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HomeMy WebLinkAboutContract 1721 1t Cathedral City LOAN AGREEMENT (Business Relocation Assistance Program) This Loan Agreement ("Agreement") is entered into on V Utig 7 , 2017 by and between the City of Cathedral City, a California municipal corporation, ("City") and GERA 1-? DA✓ItS, tJ , a I'01PP-o9R/ETD A ("Borrower"). RECITALS A. The City Council of the City has approved funding for a Business Relocation Assistance Program ("Program") to provide financial assistance to businesses located within the City that have been displaced by a cannabis business that has been approved by the City or that has submitted an application for approval to the City. B. Resolution No. 2017-01 sets forth the qualifications and preconditions for obtaining financial assistance under the Program, and provides that the assistance shall be in the form of a five-year loan that is forgiven in installments if the business remains in the City and satisfies certain conditions. C. Borrower is a business that the City has determined is eligible for financial assistance under the Program. D. The purpose of this Agreement is to set forth the terms and conditions governing the financial assistance that City provides to Borrower through the Program. OPERATIVE PROVISIONS 1. LOAN AMOUNT. Subject to the terms and conditions of this Agreement, City agrees to loan to Borrower, and Borrower hereby agrees to repay to City, the principal amount of rout TIibUSfr iD Plv.E inidPR-1 pit-Ty-it-tat Dole-A/25) �1�IP-ry- IGtft C�>�T.s ($ 4'15¢3.3( ) ("Loan"). The proceeds of the Loan shall be used for the sole purpose of paying for Borrower's relocation costs as allowed for under the Program. 2. INTEREST RATE. Interest shall accrue on the principal balance of the Loan at three percent (3%) per annum. 3. TERM. The term of the Loan is for five (5) years commencing upon the date the Loan funds are disbursed to Borrower ("Commencement Date"). 4. REPAYMENT. Borrower shall repay the Loan, and all interest accrued thereon, in five (5) equal installments. Twenty percent of the Loan, plus the interest accrued thereon, shall be due and payable on the first anniversary of the Commencement Date. Each year thereafter, twenty percent of the Loan, plus the interest accrued thereon, shall become due and payable until the Loan and all interest is repaid in full. 5. FORGIVENESS. The City will forgive the amount of principal and interest due at the time the amount becomes due and payable under Section 4 if, as of the date the installment payment is due under Section 4, the Borrower has satisfied the following: a. The Borrower has not defaulted on this Agreement; b. The Borrower has not violated any terms and conditions of the Program, as set forth in Resolution No. 2017-01; RN#4831-3724-4487 v l 1 b. The Borrower has not violated any terms and conditions of the Program, as set forth in Resolution No. 2017-01; c. The Borrower has not violated any City ordinances, codes or resolutions from the Commencement Date until the date of forgiveness; d. The Borrower has continuously operated the same business in the City from the Commencement Date until the date of forgiveness. e. The Borrower has not sold, leased or otherwise transferred possession of real property within the City to a cannabis business approved by the City or that has submitted an application for a cannabis license or conditional use permit to the City. 6. REPRESENTATIONS AND WARRANTIES. Borrower represents and warrants that the information provided to the City in support of its request for financial assistance under the Program was and is true and correct. Borrower represents and warrants that it did not omit or fail to provide to City any information that would impact the City's determination as to Borrower's eligibility for financial assistance under the Program or the amount of financial assistance that the Borrower may receive. 7. DEFAULT. If any representation or warranty made by the Borrower in this Agreement is incorrect in any material respect and/or the Borrower fails to pay when due any principal or interest payable to City under this Agreement, Borrower shall be deemed in default of this Agreement. In any such case, in addition to any other rights and remedies available to the City hereunder or at law or in equity or otherwise, City may declare the full amount of the outstanding principal and interest to be due and payable immediately. 8. GENERAL PROVISIONS. a. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the heirs, successors, assigns and representatives of the parties. b. Entire Agreement. This Agreement sets forth the entire understanding of the parties with respect to the subject matter hereof. In the event of any conflict between the terms of this Agreement and any other document entered into in furtherance of this Agreement,the terms of this Agreement shall prevail. c. Attorneys' Fees. In the event of any legal proceeding arising out of or related to this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees and costs as set by the trier of fact. d. Severability. It is agreed that if any provision of this Agreement shall be determined to be void by any court of competent jurisdiction, then such determination shall not affect any other provision of this Agreement and all such other provisions shall remain in full force and effect. e. Modification. This Agreement may not be changed, modified or amended orally or by a course of conduct, but only by a writing signed by the parties hereto, and this Agreement may not be discharged except by performance in accordance with the terms, or by writing signed by the parties hereto. f. Time of Essence. Time is of the essence in all of the terms, covenants and conditions of this Agreement. g. Law to Govern. This Agreement shall be construed in accordance with and governed by the laws of the State of California. h. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. i. Joint and Several. If more than one person executes this Agreement as Borrower, the agreements, covenants, representations, warranties, obligations and liabilities of such persons under this Agreement shall be joint and several. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date(s) set forth below. "BORROWER" "CITY" ACCESS!)ei s Ry ,SILK HLo1,13 r CITY OF CATHEDRAL CITY Name •f Business g / . :• ► Vi ►So Charles P. McClendon, City Manager " / APPROVED AS TO FORM: By: Cl./\,COL, Eric S. Vail, City aes ney RPV#4831-3724-4487 vl 3