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HomeMy WebLinkAboutThe Pun Group - 2016-01-01 CONTRACT SUBMITTAL TO CITY CLERK'S OFFICE To: JOAN FLYNN, City Clerk Name of Contractor: The Pun Group Purpose of Contract: Professional accounting services for the implementation of mandated GASB statements No 68 and 71 Amount of Contract: $5,000 Copy of contract distributed to The original insurance certificate/waiver distributed to Risk Management Initiating Dept ® (duplicate original) Finance Dept ❑ ORIGINAL bonds sent to Treasurer ❑ ® Copy of current insurance and/or waiver (approved by attorney) ® Proof of Liability Insurance ❑ If over $30,000— 3 03 List or Intraagency Agreement attached ❑ If over $50,000— has City Manager's signature ® Contract dated and signed by all parties ® All Exhibits complete and attached ❑ Any changes initialed by both parties Sandie Frakes, ext 5249 Date: 1/26/16 Name/Extension City Attorney's Office G AttyMisc/Contract Forms/City Clerk Transmittal PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND THE PUN GROUP FOR PROFESSIONAL ACCOUNTING SERVICES FOR THE IMPLEMENTATION OF GASB STATEMENTS NO 68 AND 71 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 The Pun Group, a limited liability company, hereinafter referred to as "CONSULTANT " WHEREAS, CITY desires to engage the services of a consultant to provide accounting services related to the implementation of GASB Statements No 68 and 71; 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 Kenneth H Pun, who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement 15-5042/129902 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 on January 1, 2016 (the "Commencement Date") This Agreement shall automatically terminate three (3) months from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than thirty (30) days 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 Five Thousand Dollars ($5,000 ) 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 15-5042/129902 2 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 15-5042/129902 3 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 ansing 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 affect CONSULTANT's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT 15-5042/129902 4 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 carver and policy; B state that the policy is currently in force, and C 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 payment of all taxes, social security, state disability insurance compensation, unemployment 15-5042/129902 5 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 CITY shall have 15-5042/129902 6 any financial interest in this Agreement in violation of the applicable provisions of the Calafornaa Government Code. 16 NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S certified mail-return receipt requested TO CITY TO CONSULTANT City of Huntington Beach Kenneth Pun ATTN Finance Director 200 East Sandpointe Avenue, Suite 600 2000 Main Street Santa Ana, CA 92707 Huntington Beach, CA 92648 17 CONSENT When CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event 18 MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19 SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are 15-5042/129902 7 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 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 15-5042/129902 8 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 non-prevailing party. 25 SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of thus Agreement, shall so survive 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 15-5042/129902 9 27 SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 28 ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportumty 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 29 EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. 15-5042/129902 10 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers CONSULTANT, CITY OF HUNTINGTON BEACH, THE PUN GROUP, a municipal corporation of the State of California a limited liability company By "�• IL, Finance Director —N- kJ I (Pursuant to HBMC§3 03 100) print name ITS: (circle one)Chairman/PresidentNice President AND APPROVED AS TO By Ti-ow City Attorney print name `v1y71 ITS, (circle one)Secretary/Chief Financial Officer/Asst Secretary-Treasurer _VIEWED AND APPR D. City Clerk Date: _""Z_ Rweiv*and Me MY Clerk 15-5042/129902 11 EXHIBIT "A" A STATEMENT OF WORK: (Narrative of work to be performed) See attached proposal dated December 1, 2015 144116/105166 t i i l t 'I t THE - J PUN GROUP ACCOUNTANTS&ADVISORS December 1,2015 Sunny Han,CPA, CFE Project Manager Finance Department City of Huntington Beach 2000 Main Street Huntington Beach,CA 92648 RE: Proposal to Provide Professional Accounting Services for the Implementation of GASB Statements No. 68 and 71, The New Pension Standards Dear Ms Han, Please allow us to share our qualifications and proposed service plan for the City of Huntington Beach(the"City") for Professional Accounting Services for the Implementation of GASB Statement No. 68 and 71,The New Pension Standaids for the year ended September 30, 2015 The Pun Group, LLP (the "Firm") has the knowledge and experience necessary to assist the City in complying these standards for financial reporting purposes About the Firm The Pun Group, LLP, Certified Public Accountants and Business Advisors, founded in 2012, is a linuted liability partnership A full-service accounting firm comprises forty (40) professionals on full-time basis who provide auditing, accounting, and advisory services Our Partners Group has served governmental agencies since 1989, under the umbrella of its predecessor firm, Caporicci & Larson, where all key personnel assigned provided outstanding services to governmental entities throughout California The Firm has offices in Orange County, San Diego,Walnut Creek and Palm Desert—California,and Phoenix—Arizona The combination of hands-on experience and practical knowledge of our audit professionals makes the Firm unique in the field Our technical knowledge and thorough understanding of current regulations and issues—along with the Firm's commitment to hard work, integrity, and teamwork on every engagement—enable us to help our clients flourish Our Governmental Partners Group—which include partners Kenneth H Pun,Gary M Caporicci,Paul J Kaymark, Lisa B Lumbard and Jack F Georger—provide auditing, accounting, and advisory services to numerous governmental entities throughout the United States Our more than one hundred-fifty (150) years of combined experience in the government industry have made us a trusted business partner with our clients, and we have become well-respected as one of the most socially responsible accounting firms In addition to our standard assurance services, team members undertake special studies in financial management, accounting, cost-accounting-system analysis,internal audit services, and internal control documentation and testing By participating in industry associations and activities,we are always up to date on the latest industry changes and the impact they will have on your operations We will keep you and our colleagues in the Firm, fully informed of these developments Our team is committed to bringing the full breadth and depth of our expertise to the audit of the City at an outstanding value to you 200 East Sandpointe Avenue,Suite 600,Santa Ana,California 92707 Tel:949-777-8800-Toll Free:855-276-4272-Fax:949-777-8850 -www.pungroup.com City of Huntington Beach Proposal to Provide Professional Accounting Services Implementation of GASB Statements No 68 and 71 December 1,2015 Our Orange County office, located at 200 E Sandpomte Avenue, Suite 600, Santa Ana, California 92707 will perform the requested services for the City While many accounting firms can perform these services, not all can build a great working relationship with their clients The Pun Group, LLP develops lasting, personal relationships with clients Our hands-on partner involvement and low personnel turnover will make you appreciate our firm more every day we work together Our Firm has• • Extensive experience in audits of local governments as well as experience with preparation of Comprehensive Annual Financial Reports in compliance with ALL GASB pronouncements. • Working relationship and willingness to respond to the City of Huntington Beach requirements. GASB 68 and 71 Experience Gary M Caporicci, has tremendous expertise in assisting clients with the implementation of GASB Statement No 68,Accounting and Financial Reporting for Pensions, and Statement No 71,Pension Transition for Contributions Made Subsequent to the Measurement Date—an amendment of GASB Statement No 68. Clients of The Pun Group will benefit from his expertise during the entire process of implementation of these Standards throughout the engagement. Currently, Gary is authoring the continuing professional education courses for both the AICPA and Ca1CPA Society on these subject matters Following are the highlights of his course Description: Designed to present the New Pension Standards from the Governmental Auditing Standards Board (GASB) These standards are effective for fiscal years beginning after June 15, 2014 and are applicable to all State and Local government agencies This program will cover the following standards, as well as any updates o GASB No 68,Accounting and Financial Reporting for Pensions o GASB No 71,Pension Transition for Contributions Made Subsequent to the Measurement Date— an amendment of GASB Statement No 68 Objectives: • Understand the accounting depth and financial reporting impact of the New Pension Standards • Review the accounting and financial reporting of significant accounts including ■ Total Pension Liability ■ Net Pension Liability ■ Deferred Outflows and Deferred Inflows of Resources ■ Net Fiduciary Position ■ Pennon Expense • Present and thoroughly review the audit implications and solutions for the retirement systems auditor's and the local government agencies auditor Major Topics: • Accounting and financial reporting, including expanded Note Disclosures and Required Supplementary Information • Identify and explain critical dates for implementation • Understand and describe the actuary's role as to key dates and actuarial information City of Huntington Beach Proposal to Provide Professional Accounting Services Implementation of GASB Statements No 68 and 71 December 1,2015 Understanding the Scvpe The City of Huntington Beach ("City") is seeking proposals from qualified independent Certified Public Accounting firms to assist the City in implementing GASB No 68, Accounting and Financial Reporting for Pensions, and GASB No 71,Pension Transition for Contributions Made Subsequent to the Measurement Date—an amendment of GASB Statement No 68 The Pun Group, LLP understands the complexity of the new accounting standard and its significant financial impact to your reporting and disclosures We are a team of experts familiar with pensions throughout the state with resources to advise you using a strategic approach The reporting requirements of Statements No 68 and No 71 are challenging Advance planning and early action will reduce costs of compliance that ultimately are borne by the public Everyone has an interest in assuring the transition is performed in the most cost-effective manner. Government officials, pension actuaries, consultants and auditors should work closely together The following steps are necessary for a smooth transition, • Review your understanding and documentation of internal controls over participant payroll and census data for all plans • Prepare allocation methodology for the pension costs between governmental,enterprise,and fiduciary activities • Obtain actuarial valuation information and employer schedules from each of your pension plans • Form an implementation team to clarify responsibilities • Develop a readiness plan for accounting and disclosures Engagement Team City of Huntington Beach deserves experienced professionals who work as a team. The Pun Group, LLP will provide qualified employees to perform the audit,no subcontractors will be used Kenneth H. Pun,CPA,CGMA—Project Engagement Partner Kenneth H Pun is the Partner In-Charge of the Governmental and Not-for-Profit Practice and the Founder of The Pun Group, LLP. Prior to founding his own practice, Mr. Pun spent over twelve years with Caporicci & Larson, a specialty CPA firm recognized as one of California's foremost experts in governmental and not-for-profit accounting,auditing,and advisory services Ken has more than fifteen years of public-accounting experience and has achieved with a high level of expertise from successfully working with the governmental, private, and not-for-profit sectors Clients often engage Ken because he provides premier service, commits to completing projects quickly and accurately, and introduces mnovative methods of increasing operational efficiencies and reducing costs. Mr Pun is a trusted advisor and a leader of accounting services to governmental and not-for-profit organizations In addition to working with clients, Ken provides the audit teams with direction and technical guidance to ensure adherence to the Fi m's quality controls, and he assists with the development of the Assurance Services practice Ken also speaks publicly on topics related to audits and quality control and shares his expertise with clients through annual educational seminars City of Huntington Beach Proposal to Provide Professional Accounting Services Implementation of GASB Statements No 68 and 71 December 1,2015 Gary M.Caporicci,CPA,CGFM,CFF—GASB 68/71 Specialist Gary M Caporicci has more than forty years of diversified business experience, including a specialization in audit and management consulting for government organizations Gary's clients include public and private universities and colleges, city and county governments, state agencies, joint power authorities, healthcare agencies, transportation agencies, and special districts Known for his expertise in the areas of construction and government, Gary wrote the AICPA audit guides on these topics, and he has authored many audit and accounting courses for professional groups, as well as academic institutions He frequently speaks and lectures at many professional organizations, governmental seminars, and conferences held by industry associations, other accounting firms, and universities In addition,he authors white papers for the California Committee on Municipal Accounting Prior to working with the Firm, Gary founded his own accounting practice He also spent eleven years with a`Big Eight"professional services firm, where he was an Audit Manager and gained broad experience in a wide range of industries such as government, construction, manufacturing,mutual funds, and insurance Prior to that, Gary held a consultant position with a`Big Four"practice and was Vice President of a national insurance and financial services company Frances Kuo,CPA,CGMA—Engagement Manager Frances Kuo is a Manager in The Pun Group, LLP's Assurance division Frances has over ten years of accounting and auditing experience working with governmental agencies, not-for-profit entities, and employee benefit plans Frances also has particular expertise in conducting financial audits under GAO Yellow Book standards and compliance audits in accordance with OMB Circular A-133 Frances has performed audits and other attestation services for several municipalities throughout Califorma including cities, counties, redevelopment agencies, public financing authorities, housing authorities, transportation agencies, and special districts She has assisted these clients with publishing their Comprehensive Annual Financial Reports in compliance with GASB Statement No 34 Frances is the in-house instructor who provides training, both theoretical and on-the-job training, to lower level staff She has developed training materials on the risk based audit approach, GASB Statement No 34 reporting, Single Audits,and employee benefit plan audits Feev We are committed to the performance of a high quality audit at the most reasonable fee level possible,both initially and throughout the engagement Our fee for these services will be billed based on our standard hourly rate as follows Partner $250 Senior Manager $225 Manager $200 Supervisor $175 Senior $150 Staff $125 Based on the assumption as listed above in the Undeistanding the Scope, we estimate our fee to be approximately $5,000 To the extent that certain circumstances arise during the engagement,our fee estimate may be significantly affected and additional fees may be necessary Additional services provided beyond the described scope of services will be billed separately City of Huntington Beach Proposal to Provide Professional Accounting Services Implementation of GASB Statements No 68 and 71 December 1, 2015 - i lannel'of Puyntent Engagement Team members are required to maintain timesheets detailing the date, number of hours, and work performed for every audit task The Firm will collect these tunesheets and bill the City, at the rates outlined in this proposal Benefil3 of Choo3ing The Pun Group,LLP The Pun Group LLP is recognized for its professionalism,integrity, and providing clients with effective resolutions for their unique circumstances and issues Our Firm prides itself on being able to provide personalized client services, and with that sentiment in mind, we have carefully chosen our engagement teams The Pun Group's main objective is to provide the City with solutions and directions, led by highly experienced and capable partners who can successfully implement the work and produce the results you expect This philosophy and mmdset allows us to offer a superior level of service We trust that this proposal has given you the information you need about the Firm, the Engagement Team members, our GASB 68 and 71 Experience, and fees structure We are committed to exceeding your expectations, and we look forward to b►mging our experience and expertise to the City of Huntington Beach and providing you with the excellent level of service that you expect and deserve Thank You Thank you for giving us the opportunity to introduce the Firm and submit our qualifications to provide you with professional accounting services Sincerely, The Pun Group,LLP Certified Public Accountants and Business Advisors I Kenneth H Pun,CPA,CGMA Managing Partner 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 See attached proposal dated 12/1/2015 B Travel 1 Charges for time during travel are not reimbursable 2 Automobile expenses are limited to the IRS standard business mileage rate of $0 445 C Billing 1 All billing shall be done monthly in one-tenth-hour (0 10) increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it Minimum billing charges are unacceptable. CONSULTANT shall only charge for actual time spent. For example, minimum of 0.2 hours for phone calls or 0.4 hours for letters is unreasonable unless that is an accurate measure of time spent 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 case or matter 3 Telephone, cellular phone and postage charges are billable at actual cost. A copy of all service bills/costs should accompany the billing for each single item that exceeds Seventy-Five Dollars ($75.00). The fee for the sending or receiving of facsimiles shall not exceed Twenty-five Cents ($0.25) per page CITY will not pay a fee or charge for telephone calls or facsimiles to CITY. Photocopier costs should be no more than the actual cost of duplication, or Ten Cents ($0.10) per page, whichever is less 4 CITY will not pay for secretarial time or secretarial overtime. CITY will not pay for secretarial tasks or tasks that should be subsumed into CONSULTANT's overhead For example, time spent for faxing, mailing, arranging for messengers and calendaring are not acceptable charges 5 CITY will not pay for word processing charges. This includes per page or hourly charges 6 The CITY expects that all attorneys will have a library, be it in book or electronic form. Consequently, the CITY will not pay for electronic legal research, such as LexisNexis or Westlaw agree/forms/exB/10-01 7 CITY will not pay for billing or discussion of bills If CITY has questions about billing or needs additional information on bills, that is not a chargeable event, CONSULTANT should respond without charging CITY for the time required 8 CITY appreciates when CONSULTANT has researched an issue previously and uses that research on the present case CITY has retained CONSULTANT because of its past experience. CONSULTANT shall not charge CITY for work it has done and billed another client for in the past 9 Delivery of work product A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate progress toward completion of tasks In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion 10 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. 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 11 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 agree/forms/exB/10-01 ------ PUN&M-1 OP ID M4 CERTIFICATE OF LIABILITY INSURANCE DATE- 15 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 policy(ies) 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 lieu of such endorsement(s) CONTACT PRODUCER Phone 858-259-5800 NAME Margie Ladd Leavitt Ins Agency San Diego Fax 858-259-6069 PHONE 858-519-3206 FAX CA License#OB72756 AIc No Ert 'C'No 858-259-6069 3636 Nobel Drive,Suite 100 E-MAIL s margie-ladd leavitt com San Diego,CA 92122 Mike Pradels-Assigned INSURER(S)AFFORDING COVERAGE NAC# INSURER A Travelers Property Casualty 36161 INSURED Pun&MCGeady,LLP INSURER B Travelers Casualty Ins Co Amer 31194 The Pun Group LLP Argonaut Midwest Insurance Co 200 E Sandpointe,#600 INSURER C s 19801 Santa Ana,CA 92707 INSURER D INSURER E INSURER F COVERAGES CERTIFICATE NUMBER 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 INSR TYPE OF INSURANCE POLICY EFF POLICY EXP LIMITS LTR POLICYNUMBER MM/DD/YYYY MMIDDIYYYY GENERAL LIABILITY EACH OCCURRENCE $ 2,000,00 A X COMMERCIAL GENERAL LIABILITY X 16802B545975 03/01/2015 03/01/2016 PREMISES Ea occurrence $ 300,00 CLAIMS-MADE 111 OCCUR MED EXP(Any one person) $ 5,00 PERSONAL&ADV INJURY $ 2,000,00 GENERAL AGGREGATE $ 4,000,00 GEN L AGGREGATE LIMIT APPLIES PER PRODUCTS-COMP/OP AGG $ 4,000,00 X POLICY PRO LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea 1,000,00 ..dent $ B X ANY AUTO BA1 G651230 07/13/2015 03/01/2016 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY(Per accident) $ HIRED AUTOS NON-OWNED PROPERTY DAMAGE $ AUTOS Per accident UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAR HCLAIMS-MADE AGGREGATE $ _ DED RETENTION$ $ WORKERS COMPENSATION X WC STATUS DER AND EMPLOYERS'LIABILITY TORY LIMITS ER Y/N B ANY PROPRIETOR/PARTNER/EXECUTIVE IJUB2B550371 03/01/2015 03/01/2016 EL EACH ACCIDENT $ 1,000,00 OFFICER/MEMBER EXCLUDED? � N/A (Mandatory in NH) E L DISEASE-EA EMPLOYE $ 1,000,00 Ifyes descnbe under DESCRIPTION OF OPERATIONS below E L DISEASE-POLICY LIMIT $ 1,000,00 C E&O IAC1193201 03/01/2015 03/01/2016 Per Claim 1,000,00 CLAIMS MADE Aggregate 3,000,00 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES(Attach ACORD 101,Additional Remarks Schedule,If more space is required) The Certificate Holder is named as additional insured as respects General APPROVED AS TO FORM Liability per the attached endorsement. By; z6 L61,6 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Huntington Beach ACCORDANCE WITH THE POLICY PROVISIONS Finance Dept 2000 Main Street AUTHORIZED REPRESENTATIVE Huntington Beach,CA 92648 ©1988-2010 ACORD CORPORATION All rights reserved ACORD 25(2010105) The ACORD name and logo are registered marks of ACORD Policy416802B545975 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS This endorsement modifies insurance provided under the following COMMERCIAL GENERAL LIABILITY COVERAGE PART PROVISIONS 1 WHO IS AN INSURED (SECTION 11) is amended in a written contract for this insurance to to include as an insured any person or organiza- apply on a primary or contributory basis tion (called hereafter "additional insured") whom 3. This insurance does not apply you have agreed in a written contract, executed prior to loss, to name as additional insured, but a on any basis to any person or organization only with respect to liability arising out of "your for whom you have purchased an Owners work" or your ongoing operations for that addi- and Contractors Protective policy tional insured performed by you or for you b. to "bodily injury," "property damage," "per- 2 With respect to the insurance afforded to Addi- sonal injury," or "advertising injury" arising tional Insureds the following conditions apply out of the rendering of or the failure to render a. Limits of Insurance — The following limits of any professional services by or for you, in- liability apply a I cluding 1. The preparing, approving or failing to 1 The limits which you agreed to provide, prepare or approve maps, drawings, or opinions, reports, surveys, change or- 2 The limits shown on the declarations, ders, designs or specifications, and whichever is less 2. Supervisory, inspection or engineering b. This insurance is excess over any valid and services collectible insurance unless you have agreed CG D1 05 04 94 Copyright, The Travelers Indemnity Company, 1994 Page 1 of 1 Includes Copyrighted Material from Insurance Services Office, Inc CITY OF HUNTINGTON BEACH Finance Department F°n rea+♦° TRANSMITTAL Date January 7, 2016 Route To Lori Ann Farrell Harrison, Director of Finance✓ Michael Gates, City Attorney Joan Flynn, City Clerk Re The Pun Group—Signature Request Please see attached two original copies of the Professional Services Contract for THE PUN GROUP for signature Also included are the Certificates of Insurance to Approve to Form for the City Attorney Services include Professional Accounting Services for the Implementation of mandated GASB Statements No 68 and 71 Please forward one original executed contract to The Pun Group Kenneth A Pun, CPA, CGMA 200 East Sandpoint Avenue, Suite 600 Santa Ana, CA 92707 For any questions, please contact Sunny Han on extension 5907 Attachments Cc Cover Only Sunny Han, Project Manager Jim Slobojan, Finance Manager /mkl 2000 Main Street, California 92648-27024 Phone 714-536-56304 Fax 714 536-5934♦www huntingtonbeachca gov City of Huntington Beach 4 .r> 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ www.huntingtonbeachca.gov fiFB r Office of the City Clerk f)ct999 ` Joan L. Flynn, City Clerk January 28, 2016 Mr Kenneth Pun 200 East Sandpointe Ave , Suite 600 Santa Ana, CA 92707 Dear Mr Pun Enclosed for your records is a duplicate original of the "Professional Services Contract Between The City of Huntington Beach and The Pun Group for Professional Accounting Services for the Implementation of GASB Statements No 68 and 71" Sincerely, Joan L Flynn City Clerk J F pe Enclosure 1 r Sister Cities. Anjo,Japan ♦ Wartakere,New Zealand