HomeMy WebLinkAboutAmerican Municipal Tax-Exempt Compliance Corp. - 2010-01-19CONTRACTS SUBMITTAL TO
CITY CLERK'S OFFICE 20101`17,t)f 12 flitjl 112: 122
1-4 U
To: JOAN FLYNN, City Clerk
Name of Contractor: American Municipal Tax -Exempt Compliance
Corp.
Purpose of Contract: For Example: Audit Services or Water Quality Testing Huntington Lake —Huntington Central Park
Arbitrage Rebate Compliance Servicees
Amount of Contract: $9,000.00
Copy of contract distributed to: The original insurance certificate/waiver distributed
Initiating Dept. Q to Risk Management n
Finance Dept. F-1 ORIGINAL bonds sent to Treasurer F]
Date.
City Attorney's Office
C�
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 Compliance
FOR
Special District Administrative 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
Independent Contractor............................................................................................6
Terminationof Agreement.......................................................................................6
Assignment and Delegation......................................................................................6
Copyrights/Patents...................................................................................................7
City Employees and Officials..................................................................................7
Notices.........................................................................................7
Consent....................................................................................................................8
Modification.............................................................................................................8
SectionHeadings.....................................................................................................8
Interpretation of this Agreement..............................................................................8
DuplicateOriginal....................................................................................................9
Immigration...............................................................................................................9
Legal Services Subcontracting Prohibited................................................................9
Attorney's Fees..........................................................................................................10
Survival.....................................................................................................................10
GoverningLaw.........................................................................................................10
Signatories.................................................................................................................10
Entirety......................................................................................................................10
EffectiveDate.................................................................................
I I
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
AMERICAN MUNICIPAL TAX-EXEMPT COMPLIANCE CORP.
FOR
ARBITRAGE REBATE COMPLIANCE SERVICES
THIS AGREEMENT ("Agreement") is made and entered into by and between the
City of Huntington Beach, a municipal corporation of the State of California, hereinafter
referred to as "CITY, and American Municipal Tax -Exempt Compliance Corp.
(AMTEC), a Florida 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:
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 William M. Pascucci, who shall
represent it and be its sole contact and agent in all consultations with CITY during the
performance of this Agreement.
10-2483/46107
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 19, 2010 (the "Commencement Date"). This Agreement
shall automatically terminate two (2) years from the Commencement Date, unless
extended or sooner terminated as provided herein. All tasks specified in Exhibit "A"
shall be completed no later than two (2) years from the Commencement Date. The time
for performance of the tasks identified in Exhibit "A" are generally to be shown in
Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually
agreed to in writing by CITY and CONSULTANT.
In the event the Commencement Date precedes the Effective Date,
CONSULTANT shall be bound by all terms and conditions as provided herein.
4. COMPENSATION
In consideration of the performance of the services described herein,
CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified
in Exhibit "B," which is attached hereto and incorporated by reference into this
Agreement, a fee, including all costs and expenses, not to exceed Nine Thousand Dollars
($9,000.00).
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
10-2483/46107 2
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.
6. METHOD OF PAYMENT
CONSULTANT shall be paid pursuant to the terms of Exhibit "A."
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
10-2483/46107 3
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 beprovided 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 without the express written
consent of CITY; however an insurance policy "deductible" of Ten Thousand Dollars
($10,000.00) or less is permitted. A claims -made policy shall be acceptable if the policy
further provides that:
A. The policy retroactive date coincides with or precedes the initiation
of the scope of work (including subsequent policies purchased as
renewals or replacements).
B. CONSULTANT shall notify CITY of circumstances or incidents
that might give rise to future claims.
CONSULTANT will make every effort to maintain similar insurance
during the required extended period of coverage following PROJECT completion. If
insurance is terminated for any reason, CONSULTANT agrees to purchase an extended
10-2483/46107 4
reporting provision of at least two (2) years to report claims arising from work performed
in connection with this Agreement.
If CONSULTANT fails or refuses to produce or maintain the insurance required
by this section or fails or refuses to furnish the CITY with required proof that insurance
has been procured and is in force and paid for, the CITY shall have the right, at the
CITY's election, to forthwith terminate this Agreement. Such termination shall not affect
Consultant's right to be paid for its time and materials expended prior to notification of
termination. CONSULTANT waives the right to receive compensation and agrees to
indemnify the CITY for any work performed prior to approval of insurance by the CITY.
10. CERTIFICATE OF INSURANCE
Prior to commencing performance of the work hereunder,
CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of
the City Attorney evidencing the foregoing insurance coverage as required by this
Agreement; the certificate shall:
A. provide the name and policy number of each carrier and policy;
B. state that the policy is currently in force; and
C. shall promise that such policy shall not be suspended, voided or
canceled by either party, reduced in coverage or in limits except
after thirty (30) days' prior written notice; however, ten (10) days'
prior written notice in the event of cancellation for nonpayment of
premium.
CONSULTANT shall maintain the foregoing insurance coverage in force
until the work under this Agreement is fully completed and accepted by CITY.
10-2483/46107 - 5
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 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.
10-2483/46107 6
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 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:
10-2483/46107 7
TO CITY:
City of Huntington Beach
ATTN: Director of Finance
2000 Main Street
Huntington Beach, CA 92648
17. CONSENT
TO CONSULTANT:
AMTEC
Attn: William H. Pasucci
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.
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
10-2483/46107
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.
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.
10-2483/46107 9
23. LEGAL SERVICES SUBCONTRACTING PROHIBITED
CONSULTANT and CITY agree that CITY is not liable for payment of
any subcontractor work involving legal services, and that such legal services are
expressly outside the scope of services contemplated hereunder. CONSULTANT
understands that pursuant to Huntington Beach City Charter Section 309, the City
Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for
payment of any legal services expenses incurred by CONSULTANT.
24. ATTORNEY' S FEES
In the event suit is brought by either party to construe, interpret and/or
enforce the terms and/or provisions of this Agreement or to secure the performance
hereof, each party shall bear its own attorney's fees, such that the prevailing party shall
not be entitled to recover its attorney's fees from the nonprevailing party.
25. SURVIVAL
Terms and conditions of this Agreement, which by their sense and context
survive the expiration or termination of this Agreement, shall so survive.
26. GOVERNING LAW
This Agreement shall be governed and construed in accordance with the
laws of the State of California.
27. SIGNATORIES
Each undersigned represents and warrants that its signature hereinbelow
has the power, authority and right to bind their respective parties to each of the terms of
this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in
10-2483/46107 10
the event that such authority or power is not, in fact, held by the signatory or is
withdrawn.
C®NSULTANT's initials
28. ENTIRETY
The parties acknowledge and agree that they are entering into this
Agreement freely and voluntarily following extensive anu's length negotiation, and that
each has had the opportunity to consult with legal counsel prior to executing this
Agreement. The parties also acknowledge and agree that no representations,
inducements, promises, agreements or warranties, oral or otherwise, have been made by
that party or anyone acting on that party's behalf, which are not embodied in this
Agreement, and that that party has not executed this Agreement in reliance on any
representation, inducement, promise, agreement, warranty, fact or circumstance not
expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain
the entire agreement between the parties respecting the subject matter of this Agreement,
and supersede all prior understandings and agreements whether oral or in writing between
the parties respecting the subject matter hereof.
10-2483/46107 11
29. EFFECTIVE DATE
IN WITNESS WHEREOF, the parties hereto have caused this Agreement
to be executed by and through their authorized officers. This Agreement shall be
effective on the date of its approval by the City Attorney. This Agreement shall expire
when terminated as provided herein.
CONSULTANT,
AMTEC
By:
William M. Pascucci
President
CITY OF HUNTINGTON BEACH
a municipal corporation of the State of California
- / L=::-- -
Director of Finance
(Pursuant to HBMC §3.03.100)
AND
l
By: APPROVED AS TO FORM:
Secretary
/ d
City Attorney �� u t 1'6
Dated: t1, -2--o (-o
10-2483/46107 12
EXHIBIT "Aul
A. STATEMENT OF WORK: (Narrative of work to be performed)
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 calculations 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.
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.
EXHIBIT "Aug
1.4. Scope of Services — Summary
1.4.1
Verify that each issue is subject to the rebate requirements.
1.4.2.
Calculation of bond yield.
1.4.3.
Calculate the gross proceeds through a reconciliation of the
sources and used 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 retire.
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 update 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 one
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 8037-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.
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 recorded of disbursement 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 possible.
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.
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:
EXHIBIT QgAvg
Levy Timeline (after consultation with City staff, a more specific schedule of events
and milestones will be developed in concert with the requirements of the City of
Huntington Beach.)
Task
Procedure
Time Frame
Complete "Catch -Up"
These have the highest
Within three weeks of
computations for 1997 COPs;
priority and computations will
appointment, these
1999 Tax Allocation and 2003-
be completed immediately.
computations will be
1 Community Facilities.
completed and rebate reports
will be delivered to the City.
Develop a table of
Build database of information
These steps are completed
computation dates for each
after a review of bond
within a 2-day period once we
issue upon review of all prior
documents, bond year
are engaged and all prior
rebate reports.
elections, prior rebate reports
rebate reports have been
and any rebate liability.
Legal review of prior rebate
100% review of prior rebate
These will be completed as
reports.
computations and conversion
soon as possible. The time
to a single AMTEC report.
line depends on the size,
detail, and accuracy of the
prior report.
Computation of the bond yield
Develop amortization
These steps are completed
for fixed and variable rate
schedule, identify OID/OIP,
within the first week after the
bonds.
guarantee payments, and call
documents are received.
data.
Processing prior activity as
Once the bond yield has been
Consultant estimates that
necessary.
computed, investment and
these computations would be
disbursement activity, since
completed within 30 days of
Nigh priority items are
the date of the closing or the
receipt of the required
followed by the remaining
last rebate report, would be
documentation.
issues.
processed.
Issuance of formal rebate
Completion of a report for
reports.
each issue delivered to the
city.
Future rebate reports.
Rebate reports and spending
Consultant provides semi -
computations are processed
annual computations during
from listings of investment and
the first 24-months from the
disbursement data that would
closing date if the bonds are a
be assembled regularly
"Construction Issue."
throughout the year.
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.
4
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 date 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 subjects 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.
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.
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 shall be entitled to a full payment toward the fixed fee set forth
herein in accordance with the following:
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 (1)," 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.
KI FEE SCHEDULE FOR THE BONDS
IN EXHIBIT
A
Series
Size
Issuer
FY 2009
FY 2010
FY 2011
FY 2012
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
(JPOGA
31,360,000
PFA
500
500
500
500
000-1
16,000,00
CFD
500
500
500
500
001 A
31, 360, 000
PFA
500
500
500
_ 500
2001B
31,095,000
PFA
500
500
500
500
O02-1
4,900,000
CFD
500
500
500
500
002 Re
20,900,00
GO Tax
500
500
500
500
2003-1
25,000,00
CFD
0
0
0
0
L2004
12,500,000
GO JOB
0
0
0
0
Fiscal Year Totals
$4,500
$4,500
$4,500
$4,500
Calculations" are necessary for the following:
1997 PFA — No Additional Fee
1999 RD — 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
calculations.
(g) Amending calculations if new regulations require amending pervious
calculations.
(h) Planned travel to the City.
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 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.
5. CONSULTANT shall submit to CITY an invoice 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 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.
6. 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.
2
.4CC714D CERTIFICATE OF LIABILITY INSURANCE
DATE
4/6/2010 )
PRODUCER (860) 430-3700, Fax(860) 430-3731
May, Bonee &Walsh
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
180 Glastonbury Boulevard
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
Glastonbury CT 06033
INSURERS AFFORDING COVERAGE
NAIC ;9
INSURED
INSURER ACharter Oak Fire Ins, Co.
INSURER 13: Travelers Indemnity Co
American Municipal Tax Exempt Compliance Corp
INSURERC:Houston Casualty Co.
dba AMTEC
124 LaSalle Road
INSURER0;
INSURERE:
West Hartford CT 06107
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 BE N REDUCED BY PAID CLAIM $.
ILTR NSR
DD'L
TYPE OF INSURANCE
POUCYNUMBER
DATE MMF£lDCM)
PDATE EXPIRATION
LIMITS
GENERAL LIABILITY
6605601A489
04/09/2010
04/09/2011
EACH OCCURRENCE
$ 1,000,000
DAMAGE TO RENTED
PREMISES Ea occurrence
$ 300,000
A
X COMMERCIAL GENERAL LIABILITY
CLAIMS MADE aOCCUR
MEDEXP(Any oneperson)
$ 5,000
PERSONAL & ADV INJURY
$ 1,000,000
GENERAL AGGREGATE
$ 2,000,000
GEN'L AGGREGATE LIMIT APPLIES PER:
PRODUCTS -COMP/OP GG
$ 2,000,000
X POLICY EC LOC
AUTOMOBILE
LIABILITY
ANY AUTO
68056OIA489
04/09/2010
04/09/2011
COMBINED SINGLE LIMIT
(Ea accident)
$ 1,000,000
BODILY INJURY
(Per person)
$
A
ALL OWNED AUTOS
SCHEDULED AUTOS
rite
A.ir A
"I' `
BODILY INJURY
(Par accident}
$
X
X
HIRED AUTOS
NON -OWNED AUTOS
JE I
4 T ' `^�
8�
PROPERTY DAMAGE
(Per accident)
$
GARAGE LIABILITY
AUTO ONLY - EA ACCIDENT
$
OTHER THAN EA ACC
$
ANY AUTO
$
AUTO ONLY: AGG
EXCESSIUMBRELLALLABILIT'Y
OCCUR CLAIMS MADE
EACH OCCUR NICE
$
AGGREGATE
$
$
DEDUCTIBLE
$
RETENTION
B
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
ANY PROPRIET�ERf ECUTIVE
UB5601A594
04/09/2010
04/09/2011
X T RYLIA OER
E.L. EACH ACCIDENT
$ 100,000
E.L. DISEASE - EA EMPLOYEE
$ 100,000
OFFICERlM R EXCLUDED?
If yes, des q he under
SPECIAL PROVISIONS below
-I
E.L DISEASE- POLICY LIMIT
$ 500,000
C
OTHER
j rrors & Omission
H710-17679
04/15/2010
04/15/2011
Limit $5,000,000
Professional
(Claims Made)
Aggregate $5,000,000
Liability
DESCRIPTION F OPERATIONSILOCATIOYSIVEHICLEStEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS
As respec the General/�Liability policy, the certificate holder is named as Additional Insured, as required in a
written con ract J. erence to General Liability. The Redevelopment Agency of the City of Huntington Beach is named
0-n
as Additional ed, as required in a written contract. Charts= Oak Fire Ins. Co is A+ rated (see attached)
l COTICU`ATC Ue%l nC0 PAkIP'CI 1 ATinkl
(714) 536-5212
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
City of Huntington Beach
EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL
its agents, officers and employees
30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT
Risk Management
2000 Main Street
City of Huntington, CA 92648
FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE
INSURER, ITS AGENTS OR REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE
Patrick Walsh/MAYVW1G:��x-�%f< t�
ACORD 25 (2007JU8) t1 gc.vrw t.vxrurtw I tutu TJt3i1
NPI42ri9Z —Ao.
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)
INS025 (oio8p8a Page 2 of 2
d C
ITY OF HUNTINGTON BEACH
nh
1, Professional Service yyoval PART 11
Form
4/22/2010 Project Manager: Robert Sedlak
Requested by Name if different from Project Manager: Arnie Ross
Department: Finance
PARTS I & 11 OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE
COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED FOR APPROVAL. PART I
& Il MUST BE FILED WITH ALL APPROVED CONTRACTS.
1) Name of consultant: American Municipal Tax -Exempt compliance Corporation
2) Contract Number: FIN 007 009 01
(Contract numbers are obtained through Finance Administration)
3) Amount of the contract: $ 9,000.00
4) Is this contract less than $50,000? ® Yes ❑ No
5) Does this contract fall within $50,000 and $100,000? ❑ Yes ® No
6) 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 the contract.)
7) Were formal written proposals requested from at least three available qualified
consultants? ❑ Yes ® No
8) Attach a list of consultants from whom proposals were requested (including a contact
telephone number.)
9). Attach Exhibit A, which describes the proposed scope of work.
10) Attach Exhibit B, which describes the payment terms of the contract.
Director of Finance (or designee) Signature Date
iCITY OF HUNTINGTON BEACI+
Date: 4/22/2010 Project Manager Name: Robert Sedlak
Requested by Name if different from Project Manager: Arnie Ross
Department: Finance
PARTS I OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE
COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED BY THE CITY
ADMINISTRATOR, FOR APPROVAL, BEFORE PROCEEDING WITH THE SOLICITATION OR
CONTRACT PROCESS. PART I MUST BE FILED WITH ALL APPROVED CONTRACTS.
1) Briefly provide the purpose for the agreement:
arbitrage rebate compliance services
2) Estimated cost of the services being sought: $ 9,000.00
3) Are sufficient funds available to fund this contract? ® Yes ❑ No
4) Is this contract generally described on the list of professional service contracts approved by the
City Council? If the answer to this question is "No," the contract will require approval from the
City Council.) ® Yes ❑ No
5) Business Unit (8 digits) and Object Code (5 digits) where funds are budgeted:
40140101.69365
6) Check below how the services will be obtained:
❑ A Bid solicitation process in accordance to the MC 3.03.060 procedures will be conducted.
❑ MC 3.03.08(b) — Other Interagency Agreement procedure will be utilized.
® MC 3.03.08 — Contract Limits of $30,000 or less exempt procedure will be utilized.
X
Department Head Signature
APPROVED DENIED ❑
11
Cit istrator's Signature
A—/ Director of Finance's Initials
a > l 6 Date
Y/�a /16
Date
4 `Z4 -lCW)
Date
Deputy City Administrator's Initials
Date