HomeMy WebLinkAbout920401.tiff RESOLUTION
RE: APPROVE AMENDMENT CONTRACT WITH COLORADO DEPARTMENT OF LOCAL AFFAIRS FOR
WELD-LARIMER REVOLVING LOAN FUND AND AUTHORIZE CHAIRMAN TO SIGN
WHEREAS, the Board of County Commissioners of Weld County, Colorado,
pursuant to Colorado statute and the Weld County Home Rule Charter, is vested
with the authority of administering the affairs of Weld County, Colorado, and
WHEREAS, the Board did, by Resolution dated January 8, 1990, approve the
Community Development Block Grant Contract with the Colorado Department of Local
Affairs for the Weld-Larimer Revolving Loan Fund, and
WHEREAS, the Board has been presented with an Amendment Contract to said
contract, with the terms and conditions being as stated in said amendment
contract, and
WHEREAS, after review, the Board deems it advisable to approve said
amendment contract, a copy of which is attached hereto and incorporated herein
by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Amendment Contract with Colorado Department of Local
Affairs for Weld-Larimer Revolving Loan Fund be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chairman be, and hereby is,
authorized to sign said amendment contract.
The above and foregoing Resolution was, on motion duly made and seconded,
adopted by the following vote on the 13th day of May, A.D. , 1992.
ATTEST: /01/1"44 BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
Weld County Clerk to the Board %X* ? _ �t
George KeArnedy, hairman
gy; hAJ EXCUSED DATE OF SIGNING (AYE)
Deputy Cle to the Board_.,., Constance L. Harbert, Pro-Tem
APPROVED AS FORM: /4f2„,
C. W. Kirby/�
County Attorney G +r t
W. H. Webster
920401
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DEPARTMENT OR AGENCY NUMBER
NAA
Form 6-AC-021(R 5/85) CONTRACT ROUTING NUMBER
CDBG 89-685 GRANT BUDGET LINE
AMENDMENT
CONTRACT
THIS CONTRACT, made this day of 19 , by and
between the State of Colorado for the use and benefit of the Department of Local Affairs, 1313
Sherman Street, Denver, Colorado 80203, hereinafter referred to as the State, and Weld County,
Colorado, hereinafter referred to as the Contractor.
WHEREAS, authority exists in the Law and Funds have been budgeted, appropriated and
otherwise made available and a sufficient unencumbered balance thereof remains available for
payment in Fund Number . Appropriation Code . Org. No.
, Contract Encumbrance Number C 859685 ; and
WHEREAS,required approval, clearance and coordination has been accomplished from and
with appropriate agencies; and
WHEREAS, the State and the Contractor have previously entered into a Contract dated
February 6, 1990, with Contract Routing Number 89-685, and Contract Encumbrance Number
C 859685, hereinafter referred to as the Original Contract, for the expenditure of Community
Development Block Grant (CDBG) funds for a two-county revolving loan fund (RLF) program; and
WHEREAS, the state Office of Business Development has approved a working capital loan
to Rocky Mountain Railcar, Inc. in the amount of$260,000.00; and
WHEREAS, Weld County has agreed to act as agent for the state OBD, through its
subgrantee Weld-Iarimer Revolving Loan Fund, for this loan and shall receive $2,000 in
consideration for administrative costs incurred as a result of processing and servicing this loan; and
WHEREAS, the Executive Director of the Department of Local Affairs of the State of
Colorado has determined it to be appropriate to provide supplemental CDBG funds totalling Two
Hundred Sixty Two Thousand Dollars ($262,000.00); and
WHEREAS, the parties hereto now deem it necessary and desirable to amend the Original
Contract in order to reflect these changes in the Budget.
(Revised language will appear in bold typeface.)
NOW THEREFORE it is hereby agreed that:
Page 1 of 9 pages
920401
1. Provision 9 on page 4 of 15 pages of the Original Contract is amended to read as
follows:
9. Affirmatively Furthering Fair Housing. The Contractor shall
affirmatively further fair housing in addition to conducting and administering its
Project in conformity with the equal opportunity requirements of Tide VI of the Civil
Rights Act of 1964 and the Fair Housing Act, as required herein.
2. Provision 11 on page 4 of 15 pages of the Original Contract is amended to read as
follows:
11. Compensation and Method of Payment The State agrees to pay to
Contractor, in consideration for the work and services to be performed, a total
amount not to exceed Four Hundred Twelve Thousand Dollars ($412,000.00). The
method and time of payment shall be made in accordance with the "Payment
Method" set forth herein.
3. Provision 23(u) on page 11 of 15 pages of the Original Contract is amended to read
as follows:
u) The Fair Housing Act (42 USC 3601-20), as amended, prohibiting
housing discrimination on the basis of race, color, religion, sex,
national origin, handicap and familial status.
4. A new Provision 29 shall be inserted on page 12 of 15 pages of the Original Contract
and is amended to read as follows:
29. Excessive Force. In accordance with section 519 of Public Law 101-
144, the HUD Appropriations Act, the Contractor has adopted and is enforcing a
policy prohibiting the use of excessive force by law enforcement agencies within its
jurisdiction against any individuals engaged in non-violent civil rights
demonstrations.
5. A new provision shall be inserted as Provision 30 on page 12 of 15 pages of the
Original Contract and is amended to read as follows:
30. Lobbying The Contractor assures and certifies that:
a) No Federal appropriated funds have been paid or will be paid,
by or on behalf of the undersigned, to any person for influencing or attempting to
influence an officer or employee of any agency, a Member of Congress, an officer
or employee of Congress, or an employee of a Member of Congress in connection
with the awarding of any federal contract, the making of any federal grant, the
making of any federal loan,the entering into of any cooperative agreement,and the
extension, continuation, renewal, amendment, or modification of any federal
contract, grant, loan, or cooperative agreement
Page 2 of 9 pages
920401
b) If any funds other than federal appropriated funds have been
paid or will be paid to any person for influencing or attempting to influence an offer
or employee of any agency, a Member of Congress, an officer or employee of
Congress,or an employee of a Member of Congress in connection with this federally
funded contract,grant,loan,or cooperative agreement,it shall complete and submit
Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its
instructions.
c) It shall require that the language of this certification be
included in the award documents for all subawards at all tiers (including
subcontracts, subgranus, and contracts under grants, loans, and cooperative
agreements) and that all subrecipients shall certify and disdose accordingly.
d) It understands that this certification is a material
representation of fact upon which reliance was placed when this transaction was
made or entered into. Submission of this certification is a prerequisite for making
or entering into this transaction imposed by section 1352,title 31, U.S.Code. Any
person who fails to file the required certification shall be subject to a civil penalty
of not less than$10,000 and not more than$100,000 for each such failure.
6. Original Provisions numbered 29 and 30 on page 12 of 15 pages of the Original
Contract should be amended and renumbered as provisions 31 and 32, respectively.
7. Provision 1(a)3 on page 1 of 5 pages of Exhibit A of the Original Contract is
amended to read as follows:
3. All revenues received by the Contractor which result directly from the
CDBG-assisted activity, including but not limited to principal and
interest payments, origination fees, servicing charges,interest earned
on program income and proceeds from sales of acquired assets, shall
be considered program income. All program income shall be
retained by the Contractor or subgrantee to continue operation of
the revolving loan fund. A maximum of$20,000 of program income
may be applied to direct revolving loan fund administrative costs
during the term of the Contract The balance of program income
shall be applied toward business assistance. Any program income on
hand at the time of project dose out shall continue to be subject to
CDBG requirements. Contractor shall be required to submit
quarterly financial status reports on program income until it has
been expended. Efforts must be made by Contractor to expend
program income funds on assistance to businesses or RLF
administrative costs prior to requesting an additional allocation from
the State.
8. Provision 1(b)1 on page 3 of 5 pages of Exhibit A of the Original Contract is
amended to read as follows:
Page 3 of 9 pages
1. The CDBG contribution to the Project, exclusive of program income,
shall not exceed Four Hundred Twelve Thousand Dollars
($412,000.00). Of this total appropriation, One Hundred Fifty
Thousand Dollars ($150,000.00) shall be applied to the RLF and
Two Hundred Sixty Two Thousand Dollars ($262,000.00) shall be
applied toward state OBD projects and costs related thereto.
9. Provision 1(b)2 on page 3 of 5 pages of Exhibit A of the Original Contract is
amended to read as follows:
2. Contractor shall be required to seek leveraged funds provided by
participating banks and investors,but these leveraged funds shall not
be considered matching funds subject to federal audit requirements.
Unless modification is authorized in writing by the state's Office of
Business Development, or its designee, the Contractor shall be
responsible for ensuring that at least $702,000 from participating
banks, agencies, and investors are committed to this Project during
the term of this Contract. Contractor/local contribution to this
Project shall be at least$18,500 of in-kind contributions during the
term of this Contract.
10. Provision 1(b)4 on page 3 of 5 pages of Exhibit A of the Original Contract is
amended to read as follows:
4. The Contractor commits that at least ninety eight(98)full-time,new,
permanent positions will be directly created or retained through the
provision of CDBG funds. The Contractor shall make all reasonable
efforts to achieve a goal to fill at least seventy percent (70%) of all
jobs created or retained by low and moderate income persons. A
minimum of fifty-one percent (51%) of jobs created or retained by
each borrower must be filled by low and moderate income persons.
11. A new provision shall be inserted as 1(b)7 on page 3 of 8 pages of Exhibit A of the
Original Contract and shall read as follows:
7. As of the effective date of this Amendment to the Contract,
Contractor has agreed to assist as an agency for state OBD project
assistance for Rocky Mountain Railcar, Inc. Contractor shall be
required to perform those responsibilities delineated in the award
letter dated March 31, 1992. A copy of the award letter is attached
hereto as Exhibit C and shall be incorporated herein. Any proceeds
from the Rocky Mountain Railcar Loan chall be retained locally by
Contractor or its subgrantee to be added to other funds committed
to continue the operation of the revolving loan fund.
12. Provision 2(b) on page 4 of 5 pages of Exhibit A of the Original Contract is amended
as follows:
Page 4 of 9 pages
92042/11.
b. The Project shall be completed by February 5, 1993, unless
modification is authorized in writing by OBD or its agent and
Department of Local Affairs prior to expiration of the amendment to
the Contract. In order to complete the Contract in the above time
period, one hundred percent (100%) of funds provided through this
Contract shall have been expended,unless OBD,Department of Local
Affairs or their respective agents and Contractor mutually agree to
de-obligate a portion of such funds. In addition, Contractor shall
provide written evidence that projected number of jobs have been
actually created or retained by each individual RLF project and
collectively met the requirement in provision 1.b.5. of this Exhibit A.
Hiring requirement of low to moderate income persons must be
achieved per project as well. In the event there is any deviation from
job creation,retention or low/moderate income hiring requirements,
documentation must substantiate the reasons for any such
deficiencies. If a deficiency exists, a review by the Department of
Local Affairs and/or Office of Business Development, or their
respective agent, will be made to determine the ability to close this
Contract. The Contract shall be determined to be closed as of the
date of the termination date of the Contract Funds derived from the
Contract and on hand at the time of dose out are program income
and subject to CDBG requirements. Funds received subsequent to
the dosing date shall be deemed revolved funds which are not
subject to CDBG requirements. Such revolved funds must be applied
toward business assistance and administrative costs to continue the
operation of the revolving loan fund.
13. Provision 3 on page 4 of 5 pages of Exhibit A of the Original Contract is amended
to read as follows:
3. Budget
a. REVENUE
Community Development Block Grant Funds $412,000
Contractor/Local Injection (a minimum of) $18,500
Other Leveraged Funds (a minimum of) $702,000
TOTAL $1,132,500
Page 5 of 9 pages
920491
b. EXPENDITURES
State Other
Line Item Total CDBG Funds Sources
RLF Assistance to $690,000 $138,000 $552,000 Bank,
Private Businesses Investors,
Other Lenders
State Pass-Through $410,000 $260,000 $150,000 Banks,
Assistance to Investors,
Private Businesses Other Lenders
Pass-Through $2,000 $2,000 -0-
Administration
Administration $30,500 $12,000 $18,500 Contractor
TOTALS $1,132,500 $412,000 $720,500
14. All references to the Office of Economic Development COED") in the Original
Contract shall be hereby amended to read Office of Business Development ("OBD").
All other terms of the Original Contract remain in full force and effect.
Page 6 of 9 pages
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Form 6-AC-02B
SPECIAL PROVISIONS
CONTROII-FR'S APPROVAL
1. This contract shall not be deemed valid until it shall have been approved by the Controller of the State of Colorado or such
assistant as he may designate. This provision is applicable to any contract involving the payment of money by the State.
FUND AVAILABILITY
2. Financial obligations of the State payable after the current fiscal year are contingent upon funds for that purpose being
appropriated,budgeted and otherwise made available.
BOND REQUIREMENT
3. If this contract involves the payment of more than fifty thousand dollars for the construction,erection,repair,maintenance,
or improvement of any building,road,bridge,viaduct,tunnel,excavation or other public works for this State,the contractor shall,before
entering the performance of any such work included in this contract, duly execute and deliver to and file with the official whose
signature appeats below for the State,a good and sufficient bond or other acceptable surety to be approved by said official in a penal
sum not less than one-half of the total amount payable by the terms of this contract. Such bond shall be duly executed by a qualified
corporate surety,conditioned for the due and faithful performance of the contract,and in addition,shall provide that if the contractor
or his subcontractors fail to duly pay for any labor,materials,team hire, sustenance,provisions, prevendor or other supplies used or
consumed by such contractor or his subcontractor in performance of the work contracted to be done,the surety will pay the same in
an amount not exceeding the sum specified in the bond,together with interest at the rate of eight percent per annum. Unless such bond,
when so required,is executed,delivered and filed,no claim in favor of the contractor arising under this contract shall be audited,allowed
or paid. A certified or cashier's check or a bank money order payable to the Treasurer of the State of Colorado may be accepted in lieu
of a bond. This provision is in compliance with 38-26-106 CRS,as amended.
INDEMNIFICATION
4. To the extent authorized by law,the contractor shall indemnify,save and hold harmless the State,its employees and agents,
against any and all claims,damages,liability and court awards including costs,expenses,and attorney fees incurred as a result of any
act or omission by the contractor,or its employees,agents,subcontractors,or assignees pursuant to the terms of this contract.
DISCRIMINATION AND AFFIRMATIVE ACTION
5. The contractor agrees to comply with the letter and spirit of the Colorado Antidiscrimination Act of 1957,as amended,
and other applicable law respecting discrimination and unfair employment practices (24-34-402,CRS 1982 Replacement Vol.),and as
required by Executive Order,Equal Opportunity and Affirmative Action,dated April 16,1975. Pursuant thereto,the following provisions
shall be contained in all State contracts or sub-contracts.
During the performance of this contract,the contractor agrees as follows:
(1) The contractor will not discriminate against any employee or applicant for employment because of race, creed, color,
national origin,sex,marital status,religion,ancestry,mental or physical handicap,or age. The contractor will take affirmative
action to insure that applicants are employed,and that employees are treated during employment,without regard to the above
mentioned characteristics. Such action shall include,but not be limited to the following: employment,upgrading,demotion,
or transfer,recruitment or recruitment advertising;lay-offs or terminations;rates of pay or other forms of compensation;and
selection for training,including apprenticeship. The contractor agrees to post in conspicuous places,available to employees
and applicants for employment, notices to be provided by the contracting officer setting forth provisions of this non-
discrimination clause.
(2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state
that all qualified applicants will receive consideration for employment without regard to race,creed,color, national origin,
sex, marital status,religion,ancestry, mental or physical handicap,or age.
(3) The contractor will send to each labor union or representative of workers with which he has collective bargaining
agreement or other contract or understanding,notice to be provided by the contracting officer,advising the labor union or
workers'representative of the contractors commitment under the Executive Order,Equal Opportunity and Affirmative Action,
dated April 16, 1975,and of the rules, regulations,and relevant Orders of the Governor.
(4) The contractor and labor unions will furnish all information and reports required by Executive Order,Equal Opportunity
and Affirmative Action of April 16, 1975,and by the rules,regulations and Orders of the Governor,or pursuant thereto,and
will permit access to his books,records,and accounts by the contracting agency and the office of the Governor or his designee
for purposes of investigation to ascertain compliance with such rules, regulations and orders.
Page 7 of 9 pages
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(5) A labor organization will not exclude any individual otherwise qualified from full membership rights in such labor
organization, or expel any such individual from membership in such labor organization or discriminate against any of its
members in the full enjoyment of work opportunity, because of race,creed,color,sex, national origin,or ancestry.
(6) A labor organization,or the employees or members thereof will not aid,abet,incite,compel or coerce the doing of any
act defined in this contract to be discriminatory or obstruct or prevent any person from complying with the provisions of this
contract or any order issued thereunder;or attempt either directly or indirectly, to commit any act defined in this contract
to be discriminatory.
(7) In the event of the contractor's non-compliance with the non-discrimination clauses of this contract or with any of such
rules,regulations,or orders,this contract may be cancelled,terminated or suspended in whole or in part and the contractor
may be declared ineligible for further State contracts in accordance with procedures, authorized in Executive Order, Equal
Opportunity and Affirmative Action of April 16, 1975 and the rules, regulations, or orders promulgated in accordance
therewith,and such other sanctions as may be imposed and remedies as may be invoked as provided in Executive Order,Equal
Opportunity and Affirmative Action of April 16,1975,or by rules,regulations,or orders promulgated in accordance therewith,
or as otherwise provided by law.
(8) The contractor will include the provisions of paragraph(1)through(8)in every sub-contract and subcontractor purchase
order unless exempted by rules,regulations,or orders issued pursuant to Executive Order,Equal Opportunity and Affirmative
Action of April 16,1975,so that such provisions will be binding upon each subcontractor or vendor. The contractor will take
such action with respect to any sub-contracting or purchase order as the contracting agency may direct, as a means of
enforcing such provisions, including sanctions for non-compliance; provided, however, that in the event the contractor
becomes involved in,or is threatened with, litigation with the subcontractor or vendor as a result of such direction by the
contracting agency,the contractor may request the State of Colorado to enter into such litigation to protect the interest of
the State of Colorado.
COLORADO LABOR PREFERENCE
6a. Provisions of 8-17-101&102,CRS for preference of Colorado labor are applicable to this contract if public works within
the State are undertaken hereunder and are financed in whole or in part by State funds.
b. When construction contract for a public project is to be awarded to a bidder,a resident bidder shall be allowed a preference
against a non-resident bidder from a state or foreign country equal to the preference given or required by the state or foreign country
in which the non-resident bidder is a resident. If it is determined by the officer responsible for awarding the bid that compliance with
this subsection .06 may cause denial of federal funds which would otherwise be available or would otherwise be inconsistent with
requirements of federal law,-this subsection shall be suspended, but only to the extent necessary to prevent denial of the moneys or to
eliminate the inconsistency with federal requirements (section 8-19-101 and 102,CRS).
GENERAL
7. The laws of the State of Colorado and rules and regulations issued pursuant thereto shall be applied in the interpretation,
execution and enforcement of this contract. My provision of this contract whether or not incorporated herein by reference which
provides for arbitration by any extra-judicial body or person or which is otherwise in conflict with said laws,rules and regulations shall
be considered null and void. Nothing contained in any provision incorporated herein by reference which purports to negate this or any
other special provision in whole or in part shall be valid or enforceable or available in any action at law whether by way of complaint,
defense or otherwise. Any provision rendered null and void by the operation of this provision will not invalidate the remainder of this
contract to the extent that the contract is capable of execution.
8. At all times during the performance of this Contract,the Contractor shall strictly adhere to all applicable federal and state
laws, rules and regulations that have been or may hereafter be established.
9. The signatories hereto aver that they are familiar with 18-8-301,et.seq., (Bribery and Corrupt Influences)and 18-8401,
et seq., (Abuse of Public Office),CRS 1978 Replacement Vol.,and that no violation of such provisions is present.
10. The signatories aver that to their knowledge, no state employee has a personal or beneficial interest whatsoever in the
service or property described herein.
Page 8 of 9 pages
JO/at
IN WITNESS WHEREOF,the parties hereto have executed this Contract on the day first above written.
Contractor:
WELD COUNTY BOARD OF COMMISSIONERS STATE OF CDWRADO
(Full Legal Name) ROY ROMER,GOVERNOR
P.O. BOX 758
(Address) By:
•5 Executive Director
GREELEY, CO 80631
(City,State,Zip)
Local Affairs
84-6000813 (Department of)
(Social Security Number or Federal I.D.Number)
By:
RGE KE EDY
Its: CHAIRMAN
(IF CORPORATION:) I/
"/ Al
ATTEST (Seal) / ! /61 /i2 t
By. �v`�
ZNEECO4WOYCImc TO BOARD
APPROVALS:
ATTORNEY GENERAL CONTROLLER
By: By:
Page 9 of 9 pages
920401
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EXHIBIT C
AWARD LETTER FOR ROCKY MOUNTAIN RAILCAR, INC.
920401
COLORADO
March 31, 1992
Ron Maynard, President
Rocky Mountain Railcar, Inc.
Post Office Box 218
Hudson, Colorado 80642
Dear Mr. Maynard:
On behalf of the Financial Review Committee ("FRC") of
Office of the Governor's Office of Business Development, I am
Economic Development pleased to informyou that the FRC has approved your
1625 Broadway,Suile 1710 PP
Denver,Colorado 80202 request for a Community Development Block Grant ("CDBG")
(303)892-3840 working capital loan ("Loan") in the amount of $260, 000.
(303)892-3848 fax The funds will be granted to Weld County ("Contractor")
Roy R.Romer which in turn will make a Loan to you subject to the
Governor terms and conditions set forth below.
In reaching its decision, the FRC considered many aspects
of the application, including finance and management
capability, job impacts, and in particular, the economic
impact of your business on Hudson, Colorado. The closing
of this Loan is subject to the terms and conditions as
follows:
1. Borrower. The funds will be granted to Contractor,
which in turn will make a working capital Loan to
Rocky Mountain Railcar, Inc. ("RMR") .
2 . Loan Amount. A project Loan in a principal amount
not to exceed $260,000 will be provided as a
working capital loan to finance operation costs of
the project, which is located at Hudson, Colorado.
3 . Interest Rate and Terms. The project Loan shall
bear interest at a rate of six and one-half percent
(61%) per annum for six years with interest only
payments in year 1. Repayment of principal will be
determined after terms of other long-term creditors
have been established.
9?,O4Oi
Ron Maynard, President
Rocky Mountain Railcar, Inc.
March 31, 1992
Page 2
4 . No Prepayment Penalty. There will be no prepayment penalty on
any portion of this Loan. Any partial prepayment shall be
applied against the principal amount outstanding and shall not
postpone the due date of any subsequent payments nor change
the amount of such payment, until such time as principal
amount of the Loan and interest thereon shall be repaid in
full.
5. Documents Required Prior To Disbursement of CDBG Funds.
a. Contractor shall satisfactorily fulfill the contract
covenants.
_ b. Contractor and the state shall amend a performance
contract that will be submitted to the State Attorney
General 's Office and State Controller for approval.
c. Mr. Ron Maynard and spouse, owner of RMR, shall submit an
unconditional personal guaranty for the Loan prior to
Contractor' s Loan closing.
d. Contractor shall obtain a written commitment and
employment plan from RMR in which RMR confirms that at least
fifty-one percent (51%) of the eighty (80) retained positions
are held by low to moderate income persons and/or will become
available to low to moderate income persons within two (2)
years. The plan shall state the number of retained positions
presently held by low to moderate income persons. Employment
plan shall also include: (1) information on types of jobs
expected to be available and held by low to moderate income
persons; and (2) description of how low to moderate income
benefit will be documented.
e. Loan shall be secured by a second position on real
property and other assets as agreed upon by parties.
Contractor's position shall be evidenced and recorded by a
deed of trust in a form acceptable to OBD or its designee.
f. Written evidence from RMR that it has hired a qualified
full-time financial manager at or prior to Contractor's Loan
closing.
g. Contractor shall obtain written evidence of a
satisfactory work-out plan with RMR' s long-term creditors.
The plan shall be made available at or prior to Loan closing.
r
9'204.0
Ron Maynard, President
Rocky Mountain Railcar, Inc.
March 31, 1992
Page 3
h. Written evidence from RMR that $150, 000 is available and
shall be injected into the project at or prior to Loan
closing.
i. Contractor shall satisfactorily complete an environmental
review clearance on subject property located in Hudson,
Colorado.
j . Contractor shall obtain RMR's written consent to permit
the Contractor, state or their agents, until Loan has been
fully repaid with interest, the right at all reasonable hours
to inspect the chattel, personal property and real estate used
to secure the Loan. RMR shall further agree to provide the
- Contractor and state or their agents free access to RMR's
premises for the purpose of such inspection to determine the
condition of the chattel, personal property or real estate.
6. Taxes. RMR certifies that all requisite tax returns have been
filed and RMR has paid or made provision for payment of all
taxes which have or may become due pursuant to said returns or
pursuant to any assessments levied against RMR, its personal
or real property. No tax liability has been asserted for
taxes materially in excess of those already provided for and
RMR knows of no basis for any such deficiency.
7 . Authorization to Borrow. RMR shall submit to Contractor prior
to Loan closing a resolution which authorizes RMR to borrow
and the appropriate officer(s) designated to sign the Loan
documents.
8. Warranty of Representations. All representations made on
behalf of RMR to OBD in connection with RMR's application for
financing are accurate, true and correct and the use of Loan
proceeds shall be as set forth in the application, Loan
Agreement, and other documents referenced herein.
9. Change of Ownership. OBD and Contractor prohibit the sale,
transfer or assignment of stock of RMR which at any time
results in a change in the majority of ownership of RMR
without prior written consent of the state's Office of
Business Development. Upon receipt of notice, OBD shall
determine whether the potential owner meets its criteria; if
not, the outstanding portion of the Loan will be due and
payable at the time of transfer of ownership.
92O401
Ron Maynard, President
Rocky Mountain Railcar, Inc.
March 31, 1992
Page 4
10. Cessation of Operations. RMR is required to maintain its full
operation, defined as eighty (80) full-time, permanent
positions, in Hudson, Colorado, for a minimum of six (6) years
from the date of Loan closing. In the event RMR ceases full
operation in Hudson, Colorado, within the six (6) year period,
RMR shall notify OBD, Contractor or their designees in writing
by certified mail within five (5) days from the time RMR
ceases full operation. In the event RMR ceases full
operations as set forth herein, RMR shall be in default and
the Loan shall become immediately due and payable upon RMR's
cessation of full operations in Hudson, Colorado. RMR shall
keep all inventory and fixed assets at its principal place of
business in Hudson, Colorado, unless RMR has received prior
- written consent from OBD to move such property. Property
moved without OBD's prior written consent shall cause RMR to
be in default and the Loan to become immediately due and
payable upon relocation of such property.
11. Material Change. As of Loan closing, OBD and Contractor shall
be under no obligation to fund this Loan should there be any
adverse material change in RMR's financial position that
affects RMR' s ability to repay the project Loan or makes
unreasonable or unreliable any of the financing assumptions
upon which such Loan approval was predicated, including but
not limited to representations set forth in RMR's financial
application, or affects of any other aspects of financing of
which Loan is a part.
12. Assignability of Commitment Rights. This commitment is made
in favor of only RMR, the entity addressed in paragraph 1
hereunder. This commitment is not assignable by RMR, or
transferable by operation of law, or otherwise, except with
prior written consent of the OBD.
13 . Reports. Quarterly financial statements and employment
reports of RMR will be required to be submitted to Contractor.
Contractor shall submit these reports to OBD or its designee
within thirty (30) days of the close of each financial
quarter.
14. Compliance with Zoning and other Applicable Laws. RMR hereby
warrants that RMR is in compliance with all applicable zoning
and other federal, state, county and city statutes, rules,
regulations and ordinances.
92040
Ron Maynard, President
Rocky Mountain Railcar, Inc.
March 31, 1992
Page 5
15 . Maintain and Insure Property. As of Loan closing, RMR shall
agree to maintain, during the term of the Loan, adequate
hazard insurance policies covering fire and extended coverage
and such other hazards as may be deemed appropriate in amounts
and form and with payee clauses in favor of Contractor. RMR
further agrees to maintain adequate liability and worker' s
compensation insurance in amounts and form acceptable in RMR' s
industry.
16. Loan Cost. All costs of making this Loan, including but not
limited to title insurance, UCC searches, surveys,
Contractor's counsel review fees, recording costs, and all
incidental costs of financing are to be paid by RMR.
17. Term of Commitment. The commitment for this Loan shall expire
on June 30, 1992.
18. Deficiency. OBD and Contractor are under no obligation to
fund any deficiency in RMR' s continuation or completion of the
project beyond the Loan amount and terms set forth in
paragraphs 2 and 4 above.
19 . Effectiveness of Commitment. This commitment shall not become
effective unless a copy of this letter is returned to OBD
within twenty (20) days hereof with acceptance endorsed
thereon by the signature of an authorized officer or agent of
RMR.
20. Notices. All written notices required herein or in the Loan
Agreement shall be sent to the respective parties at the
addresses below.
RLF Administrator Business Finance
Weld County Office of Business Development
P.O. Box S 1625 Broadway, Suite 1710
Greeley, CO 80632 Denver, CO 80202
Rocky Mountain Railcar
P.O. Box 218
Hudson, CO 80642
The parties shall have the right to change the address to
which notice must be sent by giving the other parties adequate
written notice as provided herein.
If you have any questions or concerns about the documents or
conditions of this letter, please call Renaldo Baucom, the project
monitor, at (303) 892-3840 at the Office of Business Development.
920401
•
Ron Maynard, President
Rocky Mountain Railcar, Inc.
March 31, 1992
Page 6
We wish you success in your business venture and hope that this
award will assist you in obtaining your business goals.
S,i.ncerely
l.-:' G� .
7 .7
John M. Mullins
Director
cc: Cathy Schulte, Weld County RLF
Senator Don Ament
Representative Bill Jerke
- Dave Herlinger, CHFA
Tom Schilling, OBD
Bill Timmermeyer, DOLA
Bonnie Kugler, DOLA
Mary Cornish, DOLA
ACCEPTED:
ROCKY MOUNTAIN RAILCAR, INC. :
By: Date:
Its:
920401
a a. a a
COLORADO
April 8, 1992
Ms. Cathy Schulte
Weld Larimer RLF
810 9th St.
P.O. Box S
Greeley, CO 80632
RE: 1992 Amendment - Rocky Mountain Railcar
Contract # 89-685
Office of
Business Development Dear P.K.
1625 Broadway,Suite 1710
Denver,Colorado 80202
Enclosed is the RLF Contract for your review. Please
(303)892-3840 have the Chairman of Weld County Commissioners sign all
(303)892-3848 FAX four contracts and have the contracts at_mwrmaa by the
Roy Romer orpora a Secretary or the equivalent person to that
Governor position.
Some contract language has been added due to revisions
in CDBG regulations since 1989. Also, an allotment of
$2 ,000 was awarded to the RLF for administrative and
servicing fees. The RLF will be permitted to retain all
repayments on the project.
Plessa_ retu)rn s,17 four rnn*rartc with original signatures
to me so that I can forward them for processing at the
Attorney General 's Office. Please do not date the
contracts.
Please call me directly at 892-3840 if you have any
questions or concerns.
Sincerely,
Sharon M. Bowers
Business Finance Specialist
Enc.
920401
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