HomeMy WebLinkAbout20201124.tiffRESOLUTION
RE: APPROVE MICRO LOAN POOL GRANT AGREEMENT AND AUTHORIZE CHAIR TO
SIGN - COLORADO ENTERPRISE FUND, INC.
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 Micro Loan Pool Grant Agreement
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Department of Finance and Administration, and
Colorado Enterprise Fund, Inc., commencing upon full execution of signatures, with further terms
and conditions being as stated in said agreement, and
WHEREAS, after review, the Board deems it advisable to approve said agreement, 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 Micro Loan Pool Grant Agreement between the County of Weld,
State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf
of the Department of Finance and Administration, and Colorado Enterprise Fund, Inc., be, and
hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 15th day of April, A.D., 2020.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST:
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Weld County Clerk to the Board
Coun y orney
Date of signature:
Mike Freeman, Chair
Kevin D. Ross
oreno, Pro-Tem
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CEF SMALL BUSINESS AND MICRO LOAN POOL
GRANT AGREEMENT
COVID-19 RELIEF Grant
THIS GRANT AGREEMENT (the "Agreement") is made this e" -.-clay of 2020,
("Effective Date") by and between Board of Weld County Commissioners ("Grantor") and the
Colorado Enterprise Fund, Inc., a Colorado nonprofit corporation ("Grantee" or CEF). Grantor
and Grantee shall be referred to herein collectively as the "Parties".
RECITALS
WHEREAS, Grantee desires to receive grant funds to finance the deployment of COVID-19 Relief
Loans, described in Attachment B, through Grantee's existing small business and micro loan
pool _Weld County Business Loan Fund_("Loan Pool Program") to provide relief and emergency
loans to qualified businesses and nonprofit organizations located in Weld County limits or
boundaries ("Program Area") and for costs associated with the administration of the Loan Pool;
and,
WHEREAS, Grantor and Grantee entered into partnership to establish the Loan Pool Program
through grant agreement dated January 28, 2013 and currently operating under amendment
dated October 22, 2018; and,
WHEREAS, this Grant Agreement herein, is intended as a supplement to previous agreements
to guide specific capitalization required to provide COVID-19 Relief Loans during the COVID-19
Pandemic Crisis; and,
WHEREAS, the purpose of the Loan Pool Program is to provide access to capital in the form of
business loans to small businesses with annual gross revenues generally under two million dollars
annually and nonprofit organizations that cannot obtain financing through conventional sources.
The purpose of COVID-19 Relief Loan deployment is to provide small businesses and nonprofits
access to capital to cover short-term working capital needs and serve as a bridge loan to other
debt products as credit becomes available elsewhere and credit market stabilizes; and,
WHEREAS, the general objectives of the Loan Pool Program are to:
• Bridge the gap for businesses which might eventually qualify for bank financing and
prepare them for traditional bank relationships.
• Facilitate business creation and retention for small businesses that would access the
Fund.
• Collaborate with other resource partners to promote entrepreneurship and business
innovation as a means of investing in the economic success of the community.
• Encourage business ownership and self-employment as a means of economic self-
sufficiency and job creation.
• Help businesses sustain during disruption of COVID-19 Pandemic and recover afterwards.
0200g0 - //o2 91-
GRANT AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained,
Grantee and Grantor agree as follows:
1. Grant Amount. Grantor agrees to provide, and Grantee agrees to receive a Grant in
the aggregate amount of Two hundred seventy-five thousand dollars ($275,000.00)
pursuant to the terms provided herein ("Grant"). The Grant will be disbursed to the
Grantee within 10 businesses days of the Effective Date, subject to all terms, provisions,
conditions, covenants, and agreements contained in this Agreement.
2. Use of Grant.
a. $250,000 of the Grant ("Loan Capital Grant") shall be used for funding loans to
qualified small businesses located in Program Area in accordance with the
criteria described Loan Pool Program Eligibility Guidelines in Attachment A or
Attachment B ("Eligible Projects").
b. $25,000 of the Grant ("Administrative Grant") shall be used for administrative
costs of the Loan Pool including, but not limited to, marketing and outreach,
underwriting and closing, loan servicing and business advisory or technical
assistance to borrowers.
c. $_0 of the Grant shall be used to subsidize to small business borrowers to reduce
the COVID-19 Relief Loan interest rate to % per annum ("Buy -down Interest
Rate") for the term of loan ("Interest Buy -down Grant").
d. $ 0 of the Grant shall be used to subsidize to small business borrowers to waive
Grantee's standard origination fee of 3% of COVID-19 Relief Loans ("Fee Buy -
down Grant").
e. Interest Buy -down Grant and Fee Buy -down Grant, if applicable shall be used to
subsidize COVID-19 Relief Loans up to $ Any unused
Interest Buy -down Grant or Fee Buy -down Grant shall be converted to Loan
Capital.
3. Matching Funds. Upon receipt of Grant funds, CEF shall contribute at least 10%
matching funds of Loan Capital Grant, from sources other than the Grant, to the Loan
Pool Program for COVID-19 Relief Loans to be used as additional loan capital ("Matching
Funds").
4. Existing Funds. If applicable, in addition to Loan Capital Grant and Matching Funds,
Grantee may use up to $0.00 (the eligible loan capital in the Loan Pool Program as of the
Effective Date) as loan capital for COVID-19 Relief Loans. ("Existing Funds")
GRANT AGREEMENT
5. Loan Capital Debt. In addition to Loan Capital Grant and Matching Funds, Grantee may
borrower additional loan capital from various sources other than Grantor ("Loan Capital
Debt"). Loan Capital Debt is to be used for the loans in accordance with this
Agreement to provide additional lending capacity.
6. Maximum Loan Amount of COVID-19 Relief Loans. The maximum amount of each
COVID-19 Relief Loan will be $25,000, generally funded pro -rata among Loan Capital
Grant, Matching Funds, any Existing Funds and any Loan Capital Debt.
7. Performance Period. Grantee must disburse a minimum of 50% of the Loan Capital
Grant and Matching Funds for Eligible Projects within 2 years of the Effective Date. If
this requirement is not met, Grantor may request any unused portion of the Loan
Capital Grant, Interest Rate Buy -down Grant and Fee Buy -down Grant to be returned to
Grantor. The Administrative Grant to increase the Loan Pool Program will be considered
earned and non-refundable as of 12 months after Effective Date. When the Grantee
commits all of Loan Pool Program loan capital for Eligible Projects, the Loan Capital
Grant of the Loan Pool funds may be considered as Grantee's unrestricted net assets.
8. Compliance Period. As detailed in this Agreement, Grantee's use of the Loan Capital
Grant, including revolved loan capital, shall continue to be governed by the terms of this
Agreement so long as the Loan Pool Program exists. ("Compliance Period"). The Loan
Pool shall continue indefinitely with the purpose and activity described herein, until
Parties mutually agree to discontinue the Program in writing.
9. Promotion of Loan Pool Program. Grantee and Grantor shall each have the right to
promote the Loan Pool and include in their respective organization's materials or
reports information regarding the Loan Pool including, but not limited to, their
individual and/or collective contributions to, and the community impacts and the
performance of the Loan Pool. Promotion of the Loan Pool may include, but is not
limited to; written materials, presentations and discussions of the Loan Pool Program.
Neither Party may promote details of individual loans without the consent of the
borrower.
a. Grantee will
i. conduct orientation sessions with bank loan officers about the Program,
outreach to bank and community partner contacts, and will follow-up on
referrals,
ii. maintain regular contact with appropriate Small Business Development
Center (SBDC) and other community partners for pre -loan technical
assistance, workshops and business counseling,
iii. recognize Grantor as co-sponsor(s) of Loan Pool Program in relevant
marketing collateral, website, social media,
g.
GRANT AGREEMENT
iv. work with Grantor to identify private investors for additional loan capital
and operating grants to build and support the Loan Pool Program.
b. Grantor will
i. introduce Grantee to community contacts, including banks, economic
development organizations, chambers of commerce and other
community partners in order to cultivate loan referrals;
ii. introduce Grantee to community contacts such as foundations,
corporations, municipal offices, and other resources to cultivate
additional funding sources to support the Loan Pool Program;
iii. meet with Grantee no less than annually to formally strategize and
collaborate on initiatives intended to solicit community contacts for
annual operations funding of the Loan Pool
iv. provide access to local media to promote the Loan Pool;
v. promote the Loan Pool and program via its own resources, like marketing
collateral and website and social media.
10. The Parties agree as follows:
a. All Loan Capital Grant funds and Matching Funds will be utilized under the Loan
Pool Program for loans to qualified businesses and nonprofit organizations
located in Program Area in accordance with this Agreement and the Loan Pool
Eligibility Guidelines, attached as Attachment A or Attachment B.
b. During the Compliance Period, Grantee shall provide i) audited financial
statements annually to the Grantor within 120 days of the end of the Grantee's
fiscal year, and ii) un-audited quarterly financial statements (balance sheet and
income statement) to Grantor, within 45 days of each quarter ending.
c. During the Compliance Period, Grantee shall provide loan activity and impact
reports to Grantor within 45 days of each quarter ending. Quarterly reports will
include Loan Capital Fund balance, total loans outstanding, current balance and
impact measurements, such as, but not limited to, jobs created or retained,
business sector, borrower demographics.
d. Repayments of principal from borrowers under the Loan Pool Program to the
Grantee shall be used to help recapitalize (revolve) the Loan Pool Program, until
Parties mutually agree to discontinue the Loan Pool Program.
e. All fees and interest payments from small business lending activity under the
Loan Pool shall be considered Grantee's earned income.
f. Grantor will not receive program or investment income from the Grantee or the
Loan Pool Program.
Loan losses will be allocated pro -rata between Grantor and Grantee and any
other Loan Pool Program investor that provides loan capital grant, only after
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GRANT AGREEMENT
Grantee has fully exhausted any applicable loan guarantee resources available to
it through federal and state guarantee or loan loss reserve programs. Grantor
also agrees for the loan losses from Loan Capital Debt to be allocated pro -rata
between Grantee and Grantor's Loan Capital Grant. In any event, loan losses
allocated to Grantor shall not exceed Loan Capital Grant amount provided by
Grantor.
h. Grantee shall provide all other applicable loan products, programs and services,
including servicing and technical assistance, to borrowers of the Loan Pool.
i. Grantee shall use funds in the Loan Pool in compliance with all applicable laws,
rules, regulations and other legal requirements.
No term or condition of this Agreement shall be construed or interpreted as a
waiver, express or implied, of any of the immunities, rights, benefits, protections
or other provisions of the Colorado Governmental Immunity Act, C.R.S. §§ 24-10-
101, et seq.
11. Conditions. Grantee shall be subject to the following conditions as of the Effective
Date:
J•
a. No change shall have occurred in the financial condition of the Grantee or in any
other aspect of the financing proposal of which the Grant is a part, which, in the
judgment of the Grantor, materially and adversely affects or makes
unreasonable or unreliable any of the financing assumption upon which the
Grant is predicated.
b. No litigation shall be pending or threatened calling into question or which, if
adversely determined, would affect i) the creation, organization or existence of
the Grantee, ii) the validity of this Agreement, or iii) the authority of the Grantee
to make or perform this Agreement. No proceedings shall be pending or
threatened against or affecting the Grantee which involve the possibility of
materially and adversely affecting the properties, business, prospects, profits or
condition (financial or otherwise) of the Grantee, nor shall the Grantee be in
default with respect to any order of any court, governmental authority.
12. Events of Default. The occurrence of any one or more of the following events or
existence of one or more of the following conditions, with respect to the Grantee, shall
constitute an Event of Default under this Agreement:
a. Grantee shall fail to perform any term, covenant or condition to be performed
hereunder and such failure is not remedied within 90 days, unless a longer
period is reasonably required to cure such failure, from and after written notice
from Grantor to Grantee.
b. Grantor reasonably determines that the Loan Pool Program is being mismanaged
through fraud, embezzlement, misappropriation of funds or other material
offenses.
13. Remedies.
a. Upon an Event of Default related to Section 10.b, Grantor may recover the
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GRANT AGREEMENT
amount of unused Loan Capital Grant and pursue all other rights and remedies
provided by law or in equity. The principal amount of proceeds from existing
loans made from the Loan Pool Program, if any, repaid to Grantee after the date
of termination of participation by Grantor shall, subject to proportional
reductions or allocations described herein, be promptly remitted to Grantor.
b. No delay or failure of Grantor in the exercise of any right or remedy provided for
hereunder shall be deemed a waiver of the right by grantor and no exercise or
partial exercise or waiver of any right or remedy shall be deemed a waiver of any
further exercise of such right or remedy or any other right or remedy that
Grantor may have.
14. Miscellaneous Provisions.
a. This Agreement is not intended to benefit any person or entity other than the
Grantee and Grantor and no other person or entity may rely on the terms
hereof.
b. Grantor represents that source of Grant is non-federal.
c. Grantee shall not discriminate against any person on the basis of race, color,
religion, sex, national origin, disability, age, or veteran status, sexual orientation
or any other basis prohibited by law in the use of Grant Funds, administration of
the Loan Pool.
d. Grantee shall not assign or attempt to assign, any of its rights under this
Agreement without the prior written consent of Grantor. The Grantee shall not
convey or assign any portion of the Grant Funds, except as permitted hereunder
under the Loan Pool, prior to the completion of the Compliance Period without
the prior written consent of the Grantor.
e. This Agreement contains the entire agreement between the Parties and
supersedes all prior discussions, understandings and agreements. Neither this
Agreement not any provision hereof may be changed, waived, discharged, or
terminated orally and may only be modified or amended in writing, signed by the
Parties.
f. Grantee shall defend, indemnify and save harmless the Grantor from and against
all losses, claims, suits, judgments or liabilities incurred as a result of its activities
pursuant to this Agreement, and as part of such indemnification obligation shall
pay all costs and attorney's fees, if any, incurred by the Grantor as a result of any
such claims or suits.
g.
The Parties expressly agree and acknowledge that their relationship is that of
Grantor and Grantee and that no other relationship, including that of joint
venture, partnership or other common enterprise is created by this Agreement
or any other Grant -related document(s).
h. All covenants by Grantee shall survive the making of the advances of Grant and
the provisions hereof shall be binding upon Grantee, its successors and assigns
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GRANT AGREEMENT
and insure to the benefit of Grantor, its successors and assigns.
All notices shall be in writing and shall be deemed to have been sufficiently given
or served when presented personally, by email, or by mail to designated contact
set forth herein. Such addresses may be changed by notice to the other party
given the same manner.
The terms and conditions of this Agreement shall be governed by the construed in accordance
with the laws of the State of Colorado, excluding its conflicts of law provisions.
This section intentionally left blank.
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GRANT AGREEMENT
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above
written.
COLORADO ENTERPRISE FUND
4.
Byz"
,,
Ce'alia H. P inster
President and CEO
GRANTOR: BOARD OF WELD COUNTY COMMISSIONERS
By: O14-2
Mike Freeman, Chair
Attest:
By:
erk to the oard
Deputy C
oard
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o?oao - //02$
RE: AGREEMENT FOR SMALL BUSINESS AND MICRO LOAN POOL FOR COVID-19
RELIEF GRANT - COLORADO ENTERPRISE FUND, INC.
APPROVED AS TO SUBSTANCE:
Elected Official or Department Head
APPROVED AS TO FUNDING:
L�4�L
Controller
APPROVED AS TO FORM:
County Attorney
GRANT AGREEMENT
ATTACHMENT A
LOAN POOL PROGRAM ELIGIBILITY GUIDELINES
The purpose of the Loan Pool Program is to provide access to capital in the form of business
loans to small businesses with annual gross revenues generally under two (2) million dollars
annually that cannot obtain financing through traditional sources, but who are capable of
sustaining a business and repaying debt, and who are disadvantaged for a variety of reasons.
All loans made from the Loan Pool Program will be to businesses with their primary locations
within the Program Area, as defined by the Agreement.
In order to be an Eligible Project of the Loan Pool Program and receive a small business loan:
1. At the time of application and throughout the term of the loan, a business must
have its primary office/headquarters or operations in the Program Area.
2. Home based businesses are eligible.
3. There are no restrictions on the type of business eligible for loans so long as the
activities of the business are legal and in the best interests of the community.
Cannabis businesses are ineligible.
4. A business must file all standard Colorado Enterprise (CEF) application information
and meet CEF's standard underwriting criteria for the type and size of loan.
A. Permitted Uses of Loan. Loans may be used for most business purposes including, but not
limited to the following:
1. Inventory purchase
2. Start-up expenses
3. Equipment purchase
4. Operations,
5. Tenant finish and property improvements
6. Purchase of a business or franchise
B. Non -permitted Uses of Loan. Loans may not be used to pay any of owner's remuneration,
including but not limited to wages, bonuses and the like or to pay for legal expenses
incurred in defending against a criminal violation, or to pay for penalties assessed for
criminal violations, or to pay adverse civil judgments stemming from operation of the
business. Loans shall not be used to pay fees, assessments, liens or penalties due to the
failure of the business to collect or remit applicable taxes when due. Uses incompatible
with or illegal under local or federal regulatory authority will not be permitted.
C. Loan Amount. The maximum amount of each loan in the Loan Pool Program will be $50,000
from the Grant investment with Matching Funds, totaling $100,000. Loans larger than $100,000
may be provided by co -funding Loan Pool Program funds and other funds outside of the Loan
Pool Program
D. Term of Loans. The term of a business loan will follow terms offered on existing CEF products.
E. Interest Rates. The interest rates charged will follow the current interest rate of other
loans of similar size and risk outside of Loan Pool Program
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GRANT AGREEMENT
F. Underwriting and Application Process. CEF generally will follow its standard underwriting
and loan application process, and its standard Loan Policies, Guidelines and Procedures.
ATTACHMENT B
COVID-19 Relief Term Loan (CEF Loan Product)
CEF's COVID-19 Relief Term Loan is a new financial product for viable, yet vulnerable, small
businesses and nonprofit organizations experiencing disruption during the COVID-19 Pandemic.
The loan is intended to:
- Provide bridge capital to larger resources from traditional lenders or SBA,
- Complement SBA products. CEF will not require that businesses apply for SBA loans,
but rather align underwriting/approval with their standards and guide borrowers that
way.
Stand alone for the full term of six years or less, as another financial support for
businesses;
- Borrowers may be challenged with SBA process. Low income or immigrants may
experience technology and language barriers.
Borrowers may get declined, not approved for sufficient funds by SBA.
CEF approval and disbursement is faster, more customer centric, providing
additional support to borrowers with lower business acumen.
CEF is a mission -lender and local partner better able to assess community needs
and business viability, able to rely more on character in underwriting process.
- Businesses may need help in addition to SBA disaster loan resources.
CEF COVID-19 Relief Term Loan product structure
Maximum Loan Amount: $25,000
Maximum Interest Rate: 4.99% per annum, or as determined by the Interest Rate
Buy -down defined in Section 2(c) under Use of Grant in the Agreement herein.
- Maximum Origination Fee: 3% at loan closing date, or as determined by the Fee
Buy -down Grant defined in Section 2(d) under Use of Grant in the Agreement
herein.
- Maximum Term: 6 years
- 6 -month interest only payments from loan closing date
Quick underwriting, approval, close and disburse (avg. 14 days)
- Generally to businesses <40 FTE
- Restricted to Grantee's paid -in -full and current small business borrowers through
the Weld County Business Loan Fund as of the Effective Date
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