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HomeMy WebLinkAboutR-1991-D5954 La Cocina Mexicana• • RESOLUTION NO, D 5 9 5 4 A RESOLUTION authorizing execution of program documents with the State of Washington for a Development Loan Fund (DLF) Project on behalf of La Cocina Mexicana. Inc. WHEREAS, DLF funds are available to support economic development projects which are ready to implement and for which jobs created or retained will be made available to lower-income persons, and WHEREAS, the La Cocina Mexicana. Inc, DLF Project represents a substantial commitment of private resources towards enhancing the vitality of the area and expanding the City of Yakima tax base and employment opportunities, and WHEREAS, it is necessary that certain conditions be met as part of the application requirements, and WHEREAS, the City of Yakima has provided citizens with reasonable notice of, and an opportunity to comment on, any substantive change proposed from one eligible activity to another, and WHEREAS, the City of Yakima has agreed to comply with all applicable federal and state regulations, including federal and state regulations in regard to the environmental Impact of the pr :ect, and WHEREAS, the City of Yakima has provided opportunities for citizen participation comparable to the State's requirements, and has complied with all applicable public meeting requirements, and WHEREAS, the City of Yakima will conduct and administer its programs in conformance with Title VI and Title VIII of the Civil Rights Act of 1964, and affirmatively further fair housing, and WHEREAS, The City of Yakima DLF Project will not result in the displacement of persons, or use of Community Development Block Grant funds for public improvements, and now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: LegaIBD Res. La Cocina That the 'Mayor P and City Manager as appropriate are authorized to execute necessary loan and supporting documents with the State of Washington on behalf of the City of Yakima in the amount of $53,332 to assist with the La Cocina Mexicana, Inc., DLF Project; and BE IT FURTHER RESOLVED: That the City is hereby authorized to provide such additional information as may be necessary.. ADOPTED BY THE CITY COUNCIL this day of ‘re e- , 1991 42)bvtouf ATTEST City Clerk Legal/BD Res. La Codna Mayor • • CONTRACT BETWEEN THE DEPARTMENT OF COMMUNITY DEVELOPMENT AND THE CITY OF YAKQMA This conditional grant, memorialized by this contract, entered into by the City of Yakima (hereinafter referred to as the CONTRACTOR) and the Department of Community Development (hereinafter referred to as the DEPARTMENT) witnesses that: WHEREAS, the DEPARTMENT has the statutory responsibility to assist cities, counties, municipal corporations, governmental conferences, regional planning commissions, and other local agencies; and WHEREAS, the DEPARTMENT is given the responsibility under RCW 43.63A.065 to administer state grants and programs assigned to the DEPARTMENT by the Governor or the Washington State Legislature; and WHEREAS, the Washington State Legislature has, pursuant to RCW 43.168 established the Washington State Development Loan Fund Committee, an entity of the DEPARTMENT, which is authorized to approve applications for grants and loans from local governments which meet the Department's requirements; and WHEREAS, pursuant to HB 263, Chapter 19, Laws of Washington 1987, this contract will not impose an obligation on the CONTRACTOR'S non -voted debt capacity; and WHEREAS, the application by the CONTRACTOR for a conditional grant of $53,332 pursuant to RCW 43.168.100 on behalf of La Cocina Mexicana, Inc. (hereinafter referred to as the BUSINESS) has been approved by the Committee and the DEPARTMENT; and WHEREAS, the CONTRACTOR has approved a loan of $53,332 to the BUSINESS conditioned upon, among other things, additional financing by the BUSINESS and private lenders of $591,700 or more and a $53,332 conditional grant from the DEPARTMENT. NOW, THEREFORE, in consideration of covenants, conditions, performances, and promises hereinafter contained, the parties hereto agree as follows: 1. Definitions. As used in this contract, including the exhibits hereto and the documents to be executed, the following terms shall have the meanings set forth below, unless the contract otherwise requires: a) Contract Administration Fee. The administration fee to be paid to the CONTRACTOR for its expenses incurred in the administration of the Loan Documents and servicing of the Loan. b) Economic Development Project. Fund working capital and equipment purchases for La Cocina Mexicana, Inc. c) insurance. Commercially adequate levels of insurance naming the CONTRACTOR as loss payee, with financially sound and reputable insurers including. without limitation: 1. Property Insurance. Insurance on all property of a character usually insured by organizations engaged in the same or similar business as BUSINESS against all risks, casualties and losses through extended coverage or otherwise and of the kind customarily insured . _ainst by such organizations, including, without limitation, insurance against fire, theft, casualty and such other risks as the Department or Local Government may reasonably request; and 2. Liability Insurance. Liability insurance against tort claims that may be asserted against the BUSINESS. d) Loan. The loan of $53,332 from the city of Yakima to La Cocina Mexicana, Inc. made for the purpose of funding the Economic Development Project. e) Loan Documentation. All documents, instruments, and agreements now or later executed in connection with the Loan including, without limitation, the promissory note (the "Promissory Note"); deeds of trust (the 'Deed of Trust"); the security agreements covering equipment and fixtures (the "Security Agreements"); the personal guaranties of Nana Garza and Bernard and Norrie Heilman (the "Guaranties"); and the loan agreement (the Loan Agreement"). 1 f) Project Income. Net income received by the CONTRACTOR from the Economic Development Project including payments of principal and interest under the Promissory Note, proceeds of liquidation pursuant to the Security Agreements, insurance recoveries and enforcement of the Guaranties. Net income shall be total income less actual out-of-pocket expenses incurred in the collection thereof, and any Contract Administration Fees approved by the DEPARTMENT. State Eligible Project. The project, in the sole discretion of the CONTRACTOR, satisfies state constitutional requirements. Funds will not be used for non -economic social services for the elderly and/or low- to moderate -income beneficiaries to include, but not limited to low- to moderate -income housing rehabilitation. g) 2. JUNDTNG The total funds to be paid to the CONTRACTOR under this CONTRACT are a sum not to exceed fifty- three thousand three hundred thirty-two dollars (S53,332). To receive funds, the CONTRACTOR shall mail a Washington State Invoice Voucher (the Invoice") and appropriate documentation to the DEPARTMENT certifying that a) the BUSINESS is not in violation of any covenant or agreement contained in the Loan Agreement or other Loan Documentation; b) concurrent with this funding, the CONTRACTOR will fund $ 53,332 to the Economic Development Project from its CDBG grant, which amount is equal to at least 100 percent of this Invoice; and c) the funds shall be used in accordance with RCW 43.168.100 as modified by Section 107, Chapter 6, Laws of 1987, First Ex. Sess. The voucher and documentation must be certified under oath by an official of the CONTRACTOR with authority to bind the CONTRACTOR. 3. ,SERVICE PROVISIONS The CONTRACTOR shall use the funds solely for the state Eligible Project. 4. CONTRACT PERIM The effective date of this contract shall be the date the parties sign and complete the execution of this contract. The termination date of this contract shall be upon satisfaction of CONTRACTOR obligations under Section 6, or termination pursuant to Section 12. 5. $)l NTRACT ADMINISTRATION FEE The DEPARTMENT agrees that the CONTRACTOR may deduct two percent (2%) from each remittance made pursuant to Section 6 as its Contract Administration Fee. 6. REIMBURSEMENT PROVISIONS The CONTRACTOR shall remit an amount equal to one hundred percent (100%) of all Project Income to the DEPARTMENT less the Contract Administration Fee unless an event of termination of this Section has occurred as described in Section 12. Reimbursements shall be due on the same schedule as received by the CONTRACTOR under the Promissory Note or other Loan Documents. The CONTRACTOR shall reimburse to the DEPARTMENT or its servicing agent within five (5) business days of its receipt of payment. 7.RECAPTUREPRC)VISIONS In the event that the CONTRACTOR fails to expend funds under this contract in accordance with state law and/or the provisions of this contract, the DEPARTMENT reserves the right to recapture state funds in an amount equivalent to the extent of the noncompliance. Such right of recapture shall exist for a period not to exceed three years following contract termination. Repayment by the CONTRACTOR of funds under this recapture provision shall occur within thirty (30) days of demand. In the event that the DEPARTMENT is required to institute legal proceedings to enforce the recapture provision, the DEPARTMENT shall be entitled to its costs thereof, including reasonable attorney's fees. 2 8. EVALUATION AND MONITORING a) On June 30 of each year beginning June 30, 1991, the CONTRACTOR shall submit its report of job impact of the Economic Development Project. The report shall include the total employment at the Project as of the prior month and the percentage of new jobs which were filled by persons meeting the lower-income family member criteria, as defined in the Loan Agreement. b) The CONTRACTOR shall monitor compliance with the Borrower's covenants, representations and warranties contained in the Loan Agreement and report to the Department within fifteen (15) days of the discovery of any breach. c) The CONTRACTOR shall cooperate with and freely participate in any other monitoring or evaluation activities conducted by the DEPARTMENT that are pertinent to the intent of this contract. d) The DEPARTMENT or the State Auditor or any of their representatives shall ha‘t full access to and the right to examine during normal business hours and as often as the DEPARThbENT or the Sts ?a Auditor may deem necessary, all of the CONTRACTOR'S records with respect tc= Ji matters coy;... d in this contract. Such representatives shall be permitted to audit, exatninf., and mai excerpts or transcripts from such records and to make audits of all contracts, invoices, materials, payrolls, and records of matters covered by this contract. Such rights last for three years from the date final payment is made hereunder. 9. NONDISCRIMINATION PROVISION There shall be no discrimination against any employee who is paid by the funds indicated in the contract or against any applicant for such employment because of race, color, religion, handicap, marital status, political affiliation, sex, age, or national origin. This provision shall include, but not be limited to, the following. employment, upgrading, demotion, transf,r, recruitment, advertising, lay-off or termination, rates of pay or other forms of compensation, and leiection for training. 10. CONTRACT MODIFICATIONS The DEPARTMENT and the CONTRACTOR may, from time -to -time, request changes in services to be performed under this agreement. Any such changes that are mutually agreed upon by the DEPARTMENT and the CONTRACTOR shall lac incorporated herein by written amendment to this contract. It is mutually agreed and understood :1; at no alteration or variation of the terms of this contract shall be valid unless made in writing and signed by the parties hereto, and that any oral understanding or agreements not incorporated herein, unless made in writing and signed by the parties hereto, shall not be binding. 11. SERVICING The CONTRACTOR may, without the prior written consent of the DEPARTMENT, take such action as may be necessary or desirable in the course of routine administration of the Loan, provided however, the CONTRACTOR shall not, without the prior approval of the DEPARTMENT, do any of the following. a) Additional Obligations. Subject the DEPARTMENT to any additional obligation or change the amount or terms of the Loan; or b) Principal and interest. Reduce the principal of, or interest on, the Promissory Note; or c) Extensions. Postpone any date fixed for payment of principal of, or interest on, the Promissory note; or d) Covenants. Change, waive, or release the Borrower from any affirmative or negative covenant under any Loan Document; or e) Collateral. Release or substitute any guarantor or any portion of the collateral securing the Promissory Note; or 1) Acceleration. Accelerate or otherwise change the maturity of the Promissory Note or commence any collection action or foreclosure upon any collateral for the Promissory Note. 3 12. TERMINATION OF CONTRACT a) If, through any cause, the CONTRACTOR shall fail to fulfill in a timely and proper manner its obligations under this contract, or if the CONTRACTOR shall violate any of its covenants, agreements, or stipulations of this contract, the DEPARTMENT shall thereupon have the right to terminate this contract and withhold the remaining allocation if such default or violation is not corrected within twenty (20) days after submitting written notice to the CONTRACTOR describing such default or violation. Reimbursement for CONTRACTOR activities undertaken, and not otherwise paid for by the DEPARTMENT prior to the effective date of such termiination, shall be as the DEPARTMENT reasonably determines. b) If the Business fails to make payments under the Promissory Note and the CONTRACTOR has pursued all remedies available under the Loan Agreement or under law, and distributed all available Project Income in accordance with Section 6, the CONTRACTOR'S obligations under Section 6 shall terminate. 13. QNTRACTOR NOT EMPLOYEE OF AGENCY The CONTRACTOR, his/her employees or agents performing under this contract are not be deemed to be employees of the DEPARTMENT in any manner whatsoever. The CONTRACTOR will not hold himself/herself out as nor claim to be an officer or employee of the DEPARTMENT or of the state of Washington by reason hereof and will not make any claim, demand, or application to or for any right or privilege applicable to an officer or employee of the DEPARTMENT or of the state of Washington. 14. RECORDS. DOCUMENTS. AND REPORTS The CONTRACTOR shall maintain books, records, documents, and other evidence and accounting procedures and practices which sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this contract. These records shall be subject at all reasonable time to inspections, review, or audit by DEPARTMENT personnel and other personnel duly authorized by the DEPARTMENT or the Office of the State Auditor. The CONTRACTOR will retain all books, records, documents, and other material relevant to this contract for three years after expiration and the Office of the State Auditor, or any persons duly authorized by the DEPARTMENT shall have full access to and the right to examine any of said materials during said period. 15. QWNERSHIP OF PROJECT/CAPITAL FACILTTTFS The DEPARTMENT makes no claim to any real property improved or constructed with funds under this contract and, by this grant, does not and will not acquire any ownership interest or title to such property of the CONTRACTOR. This provision does not extend to claims that the DEPARTMENT may bring against the CONTRACTOR in the event of recapture of funds expended in violation of this contract. 16. SPECIAL PROVISION The DEPARTMENTS failure to insist upon the strict performance of any provision of this contract or to exercise any right based upon a breach thereof or the acceptance of any performance during such breach, shall not constitute a waiver of any right under this contract. 17. JNDEMNIFICATIQN It is understood and agreed that this contract is solely for the benefit of the parties to the contract and gives no right to any other party. No joint venture or partnership is formed as a result of this contract. Each party hereto agrees to be responsible and assume liability for its own wrongful and/or negligent acts or omissions, or those of its officers, agents, or employees to the fullest extent :required by law, and agrees to save, indemnify, defend and hold the other party harmless from any such liability. In the case of negligence of more than one party, any damages allowed shall be levied in proportion to the percentage of negligence attributable to each party; and each party shall have the right to seek contribution from the other party in proportion to the percentage of negligence attributable to the other party. 4 This indemnification clause shall also apply to any and all causes of action arising out of the rehabilitation, reconstruction, upgrading, and/or preservation of the State Eligible Project and/or the Economic Development Project. Each contract for rehabilitation, reconstruction, upgrading, and/or preservation will include a provision that the DEPARTMENT and the state of Washington are not liable for damages or claims from damages arising from any subcontractor's performance of activities under the terms of the contracts. 18. GOVERNING LAW AND VENUE This contract shall be construed and enforced in accordance with, and the validity and performance hereof shall be governed by, the laws of the state of Washington. Venue of any suit between the parties arising out of this contract shall be the Superior Court of Thurston County, Washington. 19. $EVERABILITY In the event any term or condition of this contract or application thereof to any person or circumstances is held invalid, sum invalidity shall not affect other terms, conditions, or applications of this contract which can be given effect without the invalid term, condition, or application. To this end, the terms and conditions of this contract are declared severable. IN WITNESS WHEREOF, the DEPARTMENT and CONTRACTOR have executed this contract as of the date and year written below. Department of Community Development Name: City of Yakima Date: Date: APPROVED AS TO FORM: APPROVED AS TO FORM: • 2ity Attorney 5 Date: Date: LOAN AGREEMENT This Loan Agreement (the "Agreement") is made and entered into this day of May, 1991, by and among the city of Yakima (the "City"), and La Cocina Mexicana, Inc., a Washington corporation (the "Borrower"), (collectively the "Parties"). RECITALS A. The city of Yakima, a Municipal corporation, receives federal community development block grant funds and is authorized, to approve applications from profit, nonprofit, and governmental applicants for these funds. B. The City desires to make such funds available to private borrowers in order to revitalize depressed communities; stimulate private investment; encourage development of new business ventures; provide capital to ventures sponsored by local organizations and capable of growth in the business markets; encourage and increase the employment of members of lower-income households; and assist viable, but under -financed small businesses in order to create and preserve jobs that are sustainable in the local economy. C. The City desires to loan funds to the Borrower, and the Borrower desires to borrow funds from the City, under the terms and conditions set forth in this Agreement, which is intended to control the relationship among the Parties. NOW THEREFORE, in this Agreement, 1. The Loan AGREEMENT in consideration of the Parties agree as e mutual promises contained ollows: 1.01. City's Loan to Borrower. Subject to the terms and conditions set forth in this Agreement, the City hereby agrees to loan to the Borrower Fifty Three Thousand Three Hundred and thirty- two dollars ($53,332) (the "Loan") at an interest rate of nine percent (9%) per annum. Repayment shall be equal monthly payments of principal and interest based on a ten year amortization. The loan will have a five year maturity. The Loan shall be evidenced by a promissory note substantially in the form attached hereto as Exhibit A, and incorporated herein by this reference (the "Note"). 1.02. Purpose of the Loan. The Loan from the City shall be made solely for working capital and the purchase of equipment (the "Project"). 1 1.03. Citv's Assignment. Pursuant to a Conditional Grant Contract, the City has conditionally assigned its right to receive payments of principal and interest on the Note in favor of the Washington State Department of Community Development.; the City shall continue to own the Note in all other respects. In consideration of this assignment, the Department agrees that its acceptance of each payment of principal and interest from the City shall constitute a waiver of its right to an equal amount of grant income repayment due from the City under the Conditional Grant Contract. Following the Department's receipt of all payments of principal and interest under this Agreement, the repayment of grant income shall be deemed to be waived in full by the Department. 2. Security. The Loan and obligations of the Borrower to the City under the Loan Agreement and the Note shall be secured as follows: 2.01. Security Agreement. By a security agreement between the Borrower and the City, which shall cover all of the Borrower's furniture, fixtures, accounts receivable, inventory and proceeds, machinery, and equipment (the "Security Agreement"); 2.02. Guaranties. The Loan shall be guarantied by Nana Garza, Norrie Heilman and Bernard Heilman. Their respective guaranties will be secured by liens on their personal residences. 3. Borrower's Re•resentations and Warranties. To induce the other Parties to enter into this Agreement, the Borrower hereby makes the following representations and warranties: 3.01. Good Standing and®ualification. The Borrower is a corporation duly organized, validly existing, and in good standing under the laws of the state of Washington, has full corporate power, authority, and legal right to own its properties and carry on its businesses as now being conducted; 3.02. Corporate Authority. The Borrower has full power and authority to enter into this Agreement, to make the borrowing and to execute and deliver the Note and the other agreements provided for herein, all of which have been duly authorized by all proper and necessary corporate action. The execution, delivery, and performance by the Borrower of this Agreement, the Note, and the other agreements provided for herein do not require any shareholder approval, and do not contravene any law, regulation, rule, or order binding upon it or its Articles of Incorporation or Bylaws; 3.03. Governmental Approvals. No approval of any governmental or regulatory authority„ or filing or registration with any governmental or regulatory authority, is required for the making and performance :by the Borrower of this Agreement, the Note, and other agreements provided for herein, or in connection with any of the other transactions contemplated hereby, except such as have been heretofore obtained and are in full force and effect (certified copies thereof having been delivered to the City); 3.04. Binding Agreements. This Agreement and the Note and the other agreements provided for herein, when duly executed and delivered, will constitute the valid, legal, and binding obligations of the Borrower, enforceable in accordance with their respective terms, subject to any applicable bankruptcy, insolvency„ moratorium, or other similar laws affecting the enforcement of creditors' rights generally; 2 3.05. Litigation. There are no actions, proceedings, investigations, or claims against or affecting the Borrower now pending before any court, administrative agency, or other governme-t authority (nor to the knowledge of the Borrower has any been threatened nor does any basis exist therefor) which if determined adversely would be likely to have a material adverse effect on the financial condition or operations of the Borrower; 3.06. No Conflicting Agreements. There is no provision of any existing mortgage, indenture, contract, or other agreement binding upon the Borrower, of affecting its properties, which would conflict with or in any way prevent the execution, delivery and performance of this Agreement, the Note or the other agreements provided for herein; and the execution and delivery of this Agreement, t M' Note and the other agreements provided for herein will not result in the breach of any provision of any such mortgage, indenture, contract or other agreement; 3.07. Tax Returns and Payments. The Borrower has filed all tax returns and reports required of it, has paid all taxes, assessments, and government charges applicable to the Borrower or to its properties, assets, or income which are due and payable, and has provided adequate reserves for payment of any whose payment is being contested. The charges, accruals, and reserves on the books of the Borrower in respect of all such taxes, assessments, and governmental charges for all fiscal periods to date are accurate; 3.08. No Event of Default. No event of default (as defined in Section 6) and no event which, with notice or lapse of time or both, would become such an event of default, has occurred and is continuing; and 3.09. Representation as a Whole. This Loan Agreement, the application to the Washington State Development Loan Fund and all other instruments, documents, certificates, and statements furnished to the City and tie Department aF the Borrower, taken as a whole, do not contain any statement of ma._.rial fact or omit to state any material fact which make the statements contained herein or therein misleading. 4. Borrower's Affirmative Covenants. So long as the Borrower may borrow hereunder and until payment in full of the Loan and the Note and performance of all other obligations of the Borrower hereunder, the Borrower will: 4.01. Lower -Income Employees. In its operation of the Project, make its besw efforts to employ members of households whose income, prior to heir' employed by the Borrower in operations of the Project, does not exc: :wd eighty percent (80%) of the median family income for the area, as determined by the U.S. Department of Housing and Urban Development, with adjustments for smaller and larger families, and diligently perform the terms and conditions of the employment recruitment agreements with the City; 4.02. Government Re >,tions. Comply with all applicable federal, state, and local laws, regulations, and requirements, and comply with those laws, regulations, and requirements outlined in Exhibit C attached hereto and incorporated herein by this reference, as they pertain to operation of the Project; 4.03. Use of Funds. Use the proceeds of the Loan only for the purposes of the Project, as described in Section 1.03; 3 4.04. Financial Information. Maintain adequate books and records and a system of accounting established in accordance with sound accounting principles, consistently applied through the periods involved, reflecting all financial transactions of the Borrower and deliver to the City and Department as soon as available and in any event within ninety (90) days after the close of each fiscal year of the Borrower, the balance sheet of the Borrower as of the end of such fiscal year and the related unaudited statements of income and retained earnings and statement of changes in financial position of the Borrower for such year; 4.05. Taxes and Liens. Pay and discharge, or cause to be paid and discharged, before the same shall become delinquent, all taxes, assessments, and governmental charges upon it, its income or property, and pay within five (5) days after notice thereof all claims for labor, materials, and supplies which, if unpaid, might become by law a lien upon its property, except any thereof whose validity or amount is being contested in good faith by appropriate proceedings with provisions having been made to the satisfaction of the Department for payment thereof in the event the contest is determined adversely to the Borrower; 4.06. Insurance. Maintain in force insurance with responsible insurance companies in such amounts and covering such risks as is customary in the industry and satisfactory to the City and the Department, and upon request furnish to the City certificates of insurance or duplicate policies evidencing such coverage indicating at minimum that hazard fire and theft coverage covering all collateral is in place; 4.07. Preservation of Corporate Existence. Preserve and maintain its corporate existence, rights, franchises, and privileges in the state of Washington; 4.08. Maintenance of Pro•ert Etc.. Maintain and preserve all of its properties in good working order and condition, ordinary wear and tear excepted, and from time to time make all needed repairs, renewals or replacements so that the efficiency of such properties shall be fully maintained and preserved; and 4.09. Compliance with Laws. Comply in all material respects with all laws, regulations, rules, and orders of governmental or regulatory agencies applicable to the Borrower or to its operations or property, except any thereof whose validity is being contested in good faith by appropriate proceedings upon stay of execution of the enforcement thereof. 5. Borrower's Events of Default. If one or more of the following events of default shall occur ("Borrower's Events of Default"): 5.01. Payment Default. The Borrower shall fail to pay any interest or principal in accordance with the terms of the Note; or 5.02. preach of Representation or Warranty. Any representation or warranty made by the Borrower herein, or any statement or representation made in any certificate, report, or opinion delivered pursuant hereto, shall prove to have been incorrect in any material respect when made; or 5.03. Breach of Certain Covenants. The Borrower shall fail to duly observe or perforin of any term, covenant, or agreement contained in Sections 4.01 and 4.02; or 4 5.04. Breach of Other Covenants. The Borrower shall fail to duly observe or perform of any other term, covenant, or agreement contained in this Agreement or any other agreement of instrument provided for herein, and such default shall have continued unremedied for a period of thirty (30) days; or 5.05. Cross Default. The Borrower shall fail (a) to pay when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise) any indebtedness or any interest or premium thereon and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such indebtedness, or (b) to perform any term or covenant on its part to be performed under any agreement or instrument reletting to any such indebtedness and required to be performed, and such failure shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such failure to perform is to accelerate or permit the acceleration of the maturity of such indebtedness, or (c) any indebtedness shall be declared to be due and payable or required to be prepaid (other than by regularly scheduled required prepayment) prior to the stated maturity thereof; or 5.06. lnsolvencv. Etc. The Borrower is generally not paying its debts as such debts become due; makes an assignment for the benefit of creditors; files a petition in bankruptcy; is adjudicated insolvent; petitions or applies to any tribunal for any custodian, receiver, or trustee of any substantial part of the Borrower's property; commences any proceeding relating to the Borrower under any reorganization, arrangement, readjustment of debt, dissolution, or liquidation law or statute of any jurisdiction whether now or hereafter in effect; a court orders relief against the Borrower as a debtor; or if there is col enced against the Borrower any of such proceedings which remains undismissed for a period of thirty (30) days; or the Borrower by any act indicates its consent toy, approval of, or acquiescence in any of such proceedings or the appointment of any custodian, receiver, or trustee of any substantial part of the Borrower's property; or suffers any such custodian, receiver, or trustee to continue undischarged for a period of thirty (30) days; or 5.07. Judgments, Liens. Any judgment against the Borrower or any involuntary lien attaches against any asset or property of Borrower for any amount in excess of $10,000.00, which remains unpaid, unstayed on appeal, undischarged, unbonded, and undismissed for a period of thirty (30) days; or 5.08. Condemnation. Such portion of the Property as in the opinion of the Department constitutes a substantial portion shall be condemned, seized, or appropriated; Then the Loan and the Note shall become immediately due and payable without presentment, demand, protest, or other notice of any kind, all of which are waived by the Borrower, any obligation of the City to make further advances hereunder shall terminate, the Note shall immediately bear interest at the rate of twelve percent (12%) per annum, and the holder of the Note may proceed with the collection thereof and the realization upon all security which it may hold. 6. Closing. This Agreement shall be executed at closing. 6.01. Borrower's Obligations at Closing. At closing, the Borrower shall deliver to the City the Note, the Guaranties, and the Security Agreement all signed by the Borrower, and any other documents requested and pertinent to the closing. 5 6.02. City's Obligations at Closing. At closing, the City shall deliver to the Department the Conditional Grant Contract and shall deliver to La Cocina Mexicana, Inc., a check for $53,332, which will be for the benefit of La Cocina Mexicana, Inc. for working capital and equipment purchases. 7. Expenses. The Borrower agrees to pay allexpenses of the City or its agents and assigns (including without limitation the reasonable fees and expenses of counsel, recording, title search, and filing fees) in connection with the preparation of this Agreement, the Note, and all other documentation, and all expenses of the City (including the reasonable fees and expenses of its counsel) in connection with the enforcement of any provision of this Agreement and the collection of Note. 8. Notice. All notices required or permitted under this Agreement shall be in writing and personally delivered or mailed to the offices set forth below by certified mail, return receipt requested, postage prepaid, addressed to the Parties as follows: To the City: City of Yakima City Hall 129 North Second Street Yakima, Washington 98901 To the Borrower: La Cocina Mexicana, Inc. Attention: President 605 East Nob Hill Blvd. Yakima, Washington 98901 With a Copy To: Department of Community Development Development Loan Fund (CPD) Ninth and Columbia Building, MS/GH-51 Olympia, Washington 98504-4151 Any party may from time to time change the address to which its notices are to :be sent by written notice to all other Parties pursuant to the provisions of this section. 9. Relationship Between Parties. It is understood and agreed that this Agreement is solely for the benefit of the Parties and gives no right to any other party. The Borrower agrees that the City is not directing or controlling its business as a manager, partner, owner, principal, or any other capacity. It is understood and agreed that no joint venture or partnership is formed as a result of this Agreement. 10. Dndemnification. Each party hereto agrees to be responsible and assume liability for its own wrongful and negligent acts or omissions, or those of its officers, agents, or employees to the fullest extent required by law, and agrees to hold the other Parties harmless from any such liability. In the case of negligence of more than one party, any damages allowed shall be levied in proportion to the percentage of negligence attributable to each party; and each party shall have the right to seek contribution from each of the other Parties in proportion to the percentage of negligence attributable to each of the other Parties. 6 11. No Waiver. Waiver of any covenant, term, or condition of this Agreement by any party shall not be deemed a waiver of any subsequent L each of the same covenant, term, or condition. No waiver of arty default or breach by any party shall be implied from any failure to take action upon such default or breach, if the default or breach persists or repeats. 12. Successors and Assigns. This Agreement shall inure to the benefit of the successors and assigns of all the Parties, provided that the Borrower's interest under this Agreement may not be assigned or transferred without the prior written consent of the City. 13. Time. Time is of the essence of this Agreement. 14. Counterparts. Originals of this Agreement shall be executed by the Parties, with each of the Parties to receive one original, provided, that each original shall constitute one and the same agreement. 15. Severability. The invalidity of one or more provisions of this Agreement shall not affect, in any respect whatsoever, the validity of the remainder of this Agreement. 16. Entire Acreement. This Agreement, together with the other instruments and documents referenced herein, shall constitute the entire agreement among the Parties. Any amendment to this Agreement must be in writing and signed by all the Parties. 17. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the state of Washington. IN WITNESS WHEREOF, the Parties have executed this Agreement by and through their duly authorized representatives as of the date first above written. Approved as to Form: Assistant Attorney General CITY OF YAKIMA: By: Title: LA COCINA MEXICA.NA, INC.: By: Title: President 7 EXHIBIT A Public Promissory Note $53,332.00 Yakima, Washington , 1991 FOR VALUE RECEIVED, La Cocina Mexicana, Inc., promises to pay to the order of the City of Yakima, the principal sum of Fifty Three Thousand Three Hundred and thirty-two dollars ($53,332), along with interest on the outstanding balance at a rate of nine percent (9%) per annum. The note shall be repaid in equal monthly installments of $675.59, including principal and interest, beginning 30 days after the loans disbursement and continuing monthly thereafter until the note's maturity, May 30, 1996. Default in the payment of any installment of principal or interest, at the option of the holder, shall render the whole amount then unpaid due and payable, whether due by lapse of time or not, time being of the essence of this Agreement. Failure to exercise this option shall not constitute a waiver of the right to exercise the same at any other time. Default under this note is defined in the Loan Agreement. Upon default, this note shall bear interest at the rate specified in the Loan Agreement. Should any action be brought for the collection of any principal or interest due under this note, the undersigned promises to pay all costs thereof, including such additional sum as attorney's fees, as the court as the court may adjudge reasonable,. The makers and endorsers severaly waive presentment„ protest, and demand, notice of protest, demand, or dishonor and nonpayment of this note, and expressly agree that this note, or any payment hereunder, may be extended from time to time without in any way affecting the liability of the makers and endorsers hereof. This Public Promissory Note is made pursuant to Agreement between La Cocina Mexicana, Inc. and the This note is to be governed by and construed in the laws of the state of Washington. the Loan city of Yakima. accordance with LA COCINA MEXICANA, INC. BY: TITLE: ASSIGNMENT OF RIGHT TO RECEIVE PAYMENTS OF PRINCIPAL AND INTEREST FOR VALUABLE CONSIDERATION, the City of Yaldm;. . hereby assigns to the Washington State Department of Community Development its right to receive all payments of principal and interest on the Public Promissory Note dated , 1991, in the face amount of Fifty Three Thousand Three Hundred and Thirty -Two Dollars ($53,332), payable to the City of Yakima and made by La Cocina Mexicana, Inc., a copy of which is attached hereto and incorporated herein by this reference. THE CITY OF YAKIMA BY: TLTLE: DATE: EXHIBIT C The following governmental regulations are those referred to in the attached Development Loan Fund Agreement: 1. Public Law 88-352, Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq.) (24 CFR Part 1). The Borrower shall comply with the provisions of "Public Law 88-352," which refers to Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seg.). The law provides that no person in the United States shalt, on the grounds of race, color, or national origin, be denied the benefits of, be excluded from participation in, or be subjected to discrimination under any program or activity receiving federal financial assistance. 2. Public Law 90.284. Title VIII of the Civil Rights Act of 1968 (42 U.S.C. 3601 et sea.). The Borrower shall comply with the provisions of "Public Law 90-284," which refers to Title VIII of the Civil Rights Act of 1968 (42 U.S.C. 3601 t e .. The law states that it is the policy of the United States to provide, within constitutional limitation, for fair housing throughout the United States, and prohibits any person from discriminating in the sale or rental of housing, the financing of housing or the provisions of brokerage services, including in any way making unavailable or denying a dwelling to any person, because of race, color, religion, sex or national origin. The Borrower must also administer programs and activities relating to housing and urban development in a manner that affirmatively promotes fair homing and furthers the purposes of Title VIII. 3. Executive Order 11063. As Amended,by Executive Order 12259 (24 CFR Part 197). The Borrower shall comply with the provisions of Executive Order 11063, as amended by Executive Order 12259, which directs Borrower to take all action necessary and appropriate to prevent discrimination because of race, color, religion, creed,sex or national origin in the sale, leasing, rental and other disposition of residential property and related facilities (including land to be developed for residential use), or in the use or occupancy thereof, if such property and related facilities are, among other things, provided in whole or in part with the aid of loans, advances, grants or contributions from the federal government. 4. Section 109 of the Housing and Community Development Act of 1974. As Amended through 1981. The Borrower shall comply with the provisions of Section 109 of the Housing and Community Development Act of 1974, as amended through 1981, which require that no person in the United States shall, on the grounds of race, color, national origin or sex, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with federal community development funds made available pursuant to Title I of the Act. 5. Age Discrimination Act of 1975. As Amended (42 U.S.C. 6101 et segs. The Borrower shall comply with the Age Discrimination Act of 1975, as amended, which provides that no person shall be excluded from participation, denied program benefits or subject to discrimination on the basis of age under any program or activity receiving federal funding assistance. 6. ection 504 of the Rehabilitation Act of 1. As Amended (29 U.S.C. 794). The Borrower shall comply with Section 504 of the Rehabilitation Act of 1973, as amended, which provides that no otherwise qualified individual shall, solely by reason of his or her handicap, be excluded from participation (including employment), denied program benefits or subjected to discrimination under any program or activity receiving federal assistance funds. 7. ection 3 of the Housing and Urban Development Act of 1968 (12jJ.S.C. 1701u) (24 CFR Part 135). The Borrower shall comply with the provisions of Section 3 of the Housing and Urban Development Act of 1968 which require, in connection with the planning and carrying out of any project assisted under the Act, to the greatest extent feasible, that opportunities for training and employment be given to lower-income persons residing within the unit of local government or the non -metropolitan county in which the project is located, and that contracts for work in connection with the project be awarded to eligible business concerns which are located in, or owned in substantial part by persons residing in, the project area. The Borrower must assure good faith efforts toward compliance with the statutory directive of Section 3. EXHIBIT C 1 8. Executive Order 11246. As Amended by Executive Order 11375. The Borrower shall comply with Executive Order 11246 as amended, which applies to all federally assisted construction contracts and subcontracts. The Borrower and subcontractors, if any, shalt not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. Borrower and subcontractors, if any, shall take affirmative action to ensure that applicants are employed, and that employees are treated, during employment, without regard to their race, color, religion, sex or national origin. Such action shall include, but shall not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rate of pay or other forms of compensation; and selection for training, including apprenticeship. Borrower and subcontractors shall post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. For contracts over $10,000, the Borrower or subcontractors shall send to each applicable labor union a notice of the above requirements. The Borrower and subcontractors shall comply with relevant rules, regulations and orders of the U.S. Secretary of Labor. The Borrower or subcontractors will make their books and records available to city, state, and federal officials for purposes of investigation to ascertain compliance. 9. Davis -Bacon Act. As Amended (40 U.S. -C. 276a -276a-5). The Borrower . all comply with the provisions of the Davis -Bacon Act, as amended. This Act mandates that all laborers and mechanics be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account except "permissible" salary deductions, the full amounts due at the time of payments, computed at wage rates not Less than those contained in the wage determination issued by the U.S. Department of Labor. Weekly certified payrolls are required to be submitted to the federally -funded recipient by the contractor. These requirements apply to rehabilitation of residential property only if such property is designed for residential use for eight or more families. 10. Copelad Act (Anti -Kickback Act) (40 U.S.C. 276c). The Borrower shall comply with the Copeland Act, which makes it a criminal offense for any person to induce, by any manner whatsoever, any other person employed in the construction, prosecution, completion, or repair of any public building, public work or building, or work financed in whole or in part by loans or grants from the United States, to give up any part of the compensation to which he or she is entitled under his or her contract of employment. Compensation shall consist of wages and approved fringe benefits. i. tract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.). The Borrower shall comply with the provisions of the Cor ract Work Hours and Safety Standards Act. According to this Act, no contract work may involve or require laborers or mechanics to work in excess of eight hours in a calendar day, or in excess of 40 hours in a work week; unless compensation of not less than one and one-half times the basic rate is paid for the overtime hours. If this Act is violated, the contractor or subcontractor shall be liable to any affected employee for unpaid damages as well as to the United S les for liquidated damages. These requirements apply to rehabilitation of residential property only if such pro; perty is designed for residential use for eight or more families. 12. The National Environmental Policy Act of 1969 (42 U.S.C. 4321 et seq., and 24 CFR Part 58). The Borrower shall comply with the provisions of the National Environmental Policy Act of 1969. The purpose of this Act is to attain the widest use of the environment without degradation, risk to health or safety or other undesirable and unintended consequences. Environmental review procedures, including determining and publishing a Fmding of Significance or of No Significance for a proposal, are a necessary part of this process. Pursuant to these p:::Visions, the Borrower shall certify that the proposed project will not significantly impact the environmcr:: and that the Borrower has complied with environmental regulations and fulfilled its obligations to give pubic:; notice of the funding request, environmental findings, and compliance performance. 13. The Clean Air Act. As Amended (42 U.S.C. 7401 et , . The Borrower shall comply with the Clean Air Act, which prohibits (1) engaging in, (2) supporting in any way or providing financial assistance for, (3) licensing or permitting, or (4) approving any activity wh:h does not conform to the state implementation plan for natural primary and secondary ambient air quality standards. The Borrower shall ensure that the facilities under its ownership, lease, or supervision which shall be utilized in the accomplishment of the program are not listed on the U.S. Environmental Protection Agency's (EPA) list of Violating Facilities. The Borrower shall notify the Agency of the receipt of any communication from the Director of the EPA Office of Federal Activities indicating that a facility to be used in the project is under consideration for listing by EPA. EXHIBIT C 2 14. HUD Environmental Criteria and Standards (24 CFR Part 51). The Borrower cha11 comply with the Department of Housing and Urban Development ("HUD") noise abatement and control standards, which prohibit HUD support for most new construction of noise -sensitive uses on sites having unacceptable noise exposure. HUD assistance for the construction of new noise -sensitive uses is prohibited in general for projects with unacceptable noise exposures and is discouraged for projects with normally unacceptable noise exposure. 15. iExecntive Order 11990. May 24.1977: Protection of Wetlands (42 Yagierastseq.). 'The Borrower shall comply with Executive Order 11990, the intent of which is, (1) to avoid, to the extent possible, adverse impacts associated with the destruction or modification of wetlands, and (2) to avoid direct or indirect support of new construction in wetlands wherever there is a practical alternative. The Borrower, to the extent permitted by law, must avoid undertaking or providing assistance for new construction located in wetlands, unless there is no practical alternative to such construction and the proposed action includes all practical measures to minimize harm to wetlands which may result form such use. In making this determination, the Borrower may take into account economic, environmental, and other pertinent factors. 16. TheWild and Scenic Rivers Act of 1968. As Amended (16 U.S.C.12 et sea.). The Borrower shall comply with the Wild and Scenic Rivers Act. The purpose of this Act is to preserve selected rivers or section of rivers in their free-flowing condition, to protect the water quality of such rivers and to fulfill other vital national conservation goals. Federal assistanceby loan, grant, license, or other mechanism can not be provided to water resources construction projects that would have a direct and adverse effect on any riveri ncluded or designed for study or inclusion in the National Wild and Scenic River System. 17.Executive Order 11988. Mav 24.1977: Floodplain Management (42 F.R. 26951 t e .. The Borrower shall comply with the provisions of Executive Order 11988. The intent of this Executive Order is to avoid, to the extent possible, adverse impacts associated with the occupancy and modification of floodplain, and to avoid direct or indirect support of floodplain development wherever there is a practical alternative. If the Borrower proposes to conduct, support, or allow an action to be located in the floodplain, the Borrower must consider alternatives to avoid adverse effects and incompatible involvement in the floodplain. If sitting in a floodplain is the only practical alternative, the Borrower must, prior to taking any action, design or modify its actions in order to minimize a potential harm to the floodplains, and prepare and circulate a notice containing an explanation of why the action is' proposed to be located in a floodplain. • 18. Coastal Zone Management Act of 1972. As Amended (16 U.S.C.1451 et sen.). The Borrower shall comply with the Coastal Zone Management Act of 1972, as amended. The intent of this Act is to preserve, protect, develop, and where possible, restore or enhance the resources of the nation's coastal zone. Federal agencies cannot approve assistance for proposed projects that are inconsistent with the state's coastal management program, except upon a finding by the U.S. Secretary of Commerce that such a project is consistent with the purpose of this chapter or necessary in the interests of national security. 19. The Endangered Species Act of 1973,As Amended {16 U.S.C. 1531 et sea.). The :Borrower shall comply with the Endangered Species Act of 1973, as amended. The intent of this Act is to ensure that all federally -assisted projects seek to preserve endangered or threatened species. Federally authorized and funded projects may not jeopardize the continued existence of endangered and threatened species or result in the destruction of or modification of habitat of such species which is determined by the U.S. Department of the Interior, after consultation with the state, to be critical. 20. The Reservoir Salvage Act of 1960. As Amended by the Archaeological and Historic Preservation Act of 1974 816 U.S.C. 469 et seq . Under the Reservoir Salvage Act, the Borrower must comply with provisions for the preservation of historical and archaeological data (including relics and specimens) that might otherwise be irreparably lost or destroyed as a result of any alteration of the terrain caused as a result of any federal construction project or federally -licensed activity or program. Whenever any federal agency finds, or is notified in writing by an appropriate historical or archaeological authority, that its activities in connection with any federal construction project or federally -licensed project, activity or program may cause irreparable loss or destruction of significant scientific, prehistoric, historical or archaeological data, the federal agency must notify the U.S. Secretary of Interior in writing and provide appropriate information concerning the project, program or activity. - EXHIBIT C 3 21. The Safe Drinking Water Act of 1974 As Amended 142 U.S C. 201.300(f) et .seq. and U.S.C. Section 349). The Borrower must comply with the Safe Drinking Water Act, as amended, which is intended to protect underground sources of water. No commitment for federal financial assistance, according to this Act, shall be entered into for any project which the U.S. Environmental Protection Agency determines may contaminate an aquifer which is the sole or principal drinking water source for an area. 22. The Federal Water Pollution Control Act of 1972. As Amended including the Clean Water Act of 1977. Public Law 92-212 (33 U.S.C. 1251 et seq.). The Borrower shall assure compliance with the Water Pollution Control Act, as amended, which provides for the restoration of chemical, physical and biological integrity of the nation's water. 23. The Solid Waste Disposal Act. As Amended by the Resource Conversation and Recovery Act of 1976 (42 U.S,C. 6901 et seq.). The Borrower shall assure compliance with The Solid Waste Disposal Act, as amended. The purpose of this Act is to promote the protection of health and the environment and to conserve valuable material and energy resources. 24. The Fish and Wildlife Coordination Act of 1958. As Amended (16 US.C. 661 et seg.). The Borrower shall assure compliance with the Fish and Wildlife Coordination Act, as amended. The Act assures that wildlife conservation received equal consideration and is coordinated with other features of water resource development programs. 25. The National Historic Preservation Act of 1966 (16 US,C. 470). The Borrower shall evaluate the effects of its activity on any district, site, building, structure, and object listed in, or eligible for, the National Register of Historic Places, and shall give the state Office of Archaeology and Historical Preservation a reasonable opportunity to comment on the proposed activity. 26. The Archaeological and Historical Data Preservation Act of 1974 (16 US.C. 469a-1 et seq.). The Borrower shall comply with the Archaeological and Historical Data Preservation Act, which provides for the preservation of historic and archaeological information that would be lost due to development and construction activities as a result of federally -funded activities. �7. Executive Order 11593. Protection and Enhancement of the Cultural Environment. Mav 13. 1971. The Borrower shall assure that plans for federally -funded projects contribute to the preservation and enhancement of sites, structures, and objects of historical, architectural, or archaeological significance. 28. Title II and III of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (42 U.S.C. 4630). The Borrower shall comply with Sections 301 and 302 of Title III (Uniform Real Property Acquisition Policy) of the Uniform Relocation Assistance and Real Property Policies Act of 1970 and shall comply with Section 303 and 304 of the Title III, and HUD implementing instructions contained in 24 CFR Part 42. The Borrower shall inform affected persons of their rights and of the acquisition policies and procedures set forth in the regulations of 24 CFR Part 42 and 24 CFR 570.602(b). The Borrower shall comply with Title II (Uniform Relocation Assistance) of the Uniform Relocation Assistance and Property Acquisition Act of 1970 and HUD implementing regulations of 24 CFR Part 42 and 24 CFR 570.602(a) which require the Borrower t:- provide relocation payments and offer relocation assistance as described in Section 205 of the Uniform Relocation Assistance Act to all persons displaced as a result of acquisition of real property for an activity assisted under the Community Development Block Grant Program. Such payments and assistance shall be provided in a fair, consistent and equitable manner that ensures that the relocation process does not result in a different or separate treatment of such persons on account of race, color, religion, national origin, sex or source of income. The Borrower shall assure that, within a reasonable period of time prior to displacement, decent, safe and sanitary replacement dwellings will be available to all displaced families and individuals and that the range of choices available to such persons will not vary on account of their race, color, religion, national original, sex or source of income. 29. Title TV of the Lead -Based Paint Poisoning Prevention Act (42 U.S.C. 4831 et seq.). The Borrower shall comply with the provision of the Title IV of the Lead -Based Point Poisoning Prevention Act, which prohibits the use of lead-based paint in residential structures constructed or rehabilitated with federal assistance of any kind. EXHIBIT C 4 EXHIBIT D The following governmental regulations are those referred to in the attached Developinent Loan Fund Agreement: 1. U.5.Office of Management and Budget Circular A-87. Principles for Determiningis Applicable to Grants and Contracts with State. Local. and Federally Recognized Indian Tribal Govemm_enta. The Local Government shall comply with the guidelines of Federal Circular A-87, which set forth principles and standards for determining the costs allowable under .grants and contracts involving federal funds. 2. . • ffi . f M • • em - n .. d • . it Y I . - iL nif. rm . dministrative Requirements for Grants -in -Aid to State and Local Governments. The Local Government shall comply with the requirements of Office of Management and Budget (OMB) Circular A-102, or any equivalent procedures and requirements that the state may prescribe. The Circular is the basis for a number of specific requirements on the financial management and recordkeeping of CDBG funds. The directive applies to cash depositories, bonding and insurance, record keeping, program income, property management, procurement, close-out, audit, and other requirements. The following Attachments to OMB Circular A-102 do not specifically apply to the Borrower's project: "Attachment D -Waiver of Single State Agency Requirements," "Attachment F-Matrhing Share," and "Attachment M -Standard Forms for Application." COMMUNITY DEVELOPMENT LOAN FOND PROGRAM EMPLOYMENT AND TRAINING AGREEMENT The Parties of this agreane nt are: La Cocina Mexicana, Inc. (Business); Washington State Employment Security Department (ESD); Washington State Department of Community Development (DCD); and City of Yakima, an Entitlement Community (Jurisdiction) PURPOSE The purpose of this agreement is to provide qualified lower-income individuals who may be eligible for various federo4 state, and local training and job placement programs, fast opportunity for employment for positions generated as the result of funding through one of the following programs: Washington State Development Loan Fund Pmgrra n (DLF) 2 Washington State C,orn»unnity Development Block Grant (®BG) Float 1' ugrum (Float) 1 Washington State Revolving Loan Fund Program (RIF) 4. Washington State Revolving Technical Assistance Loan Fund Program (RTA) Please indicate which program is being utilized by the business fisted above. The Business recognizes that if the DLF or Float Program is being uric=red, the public funds are being loaned by the Jurisdiction to the Business, and if the RLF or RTA Program is being Vtili7v11, the public funds we being loaned by the Washington State Department of Community Development (DCD) to the business. The business recognizes the Jurisdiction/State's desire to increase employment opportunities for qualified people by lending these public funds to the business at a special interest rate or tam. The Business' job creation/remotion goals we outlined in Exiubit A, attached. TERMS The Jurisdiction/State and Business recognize that the ESD has the capacity to meet the training and placement service needs of qualified individuals. The Jurisdiction/State and the Business agree that the ESD will be the designated organization for the purpose of carrying out the terms of this agreement. This agreement becomes effective upon execution by all the parties and shall remain in effect until the ESD receives notice from the DCD that the employment goals for the business for the above indicated program have been met The Business agrees to report for a maximum of two years or until such time that the DCD has determined that the Business has met its projected job creation goal specified in Exhibit A. The Business agrees to forward all applicant cerification forms to the DCD on a quarterly basis, along with a properly completed Quarterly Job Report. At the end of the reporting period the Business agrees to properly complete a Necessary and Appropriate Certification. The Business shall notify the ESD of its need for new or replacement employees as soon as the Business decides to hire new or replacement employees. The notice shall describe the nature of the job, estimated hours, wages, skills required number of employees sought, number of referrals requested for each position, etc. Job openings filled by internal promotion within the Business' work force shall not be subject to this recruitment process. The ESD will refer applicants according to the qualifications set forth by the Business. Only the number of applicants requested by the Business will be referred. The final hiring decision for each job created shall be the responsibility of the Business, but in any event, the Business will make a good faith effort to hire individuals referred through the ESD. DCD LOAN PROGRAMS EMPLOYMENT AND TRAINING AGREEMENT 1 DCD/DLF-1, Revised 11/90 Pursuant with RCW 50.13.090, the ESD will make records of applicants available to the DCD upon request by the DCD. The ESD will provide a certification form, designed and provided by the DCD, to all applicants referred to the Business. The applicant will take the certification fonn to the Business at the time of the applicant interview and leave the form with the Business. SIGNATURES BUSINESS: ESD: D®: JURISDICTION:: DCD LOAN PROGRAMS EMPLOYMENT AND TRAINING AGREEMENT 2 By: Title: Date: B Title: Date: BY: Tule: Date: Tule: Date: DCD/DLR1, Revised 11/90 BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. C� For Meeting Of 6/25/91 ITEM TITLE: La Cocina Mexiciana, Inc., State Local Development Loan Fund Application Contract Document Approval SUBMITTED BY: Frederick C. Stouder, Assistant City Manager CONTACT PERSON/TELEPHONE: Frederick C. Stouder/575-6123 SUMMARY EXPLANATION: The City of Yakima on behalf of La Cocina Mexicana, Inc., applied for a Washington State Department of Community Development Fund financing. This financing is to assist in the development of a commercial venture at the northeast corner of So. 6th Street and East Nob Hill Boulevard. Development funds are to support economic development projects in which jobs created or retained will be made available to lower income persons. Development loan fund projects also represent a substantial commitment of private resources towards enhancing vitality of an area and expanding the community's tax base and employment opportunities. For this program, a local municipality must serve as the applicant and conduit of the funds. The total project financing is approximately $645,100 through SBA, private lending institution, and equity financing. A total of nine new full time jobs will be created. City Council on the 11th day of December, 1990, authorized a resolution submitting the Local Development Match Fund Application on behalf of La Cocina Mexicana. The loan documents for the project has been approved in the State and the Attorney General;s Office, and now the City is being asked to authorized the execution of the loan agreements. While the loan funds will be transmitted to the City for disbursement for La Cocina Mexicana, Inc., the loan will be repaid directly to the State of Washington. The total amount is for $53,332 at an interest rate of 9% per annum. 'Repayment will be on equal monthly payments of principal and interest based on a ten year amortization. The loan will have a five year maturity. Resolution Ordinance Contract Minutes Plan/Map Notification List Other ecify) City anager g APPROVED FOR SUBMITTAL: STAFF RECOMMENDATION: Authorize execution of agreements as necessary. BOARD/COMMISSION RECOMMENDATION: COUNCIL ACTION: Resolution No. D--5954 Legal/BD FCS