMINISTRATOR and
CITY prior to the commencement of any Services by the subcentractor.
11. Fidelity Bond or Crime Insurance. Throughout Pre life of Mis Agreement,
ADMINISTRATOR will either pay for and maintain in full force and effect (1) a Fidelity Bond tram
a Treasury Listed corporate surety, admitted by the California Insurance Commissioner to do
business in the State of Cegfomia. In the amount of $880,000, naming the CITY and EDA as
obligees. Hereunder; or (it) a policy of Commercial Crime insurance In accordance AM
Section 10, above, which shall include coverage for employee Matt win limits of liability of not
less than $881 (the policy shall contain a Blanket Client Property — Off Premises
Endorsement and Joint Lass Payee Endorsement In favor of the CITY).
12. 0811 ofInterest and N -S IIT( -
(a) Prior to CITY'a execution of this Agreement, ADMINISTRATOR shall
complete a City of Fresno conflict of interest disclosure statement in the form as set forth in
Exhibit C. During He term of this Agreement. ADMINISTRATOR shall have Me obligation and
duty to immediately notify CITY In wnfing of any change to the Information provided by
ADMINISTRATOR in such statement.
(b) ADMINISTRATOR shall comply. and nal its subcontractors to comply,
with all applicable (i) professional canons and requirements governing avoidence of
Impermissible client conflicts: and (it) federal, state and local confild of Interest laws and
regulations Including, without limitafion, 13 C.F.R. § 302.17, California Government Code
Search 1080 at. seq., me California Political Reform Act (Calffomia Government Corte
Section 89100 at seal and the regulations of the Fair Political Practices Commission
concerning disclosure and disqualification (2 California Code of Regulations Section 18700 at.
seri Al any time, upon written request of CITY. ADMINISTRATOR shall provide at its sole
cast and expense a ended opinion of its legal counsel and that of any subcontractor that, after a
due diligent idol ADMINISTRATOR and the respective subcontraclor(s) are in full
compliance with all laws and regulations. ADMINISTRATOR shall take, and require Its
subcontractors to take, reasonable steps to avoid any appearance of a cordlid of interest. Upon
discovery of any facts giving rise to the appearance of a conflict of Interest, ADMINISTRATOR
shall immedlately noldy CITY of these facts in writing.
(c) In pedomring the work or Services to be provided hereunder,
ADMINISTRATOR shall not employ or retain the services of any pereon while such person
either is employed by CRY or is a member of any CITY council, commission, bond, committee,
or similar CITY body. Thls requirement may be waived In writing by the City Manager. X no
actual or potential cantct Is Involved.
(d) ADMINISTRATOR represents and warrants that It has not paid or agreed
to pay any compensation, contingent or oherwise, direct or Indirect, to solicit or procure this
Agreement or any rlghtslbenefts hereunder.
(e) Neither ADMINISTRATOR, nor any of ADMINISTRATOR's
subcontractors pert rming any Services, shall bid for, assist anyone In the preparation of a bid
for, or perform any services pursuant to, any other contract in connection With thus RLF unless
fully disclosed to end approved by the City Manager, in advance and In writing.
ADMINISTRATOR and any of Its subcontractors shall have no interest, direct or indirect, In any
other contractwtlh a third party In connection with the RIF unless such Interest is in accordance
with all applicable law and fully disclosed to and approved by the City Manager, In advance and
In whom. Notwithstanding any approval given by the Clty Manager under this provision.
ADMINISTRATOR shall remain responsible far complying with paragreph (b), above.
(f) If ADMINISTRATOR should subcontract all or any ponlon of the work to
be pedonned or Services to be provided under this Agreement, ADMINISTRATOR shall Include
the provisions of this section in each subcontract and require Its subcontrectors to comply
therewih.
(g) This section 12 shall survive expiretlen or termination of this Agreement
13. Further Grant Applications and Responses. ADMINISTRATOR, with support
horn the CITY, will solicit, apply and respond appropriately b future EDA grant posslbllities in
support of this RLF. RLF funds and or income will not be utilized to cover related expenses for
the sdicitation of future grant funds.
14. ADMINISTRATOR Representations and Warranties. ADMINISTRATCR
represents and warrants that the fedual statements set forth in Us proposal to the CITY under
the RFP are true and, during the terms of this Agreement, ADMINISTRATOR will notify the
CITY of any changes that may affect ADMINITRATOR or its ability to carry out its obligations
under this Agreement.
16 Indeoendenl Contractor.
(a) In the fumishlng of the Services, ADMINISTRATOR is acting solely as an
independent contras lou. Neither ADMINISTRATOR. nor any of its officers, agents or employees
shall be deemed an officer, agent, employee, joint various, partner or associate of CITY for any
purpose. CITY shall have no right to control or supervise or direct the manner or method by
which ADMINISTRATOR shall perform Its work and functions. However, CITY shall retain the
right to administer this Agreement so as to verify that ADMINISTRATOR Is performing its
obligations in accordance with the terms and conditions thereof.
(b) This Agreement does not romance a partnership or joint venture between
ADMINISTRATOR and CITY. ADMINISTRATOR shall have no authority to bind CITY absent
CITY's express woman consent. Except to the extant otherwise provided In this Agreement,
ADMINISTRATOR shall bear its own costs and expenses in pursuit mental
(c) Because of its status as an independent contractor, ADMINISTRATOR
and its officers, agents and employees shall have absolutely no right to employment rights and
benefits available to CITY employees. ADMINISTRATOR 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 finia n, health, welfare and retirement benefils. In
addition. together with its other obligations under this Agreement, ADMINISTRATOR shall be
solely responsible, indemnify, defend and Save CITY harmless from all matters relafing to
employment and tax withholding for and payment of ADMINISTRATOR's employees, including,
without limitation. (I) compliance with Social Security and unemployment Insurance withholding,
payment of workerscompemsation benefits, and all other laws and regulations governing
matters of employee withholding, trues and payment: and (it) any claim of right or interest In
CITY employment benefits, entitlements, programs andfor funds offered employees of CITY
whether arising by reason of any common law, the fact, leased, of co�employse rights or ether
theory. It is acknowledged mal during the term of this Agreement, ADMINISTRATOR may be
providing services to others unrelated to CITY or to this Agreement.
16, Nondiscrimination. To the extent required by controlling federal, state and local
law. ADMINISTRATOR shall not employ discriminatory practices In the provision of Services,
employment of personnel, or In any other respell on the basis of race, religious creear calor,
national origin, ancestry, physical disability, mental disability, medical contlition, marital status,
sex, age, sexual orientafron, emnigty, status as a disabled veteran or veteran of the Vietnam
am. Subject to the foregoing and during the performance of this Agreement, ADMINISTRATOR
agrees as follows:
(p ADMINISTRATOR will cul with all applicable laws and regulations
providing that no person shall, on the ground of race, religious creed,
worst, national origin, ancestry, physical disability, mental disablliry,
medical condition, marital status, sex, age, sexual orientation, ethnicity,
status as a disabled veteran or veteran of the Vietnam era be excludetl
from par cipation In, be denied the benefits of, or be subject to
discrimination under any program or activity made possible by or resulting
from Mils Agreement.
(Ii) ADMINISTRATOR will not dlacmminate against any employee or applicant
for employment because of race, religious used color, national origin,
ancesM, physical disability, mantel disability, medical condition. mantel
status, sex, age, sexual odentation, ethnicity, status as a disabled veteran
or veteran of the Vietnam era. ADMINISTRATOR shall ensure that
applicants are employed and the employees are treated during
employment, without regard to their race, religious creed, color, national
origin, ancestry, physical Mail mental disability, medical condition,
martial status, sex, age, sexual odentation, etbnidty, status as a disabled
veteran or veteran of the tAemam ere. Such requirement shall apply to
ADMINISTRATOR's employment practices Including, but not be limited
M, the following: employment, upgrading, demotion or transfer,
recruitment or nsvui rr ent advertising, layoff or termination; rates of pay
or other forms of compensation; and selection for training, including
apprenticeship. ADMINISTRATOR agrees to post In conspicuous pieces,
available to employees and applicants for employment, notices seing
MM the provision of this nondiscrimination clause.
(iii) ADMINISTRATOR will, in all solicitations or advertisements for
employees placed by or on behalf of ADMINISTRATOR in pursuit hereof,
state Met all qualified applicants will receive consideration for
employment without regard to race, religious creed, color, national ongin,
ancestry, physical disability, mental dirmixiby, medical wool marital
status, sax, age, sexual orientation, sell status as a disabled veteran
or veteran of Me Vietnam era_
(Iv) ADMINISTRATOR will send to each labor union or representative of
workers with which it has a collective bargaining agreement or other
contract or understanding, a ootico advising such labor union or workers'
representatives of ADMINISTRATOR's commitment under this section
and shall post copies of the notice In conspicuous places available to
employees and applicants for employment.
17, Recycling Program. In the event ADMINISTRATOR maintalnsan office or
operates a Multty(ies), or is required herein to maintain or operate same, within the Incorporated
limits of the City of Fresno, ADMINISTRATOR at its sale cost and expense shall:
(i) Immediately establish and maintain a viable and ongoing recycling
program, approved by CITY'S Solid Waste Management Division, for
each office and facility. Literature describing CITY recycling programs is
available from C"'s Solid Waste Management Division and by calling
City of Fresno Recycling Ho6ine at (559) 621-1111.
(it) Immediately contact CIl Said Waste Management Division at
(559) 621-1452 and schedule a free waste audit, and cooperate with such
Division In their conduct of the audit for each office and facility.
(iii) Cooperate with and demonstrate to Me satisfaction of CITYs Solid Waste
Management Division the establishment of Me recycling program In
paragraph (i) above and the ongoing maintenance thereof.
18. General Terms.
(a) City Authorized Signature. Except as otherwise provided by law, all
notices expressly required of CITY within Me body of Mis Agreement and not otherwise
specifically provided for shall be effective only if signed by Me Director or hlsMer designee.
(b) Professional Skill. It is further mutually understood and agreed by and
between the parties hereto that Inasmuch as ADMINISTRATOR represents to CITY that
ADMINISTRATOR Is skilled In the profession and shall perform in accordance with the
standards of said profession necessary to perform Me Services, CITY relies upon Me skill of
ADMINISTRATOR to do and perform such Services In a sklllful manner and ADMINISTRATOR
agrees to thus perform the Services. Therefore, any acceptance of such Services by CITY shall
not operate as a release of ADMINISTRATOR from said professional standards.
(c) Notices. Any notice, request, demand, consent approval or other
communication (the 'Nonce ") required or intended to be given to either party under the terms of
this Agreement shall be in writing and shell be deemed to be duly given if delivered personally,
transmitted by faaimile provided me machine Anne a Most arM time confirmation and the
noticing party provides a hat copy by mail, or sent by United States registered or cartified mall
with postage prepaid, silver receipt requested addressed to Me party to which the Notice is to
be given at the parl address set forth on the signature page of this Agreement or at such
other address as the parties may from fime to time designate by written Notice. Unless
otherwise specified, a Notice will he asserted given when received it sent realm receipt
requested or the date of receipt is otherwise verifiable, but it delivery Is not accepted or
veritable, Men delivery will ba deemed on Me earlier of the date that delivery Is refused or
,18 boors after Notice is sent.
(d) Binding. Subject to paragraph (e), below, once Mis Agreement Is signed
by ail paries, it shall be binding upon, and shall inure to the benefit of, all paries, antl each
pates' respective heirs, successors, assigns, businesses, agents, servants, employees and
representatives.
(a) Assignment This Agreement is pemonal M ADMINISTRATOR and More
shall be no assignment, sale or subcmntracting by ADMINISTRATOR of Its rights or obligations
under this Agreement without the prior written approval of Me Director or hislher designee. Any
attempted assignment, sok or subcontracting by ADMINISTRATOR, its successors or assigns,
shall be null and void unless approved In writing by Me Director or hislher designee.
ADMINISTRATOR shall not subcontract to any federal agency, instrumentality, bureau or
employee without the prior approval of the EDA.
(f) Waiver. The wolver by either parry of a breech by theother of any
provision of this Agreement shall not constitute a continuing waiver ora waiver of any
subsequent breach of either the came or a different provision of this Agreement. No provisions
of this Agreement may be waived unless in writing and signed by all pates to this Agreement.
Waiver of any one provision herein shall not be Moused to be a walver of any other provision
herein.
(g) Governing Law and Venue. This Agreement shall be governed by, and
construed and enforced In accordance with, Me laws of Me State of California, excluding,
however, any conflict of laws rule which would apply the law of another jNsdiction. Venue for
purposes of the filing of any action regarding the enforcement or Interpretation of this
Agreement and any rights and duties hereunder shall be Fresno Ceunty. C Iffomia.
(h) Headings. The section headings In this Agreement are for convenience
and reference only and shall not be construed or held in any way to explain, modi y or add to
Me interpretation or meaning of me provisions of this Agreement.
(i) Severability. The provisions of this Agreement are severable. The
Invalidity, or unenforceability, of any one provision in this Agreement shall not affect the other
provisions.
g) Interpretation. The parties acknowledge Mat Mis Agreement in its frrel
form is Me result of the combined efforts of Me parties and Mat, should any provision of this
Agreement be round to be ambiguous In any way, such ambiguity shall not be resolved by
construing this Agreement in favor of or against either party, but carrier by censtruing Me terms
in accordance with Meir generally accepted meaning.
(k) Attorneys Fees. If any arbitration, proceeding, controversy, claim,
dispute or litigation occurs between Me parties or by EDA to enforce or Interpret any of Me
previsions of MIs Agreement or the Program Requirements, Me nonprevisting party will pay to
the prevailing party all coats and expenses including, without limitation, reasonable attorneys'
fees, incurred therein. Attorneys' fees will include, without limitation, fees Incurred in-house,
during a trial of the action, and because of an appeal from any judgment entered In the litigation
or proceeding.
(1) Precedence of Documents. ADMINISTRATOR will, In all respects,
perform Me Services and carry out the terms of this Agreement according to the Program
Requirements. The priority or precedence of authority In interpreting and carrying out this
Agreement will he as follows: (I) the law and regulations specifically applicable to the RLF Grant
program. (ii) Me Program Requirements Issued by the EDA. (til) the guidelines and
requirements established by Me CITY (including, without limitation, the Plan), and then (iv) the
procedures established by ADMINISTRATOR.
(m) Cumulative Remedies. No remarry or election hereunder shall he
deemed exclusive but Shall, wherever possible, he cumulative with all other remedies at law or
in equity.
(n) No ThiN Party Beneficiaries. The rights, interests, duties and obligations
defined within this Agreement are Intended for the specific parties hereto as identified In the
preamble of this Agreement. Notwithstanding anything stated to the contrary In this Agreement,
it is not intended Met any rights or interests in this Agreement benefit or flow to Me interest of
any I parties.
(o) Time is of the Essence. Time is of the essence of every provision herein
contained.
(p) Independent Arms. Each party's counsel has revewad this Agreement
and contributed to Its drafting, or each party has been given a chance for Its counsel to review
and contribute to the drafting. No party hes received, ham the other, any accounting, tax, legal
and other ail Each party has refund solely upon the adNce of is own accounting, tax, legal
and other advisors.
(q) Further Assurances. The parties will sign all further documents and tike
any further steps necessary to carry out the intent and purpose of this Agreement.
(r) Extent of Agreement The exhibits, and the Program Requirements
referenced in this Agreement are by the references incorporated Into and made a part of this
Agreement. Each parry acknowledges that they have read and fully understand the contents of
this Agreement. This Agreement is me entire Agreement between the parties hereto with
respect to me administration of the CftYs EDA RLF and supersedes all prior negctlabons,
representations or agreements, either written or oral. This Agreement may rot be modited,
amended or atherwlse changed In any manner except by a writing signed by an authorizetl
representative of the party against whom enforcement is Bought.
FRA
IN WRNESS WHEREOF, Me parties have executed this Agreement at Fresno,
California, the day and year first above written.
CITY OF FRESNO;
a California municipa poratlpn
By
CrajSxJe,>on Eco k Demlopment Department
ATTEST:
REBECCA E. KLISCH
CM1y C
Ux
By. u � t/sglD9
APPROVED AS TO FORM:
JAMES C. SANCHEZ
City Attorney
Nan S5 A AlgieD Date
SaPfor Deputy
Addresses
Cm:
City of Fresno
Attention: Director,
Economic Development Department
2600 Fresno Street
Fresno, CA 93721-3608
Phone: (559)621-8355
FAX (559)48&1078
CEN CAL BUST SSFIN GROUP,
a Califo I6 -pr org on
By
Roe R Garde,
Executive Director
ADMINISTRATOR:
Can Cal Business Finance Group
Attention: Robert R. Garcia, Executive
Director
5094 North Fruh. Suite 103
Fresno, CA 93711
Phone (559)227-1158
FAX '.(559)227-7926
Attachments:
1. Exhibit A -Scope of Services
2. Extolled B- Insuranoor Requirements
3. Exhibit C - Conflict of Interest Disclosure Form
Eahron A
SCOPE OF SERVICES
Agreement between City of Fresno ('City")
and Con Cal Business Finance Group ("Adminlstratal
Adrimmiagation ofCI of Fresno thei Loan Find
Matti
Administrator shall perform the following services:
1. Administer to City of Fresno Revolving Loan Fund (RLP) In compliance with Me
EDA Revolving Loan Fund Financial Assistance Award Standard Terms 9
Conditions, dated October 9, 2007 (the 'Terms and Condfifi ; and the RLF
Administrative Plan, dated December 16, 2004 and effacthre January 2, 2008 (the
'Plan') (copies annua ). The foregoing, along with the City's 1960 Grant Awl
('Gmi from me U.S. Department of Commerce - Economic Development
Administration ('EDA') shall collectively be referred to herein as Me 'Program
Requirements.'
2. Service new loans and the existing portfolio of loans under the RLF program. This
Includes, but is not limited to, processing, tracking, and accounting for payments;
releasing collateral and sadshang liens when the loans are paid off, and pumump
appropriate collection eRorks.
3. Marketing Me loan program. This will be done Independently, and in cellestia los
with economic development organieatlons, including the City of Fresno.
4. Assisting potential borrowers, providing technical assistance, providing appropriate
referrals to other economic development organivadons, accepting loan applications,
underwriting the request in accordance well the Plan, and in accordance with
federal and State of Caltlomia laws and regulations ('Laws 8 Regi
5. Approving loans, conditionally approving loans, or declining loans, as appropriate,
in accordance with the Plan. Laws 8 Rags (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, dose all loew, and disburse funs.
y. Mail all documents and records In a safe and secure facility.
8. Prepare required reports, correctly, and within required time Ilmds. Currently, this
Includes two semHarmual reports (Financial status and Federal Cash Transactions
Repormi as of March 31" and September 3041, which are clue to the City by
Apol 10' and October 10", respectively. This also Includes all financial and audit
reports required pursuant 1013 C.F.R. § 307.14 and by the EDA.
9. Work cooperatively with the City to develop any modifications to that Plan R they
become necessary due to changes in laws, regulations, changes dictated by to
EDA, or changes mat will make administration of the program more effective. This
shall also include making recommendations to City, and responding to questions
Page 1 of 1
Mom Cry, about the program and for the purpose of making administration of the
program more effective.
10. Operate no RLF in accordance with generally accepted accounting principles.
11. Provide City with the following written cartmcation (dated and signed under penalty
of pndury under Me laws of the State of California) prior to conducting loan
activities and disbursement of any RLF funds-
Gen Cal Business Finance Group certifies Mat standard RLF loan documents
reasonably necessary for landing are in place and Nese documents have been
reviewed by our legal counsel for adequacy and compliance with the EGA
Revolving Loan Fund Financial Assistance Awad Standard Terms 8
Conditions, could October 9, 2007, and applicable State and local laws.
12. Submit a completed Farm SF -LLL. 'Discloture W Lobbying Activities' In
accordance with the Terms and Conditions and 31 US.C. § 1352, incuding
implementing regulations found at 15 C.F.R. part 28, 'New Restrictions on
Lobbying.'
13. Submit a completed Form 06512, 'Celcations Regarding Defaonen6
suspension, Ineligibility and Voluntary Exclusion—Lower Tier Covered
Transactions and Lobbying' in accordance with the Terns and Conditions.
14. To the extent consistent with Me geographic eligibility requirements In the. Program
Requirements, Administrator will administer Me RLF Grant to sena businesses
within the Incorporated limits of the City, as de0netl and amended by City and
approved! by Me EDA.
15. Administrator will Include, as pad of Its loan mi process, the City's threshold
loan eligibility requirements, as Me City may revise the requirements ham time to
time, with notice to Administrator. Currently, Me City's threshed requirements
include Me creation and retention of jobs and reasonable likelihood of business
success.
16. Administrator will evaluate each loan appllcation to decide whether the proposed
bonowar and proposed loan are eligible under Me Program Requirements.
17. Administrator will set up, to the extent practicable and to the extent within the
Program Requirements, a loan application process that includes, without shunter,
each of the following:
(i) An Administrator ban officer will meet with each loan applicant (proposed
borrower) and explain the RLF and Administrators role in helping the
applicant.
01) It Me applicant and the loan proposal generally meet the City's threshold
eligibility requirements and! the loan criteria that Administrator establishes.
Administrator will give the applicant an Information checklist The
checklist will outline the format and the crow in which Me applicant must
assemble information for the loan applicant, and will contain Me specific
Page 2 of 2
Program Requirements governing Administrators gram and
administration of the proposed RLF loan.
(iii) Administrator'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.
(iv) An Administrator staff loan committee will prepare the ban write-up and
present It to the Administrator Loan Commiftee or Board of Directors.
FBoard) only when it Is prepared to recommend approve, Staff
presentations to Pre Loan Committee or Boats will include each of the
following:
• Summary of Loan
• Detalls of Loan Request
• Analysis of the Business
• Market Analysis
• Financial Analysis
Proforma Statements
Management Assessment
• Recommendation
18. Administrator will net up, to the extent practicable and to the extent consistent with
the Program Requirements, the following procedures to monitor loans It grams
under the RLF.
(i) Administrator 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 Administrator.
(11) Administrator will review, at least annually, each borrowers 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, tumover, and liquidity ratios, and
borrower s maintenance of required documents, such as life and 'all risk'
insurance pollciesoinders, assignment of rents, landlord waivers, and
such. Adminlstmtar will maintain a computer calendaring and backing
system to help in carrying out this obligation- Administrator will follow up
compliance requirements, as needed, with each borrower by telephone
and confirming letters. If Administrator identifies compliance emblems,
and after notice to the borroweq Me borrower does not cure the
compliance problem, Administrator will request a special meeting with the
borrower (generally at Administrator offices).
(til) In the event Administrator is making loans to a borrower under both the
RLF arts another program, copies of all application documents including,
Page 3 of 3
without limitatlan, loan applications and finandal statements, shall be
Included in dre RLF file. Copies of all updated financial statements
prepared during the sar ming period shall also be Included in the RLF file.
19. Admlmstretor will maintain all RLF Grant funds and all repayments of ban Principal
In a segregated RLF account. As borrowers repay loans. Administrator will deposit
the repaid principal and RLF Income into the segregated account as part of the
mwMng bonowing base to make additional loans, all as set forth In the Program
Requirements.
Page 4 of 4
Exhibit B
INSURANCE REQUIREMENTS
Agreement between City of Fresno (•City')
and Can Cal Business Finance Group ("Administrator')
Administration of CIN of Fresno Revolving Loan Fund
PRQIEC all
Minimum Scope of Insurance
Coverage shall ba at least as broad as:
1. The most current version of Insurance Services Otgce (ISO) Commercial General
Liability Coverage Food CG 00 01, which shall include Insurance for "bodily
injury." "property damage' and 'personal and advertising may with coverage for
premises and operations, products and completed operations, and contractual
liability.
2. AcrossCompensation insurance as required by the California Labor Code and
Employer's Liability Insurance.
3. Professional Liability (Errors and Omissions) Insurance appropriate to
Administrators profession.
4. Commercial Crime insurance, which shall include coverage for employee theft.
(In lieu of Commercial Come insurance, a Fidelity Bond may be provided in
accordance with the Agreement.)
Minimum Limits of Insurance
Administrator shall annual limits of liability of not less. than:
1. General Uablliy:
$1,000,000 peroccurrance for bodily Injury and property damage
$1,000,000 per occurrence forpersonal and advertising Injury
$2,000,000 aggregate for products and completed operations
$2,000,000 general aggregate applying sepan aly b the work pedmmed under
the Agreement
2, Employer's Liability:
$1,W0.000 each accident far badly Injury
$1,000;000 disease each employee
$1,00,000 disease potty limit
3. Professional Liabllity(Erl and Omissions)
$1,00, WO per claimloocumence
$2,00,00 policy aggregate
Page 1 of 1
4. Crime Liability:
$880,00
Umbrella or Excess Insurance
In the event Administrator purchases an Umbrella or Excess insurance placy(ias) to meet May
-Minimum Limits of Insurance; this insurance pollcy(ies) shall 'Follow tocol and afford no Was
beverage gran the primary Insurance policy(ies).
Deductibles and Self-insured RaterNons
Administrator shall be responsible for payment of any deductibles contained in any Insurance
polices required hereunder and Administrator shall also be responsible for payment of any set -
insured retentions. Any deductibles or s ffinsured retentions must be declared to, and
approved by, Me Ciry's Risk Manager or his/her designee. At Me option of me City's Risk
Manager or hislber design", eimer (1) the insurer shell reduce or eliminate such deductibles or
self-insured retentlans as respects Cry, tis officers, officials, employees, agents and volunteers;
or (li) Administrator shall provide a financial guarantee, satisfactory to Ciry's Risk Manager or
his/her designee, guaranteeing Payment of losses and related investigations, claim
administration and defense expenses. At no time shall City be responsible for Me Payment of
any deductibles or self -Insured retentions.
Other Insurance Previsions
The Oenersl Liability Insurance Policy Is to contain, or be endorsed to contain, the following
provlslonsr
1. City, Its officers, officals, employees, agents and volunteers are to be covered as
additional insureds.
2. The coverage shall contain no special limitations on the scope of pretectlan
adopted to City, Its officers, officials, employees, agents and volunteers.
3. Administrator'a Insurance coverage shall be primary and no contribution shall be
required of City,
The Workers Compensation insurance ockcv is to contain, or be endorsed to contain, the
following provlsion: Administrator and Its Insurer shall waive any right of submgabon against
City, its omcars, officials, employees, agents and authorized volunteers..
If the Professional L' b! fErmis and O )"Insurance, policyIs written on a claims -made
form.
1. The "Retro Date' must be shown, and must be before Me effective date of the
Agreement or the commencement of wmk by Administrator,
2. Insurance must be maintalned and evidence of insurance must be provided for at
least 5 years after any expiration or temilre fion of the Agreement or. In the
alternative, the policy shall be endorsed to provide not less than a 5 -year
Page 2 of 2
discovery period. This requirement shall survive expiration or termination of the
Agreement.
3. If coverage Is canceled or non -renewed, and not replaced with another daims-
made policy form with a "Retro Date prior to the effective date of the Agreement,
Administrator must purchase 'extendetl reporting" coverage for a minimum of
5 years following the expiration or termination of to Agreement.
4. A copy of the claims reporting requirements must be submitted to City for review.
5. These requirements shall survive expiration or termination aMe Agreement.
The Commercial CrimpI' shalt contain a Blanket Client Property — Off Premises
Endorsement and Joint Loan Payee ErMorcement in favor of City.
All_pglicies of nuance required hereunder shell be endorsed to provide Nal the coverage shall
rat be cancelled non -renewed, reduced In coverage or in limits except after W calendar day
written notice by certified mail, return receipt requested, has been given to City. upon Issuance
by to insurer, broker, or agent of a notice of cancellation, non-anerval, or reduction in
coverage or In limits, Administrator shall furnish City with a new repocate and applicable
endorsements for such policy(iss), in Me event any policy is due to expire during the work to be
parformed far City, Administrator shall provide a new cumbrous. and applicable endorsements,
evidencing renewal of such policy not less tan 15 calendar days prior to the expiration date of
the expiring policy.
Acceptability of Insurers
All policies of Insurance required hereunder shall be placed with an Insurance campenytiea)
admitted by the California Insurance Commissioner to do business in the State of California and
rated not less then -A-VII' In Best's Insurance Rating Guide; or authorized by Cbys Risk
Manager.
Verification of Coverage
Administrator shall furnish City wit all cerfifcate(s) and applicable endorsements effecting
coverage required hereunder. All certificates and applicable endorsements are to he received
and approved by to City's Risk Manager or Mother designee prior to Citys execution of the
Agreement and before work commences.
Page 3 of 3
Exhibit C
DISCLOSURE OF CONFLICT OF INTEREST
Administration of City ofF Rei Loan Fund
PROJECT TITLE
Explanation:
D Additional pages) attached.
M
�Igin
Robert R. Garcia
(name)
Can Cal Business Finance Group
(omnpany)
5094 N. Fruit Avenue X103
(address)
Fresno, CA 93711
(dty statezip)
YES'
NO
1
Are you currently In litigation with the City of Fresno or any of its
❑
❑'
agents?
2
Oo you represent any grrn, organization or person who is In
❑
[(�
litigation with the City of Fresno?
3
Do you currently represent or perform work for any Giants who do
❑
[�
business with the City Of Fresno?
4
Are you or any of your Cirripals, 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.
Relate! by blood or marriage to any qty of Fresno emplayee who
❑
1;4-�
has any signAlcant role in the subject matter of Mls service]
6
Do you or any of your subcontractors hats, or expect to have, any
interest, direct or Indirect. In any other contract In cc cbo with
L1this
project?
' R the answer to any auastion is yes, please II w.
Explanation:
D Additional pages) attached.
M
�Igin
Robert R. Garcia
(name)
Can Cal Business Finance Group
(omnpany)
5094 N. Fruit Avenue X103
(address)
Fresno, CA 93711
(dty statezip)