HomeMy WebLinkAboutPUBLIC FINANCIAL MANAGEMENT - 2004-03-01 Esparza, Patty
From: Mendoza, Christi
Sent: Monday, March 22, 2004 12:09 PM
To: Esparza, Patty
Subject: RE: Public Financial Mgmt
Thank you. File away. In the interim l did get it all approved.
-----Original Message-----
From: Esparza, Patty
Sent: Monday, March 22,2004 12:00 PM
To: Mendoza,Christi; Mendoza,Christi
Subject: Public Financial Mgmt
Hi Christi - Re: above Ins Certificate that you e-mailed me on Mar 4 and i answered you're: approved per waiver that
we did not have on file ( is in City Atty's Ofc) - on the Certificate for Errors & Ommissions -there were no crossouts in
the bottom cancellation area - is that a problem?and on the 2nd cart-was not"approved as to form"by City Atty-was
that OK? Just want to be sure everything is good before I file away. Thanks Patty Esparza X5260
1
Es aria, Paft
From: Esparza, Patty
Sent: Thursday, March 04, 2004 4:53 PM
To: Mendoza, Christi
Subject: Public Financial Management
Hi Christi- I sent you a copy of all the insurance paperwork we received from City Atty. Office-the waivers they keep in-
house and we don't get copies of-so that would have to come from their office. When Liz looked at the file, she also
notated that on this Certificate for Errors & Ommissions there were no crossouts in the bottom cancellation area - is this a
problem? Also, on the second certificate, does this need to be "approved as to form" by Jennifer? 1 will keep this file on
my desk until I hear from you on these-let me know if there is any further action I should take. Thanks, Patty X5260
1
. Page 1 of 1
Jones, Dale
From: Mendoza, Christi
Sent: Thursday, March 04, 2004 3:28 PM
To: Jones, Dale
Subject: Ins Certificate
Hi Dale. I have a copy of the approved insurance certificate for Public Financial Mgmt and it's
stamped "approved per waiver". I need a copy of the waiver form that goes with the
certificate.
Christi Mendoza
Risk Management
714/536-5252
714/536-5212 (Fax) b
Emait:Cmendoza@surfcitrhb.org
3/4/2004
CITY OF HUNTINGTON BEACH
2000 MAIN STREET CALIFORNIA 92648
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
LETTER OF TRANSNHTTAL OF ITEM APPROVED BY THE CITY COUNCIL/
REDEVELOPN1 ENT AGENCY OF THE CITY OF HUNMl GTON BEACH
DATE: 52�0 D
TO: ,BL/CL F NA ocj qt-02�2f1G t n&j i ATTENTION: Cle6zG ►[//Y)f}
Name �^
A kd A3,,) IIT C7�J7t 7Z DEPARTMENT:
sir t
�ti-T C7�GL1 60 - REGARDP4G: _ Lacki — 1 5/sT
City,State,Zip J S Su.i3O 6 ,-11l S TO r-"AJLL� ]6j?4
See Attached Action Agenda Item Date of Approval
Enclosed For Your Records Is An Executed Copy Of The Above Referenced Agenda Item.
Remarks:
df'lrGe� aw./w./ay—
Connie Brockw y
City Clerk
Attachments: Action Agenda Page ✓ Agreement Bonds Insurance" ✓
} RCA Deed Other
CC: - /V 1461n/N/ vl-- ✓
a Dep nt RCA Agreement Insurance Other
/AJ �/ �� 4-�
ent� ,�� RCA Agreemcat insuratte Other
Naar t RCA Agreement Insurance Other
Nam Department RCA Agrscment Insurance Other
gJfollowvp:,eserslcoverltr.doc (Telephone,71"36.5227)
CITY OF HUNTINGTON BEACH-
MEETING DATE: March 1, 2004 DEPARTMENT ID NUMBER: AS-04-008
Council/Agency Meeting Held: _ c�O
Deferred/Continued to: -
Approved ❑ Conditionally Approved ❑ Denied -55),t7y City Cr" rk's , gnatl.0
Council Meeting Date: March 1, 2004 Department ID/Number: AS-04-008
CITY OF HUNTINGTON BEACH
REQUEST FOR ACTION
r
SUBMITTED TO: HONORABLE MAYOR AND CITY COUN L
SUBMITTED BY: RAY SILVER, CITY ADMINISTRATOR�� ,
PREPARED BY: CLAY MARTIN, DIRECTOR OF ADMINISTRATIVE SERVICES
SUBJECT: SELECTION OF A FINANCIAL ADVISOR FOR BONDS TO FUND
PROPERTY TAX OVERRIDE REFUNDS
Statement of Issue,Funding Source,Recommended Action,Alternative Action(s),Analysis,Environmental Status,Attachment(s)
Statement of Issue:
Should the city approve an agreement with Public Financial Management (PFM) to assist the
city with issuing bonds to fund property tax override refund claims?
Funding Source:
Funding for PFM's financial advisory services (not-to-exceed $100,000) will be included as
part of the cost of issuing bonds.
Recommended Action:
Authorize the City Administrator to enter into an agreement with Public Financial
Management to assist the city with issuing bonds to fund property tax override refund claims.
Alternative Action(s):
Do not approve the agreement and provide staff with appropriate direction.
C �
H:1RCA's\Bond Financial Advisor RCA.doc 2/17/2004 1:13 PM
REQUEST FOR ACTION •
MEETING DATE: March 1, 2004 DEPARTMENT ID NUMBER: AS-04-008
Background:
At its November 3, 2003 meeting, the City Council directed the City Administrator to begin
preparations to issue bonds to fund property tax override refunds. Staff immediately began
working to assemble the consultant team that will assist the city in issuing bonds. The
consultant team will consist of four experts: Financial Advisor, Bond Counsel, Underwriter,
and Trustee.
Because the Financial Advisor assists the city in its dealing with the other three
consultants, they are the first consultant hired. The Financial Advisor professional advises
and assists the city in developing and executing the financing plan. Specifically, financial
advisors are retained to provide the following types of services:
• Review the financial feasibility of the issuance;
• Assess available revenue sources;
• Recommend a financing structure (coverage ratios, debt service reserve, credit
enhancements, etc.);
• Recommend maturity schedules and redemption terms
• Prepare and distribute the official statement;
• Assist with rating agency presentations
• Recommend investment strategy for the proceeds; and
• Analyze the bids in a completive sale, assist in the selection of underwriters, and
negotiate the terms of the offering in a negotiated sale.
Financial Advisor Selection
On November 14, 2003 the city issued a Request for Qualifications (RFQ) to financial
advisor firms. The city received responses to its RFQ from the following firms:
1. Public Financial Management
2. Stone & Youngberg, LLC
3. Sperry Capital Inc.
4. Gardner, Underwood & Bacon, LLC
5. Fieldman, Rolapp & Associates
After reviewing the responses to the RFQ, Public Financial Management, Stone &
Youngberg, and Sperry Capital were invited to participate in interviews with the Assistant
City Administrator, Director of Administrative Services, Finance Officer and Senior
Administrative Analyst in the Administrative Services Department. The interview panel
voted to recommend PFM because of their previous experience in assisting other agencies
with judgment bonds and their superior ability to assist the city in preparing for the rating
agency presentations.
PFM has assigned Craig Hoshijima, Senior Managing Consultant, as the lead financial
advisor. Mr. Hoshijima has 13 years of public finance experience and has served as
financial advisor on eight billion dollars of bond transactions. Mr. Hoshijima has served as
H:IRCA's\Bond Financial Advisor RCA.doc 2/17/2004 1:13 PM
a
• REQUEST FOR ACTION •
MEETING DATE: March 1, 2004 DEPARTMENT ID NUMBER: AS-04-008
lead financial advisor on General Fund-supported bonds for the County of San Bernardino,
City of Oceanside, and the City of Los Angeles.
Financial Advisor Services Costs
PFM will provide all financial advisory services necessary for a successful judgment
obligation bond issuance for a fixed fee of $45,000.00, excluding expenses. PFM will be
reimbursed for actual expenses including travel, meals, communications, reproduction, and
outside graphics, up to $1,500.00
The city will be billed for other financial services based on the following schedule:
Fixed Fee Services:
State and Local Government Securities (SLGS) Subscription: $5,000.00
Open Market Securities Bidding: $10,000.00
Services not related to the Bond Transaction:
Managing Director: $250.00 per hour
Senior Managing Consultant: $200.00 per hour
Consultant: $190.00 per hour
Funding for PFM's financial advisory services (not-to-exceed $100,000) will be included as
part of the cost of issuing bonds.
Next Steps
With the Financial Advisor is in place, the city will select Bond Counsel with the Financial
Advisor's assistance. Staff expects to present the contract for Bond Counsel to City
Council at its April 5, 2004 meeting.
Staff is also preparing a study session presentation to the City Council regarding
recommended bond structuring at the March 15, 2004 Study Session.
Att chment(s):
City Clerk's
Page NumberDescription
1 Standard Professional Service Agreement with Public Financial
Management
RCA Author: William McReynolds
H:1RCA's\Bond Financial Advisor RCA.doc 2/17/20041:13 PM
3
ATTACHMENT # 1
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
Public_ Financial Management
FOR
Financial Advisor Services
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 Pavment..................................................................................................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 Attomey`s Fees..........................................................................................................10
25 Survival.................................................-..................................................................
26 Governing Law....................................................................................... .10
.................
27 Entiretyy......................................................... ..........10
0 0
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
Public Financial Management
FOR
Financial Advisor Services
THIS AGREEMENT ("Agreement") is made and entered into this 1st day of
March 2(I , by and between the City of Huntington Beach, a municipal'
corporation of the State of California, hereinafter referred to as "CITY, and
Public Financial Management a California Corooration
hereinafter referred to as "CONSULTANT."
WHEREAS, CITY desires to engage the services of a consultant to
Financial Advisor 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 Craig_Hoshi Jima who shall
represent it and be its sole contact and agent in all consultations with CITY during the
performance of this Agreement.
agreclforms!profserv10/1S101-A 1
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 as soon as practicable after the execution of this Agreement by CITY (the
"Commencement Date"). This Agreement shall expire on February 28,�Z007, unless
sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be
completed no later than pecember 31, 2004 from the Commencement Date of this
Agreement. These times may be extended with the written permission of CITY. 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.
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 'A" which is attached hereto and incorporated by reference into this Agreement,
a fee, including all costs and expenses, not to exceed
One Hundred Thousand Dollars ($ 100,000 }.
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
agree'forma-profsery 10 1 M I-A 2
• 0
compensation for such extra work shall be allowed only if the prior written approval of
CITY is obtained.
6. METHOD OF PAYMENT
CONSULTANT shall be paid pursuant to the terms of Exhibit "B."
7. DISPOSITION OF PLANS. ESTIMATES AND OTHER DOCUMENTS
CONSULTANT agrees that title to all materials prepared hereunder,
including: without limitation, all original drawings, designs, reports, both field and office
notices, calculations, computer code, language, data or programs, maps, memoranda,
letters and other documents, shall belong to CITY, and CONSULTANT shall turn these
materials over to CITY upon expiration or termination of this Agreement or upon
PROJECT completion, whichever shall occur first. These materials may be used by CITY
as it sees fit.
8. HOLD HARMLESS
CONSULTANT hereby agrees to protect, defend, indemniAl 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
even, nature or liability of any kind or nature) arising out of or in connection with
CONSULTANT's (or CONSULTANT's subcontractors, if any) 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
agreclormsiprofserv10..15 41 A 3
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.
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, "deductible" or any other
similar form of limitation on the required coverage except with the express written consent
of CITY. 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.
agrcodorms!profsery I W 15;o 1-A 4
10. CERTIFICATE OF INSURANCE
Prior to commencing performance of the work hereunder. CONSULTANT
shall fumish 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. shall 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.
IL 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
agrce'forms:profocry I0:'1 S'01-A 5
s •
all payment of all taxes, social security, state disability- insurance compensation,
unemployment compensation and other payroll deductions for CONSULTANT and its
officers, agents and employees and all business licenses, if any, in connection with the
PROJECT and/or the services to be performed hereunder.
12. TERMINATION OF AGREEMENT
All work required hereunder shall be performed in a good and workmanlike
manner. CITY may terminate CONSULTANT's services hereunder at any time with or
without cause, and whether or not the PROJECT is fully complete. Any termination of this
Agreement by CITY shall be made in writing, notice of which shall be delivered to
CONSULTANT as provided herein. In the event of termination, all finished and
unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become
its property and shall be promptly delivered to it by CONSULTANT.
13. ASSIGNMENT AND DELEGATION
This Agreement is a personal service contract and the work hereunder shall
not be assigned, delegated or subcontracted by CONSULTANT to any other person or
entity without the prior express written consent of CITY. If an assignment, delegation or
subcontract is approved, all approved assignees, delegates and subconsultants must satisfy
the insurance requirements as set forth in Sections 9 and 10 hereinabove.
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.
agreeiformsrprofsm10.'15 01-A 6
15. CITY EMPLOYEES AND OFFICIALS
CONSULTANT shall employ no CITY official nor any regular CITY
employee in the work performed pursuant to this Agreement. No officer or employee of
CITY shall have any financial interest in this Agreement in violation of the applicable
provisions of the California Government Code.
16. NOTICES
Any notices, certificates, or other communications hereunder shall be given
either by personal delivery to CONSULTANT's agent (as designated in Section 1
hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed
envelope, postage prepaid, and depositing the same in the United States Postal Service, to
the addresses specified below. CITY and CONSULTANT may designate different
addresses to which subsequent notices, certificates or other communications will be sent by
notiR,ing the other party via personal delivery, a reputable overnight carrier or U. S.
certified mail-return receipt requested:
TO CITY: TO CONSULTANT:
City of Huntington Beach Public Financial Management
ATTN: Clay Martin _ Attn: Craig Hoshijima
2000 Main Street
Huntington Beach, CA 92648 660 Newport Center Drive, Suite 750
Newport Beach, CA 92660-6408
17. CONSENT
When CITY's cons entlapproval 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.
agree/formatprafsm 1 011 510 1-A 7
18. MODIFICATION
No waiver or modification of any language in this Agreement shall be valid
unless in writing and duly executed by both parties.
19. SECTION HEADINGS
The titles, captions, section, paragraph and subject headings, and descriptive
phrases at the beginning of the various sections in this Agreement are merely descriptive
and are included solely for convenience of reference only and are not representative of
matters included or excluded from such provisions, and do not interpret, define, limit or
describe, or construe the intent of the parties or affect the construction or interpretation of
any provision of this Agreement.
20. INTERPRETATION OF THIS AGREEMENT
The language of all parts of this Agreement shall in all cases be construed
as a whole, according to its fair meaning, and not strictly for or against any of the parties.
If any provision of this Agreement is held by an arbitrator or court of competent
jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate
or affect the remaining covenants and provisions of this Agreement. No covenant or
provision shall be deemed dependent upon any other unless so expressly provided here.
As used in this Agreement, the masculine or neuter gender and singular or plural number
shall be deemed to include the other whenever the context so indicates or requires.
Nothing contained herein shall be construed so as 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
a8reciforms+profs=10115i01-A 8
N-,?hick is hereby affected shall be curtailed and limited only to the extent necessary to bring
it within the requirements of the law.
21. DUPLICATE ORIGINAL
The original of this Agreement and one or more copies hereto have been
prepared and signed in counterparts as duplicate originals, each of which so executed shall,
irrespective of the date. of its execution and delivery, be deemed an original. Each
duplicate original shall be deemed an original instrument as against any party who has
signed it.
22. IMMIGRATION
CONSULTANT shall be responsible for full compliance with the
immigration and naturalization laws of the United States and shall, in particular, comply
with the provisions of the United States Code regarding employment verification.
23. LEGAL SERVICES SUBCONTRACTING PROHIBITED
CONSULTANT and CITY agree that CITY is not liable for payment of any
subcontractor work involving legal services, and that such legal services are expressly
outside the scope of services contemplated hereunder. CONSULTANT understands that
pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive
legal counsel for CITY; and CITY shall not be liable for payment of any legal services
expenses incurred by CONSULTANT.
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,
agreelformsrprofserv10!15101-A 9
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 non-prevailing party.
25. SURVIVAL
Terms and conditions of this Agreement, which by their sense and context
survive the expiration or termination of this Agreement, shall so survive.
26. GOVERNING LAW
This Agreement shall be governed and construed in accordance ;with the
laves of the State of California.
27. ENTIRETY
The parties acknowledge and agree that they are entering into this
Agreement freely and voluntarily following extensive arms 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.
agroe.'forms:profsety 1015:01-A 10
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.
CONSULTANT,
ICFl�A�1dALMAfIAG CITY OF HUNTINGTON BEACH,
a municipal corporation of the State of California
�f C&,--
By: pf� �' Director orAdministrative Services
(Pursuant To 11BA1C§3.03.100)
Keith Curry
print name
ITS: (circle one)Chairman-Presiden ice Preside APPROVED AS TO FORM:
Managing Director
AND r
Cite Atto e�
By:
print name -
ITS: (circle one Secretary/Chief Financial Office Asst. _��� � ^�' '" L
Secrela Treasurer
`��- City Admi niiAator
agreelforms;profeervi0115:01.A 1 1
EXHIBIT A
EXHIBIT "All
A. STATEMENT OF WORK: (Narrative of work to be performed)
To assist the city in identifying financing options and alternatives available to
refund portion of property tax through issuance of bonded debt.
B. CONSULTANT'S DUTIES AND RESPONSIBILITIES:
• Assistance in the evaluation and selection of Bond Counsel, Trustee,
Underwriters and others for the formation of the financing team members.
• Evaluate legal approaches permitting various financing structures and
proposed financing methods, with emphasis on innovation, to be considered
for accomplishing the city's objectives. This will be done in conjunction with
city's financing team and legal counsel.
• Analyze and report on the advantages and disadvantages of each proposed
financing alternative. With special emphasis on the risk analysis of the
various financings.
• Analyze the financing impact on city-cash flow projections and rate
implications.
• Assistance with the preparation of financial documents.
• Assistance with Rating Agency package for city presentation.
• Assistance in negotiating bond insurers.
• Advise the city's financing team on areas of industry specific knowledge that
affects the financing and marketing of the project.
• Assistance with research and analyses for pricing including assessing
marketplace timing.
• Prepare and deliver presentations designed to facilitate the understanding of
public sector financing and its implications to the City Council of City of
Huntington Beach.
• Evaluation of financing team performance.
C. WORK PROGRAMIPROJECT SCHEDULE:
March 2004 —
• Assist city in forming financing team.
o Participate in interviewing Bond Counsel
candidates.
o Send out RFP's for underwriter and trustee
services.
c Review RFP responses and select underwriter
candidates to be interviewed.
o Interview underwriter candidates.
April 2004 —
• Evaluate Financing Options.
• Determine whether insurance is cost effective, if so send
out insurance bids.
jmpicontracts group exAl2&.104
EXHIBIT A
• Review Documents
Finalize documents (excluding POS).
Receive insurance bids.
May 2004 —
• Seek City Council approval for bonds.
• Prepare presentation to rating agencies.
• Presentation to rating agencies.
• Ratings received.
June 2004 —
• Exposure determined, bonds sized accordingly.
• Receive court validation.
• Post preliminary official statement
• Issuance of Bonds
• Coordinate Investments -
July 2004 —
• Prepare post-pricing analysis
jmpkontracts$r1UWexA1219iO4
EXHIBIT B
• EXHIBIT "B" •
Payment Schedule
A. Rate
Public Financial Management (PFM) will provide all financial advisory services
necessary for a successful bond issuance for a fixed fee of $45,000.00, excluding
expenses. PFM will be reimbursed for actual expenses including travel, meals,
communications, reproduction, and outside graphics, up to $1,500.00
B. Other Services
Fixed Fee Services:
SLGS Subscription - $5,000.00
Open Market Securities Bidding - $10,000.00
Investment Agreement Structuring and Bidding - based upon agreed to fee
Personnel_ services not related to Bond Transaction:
Managing Director- $250.00 per hour
Senior Managing Consultant - $200.00 per hour
Consultant - $190.00 per hour
C. Payment
All costs for PFM's financial advisory services shall be included in the cost of
issuance included in the financing vehicle.
agreelformslexB-hourlyfee12/9104 EXHIBIT B 1
VIIVIINr. /.VJ!VV 1-VYL.11 !!\AI\
ACORDTw CERTIFICADE OF LIABILITY INSU&NCE ouz5104DfYYYY)
PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
�
Commerce Insurance Services 600 , 10 ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
1701 Route 70 East } HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
P.O. Box 2060
Cherry Hill, NJ 08034 V' 1""`:1 '0V INSURERS AFFORDING COVERAGE NAIC#
INSURED INSURERA: Great Northern Insurance Company 20303
Public Financial Management, Inc, INSURER B:
Two Logan Square Suite 1600 P w INSURER C:
18th&Arch Streets {/, fK /'✓16f n INSURER D:
Philadelphia, PA 19103-2770
3 4--Q INSURER E:
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING
ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
LTR S TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION. __2AjE1ffY) DATE(MMIDDrYY) LIMBS
GENERAL LIABILITY EACH OCCURRENCE S
CDMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $
occurrencal
CLAIMS MADE OCCUR MED EXP(Any one person) S
PERSONAL 8 ADV INJURY S
GENERAL AGGREGATE S
GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMPIOP AGG S
POLICY F1
PRO LOC
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT
ANY AUTO (Ea accident S
ALL OWNED AUTOS BODILY INJURY $
SCHEDULED AUTOS (Per person)
HIRED AUTOS
BODILY INJURY S
NON-OWNED AUTOS (Per aocident)
APP - yr
PROPERTY DA4iAGE $
�' ; (Per accident)
GARAGE LIABILITY CG�• AUTO ONLY•EA ACCIDENT S
ANY AUTO OTHER THAN EA ACC $
AUTO ONLY: AGG S
EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE S
OCCUR CLAIMS MADE AGGREGATE S
$
DEDUCTIBLE S
RETENTION S $
WORKERS COMPENSATION AND WC SLIMIT OFIR
TH-
EMPLOYERS'LIABILITY
ANY PROPRIETORlPARTtvERlEXECUTIVE
E.L.EACH ACCIDENT $
OFFICERIMEMBER EXCLUDED7 E.L.DISEASE-EA EMPLOYEE $
If yes,describe under
SPECIAL PROVISIONS below E.L.DISEASE-POLICY LIMIT $
B OTHER Errors and O r
9751 11/30/03 11/30/04 $10,000,000.
Omission
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
City of Huntington Beach DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL —30 DAYS WRITTEN
2000 Mainstreet NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL
Huntington Beach, CA 92648 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR
REPRESENTATIVES.
AUTNL]$12 EP SF,If�Tl�ljyy��r �
ACORD 25(2001/08)1 of 2 #S3734571M360975 �I Y " MVP 0 ACORD CORPORATION 198E
IMPORTANT
If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. A statement.
on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
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 lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between
the issuing insurer(s), authorized representative or producer,and the certificate holder, nor does it
affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.
ACORD 25-5(200110e) 2 of 2 #53734571M364975
LrilerlT*: cUJlUu rupa_Irllvrur
ACORDr~, CERTIFICA OF LIABILITY INSUONCE o2Z41 4D'Y""'f'
PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
Commerce Insurance Services ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
1701 Route 70 East HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR
ALTERTHE COVERAGE AFFORDED BY THE POLICIES BELOW.
P.O. Box 2060
Cherry Hill, NJ 08034 INSURERS AFFORDING COVERAGE NAIL#
INSURED INSURER A: Great Northern Insurance Company 20303
Public Financial Management, Inc. INSURER e: Federal Insurance Company 20281
Two Logan Square, Suite 1600 INSURERC: Pacific Indemnity Company 20346
18th&Arch Streets
INSURER O:
Philadelphia, PA 19103-2770
INSURER E:
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING
ANY REQUIREMENT.TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN.THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS.EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS
T SR TYPE OF INSURANCE POLICY NUMBER OA ICY FFECTIVE POLICY EMI TION31 LlMtTS
A GENERAL LIABILITY 35363950 11/30103 11/30104 EACH OCCURRENCE $1 00�,0 000
X COMMERCIAL GENERAL LIABILITY DAMA E TO RENTED.PRE (Ea occurrence) 5110001000
CLAIMS MADE FX]OCCUR MEDEXP(Any one person) S10 000
PERSONAL A AOV INJURY S1,000,000
GENERALAGGREGATE s2.000.000
GEN-LAGGREGATE LIMIT APP LIES PER: PRODUCTS-COMPIOPAGG S
POLICY X jpa LOC
B AUTOMOBILE LIABILITY 73248555 11130/03 11/30104 COMBINED SINGLE LIMIT
ANY AUTO (En accidanO 51,000,000
ALL OWNED AUTOS BODILY INJURY
SCHEDULEDAUTOS (Per person) S
X HIRED AUTOS
BODILY INJURY S
X NON-OWNED AUTOS (Peraccideni)
PROPERTY DAMAGE S
(Per accident)
1
GARAGE LIABILITY AUTO ONLY-EA ACCIDENT S
ANY AUTO OTHER THAN EA ACC S
AUTO ONLY: AGO S
B EXCESSIUMBRELLALIABILITY 79774080 11130/03 11130/04 EACH OCCURRENCE S10,000,000
X OCCUR CLAIMS MADE AGGREGATE S10,000,000
S
DEDUCTIBLE $
X RETENTION $0 S
C WORKERS COMPENSATION AND 71642435- 11130/03 11130/04 X WO 5TATUgiwa EB
EMPLOYERS'LIABILITY
ANY PROPRIETOPJPARTNERIEXECUTIVE E.L.EACH ACCIDENT S500 000
OFFICERIMEMBER EXCLUDED? E.L.DISEASE-EA EMPLOYEE S500 000
If yes,describe under
SPECIAL PROVISIONS belcm E.L.DISEASE-POLICY LIMIT S500,000
OTHER
DESCRIPTION OF OPERATIONS 1 LOCATIONS 1 VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS
The Clty of Huntington Beach, its officers and employees are Included as
Additional Insured with respect to any work or service that the Insured
performs for the holder.
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
City of Huntington Beach DATE THEREOF,THE ISSUING INSURER WILLjtE%'J(9fl3Rj(QtMAIL —AlQ, DAYS WRITTEN
2000 Main Street NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT.JjXjcla94tIRR)i7PXWAX%"I0X
Huntington Beach , CA 92648 Xff=RXla=MAKR0MNIK=Ir1c1r1 FIRIt ckl%XKMRMlcNMOMMXXY3VAWMRJDRxxx
R AD[ERi<III>:
AUTHORIZED REPRESENTATIVE
ACORD 26(2001108) 1 of 2 #S372735/M355877 CXH 0 ACORD CORPORATION 1988
IMPORTANT
If the certificate holder Is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement
on this certificate does not confer rights to the certificate holder In lieu of such endorsement($).
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 lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance an the reverse side of this form does not constitute a contract between
the issuing Insurer(s), authorized representative or producer,and the certificate holder, nor does it
affirmatively or negotively amend, extend or alter the coverage afforded by the policies listed thereon.
WORD 25-5(2001108) 2 of 2 #S3727351M355877
02/25/2004 07:54 215-569-6 j CHVBB & SON PAGE 05/10
Liability Insurance
Endorsement
Polley Period NOVEMBER30,2003 TO NOVEMBER30,2004
ERrec live Date FEBRUARY 18,2004
Policy Number 3536-39-501HL
insured PUBLIC FINANCIALMANAGEW Nf,]NC.
Name of Company GRBATNORTHERNINSURANCECOMPANY
Data!;sued FEBRUARYM4,20M
This Endorsment applies to the following forma:
GENERAL LIABILITY
I
Under Who Is An Insured,the following prKMsion is added:
Who Is An Insured
State Or Political Any state or political subdivisitm designated below is an insured;but they ate lamweds only with
Subdivision- Pennits mspcct to liability arising aid of operations performedby you or on your bebalffor wbicb the state
or p olitical subdivision baa isgaed a permit.
Under Bodily lajury/Property Damage Exclusions,the following exclusion is added:
Bodily InjurylProperty
Damage Exclusions
OperationsFor State Or This instance does not apply to bodily Injury or property damage included witbinthe pro dnets-
Political Subdivision completed operations hazard adeing out of opetationsperformedfor any state orpolitical
subdivision designated as an inn wed.
Lfebillyinsurance AddiTonal Insured'StateOrPfieftawt; ys conUnued
Form 90-02-2306rRov.0-01) Endorsement Page 1
62l25/200407:54 215-569— CHVBB E SON PAGE 66/10
Under Policy Excluslons the fallowing exclaslun is adde
Polley Excluslons
OperatiansFor State Or This insurance data not apply to bodllp INury,property damogf,adverttaluginjury or penonal
Political Subdivision f duryarieingoutofopamdonsparformedforanystateorpoliticala Idivisicndestputedasan
hawed
Daelgaatioa Of Sfax Or Political Subdivisian
CRY OF HVMfINOTONBEACH
20DO MAIN STREET
HUN731+ItlTONBEACEL CA 92648
All od►ertam end conditions remainnnchaged.
Ruthotfrad RopmentsWe
ilaOXYInaurance AddlanalLmmd State 0rP&9*JWU8nC% '�a Py leafpege
Form 80-42-23aERav,4-41) Endasemeni p, 2
02/25/2004 07:54 _ 215-559-60 OHV8B g SON . PAGE 07/10
Liability Insurance
Endorsement
pollay Period NOVLMBirit30,2003 To NOVEM13ER30,2004
Effective Date FEBRUARY 19,1004
PailcyArumber 3536-39—SrpM
Insured PMUCFINANCWLMANAGI NW7.19C.
Name of Camparay ORZ?ATNORTHERNINSURANCBCOWANY
Data issued FE13RUARYI4,2004
This$ndaysementappliesto the fonavA gfounig
GENERALLIABII. M
Other insurance
Primary
Additional
insured
[lnderCoadtions,the follcwWconditionis added
1f you ages,in z written cmMct,agreement orperMiy
to prm ide primmy inmmance for any petaon or orglzation
included inWhotoAn!:neared,thisOtherh mancapdmasy
Additicaal Ipanred coadidoa applies.
If other valid and ealiectiblo mnnrance is available to
the lneerd for leas we would otherwise eavver
underihis ins►nuce,ovr obligationsatelinthodas
fo]lativa.
PrimarylMaancc
This tnrmanee is primary-We will not seek contributions
from any other inmuneonvailable to the pmonor
Organization with whom you agree to include in
WbohAnLasnr Aexacptwhenthoftesslnsurance
pm isionapplies.
Excasa 1asuraasc
U861W lnaurar+w COMMONS CV17drnred
FWM e0-02-W.Jft s-at} Encramemard pap f
02/25/2004 �07:54 215-569-0 CHVBB & SON PAGE 08/10
Tbia insurance is excess avorwv other inemsnce,
whctherptimary,excess,eoutientor an arty
other basis:
A.that is Dire,Extended Coverage,BuitdWsitisk,
installadvoltisk or similarftmMmcv far
your vo*
C.if the lass arises out of oft' mts autos
arvbatarcraft(to flte uu ednat subject to tha
Afrcraft,AntosOr Wot=rafte w1uslan);
D.that is insuance:
1.provided to yap by Bny Pasoa of organization
warkiag under contract or apvewent for yw;
or
2.vndarwhi6 you arc included as an in=4
ar
E ibutisinsornaa►mdernoyPmpertyaevtiouofthie
policy.
When this ififft aeo is excess,we wilt have no duty to
defend the Insured against any suit
if any other fusvrerhaB a duty to defend such
insured against such cult If oo
etheriasnrcrdefends,we will undertake to 44 so,bat
%ve wfll be entiged to the lrutwed'arights
against all thaaa otlsef fasta'era•
When this insurance is excess over other insurance,we
wail pay only our share of the amavat of loss,if any,
that exceeds the smz►of the total:
-araount that all otherinam ocwouldpayfarloss
in the absence of this lnsrarmco;and
•of all deductible and self insmdammmts under
all other insurance.
Wo will sb=the remainingloas,if any,with any
other insurance thntis not 4ocritred in ibis Exem
Insurance ptwisionand was not negotiatcdapedfcally
to apply in excess of$c Lhnits O;;Insatseee shown
in the Declkmdoneofthis insurance.
Method of Sharing
If all of the other insnraucepermits coMbutiouby
equal oboes we wM follow this method also.
Under this Ynethod each insurer contributes equal
amounts UMI it has paid its applicable limits of
insuranco Or none of the loss remains,Wbichever cemea
first,
If arty of(he other insurance does not pennitcontn'budon
byequalA ms,thewillcontnbutebylimits.Underthis
methed,each insarWsshate is based an tha ratio of its
applicable thous of inst mve to the total applicab)c
]units of ins Mec of all insurers.
UWAry l+samnev CDND(r7ONS cr+nf uad
9mm80-02-237a(ed.4.0d) pndonesmenr Paget
02/25/2004_ 07:54 215-559-W9 GHVBB & SON PAGE 09/10
An other termr and canditioas to MM tmehdttgdd.
AtRhaAzed RaproeentsWe �-------�^�-
WNWlnst"nce CONDMONS lustpf"
Forth Ae-02-237Z'Fd.4-9ef f_ndorsem nt Page 3
RCA ROUTING SHEET
INITIATING DEPARTMENT: ADMINISTRATIVE SERVICES
SUBJECT: SELECTION OF A FINANCIAL ADVISOR FOR BONDS TO
FUND PROPERTY TAX OVERRIDE REFUNDS
COUNCIL MEETING DATE: March 1 , 2004
RCA ATTACHMENTS STATUS
Ordinance (w/exhibits & legislative draft if a iicable Not Applicable
Resolution (w/exhibits & legislative draft if applicable) Not Applicable
Tract Map, Location Map and/or other Exhibits Not Applicable
Contract/Agreement (wlexhibits if applicable)
Signed in full by the Ci!y Attorney) Attached
Subleases, Third Party Agreements, etc.
(Approved as to form Y City Attorne Not Applicable
Certificates of Insurance (Approved by the City Attorney) Not Applicable
Financial Impact Statement Unbud et, over $5,000 Not Applicable
Bonds If applicable) Not Applicable
Staff Report If appiicable Not Applicable
Commission, Board or Committee Report If applicable) Not Applicable
Find in s/Conditions for Approval and/or Denial Not Applicable
EXPLANATION FOR MISSING ATTACHMENTS
REVIEWED RETURNED FORWARDED
Administrative Staff
Assistant City Administrator Initial
City Administrator Initial
City Clerk
EXPLANATION FOR RETURN OF ITEM:
Only)(Below Space For City Clerk's Use
RCA Author: William McReynolds