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RESOLUTION
RE: APPROVE LOAN AGREEMENT AND PROMISSORY NOTE WITH WELD COUNTY
FARM LABOR SPONSORING ASSOCIATION 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 has been presented with a Loan Agreement and Promissory Note
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Weld County Housing Authority, and the Weld
County Farm Labor Sponsoring Association, concerning the Peckham Migrant Housing project,
with terms and conditions being as stated in said documents, and
WHEREAS, after review, the Board deems it advisable to approve said agreement and
accept said note, copies of which are attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, ex -officio Housing Authority Board, that the Loan Agreement and Promissory
Note between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Weld County Housing Authority, and the Weld
County Farm Labor Sponsoring Association, concerning the Peckham Migrant Housing project, be,
and hereby are, approved.
BE IT FURTHER RESOLVED by the Board that the Chairman be, and hereby is, authorized
to sign said documents.
The above and foregoing Resolution was, on motion duly made and seconded, adopted by
the following vote on the 23rd day of October, A.D., 1995.
BOARD OF COUNTY COMMISSIONERS
D COUNTY, CcPLOF,2ADO
eI4.C{7arity Clerk to the Board
Yy _
Deputy Clerk
APP
ED ASTOF
CG; Ng; GdCFG5A
Dale K. Hall, Chairman
Constance L. Harbert
W. Webster
952185
HA0015
s 0 AGREEMENT AND PROMISSORY NOTE
Qt\ et o -ober
THIS AGREEMENT, made and entered into on this day of September, 1995, by and between
Weld County Housing Authority hereinafter referred to as "WCHA" and Weld County Farm Labor
Sponsoring Association a Colorado not -for profit corporation hereinafter referred to as "WCFLSA", the
parties agree as follows:
WITNESSETH:
WHEREAS, it is the desire of the WCHA and the WCFLSA to promote the development of
decent, safe and sanitary migrant housing throughout Weld County, and
WHEREAS, the parties hereto are desirous of providing twelve units of housing for migrant
workers, to be located in Weld County, Colorado, and
WHEREAS, to implement these goals, the parties desire to establish an Agreement and
Promissory Note for the use of WCHA monies for the purpose of developing a farm -labor housing
projects for migrant workers, and
WHEREAS the Board of Directors of the WCFLSA has indicated a desire to acquire a certain
property located at 16305, 16311 and 16323 Weld County Road 44, LaSalle, Colorado, also known
as:
An undivided one-half interest in part of the Southeast Quarter of the Southwest Quarter (SE 1/4 SW 1/4) of
Section Fourteen (14), Township Four (4), North, Range Sixty-six (66) West of the Sixth (6) P.M., Weld
County, Colorado and in Northern Colorado Water Conservancy District, lying East of the Right -of -Way of
the Union Pacific Railroad, more particularly described as follows: Beginning at a point 913.65 feet west of
the South Quarter Corner of said Section 14, running thence North 494.8 feet to the East line of the
Railroad Right -of -Way, thence South 41°14' West 658.5 feet to the South line of Section 14, thence East
436.55 feet to the point of beginning containing 2.44 acres, more or less.
WHEREAS WCFLSA has contemporaneously herewith received a deferred loan from WCHA in
the amount of One Hundred Thousand dollars.
NOW THEREFORE, hereinafter collectively referred to as WCHA and WCFLSA do hereby
agree, covenant and promise as follows:
1. FOR VALUE RECEIVED, WCFLSA promises to pay the Weld County Housing Authority or
order (Note Holder), the sum of $100,000. This loan shall be deferred until August 1, 1998.
Also , as a condition of this deferred loan, WCFLSA agrees to notify the WCHA should the senior
lien be paid off sooner than July 31, 1998. The loan is to be paid in 10 equal installments, due
and payable in accordance with the loan documents (Attachment A). Notwithstanding any of the
foregoing provisions on payment, if WCFLSA cease to use the property as a migrant housing
project, this Promissory Note shall become due and payable immediately. WCFLSA
acknowledges that this Promissory Note is secured by a Deed of Trust with the property described
in Attachment "B" being the subject property thereof. WCFLSA understands that the purpose of
this Promissory Note and the Deed of Trust is to secure compliance with the terms set forth herein
and specifically with the continued use of the project for migrant housing conditions stated in this
paragraph. For the purposes of this Promissory Note, the term "transfer" includes the sale or any
other transaction involving the conveyance of a legal or equitable title or interest to the property,
effective immediately or effective at a future date, and includes an option to purchase, exercisable
at some future date. The term "transfer" does not include any of the following:
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a. The creation of a lien or incumbrance subordinate to the Deed of Trust securing this
Promissory Note; or
b. A sale or other transfer to which the WCHA consents to in writing.
Notwithstanding any other provision of this paragraph, the WCHA shall have no right to
declare a default if the WCHA and the transferee mutually agree in writing to the
assumption of the indebtedness by the transferee.
2. WCFLSA may repay the entire principal amount outstanding under this Promissory Note, in
whole or in part, at any time without penalty.
3. WCFLSA and all other makers, securities, guarantors, and endorsers hereby waive presentment,
notice of dishonor and protest, and they hereby agree to any extensions of time of payment and
partial payments before, at, or after maturity. This Promissory Note shall be the joint and several
obligation of WCFLSA and all other makers, securities, guarantors, and endorsers and their
successors and assigns.
4. WCFLSA acknowledges that it is an independent contractor. WCFLSA agrees, on behalf of
itself, its directors, employees, and agents, that it is not and shall not as a result of the execution of
this Agreement become an employee of Weld County and, therefore, is not entitled to any
employee benefits as a Weld County employee.
5. Weld County, the Board of Commissioners of Weld County, and the Weld County Housing
Authority, officers and employees, shall not be held liable for any injuries or damages caused by
negligent acts or omissions of WCFLSA or its employees, volunteers, or agents performing
WCFLSA duties as described in this contract. WCFLSA shall indemnify, defend, and hold
harmless WCHA, its officers and employees, for any loss occasioned by or a result of the
performance of this contract by WCFLSA, its employees, volunteers, and agents.
6. WCFLSA assures that as a recipient of WCHA monies, it will comply with all applicable
Federal, State and local laws and regulations.
7. WCFLSA assures that as a recipient of WCHA monies, it will spend the funds in accordance with
the conditions of this agreement.
8. WCFLSA assures that it will maintain sufficient records and an accounting system and internal
control procedures adequate to permit the tracking of funds to a level of expenditures which
clearly demonstrate that the funds were used incompliance with the regulations of State and Local
Law.
9. No portion of this contract shall be deemed to constitute a waiver of any immunities which the
parties or their officers or employees may possess, nor shall any portion of this Agreement and
Promissory Note be deemed to have created a duty of care with respect to any person not a party
to this contract.
10. No portion of this Agreement and Promissory Note shall be deemed to create an obligation on the
part the Weld County, to expend funds not appropriated in each succeeding year.
11. If any section, subsection, paragraph, sentence, clause, or phrase of this Agreement and
Promissory Note is for any reason held or decided to be invalid or unconstitutional, such decision
shall not affect the validity of the remaining portions. Parties hereto declare that they would have
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952185
entered into this Agreement and Promissory Note and each and every section, subsection,
paragraph, sentence, clause, and phrase thereof irrespective of the fact that any one or more
sections, subsections, paragraphs, clauses, or phrases herein might be declared unconstitutional or
invalid, for any reason.
12. WCFLSA shall obtain and maintain fire, and extended coverage insurance for the subject property
for at least the value of the deferred payment loan and provide to WCHA proof of insurance in the
form of a Certificate of Insurance. WCHA is to be added to the Certificate of insurance as an
additional named insured. WCHA may collect the proceeds of said insurance and may, at its
option apply the proceeds to rebuild or restore the property or to apply towards discharging the
indebtedness, whether matured or unmatured.
13. WCFLSA agrees that at any time during the term of this Agreement and Promissory Note Weld
County or the State of Colorado may conduct a performance or financial audit of WCFLSA
records pertaining to the aforementioned property and WCFLSA obligation under this Agreement
and Promissory Note, provided that such audit is conducted at reasonable time and in reasonable
manner. In the event that Program funds have been improperly applied, diverted or otherwise used
in violation of State or local laws or regulations, WCFLSA shall upon demand immediately pay
such improperly used amounts to WCHA.
14. WCFLSA agrees and warrants that this Agreement and Promissory Note and the obligations
created herein constitute a commercial transaction and is not a consumer obligation or consumer
related deferred payment loan or obligation.
15. WCFLSA assures that it will comply with all Federal and State laws including, but not limited to
Title VI of the Civil Rights Act of 1964, as amended, and that no person shall on the grounds
of race, color, creed, sex, handicap, familial status or national origin, be excluded from
participation in, or be denied the benefits of or otherwise be subject of discrimination under this
agreement.
16. Any data or studies which is derived from the aforementioned funds shall be made available to
WCHA upon request .
Signed this C day of S s, , 19 ?l
IN WITNESS WHEREOF, the parties have hereunto set their hands and seals on the day and year first above
written.
SEAL Weld County Farm Labor Sponsoring Association, Inc.
Attest
Executive Director
HOUSING AUCFIORITY OF THE COUNTY OF WELD, COLORADO
Dale K. Hall, C
ATTEST: ��,i/ � ;oaf ��n APPROVED AS TO FORM:
Weld CountylC14rl : '' =oard
1, r
Deputy Clerk to the Board_ {,(1� 1 1 i /, 'l t(Ir
`' ;- L , tr.:. Page 3 of
ounty Atto ey
952185
111111
COLORADO
V:E1 COUITY^
1995 OCT 18 P11 3:31
CLERK
TO THE P0a,'Fp
WELD COUNTY HOUSING AUTHORITY
TO: Dale K. Hall, Chairman, Board of County Commissioners
FROM: Judy Griego, Director, Department of Social Servicet Udi a
SUBJECT: Loan Agreement and Promissory Note -Weld Count FarM Lab
Assn.
DATE: October 17, 1995
PHONE (303) 352-1551
P.O. Box A
GREELEY. COLORADO 80632
soring
Attached for Board action is the loan Agreement and Promissory Note between the Weld County
Housing Authority and the Weld County Farm Labor Sponsoring Assn. which was discussed at the
October 16, 1995 work session.
The document has been executed by the Weld County Farm Labor Sponsoring Assn. The loan
Agreement and Promissory Note provides as follows
1. A deferred loan at zero per cent interest for $100,000 from the Housing Authority
to the Weld County Farm Labor Sponsoring Assn. to be used for the purchase of the
Peckham Migrant Housing Project.
2. The loan will be deferred until August 1, 1998, after which time the loan is due
annually in ten equal payment.
3. The project must continue to be used as a migrant labor housing project.
4. The Weld County Farm Labor Sponsoring Assn. agrees to comply with all
applicable Federal, State and local laws and regulations.
5. The Weld County Farm Labor Sponsoring Assn. agrees to insure the project against
fire or other damage.
Staff is recommending Board approval of the Agreement and Promissory Note.
If you have any questions, please telephone me at 352-1551 ext. 6200.
452185
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