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HomeMy WebLinkAboutArbitrage Compliance Specialists, Inc. - 2017-08-22 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND ARBITRAGE COMPLIANCE SPECIALISTS, INC. FOR ARBITRAGE REBATE COMPLIANCE SERVICES THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and ARBITRAGE COMPLIANCE SPECIALISTS, INC., a Corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide arbitrage rebate compliance services; and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Robert Goubert who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. agree/surfnet/professional svcs to$49 10/12 1 of 11 0 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on U-57— 2017_ (the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than 3 years from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. In the event the Commencement Date precedes the Effective Date, CONSULTANT shall be bound by all terms and conditions as provided herein. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed Thirteen Thousand Five Hundred Dollars ($13,500). 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such agree/surfnet/professionalsvcs to$49 10/12 2 of 11 work only after receiving written authorization from CITY. Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." 7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are agree/surfnet/professional Svcs to$49 10/12 3 of 11 applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above-mentioned insurance shall not contain a self-insured retention without the express written consent of CITY; however an insurance policy "deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. A claims-made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to agree/surfnet/professional sves to$49 10/12 4 of 11 forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and C. shall promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. agree/surthet/professional Svcs to$49 10/12 5 of 1 1 11. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. agree/surtiiet/professional svcs to$49 10/12 6of11 14. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16, NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail-return receipt requested: TO CITY: TO CONSULTANT: City of Huntington Beach Arbitrage Compliance Services, Inc. ATTN: Dahle Bulosan 5975 S. Quebec St. #205 2000 Main Street Centennial, CO 80111 Huntington Beach, CA 92648 agree/surfiict/professional svcs to$49 1 o/12 7 of 11 17. CONSENT When. CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as agree/surfnet/professional svcs to$49 10/12 8 of 11 to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. agree/surfnet/professional sues to$49 10/12 9 of 11 24. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. SIGNATORIES � Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 28. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this agree/surfnet/professional svcs to$49 10/12 10 of 11 Agreement in reliance on an representation, inducement promise, agreement, warrant fact or g Y p , , p , g , Y, circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. CONSULTANT, CITY OF HUNTINGTON BEACH, a municipal corporation of the State of Arbitrage Compliance Specialist, Inc. California COMPANY NAME �,,.,�,.. Directo hief By: (Pursuant To HBMC§3.03.100) Robert Goubert print name ITS: (circle one)Chairman/PresidenWice President APPROVED AND City Attorney p{Ka jolt-�1�1 By: rAV Ira Sacks Date 42 / —] print name _ ITS: (circle one)Secretary/Chief Financial Officer/Asst. Secretary—Treasure Receive and He agree/surfneUprofessional Svcs to$49 City Clerk 10/12 11 of 11 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) Arbitrage Compliance Specialists, Inc. (ACS) will provide the City with Arbitrage Rebate Compliance Services including the required arbitrage rebate, yield restriction/yield reduction, and spending exception calculations for the City's tax-exempt debt issues in compliance with the Tax Code. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: Calculation Services 1. Review the documents related to the debt issue to include the Official Statement, Tax Certificate, IRS Form 8038-G and CPA Verification Report. 2. Complete an in-depth analysis of the debt structure by our in-house tax attorney to determine if the debt issue is subject to rebate and/or yield restriction and identify applicable exceptions. 3. Monitor IRS filing deadlines, election requirements and restricted periods in our database tracking system to ensure timely reporting. 4. Perform the rebate, yield restriction/yield reduction or spending exception/penalty calculations in compliance with Internal Revenue Code of 1986. 5. Provide calculations with legal opinion and CPA certified professional opinion that can be relied upon by the City regarding the liability. The report will provide supporting documentation to include the calculation method employed, assumptions and conclusions. 6. Prepare payment Form 8038-T with detailed filing instructions for accurate and timely filing to the IRS, if applicable. Support Services EXHIBIT A 7. Discuss the report and findings to ensure a complete understanding of the procedures and recommendations in such report. 8. Prepare a debt compliance monitoring schedule that identifies all-important relevant information by issue including prior calculations, liability amounts, future calculation due dates and important status notes. 9. Advise on how future changes in the Tax Code may affect the debt issue. 10. Provide technical assistance and consultation in matters related to the arbitrage compliance regulations. 11. Assist in the IRS record retention requirements, which include storage of records related to the debt issue. 12. Provide no cost audit support in the event of an IRS audit for bond issues completed by ACS. C. CITY'S DUTIES AND RESPONSIBILITIES: 1. Investment Data: The City can expect their involvement to be limited to providing the contact name of the Bank Trustee. ACS will coordinate directly with the Trustee to have bank statements sent directly to our firm. 2. Bond Documents: ACS will coordinate directly with the City's Bond Counsel to be placed on the automatic bond document distribution list. 3. Provide access to data as required to perform the services. D. WORK PROGRAM/PROJECT SCHEDULE: TBD EXHIBIT A EXHIBIT "B" Payment Schedule (Fixed Fee Payment) Arbirrage Calculation Services: - .i - • ' Annul Maxinrun Arbitrage Rebate Calculation Fee Per Issue:$500 per rear until funds are fully spent,$0 S500 dureaher Additional Arbitrage Rebate C_alculanotiSmxes<(If Etequued)._,,,•._ - s '"fr' y ' ir('y;:�' `�"6� $A,�,c ti=,'yFy Comprehensive Arbitrage Compliance AnaMislSet-Up Yield Restriction Calculation(Per Report Period) Spending Exception Calculations(Per 6-Month Report Period) Included Commingled Funds and/or Transferred Proceeds Variable Rate Issues �.Stairdaid Lc¢a1S'er.-icez:'(If.4pplrcable)��y.., - i��;"�iS't "' - e 5s �•. r,.•; IRS Audit Assistance(For Bond Issues Completed By ACS) Review of Pic-Issunce Bond Docturunt to Ensue Elections are Correctly Applied to Reduce Future Arbitrage Included Rebate Liabilities Bond Compliance Proeram Budeets S10 S35M Redevelopment Agency 1999 Tax Allocation Refunding Bonds S500 $500 $500 S500 (Huntington Beach Redevelopment Project) $2.155h1 Conmtunin.Facilities District No. 1990-1 _001 Special Tax Refunding i Bands S500 S500', $500 ,..,'11 $500 S20 9\i Redevelopment Agency.2002 Tax Allocation Refunding Bonds S500 " � ,,+:* " P .'.S500" S5005500 (Huntington Beach Redevelopment Project) i"V_!•qAr SJ 9AI hit rovement Area A Conummin Facilities District No. ' ?t_00'-1 S500 Al' s« � - 00 McDonnell Centre Business Park)Special Tax Bonds,2002-A '�r_ $500 5500 F''je asn + $14.74531 Huntington Beach Public Financing Authorirv,Lease Revenue '• °+ 5500 $500 Refunding Bonds,2010 Series A 5500. }'5500 S36.275M Huntington Beach Public Financing Authorim Lease Revenue w;e "' 5500 550 S500 9' :r;TS500 Refunding Bonds,2011 Series A + S12.965M Conrnuniry Facilities District No.2000-1 (Grand Coast Resort)2017 $500 $500�. 5500 ., 5500 Special Tax Refunidiug Bonds - -.V..: :.:r S20.915\1 C'onununiry Facilities District No.2003-1 (Huntington Center)2013 -- $500 ' ,'$500"4 5500 500 Special Tax Refunding Bonds sa tref ! Nc. S 15.295M Huntington Beach Public Financing Authority.Lease Revenue Bonds, 20N Scrics A(Srnior Cotter Pro ect) $500 .X( ESOP, $500 `,• .S," Total �u 'The City's Bond Issues requiring Arbitrn¢e Rebate Compliance Sen-ices urny change from year to year. I . CONSULTANT shall be entitled to monthly progress payments toward the fixed fce set forth herein in accordance with the following progress and payment schedules. 2. Delivery of work product: A copy of every memorandum. letter, report, calculation and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate progress toward completion of tasks. In the event CII'Y rejects or has comments on any such product. CITY shall identify specific requirements for satisfactory completion. 3. CONSULTANTshall submit to CITY an invoice for each monthly progress payment due. Such invoice shall: fixhibit B A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 4. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. Exhibit B ARBIT-1 OP ID:AP AC®Ri7° CERTIFICATE OF LIABILITY INSURANCE DADD/YYYY) 06/26s/2s/2o17 PRODUCER Phone: 970-249-6661 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Western Group Inc-Montrose ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 540 East Main HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR PO Box 788 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Montrose,CO 81402 Alex Perez INSURERS AFFORDING COVERAGE NAIC# INSURED Arbitrage Compliance INSURER A:State Auto Insurance 25135 Speciafitst, Inc. 5975 S Quebec St //Suite 205 INSURER B:The Hartford 34690 Greenwood Village, CO 80111 INSURER C: INSURER D: INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT DR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR DD'L 11 TYPE OF INSURANCEPOLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION DATE IMM/DDfYYYY1 LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 2,000,00 A X X COMMERCIAL GENERAL LIABILITY BOP261747003 07/18/2017 07/18/2018 PREM SES Ea occurence $ 300,00 CLAIMS MADE a OCCUR MED EXP(Any one person) $ 10,00 PERSONAL&ADV INJURY $ 2,000,00 GENERAL AGGREGATE $ 4,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMPIOP AGG $ 4,000100 POLICY PRO LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,00 A ANY AUTO BOP261747003 07/18/2017 07/18/2018 (Ea accident) ALL OWNED AUTOS BODILY INJURY SCHEDULED AUTOS (PER PERSON) $ X HIRED AUTOS BODILY INJURY $ X NON-OWNED AUTOS (PER ACCIDENT) PROPERTY DAMAGE $ (PER ACCIDENT) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ $ DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION WC STATU- 701TH- AND EMPLOYERS'LIABILITY B ANY PROPRIETORIPARTNER/EXECUTIVEYa 34WECCB8851 11/01/2016 11/01/2017 E.L.EACH ACCIDENT $ 1,000,00 OFFICERIMEMBER EXCLUDED' (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,00 If ,yes,describe under 1,000,00 SPECIAL PROVISIONS below E.L.DISEASE-POLICY LIMIT $ OTHER DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Certificate Holder is Additional Insured CERTIFICATE HOLDER CANCELLATION HUNTINI SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN City of Huntington Beach NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL Fiscal Services Manager IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR 2000 Main St REPRESENTATIVES. Huntington,CO 92648 AUTHORIZED REPRESENTATIVEAleX Perez ACORD 25(2009/01) ©1988-2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ARBIT-1 OP ID: AP CERTIFICATE OF LIABILITY INSURANCE 1 DATE(M7120 YYY) 10/1 /2016 PRODUCER Phone: 970-249-6661 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Western Group Inc-Montrose ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 540 East Main HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR PO Box 788 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, Montrose,CO 81402 Alex Perez INSURERS AFFORDING COVERAGE NAIC# INSURED Arbitragge Compliance INSURER A:State Auto Insurance 25135 Speciaftst, Inc. 5975 S Quebec St 11 Suite 205 INSURER B:The Hartford 34690 Greenwood Village, CO 80111 INSURERC: INSURER D. INSURER E. COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INSR DD'L POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATIONLTR INSR TYPE OF INSURANCE LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 2,000,00 A X X COMMERCIAL GENERAL LIABILITY BOP261747003 07/18/2016 07/18/2017 DAMAGE TO RENTED PREMISES Ea oc urence $ 300,00 CLAIMS MADE a OCCUR _MED EXP(Any one person) $ 10,00 PERSONAL 8 ADV INJURY $ 2,000,00 GENERAL AGGREGATE $ 4,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 4,000,00 POLICY PRO LOC AUTOMOBILE LIABILITY A ANY AUTO BOP261747003 07/18/2016 07/18/2017 (a accident)COMBINED SINGLE LIMIT $ 1,000,UU ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (PER PERSON) X HIRED AUTOS BODILY INJURY $ X NON-OWNED AUTOS (PER ACCIDENT) PROPERTY DAMAGE $ (PER ACCIDENT) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO APPROVED AS TO FORM EA ACC $ - OTHER THAN AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY Bel: EACH OCCURRENCE $ OCCUR CLAIMS MADE MICHAEL E. 3ATES AGGREGATE $ _ CITY ATTO INEY CITY OF HUNTINC,TON BEACH $ DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION )( WC STATU- OTH- AND EMPLOYERS'LIABILITY RY LI IT _ B ANY PROPRIETOR/PARTNER/EXECUTIVEY/N 34WECCB8851 11/01/2016 11/01/2017 E.L.EACH ACCIDENT $ 1,000,00 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEEI $ 1,000,00 If yes,describe under 1,000,00 SPECIAL PROVISIONS below E.L.DISEASE-POLICY LIMIT 1 $ OTHER DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Certificate Holder is Additional Insured CERTIFICATE HOLDER CANCELLATION HUNTIN1 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN City of Huntington Beach NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL Fiscal Services Manager IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR 2000 Main St REPRESENTATIVES, Huntington,CO 92648 AUTHORIZED REPRESENTATIVEAleX Perez ACORD 25(2009/01) ©1988-2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Corporate Office El SAM, 10150 York Road, 5th Floor Hunt Valley, MD 21030 11ri ks (800) 366-5810 or(410) 828-5810 Fax: (410) 828-8179 www.allrisks.com CERTIFICATE OF INSURANCE TO: City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648-2702 This is to certify that the described insurance is in force at this date with: INSURANCE COMPANY: MARKEL INSURANCE COMPANY NAME AND ADDRESS OF INSURED: ARBITRAGE COMPLIANCE SPECIALISTS, INC. 5975 S. Quebec St., Suite 205 Centennial, CO 80111-4564 TYPE OF INSURANCE: ACCOUNTANTS PROFESSIONAL LIABILITY AMOUNT OF COVERAGE $3,000,000 per claim /$3,000,000 annual aggregate POLICY PERIOD January 6, 2017 to January 6, 2018 POLICY NUMBER AK301393 This certificate is furnished to you as a matter of information only and confers no rights upon the Certificate holder. The issuance of the Certificate does not make the person or organization to whom it is issued an additional insured, nor does it modify in any matter the Policy between the Insured and the Insurers. Any amendment, change or extension of such Policy can only be effected by special endorsement attached thereto. In the event of cancellation of the aforementioned Policy by the undersigned, the undersigned will endeavor to give 30 days written notice to the party to whom this Certificate is issued, but failure to give such notice shall impose no obligation upon the undersigned. 1 DATE: January 2, 2017 Authorized Representative �lA\QGA Arizona • California + DC Metro • Florida • Georgia • Illinois Maryland New York + North Carolina • Pennsylvania 4 Tennessee * Virginia • Washington CITY OF HUNTINGTON BEACH : Finance Department TRANSMITTAL Date: August 21, 2017 Route for Signature To: City Attorney ❑ City Clerk Return Executed Copy To: ❑ Dahle Bulosan, Finance Manager Re: Professional Services Contract and Insurance Certificate for Arbitrage Compliance Specialist, Inc. Please see attached Professional Services Contract for City Attorney Signature. Once executed, please forward to the City Clerk's office for archiving and send one executed copy to the attention of the Dahle Bulosan, Finance Manager for distribution to the consultant. Should you have any questions, please contact Dahle Bulosan at(714) 536-56485 or dbulosan(@surfcity-hb.orq. Tha ou;ivAssistant vance for your assistance. Si cer ly, �� ary Load Administra Finance Department Enclosures 2000 Main Street, California 92648-27024 Phone 714-536-56304 Fax 714 536-59344 www.liuntingtonbeaclica.gov