HomeMy WebLinkAboutPUBLIC ENTERPRISES GROUP - 2001-03-19 i
jMe CITY OF HUNTINGTON BEACH
• 2000 MAIN STREET CALIFORNIA 92648
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
LETTER OF TRANSMITTAL OF ITEM APPROVED BY THE CITY COUNCIL/
REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
DATE: March 27, 2001
TO: Public Enterprise Group ATTENTION: Don Schulte, President
Name
18685 Main Street, Suite A DEPARTMENT:
Street
Huntington Beach, CA 92648 REGARDING: Services Contract
City,State,Zip
for Marketing Services
See Attached Action Agenda Item E-17 Date of Approval 3-19-01
Enclosed For Your Records Is An Executed Copy Of The Above Referenced Agenda Item.
Remarks:
Connie Brockway
City Clerk
1
Attachments: Action Agenda Page x Agreement x Bonds Insurance x
RCA Deed Other
CC: R. Hagan Com. Serv. x x x
Name Department RCA Agreement Insurance Other
Name Department RCA Agreement Insurance Other
Name Department RCA Agreement Insurance Other
N e Department RCA Agreement Insurance Other
Mendoza x x x
Risk Management Dept. Insurance
(Telephone:714536-5227)
J
Council/Agency Meeting Held:
Deferred/Continued to:
)(Approved ❑ Conditional) Approved QjPenled W Cler ' Signature
Council Meeting Date: 3/19/01 Department ID Number: CS01-023
CITY OF HUNTINGTON BEACH
REQUEST FOR COUNCIL ACTION
CZ
SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS =+
SUBMITTED BY: RAY SILVER, City Administrator04
PREPARED BY: RON HAGAN, Director, Community Services Departmen :=
SUBJECT: APPROVE CONTRACT WITH PUBLIC ENTERPRISE GROUP
(DONALD R. SCHULTE) FOR MARKETING SERVICES-
Statement of Issue,Funding Source,Recommended Action,Alternative Action(s),Analysis,Environmental Status,Attachment(s)
Statement of Issue: There is a need to approve a contract with Public Enterprise Group
(Donald R. Schulte) for the purpose of acting as the city's agent in securing future corporate
partnership revenue programs.
Funding Source: Revenue generated to the General Fund.
Recommended Action: Motion to:
1. Approve the attached contract with Public Enterprise Group (Donald R. Schulte) for
Marketing Services; and
2. Authorize the Mayor and City Clerk to sign the attached agreement between Public
Enterprise Group (Donald R. Schulte) and the City of Huntington Beach for
Marketing Services.
Alternative Actionu: Do not approve the contract with Public Enterprise Group (Donald R.
Schulte) for Marketing Services and direct staff to solicit additional proposals for agent
services with regards to corporate partnership and revenue programs.
Analysis: The city retained Public Enterprise Group (Donald R. Schulte) to act as the agent
in negotiations for the Coca Cola Corporate Sponsorship Program. This program has been
very successful for both the city and Coca Cola in providing both cash and in-kind services to
the city. Council has directed staff to pursue additional corporate partnership revenue
programs such as the Surf City Credit Card, naming rights for the Huntington Central Park
Sports Complex, title sponsors for city events and licensing agreements for the city's
trademark, Surf City Huntington Beach.
•
REQUEST FOR COUNCIL ACT ON
MEETING DATE: 3/19/01 DEPARTMENT ID NUMBER: CS01-023
Staff has prepared a multi-dimensional contract with Public Enterprise Group (Donald R.
Schulte) to accomplish all of the above.
The first project will be the Surf City Credit Card which staff hopes to have a contract for City
Council consideration by May or June, 2001. The Surf City Credit Card Program requires
contracts with the credit card issuing company, a rewards program, and a marketing
program. Staff will work on the contract with the issuing card company while Public
Enterprise Group will develop the rewards program and marketing program. Because the
city does not want to invest money up front in implementing the Surf City Credit Card
Program, the negotiations for the credit card issuer requires someone very knowledgeable
and skilled in credit card negotiations. Public Enterprise Group (Donald R. Schulte) has
done specialty credit card programs with several institutions and staff is recommending that
the city use their expertise for the Surf City Credit Card Program. In addition, the company
has extensive experience in corporate partnering and corporate title sponsorship programs
throughout the country.
The contract allows the Director of Community Services to use Public Enterprise Group
(Donald R. Schulte) on both a commission or hourly basis. The contract authorizes the
Director of Community Services to negotiate with Public Enterprise Group regarding scope,
timeline, and payment of each individual hourly and commission-based project, without
further City Council approval. All contracts negotiated as a result of an hourly or
commission-based project will be brought to City Council for approval. Given the city's past
success with Public Enterprise Group, the need to use their expertise, and their knowledge of
the city's ordinances, policies, and procedures, staff is recommending a sole source contract
per HBMC Chapter 3.02 with Public Enterprise Group for the development of the corporate
partnership revenue programs described herein.
Environmental Status: N/A
Attachment(s):
City Clerk's
Page Number No. Description
...................................................
1. Contract
RCA Author: Ron Hagan
Contract with Public Enterprise CS01-023 -2- 03/13/01 5:17 PM
r s
SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
PUBLIC ENTERPRISE GROUP FOR MARKETING SERVICES
Table of Contents
1 Scope of Hourly-Based Projects ..............................................................................1
2 Compensation for Hourly-Based Projects................................................................2
3 Extra Work...............................................................................................................2
4 Method of Payment..................................................................................................2
5 Termination of Hourly-Based Projects ....................................................................4
6 Negotiations and Procurement of Corporate Partnership Agreements....................5
7 Commissions............................................................................................................5
8 Representations to Financial Partners......................................................................6
9 Termination of Commission-Based Projects...........................................................6
10 Agent's Duties..........................................................................................................8
11 Designated Contacts............................................................................................9
12 Time of Performance ...............................................................................................10
13 Disposition of Plans, Estimates and Other Documents ...........................................10
14 Hold Harmless .........................................................................................................10
15 Workers' Compensation and Employers' Liability Insurance..................................I I
16 General Liability Insurance......................................................................................11
17 Certificates of Insurance ..........................................................................................12
18 Independent Contractor............................................................................................13
19 Assignment and Subcontracting Prohibited.............................................................13
20 Copyrights/Patents...................................................................................................13
21 City Employees and Officials ..................................................................................14
22 Notices .....................................................................................................................14
23 Section Headings .....................................................................................................14
24 Interpretation of this Agreement..............................................................................15
25 Duplicate Original................................................................................................ 15
26 Immigration..............................................................................................................16
27 Legal Services Subcontracting Prohibited...............................................................16
28 Attorney's Fees.........................................................................................................16
29 Entirety.....................................................................................................................16
q
SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
PUBLIC ENTERPRISE GROUP FOR MARKETING SERVICES
THIS Agreement is made and entered into this 19th day of March
2001,by and between the City of Huntington Beach, a municipal corporation of the State of
California, hereinafter referred to as "CITY," and Public Enterprise Group, a California
corporation, hereinafter referred to as "AGENT."
WHEREAS, CITY desires to engage the services of an agent for marketing services; and
Pursuant to documentation on file in the office of the City Clerk, the provisions of the
Huntington Beach Municipal Code, Chapter 3.02, relating to procurement of service contracts
have been complied with; and
AGENT has been selected to perform said services,
NOW, THEREFORE, it is agreed by CITY and AGENT as follows:
Depending on the individual project, CITY may hire AGENT on an hourly- or
commission-based method. Part I of this Agreement covers hourly-based projects. Part II of this-
Agreement covers commission-based projects. AGENT's services under this Agreement shall
sometimes hereinafter be referred to as the"SERVICES." Part III of this Agreement covers
general terms.
PART I—HOURLY-BASED PROJECTS
I. SCOPE OF HOURLY-BASED PROJECTS
The goal, scope and AGENT's total fee for each hourly-based project will be
negotiated by CITY's Director of Community Services and AGENT on an project-by-project
basis. AGENT shall send CITY's Director of Community Services a proposal for a particular
hourly-based project, which CITY's Director of Community Services may accept or reject. If
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accepted and in advance of any work by AGENT on any specific project, CITY's Director of
Community Services and AGENT must draft a work plan for each project, setting forth its goals,
scope, finished product, timeline and time for completion, and the AGENT's hourly rate and
total fee to undertake and complete the project. CITY's Director of Community Services and
AGENT•must execute this work plan for each project before AGENT undertakes any work on
the project.
2. COMPENSATION
In consideration of the performance of the services described in Section 1, CITY
agrees to pay AGENT on an hourly basis, which hourly rate is to be negotiated by CITY's
Director of Community Services and AGENT on a project-by-project basis. CITY also shall
reimburse AGENT's reasonable travel and other out-of-pocket expenses. CITY's Director of
Community Services must pre-approve in writing all of AGENT's travel and other out-of-pocket
expense reimbursements.
3. EXTRA WORK
In the event CITY requires additional services not included in the executed
project work plan, or changes in the scope of services described in the project work plan,
AGENT will undertake such work only after receiving written authorization from CITY's
Director of Community Services. Additional compensation for such extra work shall be allowed
only if the prior written approval of CITY's Director of Community Services is obtained.
4. METHOD OF PAYMENT
A. AGENT shall be entitled to monthly progress payments for an individual
hourly-based project.
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B. Delivery of work product: A copy of every memorandum, letter, report,
calculation and other documentation prepared by AGENT shall be submitted to CITY to
demonstrate progress toward completion of the project. In the event CITY rejects or has
comments on any such product, CITY shall identify specific requirements for satisfactory
completion. Any such product which has not been formally accepted or rejected by CITY shall
be deemed accepted.
C. AGENT shall submit to CITY an invoice for each progress payment due.
Such invoice shall:
1) Reference this Agreement and the particular project;
2) Describe the services performed;
3) Show.the total amount of the payment due;
4) , Include a certification by a.principal member of AGENT's firm
that the work has been performed in accordance with the
provisions of this Agreement; and
5) For all payments include an estimate of the percentage of work
completed.
Upon submission of any such invoice, if CITY is satisfied that AGENT is making
satisfactory progress toward completion of the project in accordance with this Agreement, CITY
shall promptly 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 AGENT in writing of the reasons for non-
approval within seven (7) calendar days of receipt of the invoice, and the schedule of
performance set forth for that project shall be suspended until AGENT and CITY's Director of
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Community Services agree that past performance by AGENT is in, or has been brought into
compliance, or until this Agreement is terminated as provided herein.
D. Any billings for extra work or additional services authorized by CITY's
Director of Community Services 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.
5. - TERMINATION OF HOURLY-BASED PROJECTS
All work required hereunder shall be performed in a good and workmanlike
manner. CITY may terminate this Agreement and/or any specific hourly-based project at any
time with or without cause, and whether or not the hourly-based project is fully complete. Any
termination of this Agreement and/or a specific project by CITY shall be made in writing, notice
of which shall be delivered to AGENT as provided herein. In the event of termination, all
finished and unfinished documents, exhibits, reports, and data shall, at the option of CITY,
become its property and shall be delivered to CITY by AGENT, and AGENT shall refund to
CITY all unearned fees paid to AGENT. In addition, AGENT shall not incur, and CITY will not
be responsible for, any of AGENT's hourly charges, and travel and other out-of-pocket expenses
incurred after AGENT's receipt of notice of termination from CITY.
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PART II—COMMISSION-BASED PROJECTS
6. NEGOTIATIONS AND PROCUREMENT OF CORPORATE PARTNERSHIP
AGREEMENTS
The goal, scope and AGENT's commission for each individual corporate
partnership project will be negotiated by CITY's Director-of Community.Services and AGENT
on a project-by-project basis. AGENT shall send CITY's Director of Community Services a
proposal fora particular corporate partnership project, which CITY's Director of Community
Services may accept or reject. If accepted and in advance of any work by AGENT on any
corporate partnership project, CITY's Director of Community Services and AGENT must draft a
work plan for each such project, setting forth its goals, scope, finished product, timeline and time
for completion,and the amount of commission for AGENT to undertake and complete the
project. CITY's Director of Community Services and AGENT must execute this work plan for
each corporate partnership project before AGENT undertakes any work on the project.
7. COMMISSIONS
A. AGENT shall receive a commission on total gross cash revenues
generated by corporate partnership agreements procured by AGENT and
entered into and approved by CITY. CITY shall pay AGENT this
compensation within sixty(60) days following CITY's receipt of the cash
revenues from the corporate partnership agreements. The packaging and
pricing of corporate partnership agreements may be changed by CITY in
its sole discretion from time to time,.and AGENT shall not receive any
increased commission as a result of such change unless AGENT directly
negotiated the change. If CITY's revenues from a corporate partnership
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agreement are reduced, then the commission due to AGENT shall be
reduced accordingly. Commissions shall only be paid from total gross
cash revenues and on a project-by-.project cash accounting basis. CITY
shall have no obligation to pay commissions on benefits received pursuant
to a corporate partnership agreement where the benefits are of a non-cash
nature, including but not limited to provision of property or services to
CITY.
B. CITY also shall reimburse AGENT's reasonable travel and other out-of-
pocket expenses. CITY's Director of Community Services must pre-
approve in writing all of AGENT's.travel and other out-of-pocket expense
reimbursements.
8. REPRESENTATIONS TO FINANCIAL PARTNERS
AGENT shall not make any statements or representations to prospective corporate
partners that could mislead or confuse the corporate partners, and shall indemnify, hold harmless
and defend CITY from and against any and all claims, damages, liabilities, losses, costs, charges
and expenses (including reasonable attorney's fees)resulting therefrom, which may be brought
in connection with or arising from any such statements or representations.
9. TERMINATION OF COMMISSION-BASED PROJECTS
A. At any time, CITY may terminate this Agreement and/or any commission-
based project with or without cause upon written notice to AGENT. In the
event of termination, all finished and unfinished documents, exhibits,
reports, and data shall, at the option of CITY, become its property and
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shall be delivered to CITY by AGENT, and AGENT shall refund to CITY
all unearned fees paid to AGENT.
B. In the event AGENT or any employee or agent of AGENT performing
services on behalf of CITY for the benefit of CITY breaches this
Agreement, CITY shall have the right to terminate this Agreement and/or
a specific commission-based project immediately by giving notice to
AGENT. CITY shall have no obligation to pay AGENT commissions in
connection with any matter for which AGENT was terminated for cause,
and CITY shall be entitled to a reimbursement of all compensation and
expenses paid to AGENT. Termination of this Agreement by CITY shall
not limit any other right or remedy which CITY may have under this
Agreement, at law or in equity.
C. In the case CITY terminates this Agreement and/or a specific commission-
based project without cause, AGENT shall be paid the commission
provided for in Section 7 if all of the following are satisfied:: (1) the
corporate partnership agreement is executed within one hundred eighty
(180) calendar days after the termination of this Agreement and/or the
commission-based project; (2)prior to the final termination of this
Agreement and/or commission-based project, AGENT has had
negotiations on behalf of CITY regarding the subject matter of the
corporate partnership agreement with the same entity who entered into the
corporate partnership agreement with CITY; and (3)provided that CITY
had received notice in writing from AGENT of the names of the
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prospective corporate partners with whom AGENT has had negotiations
on behalf of CITY before or upon termination of this Agreement and/or
commission-based project. However, whether terminated by CITY with
or without cause, AGENT shall not incur, and CITY will not be
responsible for, any of AGENT's travel and other out-of-pocket expenses
incurred after AGENT's receipt of the notice of termination from CITY.
PART III—GENERAL TERMS
10. AGENT'S DUTIES
AGENT agrees that it shall:
A. Exercise.its best efforts, using its skill, experience and knowledge to the
best of its ability in providing the services required under this Agreement.
B. Inform CITY of any fact or occurrence that affects CITY's interests, and
disclose to CITY any personal, business, or financial interest (including
but not limited to any ownership interest in any business, or representation
of, or employment by any person or business providing any product or
service that competes with any product or service provided by CITY) that
may actually or potentially impair or otherwise affect AGENT's ability to
represent CITY's interests to the maximum extent contemplated by this
Agreement.
C. Not serve, represent or work for any of CITY's competitors with respect
to any of the business entities with whom CITY is seeking an agreement,
without prior disclosure to, and specific prior written approval of CITY's
Director of Community Services.
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•
D. Pursuant to the California Political Reform Act, AGENT shall be
considered to be a "consultant" subject to the terms of the Act, within the
meaning of the various regulations the Fair Political Practices Commission
has promulgated concerning consultants. AGENT shall file a Statement of
Economic Interest with the City Clerk upon assuming the position of
AGENT, and subsequently on an annual basis, and upon termination of
this Agreement. Further, AGENT shall comply with California
Government Code Section 1090.
E. AGENT shall not receive any compensation or financial interest from any
business entity AGENT solicits (or presents to CITY) to enter into an
agreement with CITY.
F. UNDER NO CIRCUMSTANCES SHALL CITY BE LIABLE TO
AGENT OR ANY THIRD PARTY CLAIMING BY OR THROUGH
AGENT FOR CONSEQUENTIAL DAMAGES OR LOST PROFITS.
This Subsection shall survive the termination of this Agreement.
11. DESIGNATED CONTACTS
CITY shall assign a staff coordinator to work directly with AGENT in the
performance of this Agreement. AGENT hereby designates Don Schulte, who shall represent it
and be its sole contact and agent in all consultations with CITY during the performance of this
Agreement.
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12. TIME OF PERFORMANCE
Time is of the essence of this Agreement. AGENT's services for each project are
to commence as soon as practicable after CITY's Director of Community Services and AGENT
execute a work plan for that project.
13. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS
AGENT agrees that all materials prepared hereunder, including all calculations,
reports, memoranda, letters and other documents, shall be turned over to CITY upon termination
of this Agreement or upon completion of the project, whichever shall occur first. In the event
this Agreement is terminated, said materials may be used by CITY in the completion of the
project or as it otherwise sees fit. Title to said materials shall pass to CITY upon payment of fees
or commissions, if any, determined to be earned by AGENT to the point of termination or
completion of the project, whichever is applicable.
14. HOLD HARMLESS
AGENT shall protect, defend, indemnify and save hold harmless CITY, its
officers, officials, employees, and agents from and against any and all liability, loss, damage,
expenses, costs (including without limitation, costs and fees of litigation of every nature) arising
out of or in connection with AGENT's performance of this Agreement or its failure to comply with
any of its obligations contained in this Agreement by AGENT, its officers, agents or employees
except such loss or damage which was caused by the sole negligence or willful misconduct of
CITY. CITY shall be reimbursed by AGENT for all costs and attorney's fees incurred by CITY in
enforcing this obligation.
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15. WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE
Pursuant to California Labor Code Section 1861, AGENT acknowledges
awareness of Section 3700 et seq. of said Code, which requires every employer to be insured
against liability for workers' compensation; AGENT covenants that it will comply with such
-provisions prior to commencing performance of the work hereunder; and shall indemnify, defend
and hold harmless CITY from and against all claims, demands, payments, suit, actions,
proceedings and judgments of every nature and description,including attorney's fees and costs
presented, brought or recovered against CITY, for or on account of any liability under any of
said acts which may be incurred by reason of any work to be performed by AGENT under this
Agreement.
AGENT shall maintain workers' compensation and employers' liability insurance
in amounts not less than the State statutory limits.
AGENT shall require all subcontractors to provide such workers' compensation
and employers' liability insurance for all of the subcontractors' employees. AGENT shall
furnish to CITY a certificate of waiver of subrogation under the terms of the workers'
compensation and employer's liability insurance and AGENT shall similarly require all
subcontractors to waive subrogation.
16. GENERAL LIABILITY INSURANCE
In addition to the workers' compensation and employers' liability insurance and
AGENT's covenant to indemnify CITY, AGENT shall obtain and furnish to CITY, a policy of
general public liability insurance, including motor vehicle coverage,covering the SERVICES.
The policy shall indemnify AGENT, its officers, agents and employees, while acting within the
scope of their duties, against any and all claims arising out of or in connection with the
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SERVICES, and shall provide coverage in not less than the following amount: combined single
limit bodily injury and property damage, including products/completed operations liability and
blanket contractual liability, of One Million Dollars ($1,000,000.00)per occurrence. If coverage
is provided under a form that includes a designated general-aggregate limit, the aggregate limit
must be no less than One Million Dollars ($1,000,000.00) for the SERVICES. .The policy shall
name CITY, its agents,.its officers, employees and volunteers as Additional Insureds, and shall
specifically provide that any other insurance coverage which may be applicable to the
SERVICES shall be deemed excess coverage and that AGENT's insurance shall be primary.
Under no circumstances shall the above-mentioned insurance contain a self-
insured retention, or a"deductible" or any other similar form of limitation on the required
coverage.
17. CERTIFICATES OF INSURANCE
Prior to commencing performance of the work hereunder,AGENT shall furnish to
CITY certificates of insurance subject to approval of the City Attorney evidencing the foregoing
insurance coverages as required by this Agreement; the certificates shall:
A. provide the name and policy number of each carrier and policy;
B. state that the policy is currently in force; and
C. promise that such policies 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.
AGENT shall maintain the foregoing insurance coverages in force until the work
under this Agreement is fully completed and accepted by CITY.
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The requirement for carrying the foregoing insurance coverages shall not derogate
from the provisions for indemnification of CITY by AGENT under the Agreement. CITY or its
representative shall at all times have the right to demand the original or a copy of all said policies
of insurance. AGENT shall pay, in a prompt and timely.manner,the premiums on,all insurance
hereinabove required.
18. INDEPENDENT CONTRACTOR
AGENT-agrees that this is not a contract for employment. AGENT 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. AGENT shall not receive any salary, bonuses or employment
benefits from CITY. CITY makes no representations or warranties about the total amount of
commissions or other remuneration that AGENT may earn under this Agreement. AGENT shall
secure at its expense, and be responsible for any and all payment of all taxes, social security,
state disability insurance compensation, unemployment compensation and other payroll
deductions for AGENT and its officers, agents and employees and all business licenses, if any, in
connection with the services to be performed hereunder. .... .
19. ASSIGNMENT AND SUBCONTRACTING PROHIBITED
This Agreement is a personal service contract and the supervisory work hereunder
shall not be delegated or subcontracted by AGENT to any other person or entity without the
express written consent of CITY.
20. 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.
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21. CITY EMPLOYEES AND OFFICIALS
AGENT shall employ no CITY official nor any regular CITY employee in the
work performed pursuant to this Agreement. No officer or employee of CITY shall have any
financial interest in this Agreement in violation of the applicable provisions.of the California
Government Code.
22. NOTICES
Any notice or special instructions required to be given in writing under this
Agreement shall be given either by personal delivery to AGENT or to CITY's Director of
Community Services 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,
addressed as follows:
TO CITY: TO AGENT:
Ron Hagan Don Schulte, President
Director of Community Services Public Enterprise Group
City of Huntington Beach #630
2000 Main Street 18685 Main Street, Suite A
Huntington Beach, CA 92648 Huntington Beach, CA 92648
23. SECTION HEADINGS
The titles, captions, and section and 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.
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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.
25. 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 of the parties hereto shall
retain an originally signed copy hereof. Each duplicate original shall be deemed an original
instrument as against any party who has signed it.
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26. IMMIGRATION
AGENT 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.
27. LEGAL SERVICES SUBCONTRACTING PROHIBITED
AGENT 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. AGENT 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 AGENT.
28. ATTORNEY'S FEES
In the event suit is brought by either party to enforce the terms and/or provisions
of this Agreement or to secure the performance hereof, each party shall bear its own attorney's
fees.
29. ENTIRETY
The Agreement contains the entire agreement between the parties respecting the
subject matter of this Agreement and supercedes all prior understanding and agreements whether
oral or in writing between the parties respecting the subject matter hereof. This Agreement may
only be amended or supplemented by written agreement of CITY and AGENT, unless in writing
duly executed by both parties.
[SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by and through their authorized offices the day, month and year first above written.
PUBLIC ENTERPRISE GROUP, CITY OF HUNTINGTON BEACH, a
a California Corporation municipal corporation of the State of
California
By. , W,41�
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ITS: (circle one)Chairma Preside Vice President Mayor
AND ATTEST:
By: Zcx/
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ITS: (circle onChief Financial Officer/Asst.
Secretary-Trea
REVIEWED AND APPROVED: APPROVED AS TO FORM:
Cit Administrator City ttorney 0� /a8 a
�\Aa �� - ( �l
INITIATE ND APPROVED:
e
irector of ommunity Services
Page 17 of 17
g/f ijii/2001agree/Public Enterprise/2/28/01
03/08/2001 THU 14:06 FAX T 9 001
ACORD CERTIR E OF LIABILITY INSU NC Io Be DATE(MMIDWYY)
-27 03/08/01
PRODUCER i THIS R F INFORMATION
Schonwit Insurance Agency VA
AND CONFERS NO RIGHTS UPON THE CERTIFICATE
P.O.8Box13301 Ste-XSA 6�°�� ALTER THE COVERAGE AHIS FFORD 0 8Y DOES NOTAMEND,
E POLIO S BELOW
San Antonio TX 78265-3015
Phone: 800-457-2379 Fax:210-732-3593 INSURERS AFFORDING COVERAGE
INSURED INSURERA; Hartford Casualty Ins Co
INSURER B:
Public Enter
rise group 'NsuRERcc
2130 Main Street 9:-30 INSIJIM D:
Huntington Beach 0, 92648
IN E!
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW NAV 9 BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING
ANY REQUIREMENT,TERM ON CONDTTWN OF ANY:ONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY Be ISSUED OR
MAY PERTAIN,THE WSURANCE AFFORM BY THI POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND GONDIIIONS OF SUCH
POLICIES.ACCRECATE LIMITS SHOWN MAY HAVE W&N AMUCED BY PAID CLAIMS.LTR TYPE Of INSURANCE POLICY NUMBER M FO E D pp
A DOM..nLIMITS
GENERAL LI M UTY EACH OCCURRENCE f 1000000
A X coMMERCIALOENERALwauTY 72::BAM6684 05/30/00 05/30/01 MOM DAMAGE(Any.fwa) i 300000
CLAMS MADE L^J OCCUR MED EXw(Any au person) i 10000
PERSONAL A AN INJURY f 1000000
GENERAL AGGREGATE f 2000000
GEML AGGREGATE LIIIBTAPPLIES PER PRODUCTS•COMPIOP AGO f Excluded
POUCv PRO. LOC
AUTOMOBILE LIABILITY COWNED
ccw"?)NCLE LIMB f 1000OOG
ANY AUTO
ALL OWNED AUTOS
BODILY INJURY i
SCHEDULED AUTOS P'r Dasonl
A X HIRED AUTOS 721RAPM6684 03/30/00 05/30/01 BODILY INJURY
X NON4WVNED AUTOS (Per aceiee" i
PROPERTYDAMASE i
T7
(PeraCeleeni)
rruansLjAwJTY AP ROVED AST FOM '�z AUTO ONLY•EIIACCIDENT f
ANY AUTO GA;.i T= OTHER THAN EA ACC f
4* AUTOONLY: AGG f
t-
ERCEW LIABILITY EACH OCCURRENCE i
OCCUR F7 CLAIMS MADE 'B AGGREGATE f
ri t_- AttgTAo �.. f
DEDUCTIBLE f
RETENIM f Po5vit' =ax Note 7671 Dale pages► s
WORKERS COMPENSATION AM Tb fiom TORN LIMITS Eli
EMPLOYERS'LIAMUTr
�,. EA-EACH ACCIDENT f
COADeDI- CO.
E.L.DISEASE-EA EMPLOY i
Phont N Phone• E.L.DISEASE•POLICY UMIT i
OTHER Fax ' O p Fox
a
r O
DESCRIPTION Olt OPERATIO10ftOCATiONSNENICLEI'67.CLUSIONS ADDED BY ENDORSOMIENTISPECIAL PROVISIONS
The City of Huntington Beach, their agents, officers, =Wloyees are named
certificate holder and additional insured as their .interest may appear.
*Except for 10 days non-palment. For inquiries call 1-600-457-2379.
CERTIFICATE NOWER y I ADDITION ,.INSURED;INSURsa r.STMRs CANCELLATION
CITYORU SHOULD ANY OF THE ABOVE DESCRIBED POLIWES BE CANCELLED BEFORE THE E IPIRA
The City of Huntington Beach DATETHEREOF,TH6ISSUINGINstRiER1MLLWBSIAIWIpMAIL *30 DA_mwR=EN
Attn: Cheryl Robins= NOME TO THE MOV ICATB HOLDER X MIED TO THE LIWr
Community Services lepsrtment
P.O. Sox 190
Huntington Beach CA 92648
"_ RD 2"(7417) VACORD CORPORATION tees
�1 City ofM—untington Beach -
NUNTINOTON BEACH
2000 MOStreet • California 92648
DECLARATION of NON-EMPLOYER STATUS
In order to comply with City Council Resolution No. 62.77, you are required to Provide Proof of
WorLers' Compensation insurance. If you Dave no employees, this form must 6e signed and returned
to:
City of Huntington beach
Risk Management Division
2000 Main Street
Huntington beach, CA 92648
I certify that in the performance of the activity or work for which this permit is issued, I shail not
employ any person in any manner so as to become su6'ect to California Workers' Compensation
insurance requirements.
I authorize the City of Huntington beach to immediately and retroactively revolve the license or
permit issued under this declaration if I hire any employee(s) or become su6 ect to the provisions of
the laws requiring Workers' Compensation Insurance.
ApplicanVCompany Name: )Public Enterprise Group
Address: 2130 Main Stre 630 Huntington Beach Ca 92648
ApplicanV5 ,signature: / Date: 3/12/01
,-
Title: President
Location ,5igned: Huntington Beach California
Telephone Number: 374-3330
GARiskMgmt\Cert-Ins\WC-Wvr.Doc (Rev. 5/31/00)
RCAIZOUTING 9HEET
INITIATING DEPARTMENT: COMMUNITY SERVICES
SUBJECT: APPROVE CONTRACT WITH PUBLIC ENTERPRISE
GROUP FOR CORPORATE SPONSORSHIP PROGRAM
COUNCIL MEETING DATE: March 19, 2001
RCA ATTACHMENTS STATUS
Ordinance (w/exhibits & legislative draft'if applicable) Not Applicable
Resolution (w/exhibits & legislative draft if applicable) Not Applicable
Tract Map, Location Map and/or other Exhibits Not Applicable
Contract/Agreement (w/exhibits if applicable)
(Signed in full by the City Attorney) Attached
Subleases, Third Party Agreements, etc.
(Approved as to form by City Attorney) Not Applicable
Certificates of Insurance (Approved by the City Attorney) Not Attached (Explain)
Financial Impact Statement (Unbudget, over $5,000) Not Applicable
Bonds (If applicable) Not Applicable.
Staff Report (If applicable) Not Applicable
Commission, Board or Committee Report (If applicable) Not Applicable
Findings/Conditions for Approval and/or Denial Not Applicable
EXPLANATION FOR MISSING ATTACHMENTS
REVIEWED RETURNED FORWARDED
Administrative Staff ( ( )
Assistant City Administrator (Initial) ( ) ( )
City Administrator(Initial) ( ) ( cv )
City Clerk ( )
EXPLANATION FOR RETURN OF ITEM:
63
Only)(Below Space For City Clerk's Use
RCA Author: Ron Hagan