HomeMy WebLinkAboutAmerican Municipal Tax-Exempt Compliance - 2007-01-19RECEIVED
�i t' CONTRACTS SUBMITTAL WAN29 PH 3: 06
CITY CLERK'S OFFICE
j-Iy
CITY 0.
HUHTINGTON BEACH
To: JOAN FLYNN, City Clerk
Name of Contractor: American Municipal Tax -Exempt Compliance
Group
Purpose of Contract: For Example: Audit Services or Water Quality Testing Huntington Lake —Huntington Central Park
Arbitrage Rebate Compliance Services
Amount of Contract: $13,500.00
Copy of contract distributed to: The original insurance certificate/waiver distributed
❑
Initiating Dept. to Risk Management ❑
Finance Dept. ❑ ORIGINAL bonds sent to Treasurer ❑
Date: ( — �2 O
Na e/E ns6
City Attorney's Office
X- i/ / q /a01 D
/ F A)46C L-5-
G:AttyMisc/Contract Forms/City Clerk Transmittal
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PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
American Municipal Tax -Exempt Cm pliance Corp
FOR
Arbitrage Rebate Compliance Services
Table of Contents
Scopeof Services.....................................................................................................I
CityStaff Assistance................................................................................................2
Term; Time of Performance.....................................................................................2
Compensation..........................................................................................................2
ExtraWork...............................................................................................................2
Methodof Payment..................................................................................................3
Disposition of Plans, Estimates and Other Documents...........................................3
HoldHarmless.........................................................................................................3
Professional Liability Insurance.............................................................................4
Certificateof Insurance............................................................................................5
IndependentContractor............................................................................................6
Terminationof Agreement.......................................................................................6
Assignmentand Delegation......................................................................................6
Copyrights/Patents...................................................................................................7
City Employees and Officials..................................................................................7
Notices.........................................................................................
7
Consent....................................................................................................................8
Modification.............................................................................................................8
SectionHeadings.....................................................................................................8
Interpretation of this Agreement..............................................................................8
DuplicateOriginal....................................................................................................9
Immigration...............................................................................................................9
Legal Services Subcontracting Prohibited................................................................9
Attorney's Fees..........................................................................................................10
Survival.....................................................................................................................10
GoverningLaw.........................................................................................................10
Entirety......................................................................................................................10
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
American. Municipal Tax-Exanpt Compliance Corp
FOR
Arbitrage Rebate Compliance Services
THIS AGREEMENT ("Agreement") is made and entered into this j!rcday of
'J0-/1u-20p-, by and between the City of Huntington Beach, a municipal
corporation of the State of California, hereinafter referred to as "CITY, and
American Municipal Tax-Exm pt Compliance
Corp. (AMrEC) , a corporation
hereinafter referred to as "CONSULTANT."
WHEREAS, CITY desires to engage the services of a consultant to
provide arbitrage rebate compliance services ;and
Pursuant to documentation on file in the office of the City Clerk, the provisions of
the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of
professional service contracts have been complied with; and
CONSULTANT has been selected to perform these services,
NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows:
1. SCOPE OF SERVICES
CONSULTANT shall provide all services as described in Exhibit "A,"
which is attached hereto and incorporated into this Agreement by this reference. These
services shall sometimes hereinafter be referred to as the "PROJECT."
CONSULTANT hereby designates W;11; am M_ pagetlee; who shall
represent it and be its sole contact and agent in all consultations with CITY during the
performance of this Agreement.
agree/forms/profservl0/15101-A I
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
Three (3) years from
"Commencement Date"). This Agreement shall expire on camiencEment date , unless
sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be
completed no later than three (3) years 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 "B," which is attached hereto and incorporated by reference into this Agreement,
a fee, including all costs and expenses, not to exceed
Thirteen thousand five hundred Dollars ($ 13,500.00 ).
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
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compensation for such extra work shall be allowed only if the prior written approval of
CITY is obtained.
6. METHOD OF PAYMENT
CONSULTANT shall be paid pursuant to the terms of Exhibit "B."
7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS
CONSULTANT agrees that title to all materials prepared hereunder,
including, without limitation, all original drawings, designs, reports, both field and office
notices, calculations, computer code, language, data or programs, maps, memoranda,
letters and other documents, shall belong to CITY, and CONSULTANT shall turn these
materials over to CITY upon expiration or termination of this Agreement or upon
PROJECT completion, whichever shall occur first. These materials may be used by CITY
as it sees fit.
8. HOLD HARMLESS
CONSULTANT hereby agrees to protect, defend, indemnify and hold
harmless CITY, its officers, elected or appointed officials, employees, agents and
volunteers from and against any and all claims, damages, losses, expenses, judgments,
demands and defense costs (including, without limitation, costs and fees of litigation of
every nature or liability of any kind or nature) arising out of or in connection with
CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent 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
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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.
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10. CERTIFICATE OF INSURANCE
Prior to commencing performance of the work hereunder, CONSULTANT
shall furnish to CITY a certificate of insurance subject to approval of the City Attorney
evidencing the foregoing insurance coverage as required by this Agreement; the certificate
shall:
A. provide the name and policy number of each carrier and policy;
B. 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.
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
agree/forms/profsery 10/15101-A 5
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.
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15. CITY EMPLOYEES AND OFFICIALS
CONSULTANT shall employ no CITY official nor any regular CITY
employee in the work performed pursuant to this Agreement. No officer or employee of
CITY shall have any financial interest in this Agreement in violation of the applicable
provisions of the California Government Code.
16. NOTICES
Any notices, certificates, or other communications hereunder shall be given
either by personal delivery to CONSULTANT's agent (as designated in Section 1
hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed
envelope, postage prepaid, and depositing the same in the United States Postal Service, to
the addresses specified below. CITY and CONSULTANT may designate different
addresses to which subsequent notices, certificates or other communications will be sent by
notifying the other party via personal delivery, a reputable overnight carrier or U. S.
certified mail -return receipt requested:
TO CITY:
City of Huntington Beach
ATTN: Dan T. Villella
2000 Main Street
Huntington Beach, CA 92648 -2702
17. CONSENT
TO CONSULTANT:
AMi'EC
Attu.: William H. Pascucci
998 Farmington Avenue
West Hartford, CT 06107-2162
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.
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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
agree/forms/profservl0/15/01-A 8
which is hereby affected shall be curtailed and limited only to the extent necessary to bring
it within the requirements of the law.
21. DUPLICATE ORIGINAL
The original of this Agreement and one or more copies hereto have been
prepared and signed in counterparts as duplicate originals, each of which so executed shall,
irrespective of the date of its execution and delivery, be deemed an original. Each
duplicate original shall be deemed an original instrument as against any party who has
signed it.
22. IMMIGRATION
CONSULTANT shall be responsible for full compliance with the
immigration and naturalization laws of the United States and shall, in particular, comply
with the provisions of the United States Code regarding employment verification.
23. LEGAL SERVICES SUBCONTRACTING PROHIBITED
CONSULTANT and CITY agree that CITY is not liable for payment of any
subcontractor work involving legal services, and that such legal services are expressly
outside the scope of services contemplated hereunder. CONSULTANT understands that
pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive
legal counsel for CITY; and CITY shall not be liable for payment of any legal services
expenses incurred by CONSULTANT.
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,
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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
laws of the State of California.
27. ENTIRETY
The parties acknowledge and agree that they are entering into this
Agreement freely and voluntarily following extensive arm's length negotiation, and that
each has had the opportunity to consult with legal counsel prior to executing this
Agreement. The parties also acknowledge and agree that no representations, inducements,
promises, agreements or warranties, oral or otherwise, have been made by that party or
anyone acting on that party's behalf, which are not embodied in this Agreement, and that
that party has not executed this Agreement in reliance on any representation, inducement,
promise, agreement, warranty, fact or circumstance not expressly set forth in this
Agreement. This Agreement, and the attached exhibits, contain the entire agreement
between the parties respecting the subject matter of this Agreement, and supercede all prior
understandings and agreements whether oral or in writing between the parties respecting
the subject matter hereof.
agree/forms/profservl0/15/01-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,
AMIEC
By:_ Q� c�(�
tt�,i("qA /14- 1igSCucc;
print name
CITY OF HUNTINGTON BEACH,
a municipal oration of the State of California
Director of Finance, Dan T. illella
(Pursuant To HBMC §3.03.100)
ITS: (circle one) Chairm widen ice President APPROVED AS TO FORM:
AND
By: s
REVIEWED D APPROVED:
print name
ITS: (circle one ecretary, Chief Financial Officer/Asst.
Secretary — Treasurer
(only fir contracts $50, 000.00 and over)
agree/forms/profsery 10/15101-A I I
EXHIBIT "A"
A. STATEMENT OF WORK:
Amtec will provide the City with Arbitrage Rebate Compliance Services. These reports can be used
for budgeting purposes, planning, economic development and public information.
B. CONSULTANT'S DUTIES AND RESPONSIBILITIES:
Amtec hereinafter referred to, as the CONSULTANT shall provide Arbitrage Rebate Compliance
Services. The City has received rebate computations from the Consultant in the past for most of the
bond issues included in the RFP. Consultant will restate 100% of the prior rebate computations for
all active issues for no additional fee. The restated computations begin on the date of each closing
and encompass all bond and investment activity through the date of the most recent rebate report.
1. Basic Services
1.1. Complete Legal Review & Restatement of All Prior Calculations
1.1.1. Complete a legal review of the prior calculation and verify them for accuracy
and compliance with the Code and Regulations.
1.1.2. Ensure that any negative arbitrage that could have accumulated in the past is
identified and carried forward.
1.1.3. Provide a single Amtec rebate report for each bond issue.
1.2. Immediate Comprehensive Catch -Up Rebate Computations
Amtec will initiate the data flow from the City and its Trustee Banks to Amtec
enabling the update of all rebate calculations through the current period.
1.2.1. Establish the flow of documentation from the City and its Trustees to Amtec.
1.2.2. Develop any transferred proceeds or uncommingled fund worksheets that will be
required.
1.2.3. Provide the City with intra-year information upon request
1.2.4. Ensure that formal rebate reports will be issued promptly following the bond
year-end, fiscal year end and on bond Computation dates.
1.3. Construction Issues
Consultant will provide semi-annual rebate computations during the first twenty-four
months of a new money construction issue and annually thereafter so the City will be
advised where it stands relative to:
1.3.1. Qualifying for an exception from rebate
1.3.2. Its actual rebate liability, expressed as a positive or negative number; and
1.3.3. Its blended rate of return from all investments
AMTEC Contract, Exhibit A — Statement of Work December 2006
In addition to the regulatory information that is described above, Amtec will also
provide the City with important management information on its investment results that
may result in an increase and retention of additional investment income following
periods when the rates of return fall below the bond yield.
1.4. Scope of Services — Summary
1.4.1. Verify that each issue is subject to the rebate requirements.
1.4.2. Calculation of the bond yield.
1.4.3. Calculate the gross proceeds through a reconciliation of the sources and uses of
funds.
1.4.4. Throughout the term of the contract, perform calculation of the yield on all
investments, subject to rebate, annually and upon the date that all bonds of an
issue are retired.
1.4.5. A written explanation of the computation methodology and recommendations
for rebate reserves. Each rebate report includes a written explanation of the
methodology, assumptions and conclusions employed. Recommendations for
rebate reserves or the elimination of negative arbitrage and recommendations for
changes in recordkeeping and investment policy accompany each report.
1.4.6. Unlimited consultation and training with City personnel, as necessary, regarding
arbitrage related matters. Consultation on the results of our Report with staff,
bond counsel, auditors, trustees and the IRS, if requested.
1.4.7. Services will include the monitoring of the City's ongoing compliance with all
arbitrage requirements for its tax-exempt bond issues and the safeguarding of
completed projects for a period of six years after the final redemption date of
each issue.
1.4.8. Delivery of updated calculations and formal rebate reports, rebate exception
reports and penalty in lieu of rebate reports, each indicating the stated
information below; the issuance of the Amtec professional opinion stating that
the computations are in accordance with the Code and Regulations.
(i) Determine the arbitrage rebate liability
(ii) Verification of whether a penalty in lieu of rebate is required.
(iii) The testing for exception from rebate
The City will be provided five copies and the Bond Trustees 1 copy of the
calculation reports. Delivery of appropriate documentation required supporting
all computations with each rebate report.
1.4.9. The preparation of IRS Form 8038-T, accompanying documentation, payment
instructions and report delivery, within 30 days of the final computation date and
30 days prior to the payment due date, should a rebate payment be required.
1.4.10. Represent the City as necessary in the event of an IRS inquiry.
AMTEC Contract, Exhibit A — Statement of Work December 2006
1.4.11. Coordinate between Bond Trustees and the City so all necessary information is
provided to perform calculations accurately. The guarantee of the completeness
and accuracy of Consultant's work, computation methodology and positive
compliance with the Tax Code and the Regulations.
1.4.12. Amtec will assure the city that all current issues are in compliance with the
Regulations.
1.4.13. The review of existing accounting and investment practices and
recommendations for improvements, if required.
1.4.14. Assistance in the planning stages of new bond issues to discuss possible rebate
exceptions, various rebate liability with and without bond insurance; the pro -
forma testing of anticipated expenditures of proceeds for rebate exception
purposes based on a variety of investment scenarios.
C. City's Duties and Responsibilities
AMTEC will rely on assistance from the City of Huntington Beach in obtaining the following
information.
1. City Staff Support
Consultant requests that the City appoint at least one staff member to assist in the initial
gathering of the required documents and records to commence rebate computations.
Consultant does not require any special format but prefers bank records when possible.
2. Documentation to Perform Calculations (Existing Issues)
City will provide documents for review of existing issues as well as a copy of the most
recent rebate report.
3. Documentation to Perform Calculations (New Issues)
3.1. Documents Required for New Money Issues
3.1.1. A copy of the Tax Agreement
3.1.2. An Official Statement or a copy of the debt retirement schedule, coupon rates
and reoffering yields.
3.1.3. A record of disbursements of bond proceeds
3.1.4. Investment records
3.1.5. Investment asset balances as of each rebate computation date
3.1.6. A copy of the most recent rebate computation, if applicable
3.2. Documents Required for Refunding or Partial Refunding of Issues
3.2.1. All the documents listed in 3.1.1 thru 3.1.6
3.2.2. A copy of the refunding verification report
3.2.3. A copy of the refunding escrow bank account statements from the date of the
closing through the current computation date.
3.3. Issues containing Variable Rate Bonds require
3.3.1. All the documents listed in 3.1.1 thru 3.1.6
3.3.2. A listing of the date and the amount of each interest and principal payment
received by bondholders.
AMTEC Contract, Exhibit A — Statement of Work December 2006
3.3.3. A record of letter of credit, liquidity, guarantee or hedge fees paid by the City
in support of an issue
3.3.4. Related qualified expenses such as legal fees related to the financing
3.4. General Obligation & Special Obligation Utilizing Trust Bank Services
If the proceeds of any issue are deposited with a Trust Bank, copies of the activity
statements for these accounts would also be required.
D. Work Program/Project Schedule
Levy Timeline (after consultation with City staff, a more specific schedule of events and
milestones will be developed in concert with the requirements ot-theCity of Huntington Beach).
Task I Procedure I Time Frame
Complete "Catch -Up" computations
for 1997 COPS; 1999 Tax Alloc.
And 2003-1 Comm. Facilities.
Develop a table of computation dates
for each issue upon review of all
prior rebate reports.
Legal review of prior rebate reports
Computation of the bond yield for
fixed and variable rate bonds.
Processing prior activity as
necessary.
High priority items are followed by
the remaining issues.
Issuance of formal rebate reports.
Future rebate reports
These have the highest priority
and computations will be
completed immediately.
Build database of information
after a review of bond documents,
bond year elections, prior rebate
reports and any rebate liability.
100% review of prior rebate
computations and conversion to a
single Amtec Report.
Develop amortization schedule,
identify OID/OIP, guarantee
payments and call data.
Once the bond yield has been
computed, investment and
disbursement activity, since the
date of the closing or the last
rebate report, would be processed.
Completion of a report for each
issue delivered to the City.
Rebate reports and spending
computations are processed from
listings of investment and
disbursement data that would be
assembled regularly throughout
the year.
Within three weeks of appointment,
these computations will be completed
and rebate reports will be delivered to
the City.
These steps are completed within a 2-
day period once we are engaged and all
prior rebate reports have been
These will be completed as soon as
possible. The time line depends on the
size, detail and accuracy of the prior
These steps are completed within the
first week after the documents are
received.
Consultant estimates that these
computations would be completed
within 30 days of receipt of the required
documentation.
Consultant provides semi-annual
computations during the first 24-moths
from the closing date if the bonds are a
"Construction Issue."
Annual reports will be produced shortly
after bond anniversary dates.
Interim rebate updates would be
produced at Fiscal Year End for
Financial Statement Purposes, if
necessary.
Scheduled Rebate Reports are produced
within twenty days of receiving the bond
and investment activity statements.
AMTEC Contract, Exhibit A — Statement of Work December 2006
E. Additional Services
1. Maintenance of Tax -Exempt Bond master Database. Amtec maintains a master database of
all critical information associated with, the current and new bond issues of its clients. This
information includes, but is not limited to, computation dates, the status of proceeds subject
to rebate and yield restriction and a summary of the accumulated rebate liability for each
bond issue along with the dates payable to the IRS.
2. Other Compliance Benchmarks. For most new money transactions, issuers must certify that
they intend to spend 85% of the proceeds within three years of the date of the issue.
Occasionally, this timeframe is not achieved and the proceeds become subject to yield
restrictions or reduction payments at the onset of the fourth bond year.
3. Unspent Proceeds. Proceeds that are unspent following the three-year temporary period are
subject to yield restriction and yield reduction payments. We provide the required
regulatory computation methodology adjustment, which ensures that proceeds unspent at
the end of the temporary period receive yield reduction computations and comply with the
Regulations.
4. Computational Policies, Procedures and Additional Controls. Additional financial controls,
achieved through application of Amtec's methodology, are:
4.1. The identification of the rate of return from all investments that can be compared to
the actual investment portfolio returns for accuracy.
4.2. The consolidated total of construction disbursements and investment income that
can be balanced to the general ledger to ensure there are no erroneous postings or
allocation errors.
5. Commingled Funds/Accounts. Consultant will identify errant deposits or withdrawals and
will generate an inquiry and follow-up.
AMTEC Contract, Exhibit A — Statement of Work December 2006
EXHIBIT "B"
PAYMENT SCHEDULE
1. Charges for time during travel are normally not reimbursable and will only be paid if such time
is actually used in performing services for CITY or as otherwise arranged with CITY.
2. CONSULTANT (AMTEC) guarantees an annual fee per issue covering a three-year contract
period. The fees include a restatement of the prior activity that dates back to the delivery date
for each issue, "Catch Up Calculations (')," for FY 2006 and future calculations through FY
2009.
3. Basic Services:
CONSULTANT has included additional spending tests at the six-month and eighteen -month
marks for Construction Issues. No fee will be assessed for these important intra-year tests.
FEE SCHEDULE FOR THE BONDS IN EXHIBIT A
Series
Size
Issuer
FY 2006
FY 2007
FY 2008
FY 2009
1990-1
2,155,000
CFD
0
0
0
0
2001
2,155,000
STR
$500
500
500
500
1997
8,070,000
PFA
500
500
500
500
1999
10,835,000
RA
500
500
500
500
2000A
31,360,000
PFA
500
500
500
500
2000-1
16,000,000
CFD
500
500
500
500
2001A
31,360,000
PFA
500
500
500
500
2001B
31,095,000
PFA
500
500
500
500
2002-1
4,900,000
CFD
500
500
500
500
2002 (Ref)
20,900,000
GO Tax
500
500
500
500
2003-1
25,000,000
CFD
0
0
0
0
2004
12,500,000
GO JOB
0
0
0
0
Fiscal Year Totals
$4,500
$4,500
$4,500
$4,500
Notes:
(1) "Catch -Up Calculations" are necessary for the following:
1997 PFA — No Additional Fee
1999 RA —No Additional Fee
2003-1 Community Facilities District — No Additional Fee
Additional Fees:
Consultant will not charge any additional fees for the following:
(a) Yield Restriction Analyses
(b) Commingled Funds Analyses
(c) Transferred Proceeds Analyses
(d) Variable Rate Issues
(e) Periods in Excess of Twelve Months
(f) Follow-up consultation and services available after completion of the arbitrage calculation.
(g) Amending calculations if new regulations require amending previous calculations.
(h) Planned travel to the City.
AMTEC Contract, Exhibit B — Payment Schedule December 2006
Total fees shall not exceed Four Thousand Five Hundred Dollars ($4,500.00) per year.
CONSULTANT agrees to inform the City when CONSULTANT is at the point of reaching the
maximum limit per year. CONSULTANT shall not continue with any work effort over the
amount of the maximum limit per year unless first authorized in writing by the City authorized
representative(s).
4. Delivery of Work Product. A copy of every memorandum, letter, report, calculation and other
documentation prepared by CONSULTANT shall be submitted to the City to demonstrate
progress toward completion of tasks. In the event City rejects or has comments on any such
product, the City shall identify specific requirements for satisfactory completion.
5. CONSULTANT shall submit an invoice to the City for each progress payment due. Such
invoice shall:
5.1. Reference this Agreement
5.2. Describe the services performed.
5.3. Show the total amount of the payment due.
5.4. 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
5.5. For all payments to include an estimate of the percentage of work completed.
Upon submission of any such invoice, if the City is satisfied that the CONSULTANT is making
satisfactory progress toward completion of tasks in accordance with this Agreement, the City
shall approve the invoice, in which event payment shall be made within thirty (30) days of
receipt of the invoice by the City. Such approval shall not be unreasonably withheld. If the
City does not approve an invoice, the 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 the 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.
6. Any billings for extra work or additional services authorized in advance and in writing by the
City shall be invoiced separately to the 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. The City shall approve such invoices if the work performed is in accordance with the
extra work or additional services requested, and if the 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.
AMTEC Contract, Exhibit B — Payment Schedule December 2006
INSURANCE AND INDEMNIFICATION WAIVER
MODIFICATION REQUEST
RECEIVED
1. Requested by: Janet Lockhart JAN 11 2007
2. Date: January 8, 2007
City of Huntington Beach
3. Name of contractor/permittee: AMTEC City Attorney's Office
4. Description of work to be performed: Arbitrage Rebate Compliance Services
5. Value and length of contract: $13,500 / 3-year contract
6. Waiver/modification request: See letter attached for three requested waivers
7. Reason for request and why it should be granted: See letter attached
8. Identify the risks to the City in approving this waiver/modification: See attached scope of
services
1 /9/2007
Departure Head ignature �y Date:
APPROVALS
Approvals must be obtained in the order listed on this form.
Two approvals are required
for a request to be granted. Approval frcgn the City Admini tr
or's Office is only required if
Risk Manageme nd iWe City Attorney'
d' gree.
1. k Management -
Approved ❑ Denied
r
Signature
D to
2. City Attorneys Office
pproved ❑ Denied
I.11 •y�--
Signature'
AjDate
3. City Administrator's Office
❑ Approved ❑ Denied
Signature
Date
If approved, the completed waiver/modification request is to be submitted to the
City Attorney's Office along with the contract for approval. Once
the contract has been approved,
this form is to be filed with the Risk Management Division of Administrative Services
Insurance Waiver AMT£C 1/8/2007 2:29:00 PM
-ACORD. CERTIFICATE OF LIABILITY INSURANCE
12/2o 0
PRODUCER (860)246-5387 FAX (860)829-1379
May, Bonee & Walsh
1224 Mill Street
East Berlin, CT 06023
Vanessa Mathews
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
INSURERS AFFORDING COVERAGE
NAIL #
INSURED American Municipal Tax Exempt Compliance Corp.
dba AMTEC
994 Farmington Ave, Ste 107
West Hartford, CT 06107
INsuREtA: Charter Oak Fire Insurance Compa
y 25615.
INSURERS: Travelers Indemnity Co Of CT
25682
INSURERc: Houston Casualty
INSURERD:
INSURER I
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 ANDCONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
TYPE OF INSURANCE
POLICY NUMBER
POLICY EFFECTIVE
POLICY EXPIRATION
)ATE IMNIODUYI
UNITS
GENERAL LIABILITY
68056OIA489
04/09/2006
04/09/2007
EACH OCCURRENT
6 1,000,0001
MERCIAL GENERAL LIABILITY
DAMAGE TO RENTED
S 300,0001
CLAIMS MADE FX OCCUR
MED EXP (Any one person)
6 5, 00
A
X
NCOR
PERSONAL & ADV INJURY
6 1,000,00
GENERAL AGGREGATE
6 2,000,00
GEN'L AGGREGATE LIMIT APPLIES PER:
PRODUCTS -COMPIOPAGO
6 2 OOO,
X POUCY PRO-JECT LOC
AUTOMOBILE LIABILITY
ANY AUTO
68056OIA489
�4
COMBINED SINGLE LIMIT
(Es eeddeno
6 2,000,000
BODILY NJURY
IPer person)
6
A
X
ALL OWNED AUTOS
SCHEDULED AUTOS
X HIRED AUTOS
X NON -OWNED AUTOS
ER%
FAA
NEy
BODILY INJURY
(Pereocident)
6
PROPERTY DAMAGE
(Per eaident)
6
GARAGE LIABILITY
AUTO ONLY- EA ACCIDENT
6
OTHER THAN EA ACC
AUTO ONLY: AGG
S
ANY AUTO
6
EXCESSIUMBRELLA LIABILITY
EACH OCCURRENCE -
6
OCCUR CLAIMS MADE
AGGREGATE
6
6
- -
6
DEDUCTIBLE
6
RETENTION 6
WORKERS COMPENSATION AND
UB5601AS94
04/09/2006
04/09/2007
X JASTATLI OTH
YL
g
EMPLOYERS' LIABILITY
ANY PROPRIETORIPARTNERIEXECUTIVE
OFFICERIMEAIBEREXCLUDED?
EL EACH ACCIDENT
6 100,0
EL DISEASE -EAEMP
6 100100
Wr deson'under
SPECIAL PROVISIONS below
EL DISEASE - POLICY OMIT
j 6 500 , 0O
C
Tors & OmissionsH706-12249
Liability
04/15/2006
04/15/2007
Aggregate Limit $5,000,000
Deductible $15,000
DESCRIPTION OF OPERATIONS I LOCATIONS VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT SPECIAL PROVISION
City of Huntington Beach, its agents, officers and employees are named as Additional Insured,
per written contract requirement, but only as respects to the operations of the Named Insured
in reference to General Liability. The Redevelopment Agency of the City of Huntington Beach
is named Additional Insured, when applicable, but only as respects to the operations of the Named
Ensured in reference to General Liability. Charter Oak Fire Ins. Co is A+ rated (see attached).
CFRTIFICATF HOLDER CANCFI LATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL
City
of Huntington Beach
30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLM NAMED TO THE LEFT,
Risk
Management
BUT FAN.URE TO MAIL SUCH NOTICE SHALL IMPOSE NO013LIGATION OR LIABILITY
2000
Main Street
OF ANY KIND UPON THE INSURER, ITS AGENTS OR RE��►P,,R�ESE ITA.�TTIWAQL
AUTHORIZED REPRESENTATIVE
City of Huntington, CA 92648
iiJ� — " Y ` 1/s'� Patrick Walsh AYVM1
ACORD 26 (2001108) FAX: (714) 536-5212 GACORD CORPORATION 11
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 (2001/08)
1. Date:
2. Department:
CITY OF HUNTINGTON BEACH
Professional Service Contracts
Purchasing Certification
1/11/07
Finance
3. Requested by: Robert Sedlak
4. Name of consultant: AMTEC
5. Attach the written statement of the specification, conditions and other requirements for the requested
services that was provided to solicited consultants in your answer to 11 of this form.
See Exhibit A
6. Amount of the contract: $13,500.00
7. Are sufficient funds available to fund this contract?' ® Yes ❑ No
8. Is this contract generally described on the list of professi'o,al service contracts approved by the City
Council'? dffYes No
9. Company number and object code where funds are budgeted:
40640101.88150 40140103.88150 40780201.88110
40140101.88110 40140104.88150 40780202.88110
40140102.88150 40540101.88150 40840101.88150
10. Is this contract less than $50,000? ® Yes ❑ No
11. Does this contract fall within $50,000 and $100,000? ❑ Yes ® No
12. Is this contract over $100,000? ❑ Yes ® No
(Note: Contracts requiring City Council Approval need to be signed by the Mayor and City Clerk. Make
sure the appropriate signature page is attached to contract.)
13. Were formal written proposals requested from at least three available qualified consultants?
® Yes ❑ No
14. Attach list of consultants from whom proposals were requested (including a contact telephone number).
See Attached List. Request for Proposal was also posted on the City website.
15. Attach proposed scope of work.
Exhibit A
16. Attach proposed payment schedule.
Exhibit B
CY,,,.
Department Head SignaturICH#AD A RIL, Man
Purchasing/Central Service
1. If the answer to this question is "No," the contract will require approval from the City Council.
a
Arbitrage Consultants List
AMTEC
Attn: William M. Pascucci, President
998 Farmington Avenue, Ste 107
West Hartford, CT 06107
Arbitrage Compliance Specialists, Inc.
Attn: Robert Goubert, Project Accounting Manager
3800 S. Albion St., Ste 200
Englewood, CO 80110-4239
(800) 672-9993
BondLogistics
2711 North Haskell Avenue
Lockbox #35, Suite 2600 SW
Dallas, TX 75204
(214) 989-2700
Bond Logistix LLC
Attn: Darlene Blaney, Sr. Investment Consultant
or Claire Martinez
777 South Figueroa Street, Suite 3200
Los Angeles, CA 90017
(213) 612-2236 / (310) 374-0156
Bond Logistix LLC
Attn: Jeff R. Higgins
777 South Figueroa Street, Suite 3200
Los Angeles, CA 90017
213-612-2209 telephone
213-612-2499 facsimile
Bond Logistix LLC
Attn: Nancy Kummer
777 South Figueroa Street, Suite 3200
Los Angeles, CA 90017
213-612-2215 telephone
213-612-2499 facsimile
nkummer(cD-bond log istix.com
Bond Logistix
Attn: Tom Fox
405 Howard Street
San Francisco, CA 94105
(415) 773-5403
Bond Resources Partners
Attn: Joan M. DiMarco, Partner
1735 Market Street, Ste 910
Philadelphia, PA 19103-2399
Ernst & Young, LLP
Attn: Robin L. Schlimgen
One Renaissance Square
Two North Central, Suite 2300
Phoenix, CA 85004
(602) 322-3010
Goodwin Consulting Group
Attn: Victor Irzyk
701 University Avenue #225
Sacramento, CA 95825
Harris & Associates
Attn: Dennis Anderson, Project Manager
34 Executive Park, Ste150
Irvine, CA 92614-4705
Lance, Soil & Lunghard
Attn.: Mr. Richard Kikuchi
203 N. Brea Blvd., Suite 203
Brea, CA 92821
Lance, Soil, and Lunghard, LLP
Attn: Michael Chu
203 N. Brea Blvd., Suite 203
Brea, CA 92821
MuniFinancial
Attn: Steve Bearce
28765 Single Oak Road, Ste 200
Temecula, CA 92590
(800) 755-6864
MuniFinancial
Attn: Micki Hicks
27368 Via Industria, Suite 110
Temecula, CA 92590
(800) 755-6864
MuniFinancial
Attn.: Mr. Scott Koppel
27368 Via Industria, Suite 110
Temecula, CA 92590
MuniFinancial
Attn: Anne Pelej
Corporate Headquarters
27368 Via Industria, Suite 110
Temecula, CA 92590
MuniFinancial
Attn: Kim Seder
27368 Via Industria, Suite 110
Temecula, CA 92590
1-800-755-6864
NBS Local Government Solutions
Attn: Shane Spicer
32605 Hwy 79 South, Ste 100
Temecula, CA 92595
(800) 676-7516
Orrick, Herrington & Sutcliffe
Attention: Craig Underwood
Financial Services Group
777 South Figueroa Street, Ste 2300
Los Angeles, CA 90017
Public Financial Management Inc.
Attn.: Mr. Keith D. Curry
660 Newport Center Drive, Suite 750
Newport Beach, CA 92660
(949) 721-9422
Public Financial Management
Attn: Janice S. Mazyck, Managing Director
50 California Street, Ste 2300
San Francisco, CA 94111
Reinsel & Company
Attn: Paula Barrett
1330 Broadcasting Road
Wyomissing, PA 19610
Rogers, Anderson, Malody & Scott
Attn.: Mr. Robert Memory
290 North D Street, Suite 300
San Bernardino, CA 92401
The ADR Coach
Attn: Angela Shaw
3782 Wellington Road
Los Angeles, CA 90016
(323) 810-0626
The Arbitrage Group
Attn: Joe L. Aviles
3212 Smith Street, Suite 201
Houston, TX 77006
(713) 522-8526
Urban Futures, Inc
Attn: Doug Anderson
3111 North Tustin, Ste 230
Orange, CA 92865-1753
(714) 283-9334
Vavrinek, Trine, Daly & Co., LLP
Attn: Joe Aguilar, Partner
8270 Aspen Street
Rancho Cucamonga, CA 91730
(909) 466-4410
Vincenti Lloyd
Daniel Warden
21000 E. Route 66
Glendora, CA 91740