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HomeMy WebLinkAboutCSG Consultants, Inc. - 2012-08-200��1v Dept. ID PL 14 009 Page 1 of 3 Meeting Date: 5/19/2014 *S007) CITY OF HUNTINGTON BEACH REQUEST FOR. CITY COUNCIL ACTION MEETING DATE: 5/19/2014 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Scott Hess, AICP, Director of Planning and Building Travis K. Hopkins, PE, Director of Public Works SUBJECT: Approve and authorize execution of amendments to two existing contracts between the City of Huntington Beach and CSG Consultants, Inc. for Building Plan Review Services and Engineering Resources of Southern California, Inc. for As -Needed Engineering Services for plan check services; and, approve the increase in the Planning and Building Department's Professional Services listing authority by $500,000 Statement of Issue: This is a request to amend two existing Professional Services Contracts between the City and CSG Consultants, Inc. and the City and Engineering Resources of Southern California, Inc. The contract with CSG Consultants, Inc. for building plan review services would be increased by $500,000 and extended for one additional year. The current contract with Engineering Resources of Southern California, Inc. requires an increase of $140,000. Both contract amendments are needed to continue providing building and engineering services, including professional plan review check services. Financial Impact: The CSG Consultants' contract amendment will not require additional appropriation as it will be funded from projected salary savings of $320,000 in the FY 13/14 Planning and Building approved budget and $180,000 in the FY 14/15 budget. Funds for As -Needed Engineering Services will be funded from savings in the FY13/14 Public Works approved budget. Recommended Action: A) Approve the increase in the Planning and Building Department's professional services listing authority by $500,000 for plan check services to ensure compliance with Administrative Regulation Number 228, Section 7.1.; and, B) Approve and authorize the Mayor and City Clerk to execute "Amendment No. 3 to Agreement between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services" (Attachment No. 1); and, C) Approve and authorize the Mayor and City Clerk to execute an "Amendment No. 2 to Agreement between the City of Huntington Beach and Engineering Resources of Southern California, Inc." for as -needed engineering services, by increasing the contract amount by $140,000 (Attachment No. 6). FT -255- Item 12. - 1 Dept. ID PL 14-009 Page 2 of 3 Meeting Date: 5/19/2014 Alternative Action(s): The City Council may make the follow alternative motion(s): 1. Deny Amendment No.3 to the Agreement between the City and CSG Consultants, Inc. 2. Deny Amendment No.2 to the Agreement between the City and Engineering Resources of Southern California, Inc. This action may delay mandated processing times for development (plan check) services for development projects. 3. Continue the item and direct staff accordingly. Analysis: Applicants who submit development projects to the City pay fees for plan review services and expect reasonable service levels. When City staff can no longer meet the demands of increased development activity, these services have historically been supplemented with professional services provided by engineering consultants. This approach is a cost effective method of closing the gap between the demands for plan check services and the ability of City staff to meet this demand. Building Plan Review Services On August 20, 2012, the City of Huntington Beach approved a two-year, three hundred thousand dollar ($300,000) contract with CSG Consultants, Inc. for plan review services (Attachment No. 4). Subsequently, on May 6, 2013 City Council approved Amendment No. 1 to the contract for an additional $340,000 for a total contact amount not to exceed $640,000 (Attachment No. 3). On September 3, 2013, City Council approved Amendment No. 2 to the contract for an additional $100,000, not to exceed $740,000 (Attachment No. 2). Currently, there is no staff to perform certain plan review services (specifically structural building plan checks). Therefore, outside consultants are continuing to be utilized. The original contract was funded by salary savings and the first and second amendments were funded by increased revenues collected from building plan review services. In the last 18 months those funds have been exhausted due to the increase in development activity throughout the city, including submittal of numerous mixed use and commercial projects along Beach and Edinger corridors. This increase in activity is anticipated to continue with the upcoming submittals of large residential, commercial, and mixed use projects along Pacific Coast Highway and Edinger Avenue. With this increase in activity, it is necessary to extend the contract one additional year and increase the amount by $500,000 not to exceed $1,240,000. Engineering Plan Review Services The demand for plan check services for the remainder of the current fiscal year and future fiscal years is expected to continue to increase due to the rebound in the economy. Several large development projects are currently being processed or will be submitted very shortly, including Pacific City (residential, commercial and hotel), residential subdivisions at the former Lamb and Wardlow school sites, the proposed Edinger Hotel and other large projects within the Beach Edinger Corridor. In compliance with Chapter 3.03 of the Municipal Code, Public Works Engineering staff solicited proposals from engineering firms for as -needed general development engineering services, and on April 5, 2010, City Council approved a Professional Services Agreement with Engineering Resources of Southern California, Inc. for these engineering services. On Feb 4, 2013, Amendment No. 1 to this Agreement was approved by City Council, which extended the contract time period to April, 2015. Now, in order to continue to provide on -going general development engineering services and maintain acceptable levels of customer service, it is necessary to amend this contract Item 12. - 2 HB -256- Dept. ID PL 14-009 Page 3 of 3 Meeting Date: 5/19/2014 to increase the contract amount by $140,000 to a total of $740,000. No additional funds are requested as these services will be funded by savings in the current 13/14 budget, and no other changes are being proposed to the current contract that expires in April, 2015. Environmental Status: The request is exempt pursuant to Section 15061(b) (3) of the California Environmental Quality Act. Strategic Plan Goal: Improve the City's infrastructure Attachment(s): 1. Amendment No. 3 to Agreement between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services 2. Amendment No. 2 to Agreement between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services 3. Amendment No. 1 to Agreement between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services 4. Original Professional Services Contract between City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services 5. Professional Service A roval Form Amendment # 3 — C S Q Amendment No. 2 to Agreement between the City of Huntington Beach and Engineering Resources of Southern California, Inc. 7. Original Contract for Professional Services between the City of Huntington Beach and Engineering Resources of Southern California, Inc. S � a to HB -257- Item 12. - 3 A -I-TA -1 - H NT #1 C m t AMENDMENT NO.3 TO AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND CSG CONSULTANTS, INC. FOR PLAN REVIEW SERVICES THIS AMENDMENT is made and entered into by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "City," and CSG Consultants, Inc., a California corporation, hereinafter referred to as "Consultant." WHEREAS, City and Consultant are parties to that certain agreement, dated August 20, 2012, entitled "Professional Services Contract Between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services" which agreement shall hereinafter be referred to as the "Original Agreement and City and Consultant wish to amend the Original Agreement to add more tasks and increase the amount of the compensation to be paid to Consultant, NOW, THEREFORE, it is agreed by City and Consultant as follows: ADDITIONAL TASKS AND COMPENSATION. Consultant agrees to perform additional plan review services as requested by City. In consideration of the performance of such additional tasks, City agrees to pay Consultant on a time and materials basis at the rates specified in the Original Agreement, an additional sum, including all costs and expenses, not to exceed Five Hundred Thousand Dollars ($500,000.00). This additional sum shall be added to the amended contract amount of Seven Hundred Thousand Forty Dollars ($740,000.00), for a new total contract amount not to exceed One Million Two Hundred Forty Thousand Dollars ($1,240,000.00). 14-4172/107031 2. TERM All tasks specified in Exhibit "A" to the Original Agreement shall now be completed no later than three (3) years from the Commencement Date, one more year than specified in the Original Agreement. 3. REAFFIRMATION. Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto havecaused this Agreement to be executed by and through their authorized officers on MA-41 /9 , 20If . CSG CONSULTANTS, INC. CITY OF HUNTINGTON BEACH, a A California corporation municipal corporation of the State of California 52 1. print name ITS: (circle on) Chairma reside ice President By: print name ITS: (circle one) Secretary/urerinancial Officer/Asst. Secretary reas V INITIATED AND APPROVED: Director of Planning & Buildm g APPROVED AS 'TO FORM: <-aCity Attorney Q1 Z / n7� J 2 14-4172/107031 FOR PLAN REVIEW SERVICES THIS AMENDMENT is made and entered into by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "City," and CSG Consultants, Inc., a California corporation, hereinafter referred to as "Consultant." WHEREAS, City and Consultant are parties to that certain agreement, dated August 20, 2012, entitled "Professional Services Contract Between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services" which agreement shall hereinafter be referred to as the "Original Agreement"; and City and Consultant wish to amend the Original Agreement to add more tasks and increase the amount of the compensation to be paid to Consultant, NOW, THEREFORE, it is agreed by City and Consultant as follows: ADDITIONAL TASKS AND COMPENSATION. Consultant agrees to perform additional plan review services as requested by City. In consideration of the performance of such additional tasks, City agrees to pay Consultant on a time and materials basis at the rates specified in the Original Agreement, an additional sum, including all costs and expenses, not to exceed One Hundred Thousand Dollars ($100,000.00). This additional sum shall be added to the amended contract amount of Six Hundred Thousand Dollars ($640,000.00), for a new total contract amount not to exceed Seven Hundred Forty Thousand Dollars ($740,000.00). 2. REAFFIRMATION. Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. 13-3662.002 / 99898 Item 12. - 6 HB -260- IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on &0 , 20 �} CSG CONSULTANTS, INC. A California corporation By: print name ITS: (circle one) Chainnan/Presiden =iceesideni) AND By:_ print name ITS: (circle one) Secre hief Financial Officer/Asst. Secretary Treasure 13-3662.002 / 99998 CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California Director of Planning & Building�p-� APPROVED AS TO FORM: City Attorney REV AND APPROVED: ager Item 12. - 7 ATTACHMENT e. ?!- ,!,'1�! r:�'m` S' e��S 1-ss' 1,('.if:�& -i tgr1� �+,'' S rF i..'�`�,, ae}aLi � � �i-. `'� .a� � .i! ,:. s� ?�, 'zU �2 �' �- g. ,J�. AMENDMENT NO.1 TO AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND CSG CONSULTANTS, INC. FOR PLAN REVIEW SERVICES THIS AMENDMENT is made and entered into by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "City," and CSG Consultants, Inc., a California corporation, hereinafter referred to as "Consultant." WHEREAS; City and Consultant are parties to that certain agreement, dated August 20, 2012, entitled "Professional Services Contract Between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services" which agreement shall hereinafter be referred to as the "Original Agreement"; and City and Consultant wish to amend the Original Agreement to add more tasks and increase the amount of the compensation to be paid to Consultant, NOW, THEREFORE, it is agreed by City and Consultant as follows: ADDITIONAL TASKS AND COMPENSATION. Consultant agrees to perform additional plan review services as requested by City. In consideration of the performance of such additional tasks, City agrees to pay Consultant on a time and materials basis at the rates specified in the Original Agreement, an additional sum, including all costs and expenses, not to exceed Three Hundred Forty Thousand Dollars ($340,000.00). This additional sum shall be added to the original contract amount of Three Hundred Thousand Dollars ($300,000.00), for a new total contract amount not to exceed Six Hundred Forty Thousand Dollars ($640,000.00). 2. REAFFIRMATION. Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. 13-3662 / 91605 T, r rr Item 12. - 8 HB -262- IN WITNESS 'WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on j�� 696 , 20 1-3 . CSG CONSULTANTS, INC. A California corporation By: us AugL- rin name ITS: (circle one) Chairm residen ice President AND By: K W-v A :D v oil k- print name ITS: (circle one) Secretar !Chief Financial Officer/Asst. Secretary Treasure 13-3662191605 iMstor ofPlanning & Building APPROVED AS TO FORM: ,A* City Attorney`' ) Zj RE" AND APPROVED: HB -263- Item 12. - 9 7r �� � . F t T� E 1� �'k ; I "i � �k +�. ..s +3?�r tj }� iiV �+1�r. �,1 ��'� ��� �q Ti d' �'� *.i. .�Y� w �r Fv 1. :i�.�•c�. CounciVAgency Meeting Held: Deferred/Continued to: -- *Appr ed ❑ Conditionally Approved ❑ Denied Y ier4 Signs e Council Meeting Date: August 20, 2012 Departm I Number: PL 12-018 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Scott Hess, AICP, Director of Planning and Building SUBJECT: Approve and authorize execution of a Professional Services Contract with CSG Consultants, Inc. to provide Professional Plan Review Services Statement of Issue: Transmitted for City Council's consideration is a request to enter into a Professional Services Contract with CSG Consultants, Inc. to provide professional plan review services. Financial Impact: An appropriation of S300,0b0 from the General Fund to the Planning and Building Department Professional Services Account, 10060501.39365 is required. These funds will be offset by the salary savings from two (2) vacant positions: Permit & Plan Check Manager and Plan Check Engineer. Recommended Action: Motion to: Approve and authorize the Mayor and City Clerk to execute a Two (2) Year "Professional Services Contract Between the City of Huntington Beach and CSG Consultants, Inc. For Plan Review Services" in an amount not to exceed Three Hundred Thousand Dollars ($300,000), as prepared by the City Attorney (Attachment No. 1). Alternative Action(s): The City Council may make the following motions: 1. Deny the Professional Services Contract between the City and CSG Consultants, Inc. 2. Continue the item and direct staff accordingly. Item 12. - 10 HB -264- Tt,-ni 1 or. - 1 TTT-z -11�1- REQUEST FOR COUNCIL ACTION MEETING DATE: 8/20/2012 DEPARTMENT ID NUMBER: PL 12-018 Analysis: The Building Division staffs the building counter, performs health and safety. plan reviews and provides customer friendly inspection services for our community. The applicants who submit projects to the City pay fees for these services and expect reasonable service levels. With the departure of the Permit & Plan Check Manager in September 2010, and the departure of the Plan Check Engineer in February 2011, there is not staff to perform structural building plan checks nor is there a licensed professional engineer on staff. Staff has not filled the vacant positions, therefore we are compelled to use outside consultants. At the same time, we have seen a -substantial increase in activity through the summer months and anticipate this increased activity to continue for the next eighteen (18) months. This increase in activity is primarily due to large residential projects and large commercial projects along the Beach Boulevard and Edinger Avenue corridors. We have been utilizing contract services from CSG to satisfy the increase in demand for plan review services since the .beginning of 2011. They continue to provide accurate, timely and cost effective plan review. Staff sent four RFP's to firms that provide plan review services. They were Charles Abbott Associates, CSG Consultants, Inc., Melad & Associates, and Willdan Engineering. Three firms responded with a rate of $85. to $125. per hour and one did not respond. Staff evaluated the responses and is recommending CSG Consultants, Inc. because they are well respected in the industry and have a proven track record providing exceptional services for the City of Huntington Beach. Also, CSG works exclusively for government agencies, thus they avoid having a conflict of interest with private developers. And, lastly, CSGis the least expensive of the three firms that responded. Environmental Status: N/A Strategic Plan Goal: Improve long-term financial sustainability Attachment(: 1- "Professional Services Contract Between the City of Huntington Beach and CSG Consultants, Inc. For Plan Review Services" 2. C Insurance Certificates xB -265- Item 12. - 11 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND CSG CONSULTANTS, INC. FOR PLAN REVIEW 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 CSG Consultants, Inc. , a a California Corporation hereinafter referred to as "CONSULTANT." \WHEREAS, CITY desires to engage the services of a consultant to perform professional plan review services; and Pursuant to documentation on file in the office of the City Clerk, the pro«lions of the Huntimgt:on 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 Khoa Duong who shall represent it and be its sole contact and agent in all consultations Mth CITY during the performance of this Agreement. agree/ sur&ietlprofessional secs mayor 1 of 11 Item 12. - 12 HB -266- 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly v�dth CONSULTANT in the performance of this Agreement. 3. TERM. 'TIME OF PERFORNLkNCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on20 ' (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 two (2) 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 three hundred thousand Dollars ($300,000). 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 work only after receiving written authorization from CITY. Additional compensation for such extra workk shall be allowed only if the prior written approval of CITY is obtained. agree/ sur&let/professional Svcs mayor 2 of 11 l2iCt7 HB -267- Item 12. - 13 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 PRO.IFCT 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 applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. agrees surfneG'professional Svcs mayor 3 of 11 Item 12. - 14 1-18 -268- 9. PROFESSIONAL LIA-BILITY 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 PRO.MCT 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 forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of agfcc/ surfneb`professionai svcs mayor 4 of 11 I?J07 HB -269- Item 12. - 15 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 Cf1` Y'. 10. CERTIFICATE OF IN, Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance sublect to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. proiide 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 CONSULT.ANT'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. 11. INDEPENDENT CONTRACTOR CONSj_TLT'1NT 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 agree/ surfnetlprofessional secs mayor 5 of 11 Item 12. - 16 1413 -2 70- 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 wlik orkmane 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 wbieb 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 1.0 bereinabove. 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 agree/ surfhWprofessional svcs mayor b of 11 12107 uB -271- Item 12. - 17 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 deliverer, a reputable overnight carrier or U. S. certified snail -return receipt requested: TO CITY: City of Huntington Beach ATI'N: Scott Hess 2000 Main Street Huntington Beach, CA 92648 17. CONSENT TO CONSULTANT: Khoa Duong CSG Consultants, Inc. 801 Park Center Dr., #230 Santa Ana; CA 92705 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 panties. agree surfnetiprofessional Svcs mayor Item 12. - 18 7of11 HB -272- 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 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. aagr ec! sudbetfprotessional sves mayor 8 of 11 I n7 HB -273- Item 12. - 19 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. 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. SURVBTAL 'Perms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. agreei surfne /professional sves mayor 9 of 11 Item 12. - 20 HB -274- 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. CONSULT ANT's initials C I jV- _W 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 Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or 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. "e/ surfbet/professionat sves mayor 12/0 10 of 11 HB -275- Item 12. - 21 29. EFFECTIVE DATE. This Agreement shall be effective on the date of its approval by the City Council. 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, CSG Consultants, Inc C )MPA'N— NANE M name ITS: (circle one) President D By: Y, NA 0 A 7 u o print name ITS: ('circle one) SecretaryiChiefFinancial Officer/Asst. Secretary - reasurer CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California Mayor 40-4,vo ' y Clerk IlNTITIA'hD )),APPROVED: REVIE AATKD APPROVED: Manager APPROVED AS TO FORM: City Attorn- agree/ surfnetrprofessiona[ sees mayor Item 12. - 22 11 of 11 HB -276- PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND Table of Contents 1 Scope of Services.....................................................................................................1 2 City Staff Assistance................................................................................................2 3 Term; Time of Performance.....................................................................................2 4 Compensation..........................................................................................................2 5 Extra.«'ork...............................................................................................................2 6 Method of Payment..................................................................................................3 7 Disposition of Plans, Estimates and Other Documents...........................................3 8 Hold Harmless.........................................................................................................3 9 Professional Liability Insurance.............................................................................4 10 Certificate of Insurance...........................................................................................5 11 Independent Contractor....... ........................................ ............ ..........................6 12 Termination of Agreement.......................................................................................6 13 Assignment and Delegation......................................................................................6 14 Copyrights/Patents...................................................................................................7 15 City Employees and Officials ..................................................................................7 16 Notices ........................................... ....... ....................................... 7 17 Consent....................................................................................................................8 18 Modification ............................................................................................................8 19 Section Headings.....................................................................................................8 20 Interpretation of this Agreement.............................................................................. 21 Duplicate Original....................................................................................................9 22 Immigration...............................................................................................................9 23 L,egal Services Subcontracting Prohibited................................................................9 24 Attorneys s Fees..........................................................................................................10 25 Survival....................................................................................................................10 26 Governing Law.........................................................................................................10 27 Signatories.................................................................................................................10 28 Entirety...............................................................................................I.......................10 29 Effective Date.. ................................................................................ 11 HB _277_ . Item 12. - 23 A. STATEMENT OF WORK: (Narrative of work to be performed) Perform traditional plan review of submitted plans to determine compliance with construction codes as adopted and amended by the City of Huntington Beach including: Building Code Plumbing Code Mechanical Code National Electric Code California State, Title 24 Noise Attenuation and local requirements Federal Flood Plan Regulations (FEMA) Huntington Beach Municipal Code B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: I. CSG shall pay all wages to its plan reviewers who are subject to this agreement. C. CITY'S DUTIES AND RESPONSIBILITIES: 1. City shall quality control calculations by CSG. D. WORK PROGRAMIPROJECT SCHEDULE: 1. City to provide plans for plan review on an as need basis. Item 12. - 24 reds pou IAf8/2r12 HB -278- EXIHILBIT "B" Payment Schedule (Hourly Payment) A. Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: Plan Check Engineer Senior Plan Check Engineer Offsite Plan review Services $75.00 per hour $85.00 per hour G • i� 55% of the City's Plan Check Fee Collected for Projects of 51,000,000 or under in valuation 50% of the City's Plan Check Fee Collected for projects that exceed 51,000,000 in valuation B. Travel. Charges for time during travel are not reimbursable C. Billing 1. All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 2. Each month's bill should include a total to date. That total should provide, at a glance, the total fees and costs incurred to date for the project. 3. A copy of memoranda, letters. reports, calculations and other documentation prepared by CONSULTANT may be required to be submitted to Cr. Y to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 4. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: A) Reference this .Agreement; B) Describe the senices 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 perfon-ned in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. Surfitet Exhibit B hourly I HB -279- Item 12. - 25 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 CI FY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULT.A2-;T 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. 5. 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. Item 12. - 26 xh,bic B hourly HB -280- ATTACHMENT d rc'R9?oi. .+�r- p, �'.•�Y}.� �y'�y„ 'i�}� �ti �t.�''. A�;k Y1�5 rt°. i d;�� � � 7' f ! �d z t k � -7,rofessional Service Approval• Amendment RECEIVED MAR 12 2014 Finance Department 1. Date Requested: 3/4/14 2. Contract Number to be Amended: 3. Department: Planning and Building 4. Requested By: Debra Gilbert 5. Name of Consultant: CSG Consultants 6. Amount of Original/Prior Contract: $740,000 7. Additional Compensation Requested: $500,000 8. Original Commencement Date: 8/20/2012 9. Original Termination Date: 10/19/2014 10. Extended Date Requested: 10/19/2015 11. Reason for Contract Amendment: No Structural in er on staff 'r the last two + years, nor any bldg plan check eng. Purc i ppr al -!%nature Date 12. Are sufficient funds available to fund this contract? Yes ® No ❑ 13. Business Unit and Obiect Code where funds are budgeted: Account number Contractual Dollar Amount Business unit. object # Year 1 act.. Year 2 (act.) Year 3 est. Year 4 (est. 10060501.69365 $320,985 $179,015 $ $ $ $ $ $ Budget ppi'oval Signature Date d Signature Date Signature Date csg cons.d.oc REV: December/2013 HB -281- Item 12. - 27 City of Huntington Beach 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ www.huntingtonbeachca.gov Office of the City Clerk Joan L. Flynn, City Clerk May 22, 2014 Khoa Duong CSG Consultants, Inc. 801 Park Center Drive, #230 Santa Ana, CA 92705 Dear Mr. Duong: Enclosed for your records is a copy of the "Amendment No. 3 to Agreement Between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services." Sincerely, Joan L. Flynn, CIVIC City Clerk JF:pe Enclosure Sister Cities: Anjo, Japan ♦ Waitakere, New Zealand t 'Dept. ID PL 13-019 Page 1 of 2 Meeting Date: 9/3/2013 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 9/3/2013 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Scott Hess, AICP, Director of Planning and Building SUBJECT: Approve and authorize execution of amendments to two existing contracts between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services and Buildinq Staffinq Services Statement of Issue: This is a request to amend two existing Professional Services Contracts between the City and CSG Consultants, Inc. The contract for building plan review services would be increased by $100,000 for a total amount not to exceed $740,000. The existing building staffing services contract would increase by $300,000 for a total amount not to exceed $450,000. Financial Impact: An appropriation of $100,000 from the General Fund to the Planning and Building Department Professional Services Account 10060501.69365 is required. These funds will be offset by revenue collected in the Building Plan Review Account 10000100.47215. An appropriation of $300,000 from the General Fund to the Planning and Building Department Professional Services Account 1006001.69365 is required. These funds will be offset by revenue collected in the Building Inspection Account 10000100.42310. Recommended Action: A) Approve and authorize the Mayor and City Clerk to execute "Amendment No. 2 to Agreement Between the City of Huntington Beach and CSG Consultants, Inc. For Plan Review Services;" (Attachment No. 2) and, B) Approve and authorize the Mayor and City Clerk to execute "Amendment No. 1 to Agreement S4 Between the City of Huntington Beach and CSG Consultants, Inc. For Building Staffing Services." S I (Attachment No. 1) Alternative Action(s): The City Council may make the following alternative motion(s): 1. Deny the Amendment No. 2 to the agreement between the City and CSG Consultants, Inc. 2. Deny the Amendment No. 1 to the agreement between the City and CSG Consultants, Inc. 3. Continue the item and direct staff accordingly. Item 5. I HB -46- Dept. ID PL 13-019 Page 2 of 2 Meeting Date: 9/3/2013 Analysis: Plan Review Services On August 20, 2012, the City of Huntington Beach approved a two-year, three hundred thousand dollar ($300,000) contract with CSG Consultants, Inc. for plan review services. Subsequently, on May 6, 2013, City Council approved Amendment No. 1 to the contract for an additional $340,000 for a total contract amount not to exceed $640,000. Currently, there is no staff to perform certain plan review services (specifically structural building plan checks). Therefore, we are using outside consultants. Applicants who submit projects to the City pay fees for these services and expect reasonable service levels. The original contract was funded by salary savings and the first amendment was funded by increased revenues collected from building plan review services. In the past 10 months those funds have been exhausted due to the increase in activity throughout the city, including submittal of numerous mixed -use and multifamily residential projects along the Beach and Edinger corridors. This increase in activity is anticipated to continue with the upcoming submittals of projects along Pacific Coast Highway. With the submittal of these large projects the year to date revenue collected is $1,050,931 while the cost of outside professional services has been $517,535. The additional revenue plus the revenue collected over the remaining two months of FY12/13 can support the request for the General Fund appropriation. Building Staffing Services On June 18, 2012, the City of Huntington Beach approved a three-year, one hundred fifty thousand dollar ($150,000) contract with CSG Consultants, Inc. for Building Staffing Services, specifically for inspection services. Three large projects paid inspection fees within the last four calendar months of FY12/13 and work on these projects will commence in FY13/14. In order to meet expected inspection demand, the Planning and Building Department requires additional resources to provide inspection services at these three large development projects. With the permit issuance of these large projects plus the increase in building permit activity, the year to date revenue collected is $ 2,984,920 while the forecasted revenue was $2,850,000. This additional revenue plus the revenue collected over the remaining two months of FY12/13 can support the request for the General Fund appropriation. Environmental Status: The request is exempt pursuant to Section 15061(b)(3) of the California Environmental Quality Act. Strategic Plan Goal: Improve the City's infrastructure Attachment(s): 1. Amendment No. 2 to Agreement between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services 2. Amendment No 1 to Agreement between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services 3. Original Contract for Professional Services Contract between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services 4. Amendment No. 1 to Agreement between the City of Huntington Beach and CSG Consultants, Inc. for Building Staffing Services A5. Original Professional Services contract between the City of Huntington Beach and CSG Consultants in for Building Staffing Services j4 6. Insurance Certificate and Waiver SH:KDC:MBB:DG xB -47- Item 5. - 2 AMENDMENT NO.2 TO AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND CSG CONSULTANTS, INC. FOR PLAN REVIEW SERVICES THIS AMENDMENT is made and entered into by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "City," and CSG Consultants, Inc., a California corporation, hereinafter referred to as "Consultant." WHEREAS, City and Consultant are parties to that certain agreement, dated August 20, 2012, entitled "Professional Services Contract Between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services" which agreement shall hereinafter be referred to as the "Original Agreement"; and City and Consultant wish to amend the Original Agreement to add more tasks and increase the amount of the compensation to be paid to Consultant, NOW, THEREFORE, it is agreed by City and Consultant as follows: ADDITIONAL TASKS AND COMPENSATION. Consultant agrees to perform additional plan review services as requested by City. In consideration of the performance of such additional tasks, City agrees to pay Consultant on a time and materials basis at the rates specified in the Original Agreement, an additional sum, including all costs and expenses, not to exceed One Hundred Thousand Dollars ($100,000.00). This additional sum shall be added to the amended contract amount of Six Hundred Thousand Dollars ($640,000.00), for a new total contract amount not to exceed Seven Hundred Forty Thousand Dollars ($740,000.00). 2. REAFFIRMATION. Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. 13-3662.002 / 99898 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on a3 , 20 CSG CONSULTANTS, INC. A California corporation . �.� i� !LA ACT G. print name ITS: (circle one) Chairman/Presiden ice President) AND By:_ V'Sort wont; print name ITS: (circle one) Secreta Chief Financial Officer/Asst. Secretary Treasure 13-3662.002 / 99898 CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California City Cler q /, / /jq INITIATED AND APPROVED: Director of Planning & Building — - APPROVED AS TO FORM: V City Attorney w APPROVED: ager xB -51- Item 5 . - 6 AMENDMENT NO. 1 TO AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND CSG CONSULTANTS, INC. FOR PLAN REVIEW SERVICES THIS AMENDMENT is made and entered into by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "City," and CSG Consultants, Inc., a California corporation, hereinafter referred to as "Consultant." WHEREAS, City and Consultant are parties to that certain agreement, dated August 20, 2012, entitled "Professional Services Contract Between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services" which agreement shall hereinafter be referred to as the "Original Agreement"; and City and Consultant wish to amend the Original Agreement to add more tasks and increase the amount of the compensation to be paid to Consultant, NOW, THEREFORE, it is agreed by City and Consultant as follows: 1. ADDITIONAL TASKS AND COMPENSATION. Consultant agrees to perform additional plan review services as requested by City. In consideration of the performance of such additional tasks, City agrees to pay Consultant on a time and materials basis at the rates specified in the Original Agreement, an additional sum, including all costs and expenses, not to exceed Three Hundred Forty Thousand Dollars ($340,000.00). This additional sum shall be added to the original contract amount of Three Hundred Thousand Dollars ($300,000.00), for a new total contract amount not to exceed Six Hundred Forty Thousand Dollars ($640,000.00). 2. REAFFIRMATION. Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. 13-3662 / 91605 Item 5. - 7 HB -52- IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on j�2ft 06 , 20 CSG CONSULTANTS, INC. A California corporation By: VS K�fa o�tL rin name ITS: (circle one) Chairma residen ice President AND print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary Treasurer 13-3662 / 91605 CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California ceowp Mayor 4� 0�- jjj�,' City Cfdk }} slab INITIA7fLD AND APPROVED: irebkor of Planning & Building APPROVED AS TO FORM: (Yt� ,- L4'Y--'L .City Attorney zllq1 1413 -53- Item 5. - 8 Item 5. - 9 HB -54- Council/Agency Meeting Held: Deferred/Continued to: i Appr ❑ Conditionally Approved ❑ Denied y ler Signa e Council Meeting Date. August 20, 2012 Departm t Number: PL 12-018 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED -BY: Scott Hess, AICP, Director of Planning and Building SUBJECT: Approve and authorize execution of a Professional Services Contract with CSG Consultants, Inc. to provide Professional Plan Review Services Statement of Issue: Transmitted for City Council's consideration is a request to enter into a Professional Services Contract with CSG Consultants, Inc. to provide professional plan review services. Financial Impact: An appropriation of $300,000 from the General Fund to the Planning and Building Department Professional Services Account, 10060501.39365 is required. These funds will be offset by the salary savings from two (2) vacant positions: Permit & Plan Check Manager and Plan Check Engineer. Recommended Action: Motion to: Approve and authorize the Mayor and City Clerk to execute a Two (2) Year "Professional Services Contract Between the City of Huntington Beach and CSG Consultants, Inc. For Plan Review Services" in an amount not to exceed Three Hundred Thousand Dollars ($300,000), as prepared by the City Attorney (Attachment No. 1). Alternative Action(s): The City Council may make the following motions: 1. Deny the Professional Services Contract between the City and CSG Consultants, Inc. 2. Continue the item and direct staff accordingly. HB -55- Item 5. - 10 Tfem 16_ - 1 HB -252- REQUEST FOR COUNCIL ACTION MEETING DATE: 8/20/2012 DEPARTMENT ID NUMBER: PL 12-018 Analysis: The Building Division staffs the building counter, performs health and safety plan reviews and provides customer friendly inspection services for our community. The applicants who submit projects to the City pay fees for these services and expect reasonable service levels. With the departure of the Permit & Plan Check Manager in September 2010, and the departure of the Plan Check Engineer in February 2011, there is not staff to perform structural building plan checks nor is there a licensed professional engineer on staff. Staff has not filled the vacant positions, therefore we are compelled to use outside consultants. At the same time, we have seen a -substantial increase in activity through the summer months and anticipate this increased activity to continue for the next eighteen (18) months. This increase in activity is primarily due to large residential projects and large commercial projects along the Beach Boulevard and Edinger Avenue corridors. We have been utilizing contract services from CSG to satisfy the increase in demand for plan review services since the _beginning of 2011. They continue to provide accurate, timely and cost effective plan review. Staff sent four RFP's to firms that provide plan review services. They were Charles Abbott Associates, CSG Consultants, Inc., Melad & Associates, and Willdan Engineering. Three firms responded with a rate of $85. to $125. per hour and one did not respond. Staff evaluated the responses and is recommending CSG Consultants, Inc. because they are well respected in the industry and have a proven track record providing exceptional services for the City of Huntington Beach. Also, CSG works exclusively for government agencies, thus they avoid having a conflict of interest with private developers. And, lastly, CSG is the least expensive of the three firms that responded. Environmental Status: NIA Strategic Plan Goal: Improve long-term financial sustainability Attachment(s): Item 5. - 11 HB -56- uru 11r"I T+nv" 19 - 7 C PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND CSG CONSULTANTS, INC. FOR PLAN REVIEW 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 CSG Consultants, Inc. , a a California Corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to perform professional plan review 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 Khoa Duong 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 sues mayor 1 of 11 12/07 HB -57- Item 5. - 12 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 d�i 20 (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 two (2) 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 three hundred thousand Dollars ($300,000). 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 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. agree/ surfnet/professi=4 sves mayor 2 of 11 Item 5. - 13 �� HB -58- b. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit f'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 PROTECT 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 applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. agee/ surfnet/professimal sves mayor 3 of 11 12/47 HB -59- Item 5. - 14 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 forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of agree/ surbet/professional svos mayor 4 of 11 Item 5. - 15' xB _60_ 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 eNidencing 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. 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 agree/ surfiteUprofession& sves mayor 5 of 11 12J07 xB -61- Item 5. - 16 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. 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 agree/ surfneVprofessional svcs mayor 6 of 11 Item 5. - 17" HB -62- 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: City of Huntington Beach ATTN: Scott Hess 2000 Main Street Huntington Beach, CA 92648 17. CONSENT TO CONSULTANT: Khoa Duong CSG Consultants, Inc. 801 Park Center Dr., #230 Santa Ana, CA 92705 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. agreel surfnef/professional sves mayor 12/07 7of11 HB -63- Item 5. - 18 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. 24. 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 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. agree/ surfneVprofessional Svcs mayor 8 of 11 ' Item 5. - 19HB -64- 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. 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. agree/ surf iet/professional svrs mayor 9 of 11 12107 HB -65- Item 5. - 20 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. CONSULTANT'S initials C , k- Mll�- 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 Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or 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. agee/ surf cVprofemional sves mayor 10 Of 11 Item 5. - 21' HB -66- 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Council. 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, CSG Consultants, Inc COMPANY NAME By: a -r `5 _.G..f �int name ITS: (circle one) hairmar 'residen ice President By: Kl1oA duo rL� print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary - reasurer REVIE AA19D APPROVED: APPROVED AS TO FORM: G17 City Attorn agree/ surfnet/professional svcs mayor 12/07 11 of 11 HB -67- Item 5. - 22 PROFESSIONAL SERVICES CONTRACT. BETWEEN THE CITY OF HUNTINGTON BEACH AND FOR Table of Contents 1 Scope of Services....................................................... .............................................. 1 2 City Staff Assistance................................................................................................2 3 Term; Time of Performance.....................................................................................2 4 Compensation..........................................................................................................2 5 Extra Work...............................................................................................................2 6 Method of Payment..................................................................................................3 7 Disposition of Plans, Estimates and Other Documents...........................................3 8 Hold Harmless.........................................................................................................3 9 Professional Liability Insurance.............................................................................4 10 Certificate of Insurance............................................................................................5 11 Independent Contractor.............................................................. ..........................6 12 Termination of Agreement.......................................................................................6 13 Assignment and Delegation......................................................................................6 14 Copyrights/Patents...................................................................................................7 15 City Employees and Officials.....................................................................:............7 16 Notices.................................................:.......................................7 17 Consent....................................................................................................................8 18 Modification.............................................................................................................8 19 Section Headings.....................................................................................................8 20 Interpretation of this Agreement..............................................................................8 21 Duplicate Original....................................................................................................9 22 Immigration ...............................................................................................................9 23 Legal Services Subcontracting Prohibited................................................................9 24 Attorney's Fees..........................................................................................................10 25 Survival .....................................................................................................................10 26 Governing Law.........................................................................................................10 27 Signatories................................................................................:................................10 28 Entirety.......................................................................................................................10 29 Effective Date.................................................................................11 Item 5. - 23 HB _68_ EXHIBIT a@A�;' A. STATEMENT OF WORK: (Narrative of work to be performed) Perform traditional plan review of submitted plans to determine compliance with construction codes as adopted and amended by the City of Huntington Beach including: Building Code Plumbing Code Mechanical Code National Electric Code California State, Title 24 Noise Attenuation and local requirements Federal Flood Plan Regulations (FEMA) Huntington Beach Municipal Code B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: 1. CSG shall pay all wages to its plan reviewers who are subject to this agreement. C. CITY'S DUTIES AND RESPONSIBILITIES: 1. City shall quality control calculations by CSG. D. WORK PROGRAM/PROJECT SCHEDULE; 1. City to provide plans for plan review on an as need basis. jmp/contracts group/exA/8/2/12 HB -69- Item 5. - 24 EXHIBIT "B" Payment Schedule (Hourly Payment) A. Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: Plan Check Engineer Senior Plan Check Engineer Offsite Plan review Services $75.00 per hour kll $85.00 per hour r1/ G • CC 55% of the City's Plan Check Fee Collected for Projects of $1,000,000 or under in valuation 50% of the City's Plan Check Fee Collected for projects that exceed $1,000,000 in valuation B. Travel. Charges for time during travel are not reimbursable C. Billin 1. All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 2. Each month's bill should include a total to date. That total should provide, at a glance, the total fees and costs incurred to date for the project. 3. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULTANT may be required to be submitted to CITY to demonstrate progress toward completion of tasks. 'In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 4. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: 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. t Exhibit B hourly I Item 5. - 25 1413 -70- 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. 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. Surfnet Exhibit B hourly HB 7 1 - Item 5. - 26 City Of Huntington Beach 2000 Main Street ® Huntington Beach, CA 92648 (714) 536-5227 ® www.huntingtonbeachea.gov Office of the City Clerk Joan L. Flynn, City Clerk September 5, 2013 Khoa Duong CSG Constultants, Inc. 801 Park Center Drive, #230 Santa Ana, CA 92705 Dear Mr. Duong: Enclosed for your records is a copy of "Amendment No. 2.to Agreement Between The City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services." Sincerely, JoaA L. Flynn City Clerk JF:pe Enclosure Sister Cities: Anjo, Japan O waitakere, New Zealand Dept. ID PL 13-008 Page 1 of 2 Meeting Date: 5/6/2013 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 5/6/2013 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Scott Hess, AICP, Director of Planning and Building SUBJECT: Approve and authorize execution of Amendment No. 1 to the Agreement between the Citv and CSG Consultants, Inc. for Plan Review Services Statement of Issue: This is a request to amend an existing Professional Services Contract for plan review services in the amount of $340,000 with CSG Consultants, Inc. The amended contract is for a total amount not -to -exceed $640,000. Financial Impact: An appropriation of $340,000 from the General Fund to the Planning and Building Department Professional Services Account 10060501.69365 is required. These funds will be offset by revenue collected in Building Plan Review Account 10000100.47215 Recommended Action: Approve and authorize the Mayor and City Clerk to execute "Amendment No. 1 to Agreement Between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services." (Attachment No. 1) Alternative Action(s): The City Council may make the following alternative motions(s): 1. Deny the Amendment No. 1 to the agreement between the City and CSG Consultants, Inc. 2. Continue the item and direct staff accordingly. Analysis: On August 20, 2012, the City of Huntington Beach approved a two-year, three hundred thousand dollar ($300,000) contract with CSG Consultants, Inc. for plan review services. Currently there is no staff to perform structural building plan checks. Staff has not filled the vacant positions, therefore we are compelled to use outside consultants. The original contract was funded by salary savings from the vacant positions of Permit & Plan Check Manager and Plan Check Engineer. In the first eight months we have exhausted those funds due to many applicants' submittal of large residential and commercial projects along the Beach and Edinger corridors. This increase in activity is anticipated to continue through the next eighteen (18) months with additional residential and commercial projects along Pacific Coast Highway, Beach Boulevard and Edinger Avenue. Applicants who submit projects to the City pay fees for these services and expect reasonable service levels. HB -191- Item 8. = I Dept. ID PL 13-008 Page 2 of 2 Meeting Date: 5/6/2013 With the submittal of these large projects the year to date revenue collected is $738,500 while the cost of outside professional services has been $307,931. This additional revenue plus the revenue collected over the remaining five (5) months of the FY 12/13 can support the request for the general fund appropriation. Environmental Status: N/A Strategic Plan Goal: Improve the City's infrastructure Attachment(s): 1. "Amendment No. 1 to Agreement between The City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services" 2. Original Contract for Professional Services Contract between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services 3. Insurance Certificates and Waiver Item 8. - 2 H B -192- AMENDMENT NO. I TO AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND CSG CONSULTANTS, INC. FOR PLAN REVIEW SERVICES THIS AMENDMENT is made and entered into by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "City," and CSG Consultants, Inc., a California corporation, hereinafter referred to as "Consultant." WHEREAS, City and Consultant are parties to that certain agreement, dated August 20, 2012, entitled "Professional Services Contract Between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services" which agreement shall hereinafter be referred to as the "Original Agreement"; and City and Consultant wish to amend the Original Agreement to add more tasks and increase the amount of the compensation to be paid to Consultant, NOW, THEREFORE, it is agreed by City and Consultant as follows: ADDITIONAL TASKS AND COMPENSATION. Consultant agrees to perform additional plan review services as requested by City. In consideration of the performance of such additional tasks, City agrees to pay Consultant on a time and materials basis at the rates specified in the Original Agreement, an additional sum, including all costs and expenses, not to exceed Three Hundred Forty Thousand Dollars ($340,000.00). This additional sum shall be added to the original contract amount of Three Hundred Thousand Dollars ($300,000.00), for a new total contract amount not to exceed Six Hundred Forty Thousand Dollars ($640,000.00). 2. REAFFIRMATION. Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. 13-3662 / 91605 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on , " 06 , 20 Z3 CSG CONSULTANTS, INC. A California corporation By: VS / 1Z�ta C�V'2. rin name ITS: (circle one) Chairma resident ice President AND By: Kk410A 'luoti 4- print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary Treasurer 13-3662 / 91605 CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California 0 Mayor Q� t'4r- -�,wAftw). City C kk $Jgg) INITIA& AND APPROVED: irel kor of (Planning & Building APPROVED PTO FORM: City Attorney REVIEWFJb AND APPROVED: Ci �_ _ -- --- - - - - - � ------ -- r - r-- h �.. �. ". .. -- �� _ CounciVAgency Meeting Held: ago Deferred/Continued to: 1ppr ed El Conditionally Approved ❑Denied �� yPerSigna e Council Meeting Date: August 20, 2012 Departm t Number: PL 12-018 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Scott Hess, AICP, Director of Planning and Building SUBJECT. Approve and authorize execution of a Professional Services Contract with CSG Consultants, Inc. to provide Professional Plan Review Services Statement of Issue: Transmitted for City Council's consideration is a request to enter into a Professional Services Contract with CSG Consultants, Inc. to provide professional plan review services. Financial Impact: An appropriation of $300,000 from the General Fund to the Planning and Building Department Professional Services Account, 10060501.39365 is required. These funds will be offset by the salary savings from two (2) vacant positions: Permit & Plan Check Manager and Plan Check Engineer. Recommended Action: Motion to: Approve and authorize the Mayor and City Clerk to execute a Two (2) Year "Professional Services Contract Between the City of Huntington Beach and CSG Consultants, Inc. For Plan Review Services" in an amount not to exceed Three Hundred Thousand Dollars ($300,000), as prepared by the City Attorney (Attachment No. 1). Alternative Actionisl: The City Council may make the following motions: 1. Deny the Professional Services Contract between the City and CSG Consultants, Inc. 2. Continue the item and direct staff accordingly. HB -1 97- Item 8. - 7 Item 16. - 1 HB -252- REQUEST FOR COUNCIL ACTION MEETING DATE: 8/20/2012 DEPARTMENT ID NUMBER: PL 12-018 Analysis: The Building Division staffs the building counter, performs health and safety plan reviews and provides customer friendly inspection services for our community. The applicants who submit projects to the City pay fees for these services and expect reasonable service levels. With the departure of the Permit & Plan Check Manager in September 2010, and the departure of the Plan Check Engineer in February 2011, there is not staff to perform structural building plan checks nor is there a licensed professional engineer on staff. Staff has not filled the vacant positions, therefore we are compelled to use outside consultants. At the same time, we have seen a substantial increase in activity through the summer months and anticipate this increased activity to continue for the next eighteen (18) months. This increase in activity is primarily due to large residential projects and large commercial projects along the Beach Boulevard and Edinger Avenue corridors. We have been utilizing contract services from CSG to satisfy the increase in demand for plan review services since the .beginning of 2011. They continue to provide accurate, timely and cost effective plan review. Staff sent four RFP's to firms that provide plan review services. They were Charles Abbott Associates, CSG Consultants, Inc., Melad & Associates, and Willdan Engineering. Three firms responded with a rate of $85. to $125. per hour and one did not respond. Staff evaluated the responses and is recommending CSG Consultants, Inc. because they are well respected in the industry and have a proven track record providing exceptional services for the City of Huntington Beach. Also, CSG works exclusively for government agencies, thus they avoid having a conflict of interest with private developers. And, lastly, CSG is the least expensive of the three firms that responded. Environmental Status: NIA Strategic Plan Goal: Improve long-term financial sustainability Attachrnent(s): Item 8. - 8 Hg _I98_ UTZ _11r%11... Tt,nrn 1 ( - 7 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND CSG CONSULTANTS, INC. FOR. PLAN REVIEW 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 CSG Consultants, Inc. , a a California Corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to perform professional plan review 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 Khoa Duong who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. agree/ surfnedprofessional sues mayor 1 of 11 ] 2/07 I1B -199- Item 8. - 9 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 ( 5% r 20/, (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 two (2) 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 "R," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed three hundred thousand Dollars ($300,000). 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 work only after receiving written authorization from CITY. Additional compensation for such extra work shall he allowed only if the prior written approval of CITY is obtained. agree/ surfneVprofessional sves mayor 2 of 11 Item 8. - 10" IIB -200- b. 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. S. 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 applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. agreel surfneVprofessional sves mayor 3 of 11 12/0' HB -201- Item 8. - I I 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 forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of agree/ surfnet/professiona[ svcs mayor 4 of 11 Item 8. - 12" HB -202- 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 Cft Y. 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. 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 agree/ swfneVprofessional svcs mayor 5 of 11 12J07 HB -203- Item 8. - 13 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. 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 agree/ surfnedprofessional sm mayor 6 of 11 Item 8. - 14" BB -204- 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: City of Huntington Beach ATTN: Scott Hess 2000 Main Street Huntington Beach, CA 92648 17. CONSENT TO CONSULTANT: Khoa Duong CSG Consultants, Inc. 801 Park Center Dr., #230 Santa Ana, CA 92705 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. agree/ surfnet/professional svcs mayor 7 of 11 12/07 HB -205- Item 8. - 15 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 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. agree/ surfaevprofessional Svcs mayor 8 of 11 Item 8. - 16 HB -206- 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. 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 parry. 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. agree/ surfiwt/professional svrs mayor 9 of 11 12107 1413 -207- Item 8. - 17 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 Mthdrawn. CONSULTANT's initials C 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 Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or 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 agee/ surfnet/professional sacs mayor 10 of 11 Item 8. - 18' NB -208- 29. EFFECTIVE DATE, This Agreement shall be effective on the date of its approval by the City Council. 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, CSG Consultants, Inc COMPANY NAME name ITS: (circle one) By: President 0A 3>uo tLLx— print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary - reasuxer REVIE AA ND APPROVED: AP(Po RROVED AS TO FORM: t° , e17 City Attorn agree/ surfact/professionaf svcs mayor 12/07 11 of 11 HB -209- Item 8. - 19 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND FOR Table of Contents 1 Scope of Services.....................................................................................................1 2 City Staff Assistance................................................................................................2 3 Term; Time of Performance.....................................................................................2 4 Compensation..........................................................................................................2 5 Extra'Work...............................................................................................................2 6 Method of Payment..................................................................................................3 7 Disposition of Plans, Estimates and Other Documents...........................................3 8 Hold Harmless....................................................................... ..........3 ........................ 9 Professional Liability Insurance.............................................................................4 10 Certificate of Insurance............................................................................................5 11 Independent Contractor............................................................................................6 12 Termination of Agreement.......................................................................................6 13 Assignment and Delegation......................................................................................6 14 Copyrights/Patents...................................................................................................7 15 City Employees and Officials.................................................................................7 16 Notices.................................................:.......................................7 17 Consent....................................................................................................................8 18 Modification.............................................................................................................8 19 Section Headings...........................................................................................I.........8 20 Interpretation of this Agreement..............................................................................8 21 Duplicate Original....................................................................................................9 22 Immigration............................................................................................................... 9 23 Legal Services Subcontracting Prohibited................................................................9 24 Attorneys Fees..........................................................................................................10 25 Survival.....................................................................................................................10 26 Governing Law.........................................................................................................10 27 Signatories.................................................................................................................10 28 Entirety.......................................................................................................................10 29 Effective Date..........................................................................I.... l I Item 8. - 20 HB -210- EXHIBIT '9A89 A. STATEMENT OF WORK: (Narrative of work to be performed) Perform traditional plan review of submitted plans to determine compliance with construction codes as adopted and amended by the City of Huntington Beach including: Building Code Plumbing Code Mechanical Code National Electric Code California State, Title 24 Noise Attenuation and local requirements Federal Flood Plan Regulations (FEMA) Huntington Beach Municipal Code B. CONSULTANT'S DUTIES AND RESPONSIBILITIES. 1. CSG shall pay all wages to its plan reviewers who are subject to this agreement. C. CITY'S DUTIES AND RESPONSIBILITIES: 1. City shall quality control calculations by CSG. D. WORK PROGRAMIPROJECT SCHEDULE_;, 1. City to provide plans for plan review on an as need basis. ;mp/contracts group/exAl8/2/12 HB-211- Item 8. - 21 EXHIBIT "B" Payment Schedule (Hourly Payment) A. Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: Plan Check Engineer Senior Plan Check Engineer Offsite Plan review Services $75.00 per hour $85.00 per hour G l� 55% of the City's Plan Check Fee Collected for Projects of $1,000,000 or under in valuation 50% of the City's Plan Check Fee Collected for projects that exceed $1,000,000 in valuation B. Travel. Charges for time during travel are not reimbursable C. Bilhn 1. All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 2. Each month's bill should include a total to date. That total should provide, at a glance, the total fees and costs incurred to date for the project. 3. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULTANT may be required to be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 4. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: 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. t Exhibit B hourly t Item 8. - 22 HB _212_ 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- 5. 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. 11 Surfnet Exhibit B hourly HB -213- Item 8. - 23 ATTACHMENT #3 L - -i Item 8. - 24 HH -214- j 1. Requested by: Planning and Building 2. Date: 1/23/13 1 Name of contractor/permiffee: CSG Consultants, Inc. 4. Description of work to be performed: Professional Plan Review Services 5. Value and length of contract: 300,000 8/20112 to 7/19/14 6. Waive r/mod ification request: $50,000 SIR on professional IiabLfity 7. Reason for request and why it should be granted: Unable to comply with reguirements, see attached financials 8. Identify the risk the City in approving this waiver/modification: N/A 1/23/13 Date: APPROVALS Approvals must be obtained in the order listed on this form. Two approvals are required fore request to be granted, Approval from the City Administrator's Office is only required if Risk Management an ity Attorney's e a isagree• yffic LIN 2. City Attorney's Office A Denied proved en Signature Date 3. City Manager's Office 0 Approved 0 Denied Signature Date INNUMN5 WMANM31 Insurance Waiver Form HB -215- -Item 8. - 25 112312013 9:06.vu mm I'?lfiUUJn!<Il. a CERTIFICATE OF LIABILITY ITN D12/07IDI)IY2 �..✓'' �UI����E 12/�7/2�12 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER, THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSUREwR(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: if the certificate holder Is an ADDITIONAL INSURED, the policy(ies) mast be endorsed, If SUBROGATION IS WAIVED, subject to the terms and conditions of the Policy, certain Policies may require an endorsement. A statelnenl on this certificate does not confer Tights to the _ certificate holder in lieu of such endorsement(s). pRpnucew 0726293 1-415-546.9300 CONTACT Don Tarantino Arthur a. Gallagllar a Co. NA!A>t; FAX Insurance Brokers of California l:Ac., License 0072629s (.UC No. 415-53G•-I3Gi7 IIA..+C, I� r No 415-536-062') One market Plaza, SWNar 'Power EMAIL d4p„tiaranti.noC9aJg,epm .. suite 200 ADPRLBS: tt San Francieco, CA 94105 INSURF.RIMAFFORDING 00yFRAGF NAiCtF IN6URERA: TRAVELERS PROP CA8 CO OF ANUR t25674 INSURi:RK: TWIN CITY FIRE INS CO CO j294533 CSO COAHn I. (;ant© II)C. . Pr4Cision Inapeotion - CSG INSURERC: ARCH INS CO 11150 1700 S. Amphlatt Blvd 3rd Floor INSURER U Iran Mateo, CA 04402 Mault±f fi; INSURER F • COVERAGES 1 r-PTICNIATC fall►[o Coo. ang�AIIa ! THIS IS TO CERTIFY TMT THE POLICIES OF NNSURANCE LISTED BELOW HAVE BEEN ISSUED TO DIE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY RECIOIREMIENY. TERM OR CONDITION OF ANY CONTRACT OR OIFIER DOCUMENT WITH RESPECT TO WHICO THIS CCRTIFECAT E MAY BE ISSUED OR MAY PERTAIN. THE: INSURtVgCE Af=f-ORDL•D BY THE. POLICIES DESCRIBED 111;REIN IS SUBJECT' 10 ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE 13E:EN REDUCED BY PAIL) CLAIMS- IN9R!• IADDOSWRi F011CY 8FF POLICY> XL) FR: TYPEOrlN6UAAIiCE ?Mal--PUL1RVNUMBER ;JIAM103tmyYI(MMNOIYYYVI! LIMITS "y A 'GENeRALIJABK.ITY i t X i 6S0294M0K50-TXJ,-�12 — 12/04/1 32/04� /13 CHOCCU KNCE -� EACId OCCUNNF:NC£ _ g�00a,000 X COMMERCIAL GENERAL LIABILITY ' � 33 i DAMAGE TO IiENTEO PREMISES & 1, 000, 000 C(AIMS-MADE X , OCCUR werm (en elga) € 'MIiE)LXP(Any cmpo=n) g1D,400 I)FRSONAL d AOV INJURY 1, DOA, 040 GENERAL AGGREGATE �$2,000,000 GENY. RQL31ikr3A7E f.IM17 APPl.ReB PER: P01.((:Y 1, PRO• ` $ ; ' Jtf LOC X I I BA-461Td7GI2-1.2 -- 1 04 1 PRODUCTS • COMpMJP AGG i �� n I 1 COMBINE)SfNG3.I I.lA51i I � $2 , 000, 000 $ 1, ODD. 0 DO _ , A �AUTOI+IOBILEL1AaRiTY X� ANY AUTO (Fs scuda,(1 3 t ALL DWNEO j 5CHEDULED AUTOS AUTOS I j BODILY INJURY (Pa fs")W ! ? f KOfNi.Y INJURY{Pof i g I X HIRED AUTOjS ; X ' AUTOSWkEU 1 � ! � ; sauum,0 PRO130 )YOAMAGE j � (Poraucidollll . S S A :X UMBRELLA LIAR : X I- . OCCUR J(CESSLIAU CUP294MI060-12 12/0d/lji 12/04/13� EACHOCCURRENCt j S 5,tl00,040 CLAIMS -MADE . AGGREGATE I $5, OaO, Oa0 Dti) RN 7[N710Nt B WORKERS COAIP6N6ATION iffollowina Form S EANDEMPLOYERS'LIABIUrY YIN ?X �57TVBBt'4360�•Ol ". 12/04/1 12/04/13: X WC$TATU• OTTi• : TORY t MIT6 ER ANY PROf�RIETORMARTNEREXtculfNk 0 : }YICLIifME1, 01 CXCLUDEW NIA I `' E.L. kAC11 ACCIDENT S 1, OOa, 000 (Wrtdptoryin NH) 9yyeati, dosollUa IIiWW OESCRIPTlON OF OPERATION ' below ! E.I.. LXSEASE •EAEMPLO • l 3 1, 000, 000 C :Prof Liability ABP D04731501 12/04/1 E.l. DISEASE -POLICY LIMIT 3 11000,000 12/04/13 Limits 3Xdil/3Ni j I Retention 50,000 01:SCRlPTIONQFOPERATIONBJLOCgTIDN6/VEIKCLES(AflachACORV101,AddltlonslRemarks Sehwiuln,ifmore space isrequirnd) Blanket Work CoaV waiver of subrogation applies, All operations of the Named Insured, the City Of fTunCangLon Beach, its officers, elected or appointed officials, employees, agents and volunteers are additional insured per attached eudoreemouL form CO Ip3 52 09 07- Additional Insured(Architecte, Bngineera, and Surveyors), Primary insurance endorsement form CG DO 37 04 05. The, City of Huntington Beach, its officers, elected or appointed Officials, employees, agents and volunteers are additional insured with respect to Auto Liability par Auto Coverage Plus Madorsement Corm CA FO 82 12 07, nrarrel,� wY.. ........... SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of NuntingLon Beacll THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Alan: Risk management ACCORDANCE WITH THE POLICY PROVISIONS. 2000 Hain Street AUTNORIZEe RFPRF.BF.NTgTIVE_��� Huntington Beach, CA 92648 USA I 01988-2010 ACORD CORPORATION. All rinhtR raammnA AUUIKO 25 12010105) The ACORO name and logo are registered marks of ACORID amichoaan 30574335 Isd Item 8. - 26 xB -2 1 6- rsar�sNt:atot! w !7 rA 5� COMMERCIAL GENERAL LIABILITY o POLICY NUMBER: 680-2940650-TIL-12 ISSUE DATE: 10-25-12 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the fol lowing: COMMERCIAL GENERAL LIABILITY COVERAGE PAIN SCHEDULE NAME OF PERSON(S) OR ORGANIZATION(S); PER SCHEDULE ON FILE WITH AQXNT PROJECTILOCATION OF COVERED OPERATIONS: PROVISIONS A. The following is added to WHO IS AN INSURED The insurance provided to such additional insured (Section II): is limited as follows: The person or organization shown in the Sched- d, This insurance does not apply to the render- ule above is an additional insured on this Cover- ing of or failure to render any "professional age Part, but only with respect to liability for "bod- services". ily injury", "property damage" or "personal injury" e. The limits of insurance afforded to the addi- caused, In whole or In part, by your acts or omis- tional insured shall be the limits which you sions or the acts or omissions of those acting on agreed in that "contract or agreement requir- your behalf: ing insurance" to provide for that additional a. in the performance of your ongoing opera- insured, or the limits shown in the Declara- tions; tions for this Coverage Dart, whichever are b, In connection with premises owned by or less. This endorsement does not increase the rented to you; or limits of insurance stated in the LIMITS OF c, to connection with ' work" and included INSURANCE (Section Ill) for this Coverage our wor Part. within the "products -completed operations hazard B. The following is added to Paragraph a. of 4. Such person or organization does not qualify as Other Insurance In COMMERCIAL GENERAL an additional insured for "bodily injury", in ury, property LIABILITY CONDITIONS (Section IV): damage" or "personal Injury" for which that per- However, if you specifically agree in a "contract or son or organization has assumed liability in a con- agreement requiring Insurance" that, for the addi- tract or agreement, tional insured shown in the Schedule, the insur- ance provided to that additional insured under this CG D3 82 08 OT 0 2007 The Travelers Companles. hic. Page 1 of 2 Includes the copyrighted material of Insurance Services Office, Me., with its permisslon JIB -217- Item 8. - 27 COMMERCIAL GENERAL LIABILITY Coverage Part Must apply on a prunary basis, or a primary and non-contributory basis, this insur- ance is primary to other insurance that is avaii- abie to such additional Insured which covers such additional insured as a named insured, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have entered Into that "contract or agreement requiring insurance" for such addi- tional insured. But this insurance still is excess over valid and collectible other Insurance, whether primary, excess, contingent or on any other basis, that is available to the additional in- sured when the additional insured is also an addi- tional insured under any other insurance. C. The following is adders to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us in COMMERCIAL GENERAL LIABILITY CON.. DITIONS (section lV); We waive any rights of recovery wa may have against the additional Insured shown in the Schedule above because of payments we rnake for "bodily Injury" "properly damage" or "personal Pape 2 of 2 injury" arising out of "your work° on or for the pro- ject, or at the location, shown in the Srheduie above, performed by you, or on your behalf, un- der a "contract or agreement requiring insurance" with that additional insured. We waive these rights only where you have agreed to do so as part of the "contract or agreement requiring insur- ance" with that additional insured entered into by you before, and in effect when, the "bodily injury" or "property damage" occurs, or the "personal In- jury" offense Is committed. D. The following definition is added to DEFINITIONS (section V): "Contract or agreement requiring insurance" means that part of any contract or agreement un- der which you are required to include the person or organfzallon shown in the Schedule as an ad- ditional insured on this Coverage Part, provided that the "bodily injury" and "property damage" oc- curs, and the "personal injury" is caused by an of- fense committed: a. After you have entered into that contract or agreement; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. ® 2007 The Travelers Companies. Inc. Includes the oopyrigillied material of Insurance Services office, Inc., wAh its permission CG D3 82 08 07 0 M Item 8. - 28 1B -21 8- commr-RcC AL. emr:RAL LIABILITY Tidy ENDORSCMENT CHANGES ITIE POLICY, P1..E.ASE READ IT CAREFULLY, OTHER INSURANCE — ADDITIONAL INSUREDS This 0001'001nollt modiftes ins{ftw)w provided under tiie following, COMMERCIAL GENERAL IJABIl.11Y COVI [JAGC f'AR-r PROVISIONS COMMERCIAL GENERAL l..iAWLITY CON01117NS (811"ikHl M, Pffru I'flph 4. (011tur tflsur"11r , is amelided ee follows: �. The Vlowlhy fa added to Paragraph a, prlrrtary lnsurasnco. However, If you ap0000ally agrea In a wflttfln cal• tracl or wtltteii eglWMilt that the fnsurano pro- vided to an additional filourod under this Covem9a part must apply on a prinlory bask, or a ptlmttiy and non-ocnlr€btitory balls, thls lnstrr- MOO is primary to other Insurance tile( Is ;AVWI- able to such addillonol Insured which covers rush add4lomal Insured as a named Insured, and we will not share Wh that other fnsuranca, provided that: a. The "bodfly Injury' or "property damag0" for which aovarags Is sought cacurs: and b, 1'lls'glarsonai Injury" or "advartlslnp in}uryy int whlc:li CW19 V Is scarpht QdSe0 out of an of. farlso comtnlitod sutiseyuenl to the signing and examtion of file( mitrelot or agreornent by you, 2. Tho prat aubparaEptirill (2) of Paragraph u, EX. cQsa Insuranca rogarding Lilly othor primary In- Su18nL'9 avatlat)le tc you Is delfaleff. . 3. 7Ii0 following la added to Paragraph b. Exoaua Insurance, as an additional subpawgrapti under Subparagraph (t ): That la avellable to 111e NeUrad when the lllaurad Is added as an additionaf.Insun3d under ony olhor polloy, InNudlrrg any umbratla or excess polloy, CEi Do 3104 06 Copydphl 2006 Tlim St. Paul 7'rc+v0leM Gomparilea, Inc. All rights resal•ved, !:'rlga t 011 HB -219- Item 8. - 29 TWS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXTENDED OPTIONS P Iluy NuMb6r 57 WE EP4360 Endorsement t'dra nW,, ldfactly Data: 12 /04/12 Effective hour Is 0ze some as stated on the Information Page of the policy. Cl IVdm d kotredoW eae: CSG CONSULT"ITS XNC Tq ri 1700 S AMPHLETT BLLVD 3RD FL © SAN MATED, CA 94402 ,a M Sectlon I of this endorsement+ expands coverage provided under WC 00 00 00. Secllon 11 of this endorsement provides additional coverage usually only provided by endorsement. o Section IS of We endorsement Is it Schedule of Covered States. You may use the index to locate these coverage features qutckty: PAflI Ef ,ME SWWN I 2 B. I lad One Does Not Apply 3 ffim PANTS ONE OW TWO 2 C. Application of Coverage 3 01 We Will Also Pay 2 0. Additional Exclusions 3 s PART -THREE 2 1- West Virginia 3 02 How Thls Insurance Works 2 RKMIDED OP110NS 4 mm PART -Sot 2 01 Employers' Llabft Insurance d Ra 03 'Transfer of Your Rights and DuNas 2 02 unintentional Failure to Disclose 4 04 Moralization 2 Hazards Mm SECIM N 2 03 Waiver of Our Fight to Recover from 4 VOLUNTARY COMPEPMTION INSURANCE 2 Others 06 Voluntary Compensation Insurance 04 Foreign Voluntary Compensation 4 ram A- Now This Insurance Applies 2 A. How This Reimbursement App€las 4 R, we = Pay 2 B. We Will Raimhurss 4 C. Exclusions 3 C. Exclusions 4 0. Before We Pay 3 D. Before We Pay S >r E. Raoovery From Others 3 E. Recovery From Others 6 �g F. 1=mptoyers' LiabNlty Insurance 3 F. Rafmbursement For Actual Loss 6 EMPLOYERS' UABKAY STOP t3AP 3 Sustained amm No=06 ENDORSIRIENT 3 Q. Repatriation 5 Employers' Liability Stop Gap H. Endemlo Dlsease 5 Coverage 3 05 Longshore and Harbor Workers' b t A, Slap [lap Coverage t lmlled to Compensation Act Coverage Montana, North Dakota, Ohio, 3 Endorsement Washington. West VirgfWa and SECTION IN 6 Wyoming 01 Soheduia of Covered Stales 6 Form WC 09 08 03 B Printed in U.S.A. (Ed. a100) Pia but : 10/09/12 2000, The Hartford pap I of 6 Policy Explratkm DAt®: 12 /04 / 13 Item 8. - 30 xB -220- SECTION I PARTS ONE and TWO T. WEWIL€. ALSO PAY 0, W Will Also Pay of Bart tang (WORKERS' COMPENSATION INSURANCE); and I- We Will Also Pay of Part Two (EMPLOYERS' LIABILITY INSURANCE) Is replaced by the tailawing; We Will Also Pay We will also pay these costs, In addition to other amounts payable under this Insurance, as part of any claim, proceeding, or suit we defend, 1. reasonable expenses Incurred at our request, INCLUDING loss of earnings; 2. premiums for bonds To release attachments and for appeal bonds in bond amounts up to the Nmit of our liability under thla Insurance; 3, litigation costs taxed against you; 4. Interest an a Judgment as required by law W191 we offer the amount due under this law; and 5. expenses we Incur. PARTTHREE 2. How This Waumnce Applies Paragraph 4, of A. ffow fhls Insur,ant Appli a of Part S (Other States Insurance) is replaced by the lollowing., 4. If you have work on the affective date of this policy In any state not listed In Item 3.A, of the Information Page, coverage will not be aflorded for that state unless we are notified within sixty days. PART SIX 8. Transfrr Of Your Bights and Outles C. 7l wsler 011 Your Rights and Dull" of Part 6 (Conditions) Is replaced by the following; Your rights or duties under this policy may not be transferred without our wriben consent, If you dle and we receive notice within aixty days after your death, we will cover your legal representative as Insured. 4. Liberalization It we adopt a change In this form that would broaden the coverage of this form without extra charge, the broader coverage will apply to this policy. It will apply when the change becomes effective in your state. SECTION 11 VOLUNTARY COMPENSA7TON AND EMPLOYERS' LfABILf Y COVERAGE 5. Voluntary Compensation Inaurancei A. H w this Insurance Applies This Insurance applies to bodily Injury by accident or bodily injury by disease. Bodily Injury Includes resulting death, i. The bodily injury must be sustained by any officer or employee not subject to the workers' compensation law of any state shown In Item S.A. of the Inlormallon Page. 2, The bodily Injury trust arise out of and in the course of employment or incidental to work In a state shown In Item S.A. of The Information Pape. lFom WC 99 03 03 9 Printed In U.S.A. (Ed. 810 ) 3_ The bodily Injury must occur In the United States of America, Its territories or possessions, or Canada, and may occur elsewhere It the employee Is a United States or Canadian olfzen, or otherwise legal resident, and legally employed, in the United States or Canada and temporarily away from those places. 4. Bodily Injury by accident must occur during the policy period. S. Bodily Injury by disease'must be caused or aggravated by the conditions of the page ,2 f 0 O, a 14B -221- Item 8. - 31 officers or employees employment The If the persons andliad to the benefits of this omcer's or employee's last day of bast Insurance make a recovery from others, they exposure to the conditions causing or must reimburse ua for the benefits we paid aggravating such bodily lnjwy by disease them. must occur during the policy period. F. Employe. Uabafty le u S. W WIN Pay Part Two (Employers' Liability lrmurance) We will pay an amount equal to the banettts applies to bodify Injury covered by this that would be required of you as If you and endorsement as though the State of your employees were subject to the workers' Employment was shown In Item &A. of the oomparnsaffon law of any state shown in Item Information Page. 00 3.A, of the Information Page. We will pay This provision 6. does not apply In Now Jersey or t- those amounts to the persons who would be Wisconsin, entitled to them under the law. o C. Ehwtuslon EMPLOYERS' LiA81t. V STOP GAP COVERAQ15. +� 'ihls lnsruanre does not cover. 6. Emptoyers' Ua lgffty Stop Gap Coverao 1, any obligation impaled by workers' A, 'ibis coverage only applies In Montana, forth Dakota,t?I31o, Waehinglon, West Virginia and compensation or occupational disease law Wyoming. or any abnilar taw. 2. bodily Injury Intentionally caused or H. Fart not to Compensation Insurance) Qoes not a !o work In states shown In aggravated by you. Paragraph A above. 3. oifioers or employees who have elected C. Part Two (Employers' Liability Insurance) not to be subject to the stele workers' applies In the states, shown In Paragraph A., compensation law. as though they were shown In Rom 3.A. of the 4. partners or sots proprietors not covered Information Page. NEW under the Standard Sole Pmprfslors, D. p , Section C. Erccluafane Is changed on Partners, Offfcans and Others Coverage by adding these exclusions. iEndarea�tnant. om D. Bak" Wo Pay This Insurance does not cover, am I Before we pay banellis to the parsons entitled 6. bodily Injury bnientlonalty caused or aggravated by you or In Ohio bodily Injury to them, they roust, resulting from an act which Is determined 1. Release you and us, In writing, of all by an Ohio court of law to have been responsibility for the Injury or death. committed by you with the belief than an 2. rransler to us their right to recover from Injury Is subsfanflaIV certain to occur. others who may be respponslble for the However, the cost of defending such Injury or death. claims or sulls In OW Is covered. S. Cooparals with us and do everything 13. bodily Injury sustainard by any member of a nsoasaary to enable us to enforce the right the ffying crew of any alroraR. i to recover from others. 14. any claim for bodily Injury With respect to If the persons entitled to the benefits of this which you are doprbved of any defense or man= Insurance fall to do those things, our duty to defenses or are otherwise subject to pay ends at once. ff they claim damages from peneity because of default In premium Maw you or from us for the Injury or death, our duty under the provisions of the workers' NAM to pay Grids at oncs, compensation law or Taws of a stale OWNE. Recovery Fmotn Ofiws shown in Paragraph A. I if we make a recovery from others, we will E. This Insurance applies to damages for which keep an amount equal to our expenses of you are Ilabte under West Virginia Code Annot. recovery and the benefits we paid. We will S 23-a 2. pay the balance to the persons enfNled to It. pom WC m o3 os a Printed In U.S.A. (Ed. OW) Ps"3ato Item 8. - 32 HB -222- rszwuza<wx M 8. Empf yem' Lfabiif#y kwurarm 4. heart S.B. of the lWoirootion Pap Is replaoaad by file fogowing; M E.nrployoraa' LtAMW f uumnce: t. Mrt Two of #ire policy applies to work In each state listed In Item 3.A, The Limits of Liability under Paul Two aria the of- Badlilly by AorMeM $500,000 Sach AcckkRA 8ily Injury by Dis"M $600,1110 Poftyy Lknh by 101sasase Eact VtlrtoM OR 2. The amount shown in the Information Page, This provision t of EXTENDED OPTIONS does not apply In Now Port because the limos Of Our Liabliffy are unlimited, In this provleion the limits are changed from $600,M to $1'W0„0#iD In Callfamia. 3, tdnm ROOM Fatthate to 016010 ee If you unintenilonafty should fag to disclose all existing hazatda at the Inception date of your pollcy, we shag not deny ooverape under this po€lay because of such falium, 3. Walvw of Our F1W To Rocoumr from Odwm A. We have the right to recover our payments from anyone #3able for an lnjury covered by this pot€oy. We will not a om$ our right against any person or oroanizat€on for whom you perform work under a written contract that requires you to obtain this agroanwt from us. This agreement shay not operate directly or Inc keetly to benefit anyone not named In the agreement B. This provision 3. does not apply In the slates of Pennsylvania and Utah. Fum WC 0 03 03 3 Printed In U.S.A. (Ed. aW) Forstan tfowlary Coitnpen"Ition and Employoro' €l labiifty Rohnbuatserowd A. Now This Reimbursement Mies This reimbursement provision applies to bodily Injury by nectdent or bodily Injury by disease, Body Injury Includes resulting death. t. The bodily injury must be sustained by an offltor or employee. 2. The bodily Injury must occur in the course of employment nacassary or Incidental to work In a country not listed In Exclusion CA. of this provision. 3. Bodily injury by accident must occur dudn03te policy period, 4. Bo* Injury by disease must be caused or aggravated by the conditions of your employment. The officer or employes's last exposure to those conditions of your employment must occur during the policy patiod. II. WOWMRWMbLm We will raimburse you for all amounts pold by you whether such amounts are: 1, voluntary payments for the benefits that would be required of you If you and your officers or employees were subject to any workers' compensation law of the state of hire of the Indvldual employee. 2, sums to which Pelt Two (Employers I.lablllly kisurerure) would apply if the Country of Employment ware shown In Item S.A. of the Information Page. C. Rxaluakrns Tbls Insurance does not cover: t. any occurrences In the United States, Canada, and any country or jurisdiotion whloh is fire subject of trade or aaonmWo sanctions Imposed by the iaws or regulettons of the united States of America to effect as of the Inception data of this policy. 2, any obligatlon imposed by a workers! campensation or occupational disease law, orsimilar law. 3, bo* Injury Intentionally caused or agigmted by you. HB -223- Item 8. - 33 ��i3uk)2)Nk,S 4. liability for any consequence, whether direct or Indirect, of war, Invasion, ant of Foreign enemy, hostilities (whether war be declared or not), civil war, rebellion, revolution, insurrection or military or usurped power. No endorsement now or subsequently attached to this policy shall be construed as overriding or waiving this fimltation unless specific reference Is made thereto. 0. Beiges We Pay Before we relmburse you for the benefits to the persons entitled to them, you must have them: 1. release you and us, In writing, of all responsiblI ty for the Injury or dea0r, P, transfer to us their right to recover from others who may be responsible for their Injury or death, S. cooperate with us and do everything necessary to enable us to enforce the right LA to recover from others, a n it the persons entitled to the benefits paid fail to do these things, our duty to reimburse ends at once. h they claim damages from us for the Injury or death, our duty to reimburse ends at MW low once. E Rev" From Others It we make a recovery from others, we will ram keep an amount equal to our expenses of on recovery acid the benefits we reimbursed. We am will pay the balance to the persons entitled to Saiim It. H persons ontltled to the benefits make a recovery from others, they must repay us for am the amounts Ihaf we have reimbursed you. t F. R Imbursoment for Actual Loss Suatained This ondorsemont provides only for reimbursement for the lass you actualty sustain. In order for you to recover loss or expenses under this reimbursomenf you must; 1. actually sustain and pay the loss or ISM expanse In money after Idol, or am am2, secure our consont for the payment of the loss or expense. am {t. R�ra1r(atlon Our reimbursement ktcludes the additional expenses of repatdafion to the united Slates perm WC N 08 08 R Printed In U.S.A. (Ed. 00) Kkuvsw WO' of America necessarily Incurred as a direct result of borilly Injury, b Our reimbursement shalt be limited as follows,, 1. to the amount by which ouch expanses exceed the normal cost of returning the officer or employee if In good health, or 2. In the event of death, to the amount by w which such expenses exceed the normal cost of returning the ofllcer of employea It alive and In good health. In no event shall our reimbursement exceed the bodily injury by accident limit shown In Item 3.13. of the Information Rage as respects any one such officer or employee whether dead or alive, H. Faillemlo Nimes The word "disease" includes any andemlc diseases. The coverage applies as If andemlo diseases were Included In the provisions of the workers' compensation law. S. Longshore and Harbor Wonders' CompsrmV n Act Coverage amoral $"Ilion C. wo"Mrs' Compettaatl Law Is replaced by the tollowing: C. Workers' Contpwtaatla►f..mw Workers' Compensation Law means the workers or workers' cornponsailon law and occupational disease law of each state or territory named In Item 2.A. of the Information Page and the Longshota and Harbor Workers' Compensation Aot (33 USC Sections 90t- 954). It includes any amendments to those laws that are In eflecl during (he policy period. It does not Include any other federal workers or workers' compensation law, olhor federal occupational disease law or the provisions of any law that provide nonoocupagonal dlsablilty bwrelits. Part Two (Employars' Uablllty Insurance), C. lrxckrslons, exclusion 8, does not apply to work subject to the Longshore and Harbor Workers' Compensation Act. This coverage does not apply to work subject to the Dolense Hasa Act, the Outer Continental Shelf Lands Act, or the Nonappropriated Fund instrumentalities Act. Pag 6 16 Item 8. - 34 HB -224- ps1c�;�asua�t a SECTION 01 1. SCHIEOULE OF COVERED STAPES A. This endorsamunt only applies In the states Elated In this Schedule of Coversd States, C. Schedule of Covered States: CA H, If a state, shown In Item 3.A. of the Information Pane, appmvas this endorsement altar the effective date at this pol€W, this sndorsament will apply to this poi€oy. The coverage will apply in the new stale on the effective date of the state approval. Countersigned by Authorized Representafive IF rm WC 99 03 03 0 Prinled In J.S.A. (Ed. 80) Page 0016 BB -225- Item 8. - 35 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies Insuralloo Igovlded undo), tiro fallowing: BUSNESS AUTO COVERAGE FORM With respect to eeverape provided by this ondorsai terit, the I)MVISlons of the Coverage E oim apply unless modt- tied by the endorsement, GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage, however, coverage for ally Injury, d6M90 or medical expenses descrlbod in any of tine provisions of this endorsement may be excluded or Itrnited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage Is excluded or limited by such an endorsement. The following listing Is a general cover- age description only, Limitations and exclusions may apply to these coverages. Read all the provisions of this oin- dorsement and the rest of your policy carefully to dolermine rights, duties, and what Is and is not covered, A. BLANKET ADDITIONAL INSURED H, AUDIO, VISUAL AND DATA ELECTRONIC H. EMPLOYEE HIRED AUTO C. EMPLOYEES AS INSURED D. SUPPLEMENTARY PAYMENTS -- INCREASED LIMITS E. TRAILERS — INCREASED LOAD CAPACITY F. HIRED AUTO PHYSICAL DAMAGE G. PHYSICAL DAMAGE -w TRANSPORTATION EXPENSES — INCREASED LIMIT A, BLANKET ADDITIONAL INSURER The fallowing Is added to Paragraph A. I., Who Is An Insured, of SECTION 11 -- LIABILITY COV- ERAGE: Any person or organization who is required under a written contract or agreement between you and that poison or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in offect during the policy period, to be named as an addi- tional insured is an 'Insured' for Liability Cover- age, but only for damages to which this insurance applies and only to the extern that person or or- ganization qualities as an "insured" under the Who Is An Insured provision contained in Section Il. H. EMPLOYEE MIRED AUTO 1, The following is added to Paragraph A.1., Who Is An Insured, of SECTION It — LI- ABILITY COVERAGE; EQUIPMENT — INCREASED LIMIT 1. WAIVER OF DEDUCTIBLE — GLASS J. PERSONAL EFFECTS K. AIRBAGS L. AUTO LOAN LEASE GAF' MV BLANKET WAIVER OF SUBROGATION parforrning dutios ialatod to tine uonducl of your business. 2. The following replaces Paragraph b. In B.S., Other Insurance, of SECTION IV — BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "autos" you own: (1) Any covered "auto" you base, IUre, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract In that individual "employee's" name, with your permission, while perform- ing duties related to the conduct of your business. However, any "auto" that Is teased, hired, rented or borrowed with a driver is not a covered "auto". An "ernplo ee" of �� C. EMPLOYEES AS INSURED y yours Is " insured while The following is added to Para operating a covered "auto" hired or reeled 9 graph A.1., Who Is under a contract or agreement in that "em- An Insured, of SECTION li — LIABILITY COV- ployee's" name, will) your permission, while ERAGE: CA T4 20 07 10 0 2010 The Travelers Indornrrfty Company. All ilghts reserved. Page 1 of 3 includes copyrighted material of Insurance Services Office. rite. with rig permission, Item 8. - 36 HB -226- COMMERCIAL AUTO Any "employee" of yours is an "insured" while us. Ing a covered "auto" you donl own, hire or borrow in your business or your personal affairs, D. SUPPLEMENTARY PAYMENTS -- INCREASED LIMITS 1. The fallowing replaces Paragraph A.2.a.(2) of SECTION ti — LIABILITY COVERAGE: (2) Up to $3,000 for cost Of bail bonds (in- cioding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. 'rhe following replaces Paragraph A.2.ar.(4of SECTION It — LIABILITY COVERAGE: (4) All reasonable expenses Incurred by the "insured" at our request, including actual loss of earnings up to $500 a day be- cause of tirne off from work. E. TRAILERS — INCREASED LOAD CAPACITY The following replaces Paragraph CA. of SEC- TION I -- COVERED AUTOS: i. 'Trailers" with a load capacity of 3,000 pounds or less designed primarily for travel on public roads. F. HIRED AUTO PHYSICAL DAMAGE The following Is added to Paragraph AA., Cover- age Extensions, of SECTION III -- PHYSICAL DAMAGE COVERAGE: Mired Auto Physical Damage Coverage It hired "autos" are covered "autos" for Liability Coverage but not covered "autos° for physical Damage Coverage, and this policy Also provides Physical Damage Coverage for an owned "auto", then the Physical Damage Coverage Is extended to "autos" that you hire, rent or borrow subject to the following: (1) The most we will pay for "loss" in any one "accident" to a hired, rented or borrowed "auto" is the lesser of: (a) $50,000; (b) The actual cash value of the damaged or stolen properly as of the time of the bloss", or (c) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality. (2) An adjustment for depreciation and physical condition will be made in determining actual cash value fn the event of a total loss". (3) If a repair or replacement results In better than like kind or quality, we will not pay for the amount of betterment. (4) A deductible equal to the highest Physical Damage deductible applicable to any owned covered '1autA1. (5) This Coverage Extension does not apply to: (a) Any "auto" that is hired, rented or Dot rowed with a driver, or (b) Any "auto" that Is hired, rented or bor- rowed from your "employee", G. PHYSICAL DAMAGE -- TRANSPORTATION EXPENSES W INCREASED LIMIT The following replaces the first sentence in Pere- grap# AA.a., Transportation Expenses, of SECTION III W PHYSICAL. DAMAGE COVER. AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- cun'ed by you because of the total theft of a cov- ered "auto" of the private passenger type. H. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT — INCREASED LIMIT Paragraph C.2.. Limit Of Insurance, of SEC- TION III — PHYSICAL DAMAGE COVERAGE Is deleted. I. WAIVER OF DEDUCTIBLE GLASS The following is added to Paragnaplt D., Deductb ble, of SECTION III — PHYSICAL. DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage If the glass Is repaired rather than replaced. J. PERSONAL EFFECTS The following Is added to Paragraph AA., Cover- age Extensions, of SECTION III -- PHYSICAL DAMAGE COVERAGE: Personal Effects Coverage We will pay up to $400 for "loss" to wearing ap• parel and other personal effects which are: (1) Owned by an "Insured'" and (2) In or on your covered "auto". This coverage only applies in the event of a total theft of your covered "auto". No deductibles apply to Personal Effects cover- age, Page 2 of 3 0 2010 The Travelers indemnay Compeny, All riglits mserved. Includes copydabled material of Insurance Services Woe, Inc., wtlh (is parnaloslon. CA Ta 20 0710 HB -227- Item 8. - 37 K. AIRSAGS The following Is added to Paragraph 8.3., Exclu- &sorts, of SECTION ill — PHYSICAL DAMAGE COVERAGE: Excduslon 3.a. does not apply to "1os5o to oil@ or more airhags In a covered "atrta" you am) that In- tlate due to a cause other than a cause of "loss" set forth In Paragraphs A."I.b. and A.1.c., but only: a. t(thaf "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; And c. The airbags ware not trrtentionally inflated. We will pay up to a maAmurn of $1,000 for any one "loss". L, AUTO LOAM LSASE GAP The following Is added to Paragraph AA., Cover- age Extensions, of SECTION III » PHYSICAL DAMAGE COVERAGE: Auto Loan Lease Gap Coverage for Private Passenger Type Vehicles In the event of a total "loss" 10 a covered "auto" of the private passenger type shown in the Schedule or Declarations for which Physical Damage Cov- erage is }provided, we wiii pay any unpaid amount due on the lease or loan for such covered "auto" less the following; (1) The amount paid under the Physical damage Coverage Section of the policy for that "auto"; and CA T4 20 0710 ooloeo Item 8.-38 COMMERCIAL AUTO (2) Any; (a) overdue lease or loan payments at the time of the "loss`; (b) Financial penalties imposed under a lease for OW:nSSive use, abnormal swear and tear or high mileage; (c) Security dopasits not retuned by the les- sor; (d) Costs for extended warranties, Credit Life insurarice, Health, Accident or Disability Insurance purchased with the loan or louse; and (s) Carry -aver balances from previous loans or leases. M. BLANKET WAIVER OF 5UBROGATiONi The following replaces Paragraph A.S., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV -- BUSINESS AUTO CONDI- TIONS: S. Transfer Of nights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the ex- tent required of you by a written contract exe- cuted prior to any ".accident" or loss", pro- vided that the "accident" or "loss" arises out of the operations Cantemptated by Such Corl- iracl. Tlie waiver applies oniy to liar person or organization designated in such contract. 6 2010 Tito Travefem Indemntiy Company. Al dgko reserved. tndudas copyrl8hled metwial of rmuance Services orrice, Inc. With its permission. HB -z28- Page 3 of 3 ��{,jttiltll.ME1; DATE SUPPLEMENT TO CERTIFICATE OF INSURANCE 12/07/2012 CaG Consultants Inc. Precision Inapeoti.on - C8G &W1104at MLSCEV jart at C] r io sl ; r F (ram PegG -Additional Inionnation: w O 00 rxt 0 HB -229- Item 8. - 39 CSO CONSULTANTS, INC. CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2012 and DECEMBER 31, 2011 Item 8. - 40 HB -230- CSG Consultants, Inc. Consolidated Balance Sheets September 80 December 31 2012 2011 ASSETS Current assets Cash and equivalents $ 413,376 $ 453,906 Accounts receivable, net of allowance for doubtful accounts 2,429,81.9 2,010,259 Unbilled account- receivable 36,168 4,600 Prepaid expenses 163,172 289,466 Total current assets 3,042,535 2,758,231 Property and equipment Computer and operations equipment 598,229 577,199 Furniture and fixtures 460,878 447,790 Vehicles 851,471 756,945 Leasehold imErovelnents 17,550 17,550 1,928,128 1,799,484 Less: accumulated depreciation and amortization (1,593,015) (1,517,992) Net property and equipment 335,113 281,492 Software and licenses, net of accuanulated amortization 26,165 28,407 Deposits and other 34,289 33,091 $ 3,438,102 $ 3,101,221 LIABILITIES AND SHARI OWNERS' EQU[TY Current liabilities Accounts payable $ 117,701 $ 42,149 Accrued liabilities 847,095 604,103 Deferred income and deposits 108,163 - Borrowings under line of credit 150,000 - Notes payable 24,294 78,999 Total current liabilities 1,247,253 725,251 Notes payable 12,466 28,914 Shareowners' equity Common stock, no par value,1,000,000 shares authorized; 102,825 shares issued and outstanding 362,615 362,615 Additional paid -in capital 672,508 672,508 Notes receivable from shareowners (276,743) (261,505) Currency translation adjustments, net (189,746) (96,705) Retained earnings 1,609,749 1,670,143 Total shareowners' equity 2,178,383 2,347,056 $ 3,438,102 $ 3,101,221 -1- H13-231- Item 8. - 41 CSG Consultants, Inc. Consolidated Statements of Income and Shareowners' Equity Nine months ended Year ended September 30 December 31 2012 2011 Revenue Staff auginentation $ 5,253,788 $ 6,404,701 Engineering 1,783,546 2,579,800 Building plan review 2,547,654 2,624,802 9,584,988 11,609,303 Costs and expenses, before depreciation and amortization Direct payroll and related benefits 4,844,665 5,230,168 Subcontract 74,928 187,852 Contract expenses rebilied 11,293 30,240 Indirect payroll and related benefits 2,729,201 3,655,390 Occupancy 325,231 382,515 Sales and marketing 58,306 52,018 Software development 39,868 172,685 General and administrative 1,075,461 1,125,113 Other income (20,481) (11,098) 9,138,472 10,824,883 Operating income before depreciation and amortization, and interest expense 446,516 784,420 Depreciation and amortization (116,574) (178,061) Interest expense (3,361) (10 586} Income before income taxes 326,581 595,773 Provision for income taxes 5,185 9,600 Net income 321,396 586,173 Other comprehensive income (loss) Currency translation adjustments - net (93,041) (102,086) Net comprehensive income 228,355 484,087 Shareowners' equity, begun sng of period 2,347,056 2,175,817 Loan payments received from. shareowners 14,762 8,516 Distributions paid to shareowners (381,790) (179,570) Loans to shareowners (30,000) (141,794) Shareowners' equity, end of period $ 2,178,383 $ 2,347,056 IM Item 8. - 42 14B -232- CSG Consultants, Inc. Consolidated Statements of Cash Flows Nine months ended Yearended SeptemberW December31 2012 2011 Operating activities Net income $ 321,396 $ 586,173 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 116,574 178,061 Loss (gaiin) on asset dispositions (14,539) 275 Changes in assets and liabilities: Accounts receivable (419,560) 75,216 UnbiIled accounts receivable (31,568) 222,275 Insurance claim receivable - 531,250 Prepaid expenses 126,294 (23,488) Deposits and other (11198) 85,493 Accounts payable and accrued liabilities 318,544 (978,636) Deferred income and deposits 108,163 - Net cash provided bey operating activities 524,106 676,619 Investing activities Payments for property and equipment (161,103) (73,384) I Net cash used in investing activities (148,691) (73,384) Financing activities Net borrowings under line of credit 150,000 - Repayments of borrowings under notes payable (71,153) (334,858) Loans made to shareowners (30,000) (141,794) Loan payments received from shareowners 14,762 8,516 Distributions paid to shareowners (381,790) (179,570) Foreign currency translation, net (97,764) (102,086) Net cash used in financing activities (415,945) (749,792) Net decrease in cash (40,530) (146,557) Cash and equivalents at beginning of period 453,906 600,463 Cash and equivalents at end of period $ 413,376 $ 453,906 I Supplemental Disclosures of Cash Flow Information: Cash paid for interest $ 3,400 $ 10,600 Cash paid for income taxes $ 6,300 $ 9,600 HB -233- -3- Item 8. - 43 City ®f Huntington Beach 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ www.huntingtonbeachca.gov Office of the City Clerk .loan L. Flynn, City Clerk May 8, 2013 CSG Consultants, Inc. Attn: Khoa Duong 801 Park Center Dr., #230 Santa Ana, CA 92705 Dear Mr. Duong: Enclosed for your records is a copy of "Amendment No. 1 to Agreement Between the City of Huntington Beach and CSG Consultants, Inc. for Plan Review Services." Sincerely, S Joan L. Flynn, CIVIC City Clerk JF:pe Enclosure G:followup:agrmtltr Sister Cities: Anjo, Japan ♦ Waitakere, New Zealand Council/Agency Meeting Held: Deferred/Continued to: l*Appr ed ❑ Conditionally Approved ❑ Denied y lerk'S Signa e Council Meeting Date: August 20, 2012 Departm t Number: PL 12-018 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Scott Hess, AICP, Director of Planning and Building SUBJECT: Approve and authorize execution of a Professional Services Contract with CSG Consultants, Inc. to provide Professional Plan Review Services Statement of Issue: Transmitted for City Council's consideration is a request to enter into a Professional Services Contract with CSG Consultants, Inc. to provide professional plan review services. Financial Impact: An appropriation of $300,000 from the General Fund to the Planning and Building Department Professional Services Account, 10060501.39365 is required. These funds will be offset by the salary savings from two (2) vacant positions: Permit & Plan Check Manager and Plan Check Engineer. Recommended Action: Motion to: Approve and authorize the Mayor and City Clerk to execute a Two (2) Year "Professional Services Contract Between the City of Huntington Beach and CSG Consultants, Inc. For Plan Review Services" in an amount not to exceed Three Hundred Thousand Dollars ($300,000), as prepared by the City Attorney (Attachment No. 1). Alternative Action(s): The City Council may make the following motions: 1. Deny the Professional Services Contract between the City and CSG Consultants, Inc. 2. Continue the item and direct staff accordingly. Item 16. - 1 xB -252- REQUEST FOR COUNCIL ACTION MEETING DATE: 8/20/2012 DEPARTMENT ID NUMBER: PL 12-018 Analysis: The Building Division staffs the building counter, performs health and safety plan reviews and provides customer friendly inspection services for our community. The applicants who submit projects to the City pay fees for these services and expect reasonable service levels. With the departure of the Permit & Plan Check Manager in September 2010, and the departure of the Plan Check Engineer in February 2011, there is not staff to perform structural building plan checks nor is there a licensed professional engineer on staff. Staff has not filled the vacant positions, therefore we are compelled to use outside consultants. At the same time, we have seen a substantial increase in activity through the summer months and anticipate this increased activity to continue for the next eighteen (18) months. This increase in activity is primarily due to large residential projects and large commercial projects along the Beach Boulevard and Edinger Avenue corridors. We have been utilizing contract services from CSG to satisfy the increase in demand for plan review services since the beginning of 2011. They continue to provide accurate, timely and cost effective plan review. Staff sent four RFP's to firms that provide plan review services. They were Charles Abbott Associates, CSG Consultants, Inc., Melad & Associates, and Willdan Engineering. Three firms responded with a rate of $85. to $125. per hour and one did not respond. Staff evaluated the responses and is recommending CSG Consultants, Inc. because they are well respected in the industry and have a proven track record providing exceptional services for the City of Huntington Beach. Also, CSG works exclusively for government agencies, thus they avoid having a conflict of interest with private developers. And, lastly, CSG is the least expensive of the three firms that responded. Environmental Status: N/A Strategic Plan Goal: Improve long-term financial sustainability Attachment(s): xB -2>3- Item 16. - 2 ATTACHMENT #1 ..................... Item 16. - 3 HB -254- PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND CSG CONSULTANTS, INC. FOR PLAN REVIEW 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 CSG Consultants, Inc. , . a California Corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to perform professional plan review 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 Khoa Duong 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 mayor 12/07 1 of 11 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.Si ,., 20j2N (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 two (2) 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 three hundred thousand Dollars ($300,000). 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 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. agree/ surfriet/professional svcs mayor 2 of 11 12/07 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 applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. agree/ surfiiet/professional svcs mayor 3 of 11 12/07 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 forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of agree/ surfnet/professional svcs mayor 4 of 11 12/07 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. 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 agree/ surfnet/professional svcs mayor 5 of 11 12/07 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. 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 agree/ surfnet/professional sves mayor 6 of 11 12/07 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: City of Huntington Beach ATTN: Scott Hess 2000 Main Street Huntington Beach, CA 92648 17. CONSENT TO CONSULTANT: Khoa Duong CSG Consultants, Inc. 801 Park Center Dr., #230 Santa Ana, CA 92705 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. agree/ surfriet/professional svcs mayor 7 of 11 12/07 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 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. agree/ surfnet/professional svcs mayor 8 of 11 12/07 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. 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 parry. 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. agree/ swfnet/professional svcs mayor 9 of 11 12/07 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. CONSULTANT's initials 0- a k- 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 Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or 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. agree/ surfnet/professional Svcs mayor 10 of 11 12/07 29. EFFECTIVE DATE. This Agreement shall be effective on the date of its approval by the City Council. 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, CSG Consultants, Inc COMPANY NAME By: X - P ,-- V U Z N&2(-1 C /'t S print name ITS: (circle one) Chairm residen ice President AND By: K"06 "emu ON print name ITS: (circle Qjz& Secretary/Chief Financial Officer/Asst. Secret -Treasurer CITY OF HUNTINGTON,BEACH, a municipal corporation of the State of California Mayor APPROVED: APPROVED AS TO FORM: 4 City Attorney agree/ surfnet/professional svcs mayor 11 of 11 12/07 Gfv✓ 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND FOR Table of Contents Scopeof Services.....................................................................................................1 CityStaff Assistance................................................................................................2 Term; Time of Performance.....................................................................................2 Compensation..........................................................................................................2 ExtraWork...............................................................................................................2 Methodof Payment..................................................................................................3 Disposition of Plans, Estimates and Other Documents...........................................3 HoldHarmless.........................................................................................................3 Professional Liability Insurance.............................................................................4 Certificate of Insurance............................................................................................5 IndependentContractor............................................................................................6 Terminationof Agreement.......................................................................................6 Assignment and Delegation......................................................................................6 Copyrights/Patents...................................................................................................7 City Employees and Officials..................................................................................7 Notices.........................................................................................7 Consent....................................................................................................................8 Modification............................................................................................................. 8 SectionHeadings.....................................................................................................8 Interpretation of this Agreement..............................................................................8 DuplicateOriginal....................................................................................................9 Immigration...............................................................................................................9 Legal Services Subcontracting Prohibited................................................................9 Attorney's Fees..........................................................................................................10 Survival.....................................................................................................................10 GoverningLaw.........................................................................................................10 Signatories.................................................................................................................10 Entirety......................................................................................................................10 EffectiveDate................................................................................. I I A. STATEMENT OF WORK: (Narrative of work to be performed) Perform traditional plan review of submitted plans to determine compliance with construction codes as adopted and amended by the City of Huntington Beach including: Building Code Plumbing Code Mechanical Code National Electric Code California State, Title 24 Noise Attenuation and local requirements Federal Flood Plan Regulations (FEMA) Huntington Beach Municipal Code B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: 11. CSG shall pay all wages to its plan reviewers who are subject to this agreement. C. CITY'S DUTIES AND RESPONSIBILITIES: 1. City shall quality control calculations by CSG. D. WORK PROGRAMIPROJECT SCHEDULE; 1. City to provide plans for plan review on an as need basis. jmp/contracts group/exA/8/2/12 EXHIBIT "B» Payment Schedule (Hourly Payment) A. Hourly Rate 0 CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: Plan Check Engineer Senior Plan Check Engineer Offsite Plan review Services $75.00 per hour V $85.00 per hour C , X- 55% of the City's Plan Check Fee Collected for Projects of $1,000,000 or under in valuation 50% of the City's Plan Check Fee Collected for projects that exceed $1,000,000 in valuation B. Travel. Charges for time during travel are not reimbursable C. Billing 1. All billing shall be done monthl in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 2. Each month's bill should include a total to date. That total should provide, at a glance, the total fees and costs incurred to date for the project. 3. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULTANT may be required to be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 4. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: 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. Surfnet Exhibit B hourly I 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. 5. 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. Surfnet Exhibit B hourly 2 RFPs were sent to the following firms: Charles Abbott Associates, Attention, Rusty Reed 27401 Los Altos, #220 Mission Viejo, CA 92691 CSG Consultants, Inc. Khoa Duong 801 Park Center Drive, #230 Santa Ana, CA 92705 Melad & Associates Attention, Jose Melad 8907 Warner Avenue, #161 Huntington Beach, CA 92647 Willdan Engineering Attention, Tiryn Keller 2401 East Katella Avenue, Suite 300 Anaheim, CA 92806 Item 16. - 19 xs -270- '�oF N��GTpy�y\ CITY OF HUr.. c BEACH F__ ._ Professional vice Approval Form `\�CFppUNT`IU��iioQ� III �)' R T I Date: 8/8/12 Project Manager Name: Debra Gilbert Requested by Name if different from Project Manager: Department: Planning and Building PARTS I OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED BY THE CITY MANAGER, FOR APPROVAL, BEFORE PROCEEDING WITH THE SOLICITATION OR CONTRACT PROCESS. PART / MUST BE FILED WITH ALL APPROVED CONTRACTS. 1) Briefly provide the purpose for the agreement: Provide Plan Check Services. (2) vacancies Plan Ck Mgr. & Plan Ck Engineer, has created a void that we have no one on staff to do the current work load. Also, there is noProfessional Engineer on staff. Fees are collected for this service thru revenue account 10000100.47215 2) Estimated cost of the services being sought: $ 300,000 3) Are sufficient funds available to fund this contract? ® Yes ❑ No If no, please explain: 4) Check below how the services will be obtained: ® A Bid solicitation process in accordance to the MC 3.03.060 procedures will be conducted. ❑ MC 3.03.08(b) — Other Interagency Agreement procedure will be utilized. ❑ MC 3.03.08 — Contract Limits of $30,000 or less exempt procedure will be utilized. 5) Is this contract generally described on the list of professional service contracts approved by the City Council? If the answer to this question is "No," the contract will require approval from the City Council.) Yes _,� No Signature Date 6) Amount, Business Unit (8 digits) and Object Code (5 digits) where funds are budgeted (Please note that a budget check will occur at the object code level): 10060501.69365 $ 100, 000 FY 01 1y 10060501.69365 $200,000 Fy IZ�13 Director of Finance's Signature Deputy City Manager's Signature APPROVED ❑ DENIED ❑ Date r- ate Date Date City Manager's Signature Date F J S0 INSURANCE AND INDEMNIFICATION WAIVER a MODIFICATION REQUEST 1. Requested by: Planning and Building 2. Date: 3/15/2012 3. Name of contractor/permittee: CSG Consultants, Inc. 4. Description of work to be performed: Professional Inspection Services 5. Value and length of contract: $30,000; 3/15/2012 to 12/14/2012 6. Waiver/modification request: $50,000 SIR on professional liability 7. Reason for request and why it should be granted: Unable to comply with requirements, financials requested 8. Identify the ris" the City in approving this waiver/modification: N/A Head Signature Date: APPROVALS Approvals must be obtained in the order listed on this form. Two approvals are required for a request to be granted. Approval from he City Admini rator's Office is only required if Risk Management 'th City Attorney' ice disagree. 1. KApproved k Management ❑ Denied�.-- Signature bate 2. City Attorney's Office pproved ❑ Denie fy cla— Signature Date 3. City Manager's Office ❑ Approved ❑ Denied Signature Date If approved, the completed waiver/modification request is to be submitted to the City Attorney's Office along with the contract for approval. Once the contract has been approved, this form is to be filed with the Risk Management Division of Human Resources Insurance Walver Form 3/15/201211:23:00 AM A� H CERTIFICATE OF LIABILITY INSURANCE D12/15IDD/Y1 12/15/2011 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the pollcy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In Ileu of such endorsement(s). PRODUCER 0726293 1-415-546-9300 OT OONT NA E: Don Tarantino Arthur J. Gallagher & Co. PHONE 415-536-8617 No: 415-536-8627 Insurance Brokers of California, Inc., License #0726293 AJL ADDRESS: don tarantino®ajg.00m One Market Plaza, Spear Tower INSURERS AFFORDING COVERAGE NAIC N Suite 200 San Francisco, CA 94105 INSURER A: TRAVELERS PROP CAS CO OF AMER 25674 INSURED INSURERS: SENTINEL INS CO LTD 11000 CSO Consultants Inc. INSURER CARCH INS CO 11150 INSURER0: 1700 S. Amphlett Blvd 3rd Floor INSURERE: San Mateo, CA 94402 INSURER COVERAGES CERTIFICATE NUMBER: 2448464S REVISION NUMBER: THIS IS TO CERTIFY THAT 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. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IL R TYPE OF INSURANCE D SUBR ymn POLICY NUMBER POLICY EFF POLICY EXP LIMITS A GENERAL LIABILITY X 660294MOBSO-TIL-11 12/04/1 12/04/22 EACH OCCURRENCE $ 1,000,000 PREMISES Weoau ce $ 1,000,000 X COMMERCIAL GENERAL LIABILITY MED EXP (Any one person) $ 10,000 CLAIMS -MADE X❑ OCCUR PERSONAL S AOV INJURY $ 11000,000 GENERAL AGGREGATE $ 2,000,000 GEN'LAGGREGATELINT APPLIES PER: PRODUCTS -COMP/OPAGG $ 2,000,000 $ POLICY JECT PRO- F X LOC A'.. _ . A AUTOMOBILE LIABILITY X HA461M76 ,. 12104/13 12/04112 COMBINED SINGLE IT Es 1,000,000 BODILYINJURY(Perperson) $ X ANY AUTO �)\j]�SC.-� h'Y BODILY INJURY (Per eectaen0 $ ALL OWNED SCHEDULED CM ) AUTOS AUTOS X X NON-OWNED PROPERTY DAMAGE $ HIRED AUTOS AUTOS S A X UMBRELLA LIAB X OCCUR 12/04/1 12/04/12 EACH OCCURRENCE $ 5,000,000 AGGREGATE $ S,000,000 EXCESS LIAS CLAIMS•AAAOE ICUP294MI060 DED RETENTION$ Following Form $ B WORKERS COMPENSATION X 57WEEP4360 12/04/1 12/04/12 X1,&,,MlT OTH- AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNERIEXECUTIVE E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1, 000, 000 OFFICERIMEMBEREXCLUDED? a (Mandatory In NH) N / A E.L. DISEASE - POLICY LIMIT $ 1,000,000 If yes, desodbe under DESCRIPTION OF OPERATIONS below C Prof Liability ARP004731500 la 04/1 12/04/12 Limit 3Mil/3Ni1 Retention 50,000 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (Attach ACORD 101, Addlllonal Remarks Schedule. if more space Is required) Blanket Work Comp waiver of subrogation applies. All operations of the Named Insured, the City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers are additional insured per attached endorsement form CO D3 82 09 07- Additional insured(Architects, Engineers, and Surveyors). Primary insurance endorsement form CG DO 37 04 05. The City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers are additional insured with respect to Auto Liability per Auto Coverage Plus Endorsement: form CA FO 82 12 07. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Huntington Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Attn: Rick Management 2000 Main Street AUTHORIZED REPRESENTATIVE Huntington Beach, CA 92648 yyr� USA •••�" a 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD moheinsan 24484645 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by the endorsement. GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any Injury, damage or medical expenses described In any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage Is excluded or limited by such an endorsement. The following listing Is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BLANKET ADDITIONAL INSURED H. AUDIO, VISUAL AND DATA ELECTRONIC B. EMPLOYEE HIRED AUTO C. EMPLOYEES AS INSURED D. SUPPLEMENTARY PAYMENTS -- INCREASED LIMITS E. TRAILERS — INCREASED LOAD CAPACITY F. HIRED AUTO PHYSICAL DAMAGE G. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES —INCREASED LIMIT A. BLANKET ADDITIONAL INSURED The following is added to Paragraph A.1., Who is An Insured, of SECTION 11 -- LIABILITY COV- ERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional Insured is an "insured" for Liability Cover- age, but only for damages to which this Insurance applies and only to the extent that person or or- ganization qualifies as an "insured" under the Who Is An Insured provision contained In Section II. B. EMPLOYEE HIRED AUTO 1. The following Is added to Paragraph A.1., Who Is An Insured, of SECTION II — LI- ABILITY COVERAGE: An "employee" of yours is an "insured" while operating a covered "auto" hired or rented under a contract or agreement In that "em- ployee's" name, With your permission, while EQUIPMENT — INCREASED LIMIT 1. WAIVER OF DEDUCTIBLE — GLASS J. PERSONAL EFFECTS K. AIRBAGS L. AUTO LOAN LEASE GAP M. BLANKET WAIVER OF $UBROGATION performing duties related to the conduct of your business. 2. The following replaces Paragraph b. in B.S., Other Insurance, of SECTION IV — BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed to be ouv Bred "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow, and (2) Any covered "auto" hired or rented by your "employee" under a contract In that individual "employee's" name, with your permission, while perform- Ing duties related to the conduct of your business. However, any "auto" that Is leased, hired, rented or borrowed with a driver is not a covered "auto". C. EMPLOYEES AS INSURED The following is added to Paragraph A.4., Who Is An Insured, of SECTION 11 — LIABILITY COW ERAGE: CA T4 20 Q% 10 ® 2010 The Travelers Indemnity Company. All rights reserved. Page 1 of 8 Includes copyrighted material of Insurance Services Offloe, Ino. with b permission. 01639 COMMERCIAL AUTO Any "employee" of yours Is an "insured" while us- ing a covered "auto" you don't own, hire or borrow In your business or your personal affairs. D. SUPPLEMENTARY PAYMENTS — INCREASED LiMITS 1. The following replaces Paragraph A.2.a.(2) of SECTION Ii — LiABIL.ITY COVERAGE: (2) Up to $3,000 for cost of bail bonds (in- otuding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A.2.a.(4) of SECTION 11— LIABILITY COVERAGE: (4) All reasonable expenses incurred by the 'Insured" at our request, including actual loss of earnings up to $500 a day be- cause of time off from work. E. TRAILERS —INCREASED i..OAD CAPACITY The following replaces Paragraph C.I. of SEC- TION I — COVERED AUTOS: 1. "Trallers" with a load capacity of 3,000 pounds or less designed primarily for travel on public roads. F. HIRED AUTO PHYSICAL DAMAGE The following Is added to Paragraph AA., Cover- age Extensions, of SECTION UI — PHYSICAL DAMAGE COVERAGE: Hired Auto Physical Damage Coverage If hired "autos" are covered "autos" for Uabihty Coverage but not covered "autos" for Physical Damage Coverage, and this policy also provides Physical Damage Coverage for an owned "auto", then the Physical Damage Coverage is extended to "autos" that you hire, rent or borrow subject to the following: (1) The most we will pay for 'loss" in any one "accident" to a hired, rented or borrowed "auto" is the lesser of: (a) $60,000: (b) The actual cash value of the damaged or stolen property as of the time of the "loss"; or (c) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quaBty. (2) An adjustment for depreciation and physical condition will be made in determining actual cash value in the event of a total "loss", (3) if a repair or replacement results In better then like kind or quality, we will not pay for the amount of betterment. (4) A deductible equal to the highest Physical Damage deductible applicable to any owned covered "solo". (5) Thls Coverage Extension does not apply to: (a) Any "auto" that Is hired, rented or bor- rowed with a driver; or (b) Any "auto" that is hired, rented or bor- rowed from your "employee". G. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT The following replaces the first sentence In Para- graph A.4.a., Transportation Expenses, of SECTION III — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation, expense in- curred by you because of the total theft of a cow ered "auto" of the private passenger type. H. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT — INCREASED LIMIT Paragraph C.L. Limit Of insurance, of SEC. TION IiI — PHYSICAL DAMAGE COVERAGE Is deleted. I. WAIVER OF DEDUCTIBLE — GLASS The following Is added to Paragraph D., Deducti- ble, of SECTION ill »- PHYSICAL DAMAGE COVERAGE; No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. J. PERSONAL EFFECTS The following Is added to Paragraph AA., Cover- age Extensions, of SECTION Ill — PHYSICAL DAMAGE COVERAGE: Personal Effects Coverage We will pay up to $400 for "loss" to wearing ap- parel and other personal effects which are: (1) Owned by an "Insured"; and (2) In or on your covered "auto". This coverage only applies In the event of a total theft of your covered "auto". No deductibles apply to Personal Effects cover- age. Page 2 of 3 ® 201 0The Travelers indemnity Company. At lights reserved. CA T4 2110710 Includes copyrighted material or Insurance Servicim Office, Inc. with 118 permisslon, a 001640 K. AIRBAGS The following Is added to Paragraph B.3., Exclu- sions, of SECTION 10 — PHYSICAL DAMAGE COVERAGE: Exclusion 3.a, does not apply to "loss" to one or more airbags In a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth In Paragraphs A.I.b, and A.9.c., but only: a. If that "auto" Is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not Intentionally inflated. We will pay up to a maximum of $1,000 for any one "loss". L. AUTO LOAN LEASE GAP The following Is added to Paragraph AA., Cover- age Extensions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Auto Loan Lease Chap Coverage for Private Passenger Type Vehicles In the event of a total "loss" to a covered "auto" of the private passenger type shown In the Schedule or Declarations for which Physical Damage Cov- erage Is provided, we will pay any unpaid amount due on the lease or loan for such covered "auto" less the following: (1) The amount paid under the Physical Damage Coverage Section of the policy for that "auto"; and COMMERCIAL AUTO (2) Any: (a) Overdue tease or loan payments at the time of the "ioss"; (b) Financial penalties Imposed under a lease for excessive use, abnormal wear and tear or high mileage; (c) Security deposits not returned by the les- sor; (d) Costs for extended warranties, Credit We Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and (e) Carry-over balances from previous loans or leases. M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.6., 'Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — BUSINESS AUTO CONDI- TIONS: 6, Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the ex- tent required of you by a written contract exe- outed prior to any "accident" or "loss", pro- vided that the "accident" or "ioss" arises out of the operations contemplated by such con- tract. The waiver applies only to the person or organization designated in such contract. CA T4 20 0710 ® 2010 The Travelers Indemnity Compe► y. Al fights reserved. Page 3 of 3 Includes copyrighted material of Insurance Services Office, Inc. with Its permlBston. COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. OTHER INSURANCE - ADDITIONAL INSURE® This endorsement modfies Insurance provided under the following; COMMERCIAL GENERAL LIABILITY COVERAGE PART PROV113IONS b. The "personal Injury° or "advarllstng Injury° for COMMERCIAL GENERAL LIABILITY CONDITIONS which coverage Is sought slues out of an of. (8aullon 1%0, Paragraph 4. (Oliver Ineurancel Is fans® committed amended as follows: subsequent to the signing and execution of that 1. The following Is added to Paragraph a, primary oontraot or agreement by you. Insurance: 2. The Bret Subparagraph (2) of Paragraph b, ex - However, If you specifically agree In a written con- case Insurancs regarding any other primary In - tract or written agreement that the Insurance pro- surance available to you Is deleted. - vided to an additional Insured under this Coverage Part must apply on a primary basis, or 3. The following Is added to Paragraph b. Exaeao Insurance, as an additional subparagraph under a primary and non-contributory basis, this insur- Subparagraph (1); GYMS Is pfitnary to other Insurance that Is avail- We to such additional Insured which covers such That la available to the Insured when the Insured additional Insured as a named insured, and we Will not share with that other Insurance, provided is added as an additional.insured under any other polloy, Including any umbrella or excess policy, that: a. The "badlly Injury, or "property damage° for which coverage Is sought oocurs; and CO p0 37 04 06 0013091112006 The St. NU Travelers Companies, tno, All rights reserved. Page 1 of 1 .10 "I M J bFEE= o� oil 004274 POLICY NUMBER: 680-294MDBSO-TIL-1 I COMMERCIAL GENERAL LIABILITY ISSUE DATE: i 1 —07-i i THIS ENDORSEMENT CHANCES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE NAME OF PERSON(S) OR ORGANIZATION($): PER SCKDULE ON FILE WITH AGENT PROJECT/LACATION OF COVERED OPERATIONS: PROVISIONS A. The following Is added -to WHO IS AN INSURED (Section II): The person or organization shown In the Sched- ule above Is an additional Insured on this Cover- age Part, but only with respect to liability for "bod- ily Injury", "property damage" or "personal Injury" caused, in whole or in part, by your acts or omis- sions or the acts or omissions of those acting on your behalf: a. In the performance of your ongoing opera- tions: b. In connection with premises owned by or rented to you; or c. In connection with "your work" and Included within the "products -completed operations hazard". Such person or organization does not qualify as an additional insured for "bodily Injury", "property damage" or "personal injury" for which that per- son or organization has assumed liability In a con- tract or agreement. The Insurance provided to such additional insured Is limited as follows: d. This insurance does not apply to the render- ing of or failure to render any "professional services". e. The limits of insurance afforded to the addl- tional insured shall be the limits which you agreed In that "contract or agreement requir- ing insurance" to provide for that additional Insured, or the limits shown in the Declare. Ions for this Coverage Part, whichever are less. This endorsement does not Increase the limits of insurance stated in the LIMITS OF INSURANCE (Section III) for this Coverage Part. S. The following Is added to Paragraph a. of 4. Other Insurance in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): However, If you specifically agree In a "contract or agreement requiring insurance" that, for the addi- tional Insured shown In the schedule, the Insur- ance provided to that additional Insured under this CO D3 82 09 07 ® 2007 The Travelers Companies, Inc. Page 1 of 2 Includes the copyrighted material of Insurance Servlees (fte, Inc., with Its permlesion COMMERCIAL GENERAL LIABILITY Coverage Part must apply on a primary basis, or a primary and non-contributory basis, this Insur- ance Is primary to other insurance that is avail- able to such additional Insured which covers such additional Insured as a named Insured, and we will not share with the other insurance, provided that: (1) The "bodily Injury" or "property damage" for which coverage is sought occurs; and (2) The "personal Injury" for which coverage is sought arises out of an offense cornmlited; after you have entered Into that "contract or agreement requiring Insurance" for such addi- tional Insured. But this Insurance still Is excess over valid and collectible other Insurance, whether primary, excess, contingent or on any other basis, that Is available to the additional In- sured when the additional insured Is also an addi- tional Insured under any other insurance. C. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us In COMMERCIAL GENERAL LIABILITY COW DITIONS (Section IV): We waive any rights of recovery we may have against the additional Insured shown In the Schedule above because of payments we make for "bodily injury', "property damage" or "personal Injury" arising out of "your work" on or for the pro- Ject, or at the location, shown In the Schedule above, performed by you, or on your behalf, un- der a "contract or agreement requiring Insurance" with that additional Insured. We waive these rights only where you have agreed to do so as part of the "contract or agreement requiting Insur- ance" with that additional insured entered Into by you before, and In effect when, the "bodily Injury" or "property damage" occurs, or the "personal In. jury" offense Is committed. D. The following definition is added to DEFINITIONS (Section V): "Contract or agreement requiring Insurance" means that part of any contract or agreement un- der which you are required to Include the person or organization shown In the Schedule as an ad. ditlonal insured on this Coverage Part, provided that the "bodily Injury" and "property damage" oc- ours, and the "personal Injury" is caused by an of- fense committed: a. After you have entered into that contract or agreement; b. While that part of the contract or agreement is In effect; and c. Before the end of the policy period. Page 2 of 2 0 2007 The Travelers companies, Inc. CO D3 82 09 07 Includes the copyrighted material of Insurance services office, Inc., with Its permission THIS ENDORSEMENT CHANGES TH9 POLICY. PLEASE REDO IT CAREFULLY. WORKERV COMPENSATION BROAD FORM ENDORSEMENT EXTENDED OPTIONS P IhgrNunrhsr. 57 WE EP4360 EndOreementNumber El/sotive Date: 12 / 04/11 Effective hour Is the same as stated on the Information Page of the policy. Nam d Insured and Address: coo coNSuLTAws rNc 1700 S AMPHLE'Pi' BLVD 3" FTC SAN MA,TEO, CA 99402 8solton I of lhle endorsement expands coverage provided under WC 00 00 00. Section If of this endorsement provides additional coverage usually only pmvldad by endorsement. Section III of this endorsement is a Schedule of Covered States. You may use the index to locate these coverage features quickly: SI`CTION I PARTS ONE and'TWO 01 We Will Also Pay PART -THROB 02 How This insurance Works PARRT. SIX 06 Transfer of Your Fights and Dutles 04 Liberalization SECTION n VOLUNTARY COIIffPENSATION INSURANCE 06 Voluntary Compensation Insurance A. Hove This Insurance Applies B. We lAflli Pay C. Exclusions D. Before We Pay C. Recovery From Others F. Employers' liability Insurance EMPLOYIRS' LIABIL11 Y STOP QAP ENDORSEMENT 08 Employers' Llablllly Stop Gap Coverage A. Stop Gap Coverags Limited to Montana, North Dakota, Ohio, Washington, West Virginia and Wyoming Form WC 60 08 QS D Printed In U.S.A. (Ed. 8/00) PaxweDat : 11(16/x1 EMI S BdEO'1' 2 B. Part One Dose Not Apply 3 2 C. Application of Coverage g 2 D. Additional Exclusions g 2 E. West Virginle 3 2 W15NDED OPTIONS 4 2 01 Employers' Uabiilty Insurance 4 2 02 Unintentional Failure to Disclose 4 2 Hazards 2 03 Waiver of Our Flight to Recover from 4 2 Others 04 Foreign Voluntary Compensation 4 2 A. Now Ibis Reimbursement Applies 4 2 a. We Will Reimburse 4 3 C, racluaions 4 3 D, Before We pay 5 3 E. Recovery From Others 5 8 F. Reimbursement For Actual Loss 5 3 Sustained 8 Q. Repatriation 5 H. Endemic Disease 6 3 05 Longshore and Harbor Wodxers' 5 Compensation Act Coverage 3 Gridorsement SECTION 10 8 01 Schedule of Covered States 8 02000, The Hartford Fag 1 of 6 Policy Expiration flat . 12 /04 /12 SECTION 1 PAITM ONE and TWO t. WE WILL ALSO PAY D. We WID Also PAY of Part One (WORKERS' COMPENSATION INSURANCE); and E. We WIN Also Pay of Pori Two (EMPLOYERS' LIABILITY INSURANCE) is replaced by the following; We Will Also Pay We will also pay these costa, in addition to other amounts payable under this Insurance, as part of any claim, proceeding, or suit we defend: 1. reasonable expenses incurred at our request, INCLUDING loss of aamings; 2, premiums for bonds to release attachments and for appeal bonds In bond amounts up to the limit of our liability under this Insurance; S. litigation costs taxed against you; 4. interest on a judgment as required by law unill we offer the amount due under this law; and & expenses we Incur. PARTTHREE g. How This 1neurance Applies Paragraph 4. of A. How Thte lnsurana Applt a of Part 8 (Other States insurance) Is replaced by the following; 4. Ii you have work on the effeobve date of this policy in any state not bated in Item S.A. of the Information rage, coverage will not be afforded for that state unlace we are notified within sixty days. PART SIX x;. Transfer Of Your Righte and Dulles C. Transfer Ot Your Nghb and pull a of Part o (Conditions) Is replaced by the following: Your rights or duties under this policy may not be transferred wllhout our written consent. If you die and we receive notice within sixty days after your death, we will cover your legal representative as Insured. 4. Liberalkatlon 9 we adopt a change in this form chat would broaden the coverage of this form without extra charge, the broader coverage will apply to this potloy. It will apply when the change becomes effective in your state. SECTION 11 VOLUNTARY COMPENSATION AND EMPLOYER81 LIABILf' Y COVERAGE S. V iuntary Compensation Insurance A. H W This Insurance Applies We Insuranos applies to bodily Injury by accident or bodily injury by disease. Bodily Injury includes resulting death. 1. The bodily Injury must be sustained by any officer or employee not subject to the workers' compensation law of any state shown In Item S.A. of the information Page. 2. The bodily Injury must arise out of and In the course of employment or incidental to work In a state shown In item S.A. of the information Page. a. The bodily injury must occur in the United States of Amarloa, Its territories or possessions, or Canada, and may occur elsewhere If the employee is a Unilad States or Canadian oitazen, or otherwise legal resident, and legally employed, In the United States or Canada and temporarily away from those places. 4. Bodily Injury by acoldent must occur during the policy parlod. 5. Bodily Injury by disease, must be caused or aggravated by the condlllons of the IF tm WC 99 03 03 0 Printed In U.S,A. (Ed. 8MO) pag 2 of 6 0 a O w �1 r in p P to T of loor'e or employee's employment The officer's or employee's last day of fact exposure to the conditions causing or aggravating such bodily Injury by disease must occur during the policy period. a. We Will pay We will pay an amount equal to the benefits that would be required of you as If you and your employees were subject to the workers' compensation law of any state shown In Item S.A. of the Information Page. We will pay those amounts to the persons who would be entitled to them under the law. C. Exclusion This insurance does not cover; 1. any obligation Imposed by workers' compensation or ocoupattonal disease law or any similar law. 2. bodily Injury Intentionally caused or aggravated by you. S. officers or employees who have elected not to be subject to the state workers' compensation law. 4. partners or sole proprietors not covered under the Standard Sole Proprietors, Partners, Ofticers and Others Coverage Endorsement. 0. Before we Pay Before we pay benefits to the persons entitled to them, they must; 1. Release you and us, in writing, of all responsibility for the Injury or death. 2. Transfer to us their right to recover from others who may be responsible for the Injury or death. g. Cooperate with us and do everything necessary to enable us to enforce the right to recover from others. It the persons andffled to the benefits of this insurance fall to do those things, our duty to pay ends at once. If they claim damages from you or from us for the Injury or death, our duty to pay ends at once. E. Rooavwy Tram Others If we make a recovery frorn others, we will keep an amount equal to our expenses of recovery and the benefits we paid. We will pay the balance to the persons ontitled to It, F rm WC 09 03 03 B Printed in U.S.A. (Ed. 8t00) If the persons entitled to the benefits of Hilo Insurance make a recovery from others, they must reimburse us for the benefits we paid them. F. EmptoyeW Llabtltly Insurance Part TWO (Employers' Uabillty Insurance) applies to bodily Injury covered by this endorsement as though the State of Employment was shown In Item B.A. of the Information Page. This provision S. does not apply In New. Jersey or Wisconsin. EMPL.OYERW LIABIL17Y STOP GAP COVERAGE S. Employers' Llabliltty Stop Stop Coverag A. This coverage only applies In Montana, North Dakota, Ohio, Washington, West Virginia and Wyoming. S. Part One (Workers' Compensation Insurance) does not apply to work In states shown In Paragraph A above. G. Part Two (Employers' Liability Insurance) applies In the states, shown In Paragraph A., as though they were shown In Itsm 3.A. of the Information Page. D. Part Two, Section C. ftluslona Is changed by adding these exclusions. This Insurance doss not cover, b, bodily Injury Intentionally caused or aggravated by you or in Ohio bodily injury resulting from an sot which Is determined by an Ohio court of law to have been committed by you with the belief than an Injury Is substantially certain to occur. However, the cost of defending such claims or suite in Ohio is covered, Is. bodily Injury sustained by any member of the flying crew of any aircraft. 14, any claim for bodily Injury with respect to which you are deprived of any defense or defenses or are othetwlse subject to penalty because of default In premium under the provisions of the workers' compensation law or laws of a state shown In Paragraph A. E. This Insurance applies to damages for which you are liable under West Virginia Code Annot. S 28.4-2. page 3 f 6 EXT9NDEID OPTIONS y. Empl Vera' Liabtifty Insurance 4. Item S.B. of the information Pap is replaced by the following: 13, LniptoyeW Liability Insurance: 1. Pant TWe of the policy applies to work In each stale listed In Item 3.A. The Limits of Liability under Part Two are the higher of: Bodily injury by Accident f 600,000 Each Accident Bodily Injury by Disease 000,000 Policy Unlit Bodily Injury by bisesse $900,000 Each Employee Olaf 2. The amount shown in the Information Page. This provision 1 of EXTENDED OPTIONS does not apply In New York because the Limits of Our Ltabllhy are unlimited. In this provision the limits are changed from $M,M to $1,000,000 In California. 2 Untet nitlorral Fallure to Disclose Hazards If you unintentionally should fail to disclose all existing hazards at the Inception date of your policy, we shall not deny coverage under this policy because of such failure. 9. Waiver of Oar Right To Recover Imam Others A. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against any person or organization for whom you perform work under a written contract that requires you to obtain this agreement from its. This agreement shall not operate directly or indireotiy to benefft anyone not named in the agreement, S. This provision 8. does not apply In ilia states of Pennsylvania and Utah. Forelgn Voluntary Componaatlon and Efmptoyers' ltabl0ty Rebnburmament AL Flow ibis Reimbursement Applies This reimbursement provision applies to bodily injury by accident or bodily lnjuy by disease. Bodily Injury includes resulting death. 1. The bodily Injury must be sustained by an officer or employee. 2. The bodily injury must occur in the course of employment necessary or Incidental to wont In a country not listed in Exclusion 0.1, of this provision. 8. Bodily Injury by accident must occur during the policy period. ►I. Bodily injury by disease must be caused or aggravated by the conditions of your employment. The officer or employee's laat exposure to those conditions of your employment must occur during the policy period. a. We Wlu Raimburee We will reimburse you for all amounts paid by you whether such amounts are: 1, voluntary payments for the benefits that would be required of you if you and your officers or employees were subject to any workers' compensation law of the state of hire of the individual employee. 2. sums to which Part iiso (Employetis' Liability fnsuranae) would apply If the Country of Employment were shown In Item B.A. of the Informatlon Page, C. Exolushm This Insurance does not cover: I. any occurrences in the United States, Canada, and any country or jurisdiction which Is the subject of trade or economic sanctions Imposed by the laws or regulations of the United States of America In effect as of the Inception date of this policy, 2, any obligation Imposed by a workers' compensation or occupational dlseaeo law, or similar law. S. bodily Injury intentionally caused or aggravated by you. F no WC 90 03 03 0 printed In U.S.A. (Ed. 8/00) page 4 16 4. liability for any consequence, whether direct or Indirect, of war, Invasion, act of Foreign enemy, hostilities (whether war be declared or not?, civil war, rebellion, revolution, Insurrection or military or usurped power. No endorsement now or subsequently attached to this pollay shall be construed as overriding or waiving this lirnllation unless specific reference Is made thereto.* D. lesfoig We Pay Before we reimburse you for the benefits to ilia o persona entlNed to them, you must have them: 1. release you and us, In writing, of all o responsibility for the injury or death, 0 2. transfer to us their right to recover from �o others who may be responsible for their Injury or death, S. cooperate with us and do everything M necessary to enable us to enforce the right c to recover from others. Ln If the persons entitled to the benefits paid fall « to do these things, our duty to reimburse ends at onos. 9 they claim damages from us for the Injury or death, our duty to reimburse ends at w:a once, 1. Recovery FMM Oiltsrs If we make a recovery from others, we will loop an amount equal to our expenses of recovery and the benefits we reimbursed. We i� will pay the balance to the persons entitled to It. If persons entiled to the benefits make a recovery from others, they must repay us for mthe amounts that we have reimbursed you. on F. Reimbursement for Actual Loos Sustained am Thin endorsement provides only for on= reimbursement for the loss you actually ® sustain. In order for you to recover lose or expenses under this relmbursement you must: f. actually sustain and pay the lose or expense In money after trial, or 2. secure our consent for the payment of the MOM loss or expense, can Q. Repatriation Our reimbursement Includes the additional expenses of repatriation to the United States of America necessarily Incurred as it direct result of bodily injury. Our reimbursement shall be limited as follows: f, to the amount by which such expenses exceed the normal cost of returning the officer or employee iI In good health, or 2. In the event of death, to the amount by which ouch expenses exosed the normal cost of retuming the officer or employee If alive and in good health. In no event shall our reimbursement exceed the bodily Injury by accident limit shown In Item 8.13. of the Information Page as respects any one such offloer or employee whether dead or alive. H. EDtdomfo Disease The word Idieense° includes any endemic diseases. The coverage appiles as If endemic diseases were Included In the provisions of the workers' compensation law. 6. Longehore and Harbor Wotfters' Compsneati n Act Coverage eleneral Section C. wadws' compensation Law Is replaced by the following: C. Workers' Compensation Law Workers' Compensation Law means the workers or workers' compensation law and occupational disease law of each state or tordtory named In Item 3.A. of the Information Page and the Longshore and Harbor Workers' Compensation Act (38 U8C Sadlone 901- 950). it includes any amendments to those laws that are In effect during the policy period It does not Include any other federal workers or workers' comperraallon law, other federal occupational disease law or the provisions of any law that provide nonoccupational disability benefits. Part Two (Employers' Uablllty Insurance), G. Exclusions, exclusion 8, does not apply to work subject to the Longshore and Harbor Workers' Compensation Act. This coverage does not apply to work subject to the Defense Base Act, the Cuter Continental shelf Lands Act, or the Monapproprfated Fund Instrumentalities Act, IF rm WC 99 03 03 0 .Printed In U,S.A. (Ed, 0/00) Page 5 of 6 3 SECTION fill 1. SCHEDULE OP COVERED STATES A, Thla endorsement only applies In the states listed in this Schedule of Covered 6tates. C. Schedule of Covered States: CA B. Ii a state, shown In Item B.A. of the Information Page, approves this endorsement after the effective date of this policy, this endorsement will apply to this policy. We coverage will apply In (he now stets on the effective data of the state approval.' Countersigned by Authorized Representative IF am WO 00 03 03 0 Printed In U.S.A. (Ed. 8/0o) Pao 0 ai e DATE SUPPLEMENT TO CERTIFICATE OF INSURANCE 12/15/2011 C6a Consultants Xno. Add lC onal Information: CSG CONSULTANTS, INC. CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2011 and 2010 CONTENTS Consolidated Balance Sheets 1 Consolidated Statements of Income and Retained Earnings,,,,,,,,,,,,,,,,,,,,,, 2 Consolidated Statements of Cash Flows3 CSG Consultants, Inc, Conso/!dated Balance Sheets ASSETS Current assets Cash and equivalents $ 453,906 $ 600,463 Accounts receivable, net of allowance for doubtful accounts 2,010,259 2,08SA75 Unbilled accounts receivable 4,600 226,875 Insurance claim receivable - 531,250 Prepaid expenses 289A" 265,978 Total current assets 2,758,231 3,710,041 Property and equipment Computer and operations equipment 577,199 608,036 Furniture and fixtures 447,790 409,648 vehicles 756,945 756,945 Leasehold improvements 17,550 17,550 1,799,484 1,792,179 Less: accumulated depreciation and amortization (1,517,992) (1,421,939) Net property and equfpment 2SIA92 370,240 Software and licenses, net of accumulated amortization 28,407 61,611 Deposits and other 72,630 141,123 $ 3,140,760 $ 4,28SA15 R LIABILITIES AND SHAREOWNERS' EQUITY Current liabilities Accounts payable $ 42,149 $ K265 Accrued liabilities 604,103 1,570,623 Deferred income and deposits - - Borrowings under line of credit - - Notes payable 78,999 311,246 Total current liabilities 725,251 1,936,134 Notes payable 28,914 131,525 Due to shareowners Shareowners' equity Common stock, no par value;1,000,000 shares authorized; 102,825 shams issued and outstanding 362,615 362,615 Additional paid -in capital 672,508 672,508 Notes receivable from shareowners (221,966) (88,688) Currency translation adjustments, net (96,705) 5,381 Retained earnings 1,670,143 1,263,540 Total shareownewl equity 2,386,595 _ _ 2,215,356 nma $ 31140,760 $ 44283,015 I I RC'� .iGT Rom. R See accottipaaylsg notes to cotrsolidakd ftnaoda! stateateate -1- CSG Consultants, Inc. Consolidated Statements of Income and Shareowners' Equity Years ended December M 2011 2010 Revenue Staff augmentation $ 6,404,701 $ 5,574,807 Engineering 2,579,800 3,089,806 Building plan review 2,624,802 2,169,477 11,609" 10,834,090 Costs and expenses, before depreolation and amortization Direct payroll and related benefits Subcontract Contract expenses rebilled Indirect payroll and related benefits Occupancy Sales and marketing 5,230,168 4,993,809 187,852 135,046 30,240 40,001 3,655,390 3,176,769 382,515 356,387 52,018 4030 Software development 172,685 174,478 General and administrative 1,125,113 1,137,288 Other income (1108) (19,049) 10,824,883 10,039,359 Operating income before depreciation and amortization, and interest expense 784,420 794,731 Depreciation and amortization (178,061) (277,048) Interest expense (10,586) (?h,360) Income before income taxes 595,773 493,323 Provision for income taxes 9,600 27,000 Net income 586,173 466,323 Other comprehensive income (loss) Cunwcy translation adjustments - net (102,086) 14,043 Net com rehensive income 484,087 480,366 Shareowners equity, beginning of year 2,2i5,356 2,651,995 Redemption of common stock, net of shareowner note receivable 8,516 (186,107) Distributions paid to shareowners (179,570) (740,022) Loans to shar'ebolders (141,794) 9,124 Shareowners' equity, end of year $ Z,386,595 $ 2,215,356 See accotupanyin8 notes to eonsoiidded frnaneial stakneids -2- Operating activities Net income Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization Loss (gain) on asset dispositions Changes in assets and liabilities: Accounts receivable Unbilled accounts receivable Insurance claim Receivable Prepaid expenses Deposits and other CSG Consultants, Inc. Consolldated Statements of Cash Flows Ysarsended DMMtOr31 Mi _ 7I $ 586,173 $ 466,323 133,496 277,048 275 (5,497) 75,216 (373,473) 227y275 (105,333) 531,250 (531,250) (23,488) (141,123) 68,493 (38,689) Accounts payable and accrued liabilities (978,636) 730,391 Deferred income and deposits - Net cash provided by operating activities 615,054 280,397 investing activities Payments for property and equipment (28,819) (120,789) Proceeds from asset dispositions - 12,316 Payments for software and licenses 17,000 (��) Net cash used hi investing activities (11,819) (129,315) Financing activities Repayments of borrowings under notes payable (334,858) (186,140) Loans made to shareowners (141,794) - Loan payments received from shareowners 8,516 92,334 Redemption of common stock - (269,317) Distributions paid to shareowners (179,570) (740,022) Net repayments of affiliate receivables - (12,035) Foreign currency translation, net (102,086) 14,043 Net cash used in financing activities (749,792) (1,101,137) Net decrease in cash (146,557) (950,055) Cash and equivalents at beginning of year 600,463 1,550,518 Cash and equivalents at end of year $ 453,906 $ 600,463 Supplemental Disclosures of Cash Flow Information: Cash paid for interest $ 10,600 $ 24,400 Cash paid for income taxes $ 9,600 $ 27,000 Sec acconrpanytng notes to consolidated frnandai statenwUs 4- CSG Consultants, Inc. Notes to Consolidated Financial Statements Note 1 Description of the Company CSG Consultants, Inc, (the Company) was incorporated in California in 2000. Under the name CSG Consultants, Inc., we provide building, engineering, community development and sustainability program support services to governmental agencies, located primarily in California, We build and foster partnerships with communities to create safe, vibrant living environments. CSG Consultants India Private Limited (India) was incorporated in India in 2006. India develops software solutions and information technology, services in mechanical and electrical engineering, construction, and architecture. We develop software to archive and index building plans, facilitate collaborative digital plan review, generate permits, route and track plans in review, coordinate field inspection management, track code enforcement cases. Note 2 Summary of Significant Accounting Policies Basis of Presentation Our financial statements are prepared in conformity with U.S. generally accepted accounting principles (GAAP). We have reclassified certain prioi%Tear amounts to conform to the current year's presentation. Certain notes to the financial statements include amounts rounded to the nearest thousand, Entities ,included in Consolidated Financial Statements Our consolidated financial statements include the accounts of the Company and India. All significant intercompany profits, accounts, and transactions have been eliminated in the consolidation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to snake estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Revenues Staff augmentation includes amounts billed for hourly fees -to provide building and engineering staff on a temporary or long-term basis. Revenue is recognized in the period service is provided and it is deemed probable that such amounts will be realized. Engineering includes fees earned under public works projects. Revenue is based on time and materials and may be subject to a maximum fee, revenue is recognized in the period service is provided, and when it is deemed probable that such amounts have been earned and will be realized: Losses on specific projects are recognized upon their determination. Building plan review includes amounts billed under fixed and percentage fee arrangements. Revenue is recognized in the period service is provided and it is deemed probable that such amounts will be realized. "Income Statement Characterization of Reimbursements Received for Out-of-pocket Expenses Incurred" released by the Emerging Issues Task Force requires the Company to recognize as both revenues and expenses, in equal amounts, costs directly reimbursed from its engineering services. Accordingly, subcontract and contract expenses include reimbursements for payroll and related costs, and various other direct operating expenses. Decenuber 31, 2017 and 2010 - 4 - CSG Consultants, Inc. Notes to Consolidated Financial Statements Note 2 Summary of Significant Accounting Policies (contd.) Taxes on Income The Company has elected to be heated as an S corporation for federal and California tax purposes. Accordingly, all income, losses and tax credits are allocated to the shareholders and federal income tax expense or benefit is not recognized in the accompanying financial statements. California statutes conform to the federal S corporation rules, except for the imposition of a corporate level tax at the rate of 1.5 percent of taxable earnings with an annual minimum of $800. As discussed in note 5, Income Taxes, we recognize deferred income taxes for the differences between GAAP income and income that is currently taxable. We utilize a "mare likely than not" criteria for evaluating uncertain tax benefits recognized in the financial statements resulting from tax positions taken or expected to be taken in the Company's tax returns. We believe the tax positions in our corporate tax returns are sustainable under an examination. There is no interest or penalties for uncertain tax positions recognized in the Company's financial statements. Tax returns filed for calendar years 2007, 2008 and 2009 currently remain open to examination by taxing jurisdictions. Cash and Equivalents We consider cash and equivalents to include cash on hand, in banks and short term, highly liquid Investments with original maturities of three months or less. Accounts Receivable Accounts receivable is recorded at the amount we expect to collect on balances outstanding. Our estimates consider the likelihood of collection and customers' abilities to pay the amounts due. The allowance for doubtful accounts is $32,000 and $21,000 at December 31, 2011 and 2010, respectively. We wrote off approximately $66,000 as bad debts during 2011. There were no amounts written -off as bad debts during 2010. Property and Equipment Property, equipment and Ieasehold improvements are recorded at cost. Depreciation and amortization is provided using declining balance and straight-line methods for financial reporting purposes and the accelerated cost recovery method for income tax purposes. Leasehold improvements are amortized over the shorter of the remaining term of the Iease or the useful life of the improvement using the straight-line method. Computer and operations equipment are depreciated using a declining balance method over estimated useful lives ranging from five to seven years. Furniture and fixtures are depreciated over an estimated useful life of ten years. Vehicles are depreciated over an estimated useful life of five years. Software and Licenses Software is recorded at cost and is amortized using the straight-line method for financial reporting and income tax purposes over an estimated useful life of three years. Research and Development Costs The Company incurs costs in the research and development of software. Costs are charged to expense as incurred. Approximate total research and development costs incurred in 2011 and 2010 were $190,000 and $188,000, respectively and are included in software development and depredation and amortization. December 31, 2011 and 2010 - 5 - CSG Consultants, Inc. Notes to Consolidated Financial Statements Note 3 Borrowings Under Line of Credit The Company has a $1 miIIion revolving line of credit (includes letters of credit) under a Business Loan Agreement ("Revolver") with a bank Interest is payable monthly at prime rate plus one percent (2.75°% at December 31, 2011); the minimum interest rate is 5 percent. The Agreement is secured by the general assets of the Company, contains financial covenants and matures on july 30, 2012, Note 4 Notes payable Notes payable consist of the following: 2011 2010 $480,000 term loan, payable $17,071 per month, including interest at 5.0% to January 2012; secured by general assets of the Company $ 33,854 $ 231,507 $92,566 note payable to former shareholder, payable $20,180 January 2010, remainder due and payable with accrued interest at 3.25% January 2011; secured by general assets of the Company - 42,566 Various automobile purchase Ioans, payable $5,200 per month including interest at rates ranging from .5% to 5.94% to February 2015, secured by automobiles 74 05 167,698 107,913 442,771 Less current maturities 78,999 3IL246 4 $2a The aggregate amounts of maturities for notes payable for the years following December 31, 2011 are: $79,000 in 2012; $19,000 in 2013, $8,000 in 2014; and $2,000 in 2015. Note 5 Income Taxes As discussed in note 2, California imposes a corporate level tax. Our tax returns are prepared on the cash basis of accounting. As a result, our financial statement income varies each year from the income on our tax returns. These differences are recognized in our financial statements as a deferred tax asset or liability. The most significant temporary differences between our financial statements and our tax return income are trade accounts receivable and accrued expenses. The provision for income taxes is composed of the following: 2011 2010 Current income taxes payable $ 9,100 $ 800 Deferred income tax liability 500 26,200 December 31, 2011 and 2070 - 6 - CSG Consultants, Inc. Notes to Consolidated Financial Statements Note 6 Lease Contmihnents We conduct a portion of our operations on leased premises under operating leases. Lease agreements provide for minimum payments and reimbursements for common area expenses. Rental expense was $413,000 and $357,000 in 2011 and 2010, respectively. The aggregate noncancelable operating lease commitments for the years following December 31, 2011 are: $419,000 in 2012; $396,000 in 2013; $346,000 in 2014; $219,000 in 2015; $47,000 in 2016; and $214,000 thereafter. Note 7 Employee Retirement Plans The Company sponsors a 401(k) defined contribution pension plan for substantially all of its employees. Matching contributions are discretionary. There were no matching contributions made in 2011 and 2010. Note 8 Related Parties During 2005 to 2010, we made several personal Ioans to a minority shareowner. The loans were consolidated in 2011. The new loan matures through May 2026 and bears interest at 2,76%. At December 31, 2011 the aggregate outstanding balance was $40,000. During 2006 to 2008 two company executives purchased minority interests of the Company's common stock. These transactions were financed through loans made by the Company. The terms of these loans were modified during 2011. Additionally, during 2011 we loaned the current principal shareowner approximately $140,000 to repay a loan bD the former principal shareowner. The new Ioans mature through December 2026 and bear interest at 2.76%. The aggregate balance of the notes was $222,000 and $89,000 at December 31, 2011 and 2010, respectiively. Note 9 Continge►icles The Company is subject to various legal proceedings and claims, which arise in the ordinary course of its business. In the opinion of management, the ultimate liability with respect to those proceedings and claims will not materially affect the financial position, operations or liquidity of the Company. The Company maintains liability insurance coverage for individual claims in excess of various amounts, subject to annual aggregate limits. Note 10 Concentration of Credit Risk Financial instruments, which potentially subject the Company to concentration of credit risk, consist principally of cash and equivalents, and accounts receivable. The Company's cash balance in an individual financial institution, at times, may exceed federally insured limits. The Company has not experienced any losses on these deposits. At December 31, 2011, three customers represented 27 percent of outstanding accounts receivable. At December 31, 2010, three customers represented 25 percent of outstanding accounts receivable. For the year ended December 31, 2011, the three largest clients accounted for 12%, 11% and 7% of revenue, respectively. For the year ended December 31, 2010, the three largest clients accounted for 13%, 11% and 8% of revenue, respectively. Deceurber 31, 2011 and 2010 - 7 - CSG Consultants, Inc. Notes to Consolidated Financial Statements Note 11 Shareowners' Buy Sell Agreement and Purchase of Decreased Shareowner's Stock The Company and its shareowners established an Amended and Restated Buy Sell Agreement (Agreement) dated November 2005 as amended January 2009. The surviving shareowners are obligated to purchase, in the event of death of any shareowner, all of the decedents outstanding shares. The repurchase price is determined pursuant to a formula provided in the Agreement. The shareowners purchased insurance on the lives of two principal shareowners to help meet its obligation under the Agreement. In August 2011, the death of the principal shareowner triggered the buy/sell provisions of the Agreement. The Agreement specifies the date of death will serve as the purchase date of the decedents outstanding shares. The provisions of the Agreement require the Company to purchase the shareowner's stock based on a formula provided in the Agreement, with a minimum payment equal to $4.6 million, the applicable Iife insurance proceeds. Based on the formula in the Agreement, the Company believes the shares will be purchased for the amount of the life insurance proceeds. The Company has tendered payment for the purchase of the deceased shareowner's outstanding shares and has triggered the dispute resolution provisions in the Agreement. Note 12 Settlement with Former Shareowner In April 2011 we settled a dispute with a former Company officer/shareowner in connection with our Amended and Restated Buy Sell Agreement and a claim for wrongful termination. The aggregate settlement was $975,000 (including $75,000 for plaintiff legal expenses). In addition, the Company discharged approximately $72,000 for an outstanding note related to the original grant of stock, and agreed to purchase a note receivable in the approximate amount of $25,000 from its majority shareowner, that was forgiven as part of the settlement. The Company received approximately $531,000 as insurance proceeds. Approximately $541,000 of the total settlement value was uninsured. We allocated the uninsured amount as follows: $269,000 to repurchase of 7,777 shares of the Company's common stock, $197,000 to settle all outstanding claims and $75,000 to plaintiff legal expenses. As a result, common stock and additional paid -in capital were reduced by approximately $27,000 and $242,000, respectively at December 2010. General and adminishative expenses in 2010 include approximately $272,000 for one-time settlement expenses. Note12 Subsequent Events The Company has evaluated events and transactions that have occurred after December 31, 2011 through March 31, 201Z the date on which the accompanying financial statements were available to be issued, and has determined there were no material events to disclose. Deceinber3l, 2011 and 2010 - 8 -