HomeMy WebLinkAboutDavis Farr LLP transferred from Mayer Hoffman McCann P.C. - 2013-08-05Dept. ID FN16-009 Page 1 of 2
Meeting Date: 8/1 /2016
o - /
CITY OF HUNTINGTON BEACH
REQUEST FOR. CITY COUNCIL ACTION
MEETING DATE: 8/1/2016
SUBMITTED TO: Honorable Mayor and City Council Members
SUBMITTED BY: Fred A. Wilson, City Manager
PREPARED BY: Lori Ann Farrell, Director of Finance
SUBJECT: Approve and authorize execution of Amendment No. 1 to the Professional
Services Contract with Davis Farr LLP for Transient Occupancy Tax (TOT) and
Lease Concession Audit Services for a One Year No Cost Time Extension
Statement of Issue:
City Council approval is requested to amend the professional services contract with Davis Farr LLP
for Transient Occupancy Tax (TOT) and Lease Concession Audit Services to extend the term of the
contract by one year.
Financial Impact:
The amended contract includes an extension of the contract period only by one year and does not
include any additions to the contract total. No additional appropriations are requested. Sufficient
appropriations are budgeted and encumbered in the current fiscal year in the Finance Department
(account 10035205.69360) to cover the remaining contract commitment.
Recommended Action:
Approve and authorize -the Mayor and City Clerk to execute "Amendment No. 1 to Agreement
Between the City of Huntington Beach and Davis Farr LLP for Transient Occupancy Tax and Lease
Concession Audit Services."
Alternative Action(s):
Do not approve the recommendation and direct staff accordingly.
Analysis:
The City entered into a professional services contract with Mayer Hoffman McCann P.C. on August
5, 2013, for Transient Occupancy Tax (TOT) and Lease Concession Audit Services. Mayor
Hoffman McCann P.C. assigned all of its rights and obligations under the contract to Davis Farr LLP
and the assignment was approved by the City Council effective July 20, 2015. The current contract
expires on August 5, 2016, and additional time is required to complete the final round of TOT and
Lease Concession Audits scheduled. Staff recommends amending the professional service
contract with Davis Farr LLP by extending the term of the contract by one year from the contract
ending date of August 5, 2016, to August 5, 2017, to ensure completion of these audits that have
already commenced. No other changes to the total not to exceed amount or any other terms of the
contract are requested.
Environmental Status:
Not Applicable.
Item 11. - 1 HB -796-
Dept. ID FN16-009 Page 2 of 2
Meeting Date: 8/1/2016
Strategic Plan Goal:
Strengthen economic and financial sustainability.
Attachment(s):
1. "Amendment No. 1 to Agreement Between The City of Huntington Beach and Davis Farr
LLP for Transient Occupancy Tax and Lease Concession Audit Services"
2. Certificate of Insurance
3. "Consent of Assignment of Audit Agreement between the City of Huntington Beach and
Mayer Hoffman McCann P.C. for Transient Occupancy Tax and Lease Concession Audit
Services to Davis Farr LLP"
4. "Professional Service Contract between the City of Huntington Beach and Mayer Hoffman
McCann P.C. for Transient Occupancy Tax and Lease Concession Audit Services"
HB -797- Item 11. - 2
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AMENDMENT NO. 1 TO AGREEMENT BETWEEN THE
CITY OF HUNTINGTON BEACH AND DAVIS FARR LLP
FOR
TRANSIENT OCCUPANCY TAX AND
LEASE CONCESSION AUDIT SERVICES
THIS AMENDMENT is made and entered into by and between the CITY OF
HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as
"City", and DAVIS FARR LLP, a California Limited Liability Partnership, hereinafter
referred to as "Consultant".
WHEREAS, City and Consultant are parties to that certain agreement, dated
August 5, 2013, entitled "Professional Services Agreement Between the City of
Huntington Beach and Davis Farr LLP for Transient Occupancy Tax and Lease
Concession Audit Services," which agreement shall hereinafter be referred to as the
"Original Agreement", and
Since the execution of the Original Agreement,
City and Consultant wish to amend the Original Agreement to extend the term of
the Original Agreement,
NOW, THEREFORE, it is agreed by City and Consultant as follows:
TERM, TIME OF PERFORMANCE
The Term of the Agreement is extended to August 5, 2017.
2. REAFFIRMATION
Except as specifically modified herein, all other terms and conditions of
the Original Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by and through their authorized officers on a C- ,az.S T j �40
RLS 7/14/16/16-5355/139884/DO
CONSULTANT,
DAVIS FARR LLP
print name
ITS: (circle one) Chairman/President/Vice President
AND
print name
ITS: (circle one) Secretary/Chief Financial
Officer/Asst. Secretary - Treasurer
CITY OF HUNTINGTON BEACH,
a municipal corporation of the State of California
464191 rd �W
Mayor
City Clerk 31((��
INITI TED AND APPROVED:
""V� 1v
C tef Financial Officer
REVI D APPROVED:
Cit, a a er
APPROVED
RLS 7/14/16/16-5355/139884/DO 2
CONSULT.,1NT,
DAVIS FARR H-P
By: CST /�''''L 7
print name
ITS: (circle one) Chair mam"Presidem,'Vice President
AND
By:
Marr,
print name
ITS: (circle one) Secretary/Chief uiaiicial
Offilcer'Asst. Secretary - Treasurer
PAd-1n �2�
RLS 7/14/16/16-5355,'139884/DO 2
CITY OF HUNTINGTON BEACH,
a municipal corporation of the State of California
Mayor
City Clerk,
INITIATED AND APPROVED:
Chief Financial Officer
REVIEWED AND APPROVED:
City Maimoer
APPROVEDAVYTO FORM:
Citx' tiorney �(k -7 1 Q ) t� , - -, ,
ATTACHMENT-
Client#: 131038
DAVIFAR
ACORD. CERTIFICATE OF LIABILITY INSURANCE _
DATE (MMJDDNYYY)
512612016
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($), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder In lieu of such endorsement(s).
PRODUCER
CBIZ Insurance Svcs. Inc. (LA)
Lic. # OB17100
NAME'-QCT Lani Stanbery
_
PItoNE. Ext: 310 26_8-2123
AlC Na
E-MAIL ADDRESS: Istabery@cbiz.com
10474 Santa Monica Blvd, #200
Los Angeles, CA 90025
INSURER(S)AFFORDING COVERAGE NAICP
INSURER A: Travelers Casualty ins, Co. of 19046
INSURED
INSURER B: Travelers Property Casualty Co '25674
Davis Farr LLP
2301 Dupont Drive Suite 200
Irvine, CA 92612
INSURERe:
INSURER
INSURER E
INSURER F:
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERNS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
LTR
A
TYPEOFINSURANCE
X COMMERCIAL GENERAL LIABILITY
ADDLSUt3
INSRSYVD
_ ..._ .............._.
POLICY NUMBER
6BOOH933685
POLICY EFF
MMLMDNYYY)..tMMIDILTYYY
5/2112016
POLICY
05/211201
LIMITS
EACHO CURRENC_E
S1,066,6Q0
...._..._. CLAIMS -MADE i �*i CY'CUR
APPROVED AS TO FOR
1 �
D.AF,IAGETO RENTED
PReM�SES Ea occwrence
i
s300 000
_tED EXP ($vry one parson)
s5,000
PERSONAL It ADV INJURY
$'I QQQ Q0Q
y`
MICHAEL E. GATES
CITY ATTORNEY
i
GENT-AGGREG.ATELIMIT APPLIES PER.,
X POLICY ECT n LOC
GENERAL AGGREGATE
S2,QQQ,000
PRODUCTS -COMPIOPAGG
-
S2,000,000
OTHER:
CITY OF HUNTINGTON BE
kCH
S
A
AUTOMOBILE
LIABILITY
BA2H007452
5121/2016
05121/201
COMBINEDslNsiEUI:Frr
s1,000,000
BODILY INJURY (Per p"snn)
S
ANY AUTO
BODILY INJURY (Per accident)
S
_.
X
ALL OWNED SCHEDULED
AUTOS AUTOS
HIRED AUTOS �{ NON -OWNED
AUTOS
PR P�� accident)
$
S
B
X
UMBRELLALIAO
X
OCCUR
CUP11-1416250
0512112016
0512112017
EACH OCCURRENCE
$1 000 00Q
AGGREGATE
_
S1,000,000
EXCESS LIAR
CLANAS•MADE
DED X RETENTION $10000
$
B,
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY Y I N
ANY PROPRIETORIPARTNEWEXECUTWE
OFFICERIMEMBER EXCLUDED?
(Mandatary In NH)
N I A
IJUB1H41646A
5121/2016
05121/201
Pry X OTH-
F
E L. EACH ACCIDENT
$1 000 000
E.C. DISEASE._ FA EMPLOYEE
S1,000,000
If yes, describe under
DESCRIPTION OF OPERAPGNs beeow
EL. DISEASE - POLICY LIMIT
I s1,000,000
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 10i, Additional Remarks Schedule., may he attached If more space is required)
City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers
are additional insured as required by written agreement under the commercial general liability coverage.
u. arutaL.s�na
ES
ANCELLED
City of Huntington Beach THEULD EXANY OF
PIRATIONHDATE VTHEREOF,ENOTICE) WIBLL CBE DELIVERED NE
2000 Main Street ACCORDANCE WITH THE POLICY PROVISIONS.
Huntington Beach, CA 92648
AUTHORIZED REPRESENTATIVE
CBIZ Insurance Services, Inc.
O 1988.2014 ACORD CORPORATION. All rights reserved.
ACORD 25 (2014101) 1 of 1 The ACORD name and logo are registered marks of ACORD
#S13059741M13D5542 Of'JS
t�t� -801- Item 11. - 6
COMMERCIAL GENERAL LIABILITY
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
GENERAL DESCRIPTION OF COVERAGE - This endorsement broadens coverage. The following listing is
general coverage description only. Limitations and exclusions may apply to these coverages, Read all the PRO.
VISIONS of this endorsement carefully to determine rights, duties, and what is and is not covered.
&
Broadened Named Insured
i
Injury toCo-Employees and Co -Volunteer
13.
Damage ToPremises Rented ToYou Extension
Workers
" Perils uffire, explosion, lightning, smoke, water
J.
Aircraft Chartered with Crew
"Lim�[noroauud�o�3OO.ODD
K.
'
- -
Non0wn�d��iorc,o� k'unamed
C.
Blanket Waiver ufSubrogation
from 25feel \m5Ofeet
D.
B|ank�Addi8oua||noumd-K8anoyemor
L.
'
Increased Supplementary Payments
Lessors ufPremises
" Cost for bail bonds increased (w$2'500
E.
Blanket Additional Insured - Lessor of
° Loss ofearnings increased ho$5Q0per day
leased Equipment
M.
Knowledge and Notice ofOccurrence
F.
Incidental Medical Malpractice
or Offense
G.
Personal Injury- Assumed byContract
N.
Unintentional Omission
H.
Extension o[Coverage - Bodily Injury
O.
Reasonable Force - Bodily Injury or
Property Damage
PROVISIONS
B.
DAMAGE TO PREMISES RENTED TO YOU
A-
BROADENED NAMED INSURED
EXTENSION
1' The Named Insured in Item 1.ofthe Declare-
1. The last paragraph of COVERAGE A. QDU'
Uunsimosfo||uwo:
|LYINJURY AND PROPERTY DAMAGE L|-
Theperson or organization named in Item 1.
ABILITY (Section | - Coverages) is deleted
of the Declarations and any oqJunbmUun,
and replaced bythe ho||pming�
other than apartnership or joint venture, over
Exclusions c.through n.dunot apply todam-
which youmaintainmvnmmhipormajodty|n-
age tupremises while rented toyou, ortnm'
teeot on the effe,divo date of the policy.
pmnrfly occupied by you with pnnnioo(un of
However, coverage for any such organization
the owner, caused by:
vW||cease 000fthe date during the policy po'
a Fire;
'
dudthutyounu|ungerm�ntu|novwne�h|po�
'
urMajority interest in, such organization.
b. Explosion;
2. YVHQ IS AN INSURED (SoctiunU) Item 4.a.
c. Lightning;
is deleted and replaced by thok@owlng:
d. Smn�e�U��m����`e�mdon'
a. Coverage under this p�vaio»isaffo�md
orlightning; m
only until the 180tb day after you acquire
e, Water.
orform the organization wrthe end ofthe
policy period, whichever imearlier, unless
A separate limit ofinsurance applies to this
mpo�od|nxxi0n�U»uu*iUdn18Udoys�
coverage daa�>badinL|k8|T8OF|NSUF-
�*
D. This Provision A. doom n,�app�1u any per-
ANCE(�*cbonU|).
son ororganization for which coverage imex-
%- This insurance does not apply tudamage to
dudedbyendorsement
premises while rented to you, or temporarily
CGD18611O3
Copyright, The Travelers Indemnity Company, 2OU3 Page of
l+�n, /1 7
^`°'^^ ^ /^ - ' UB -802-
COMMERCIAL GENERAL LIABILITY
occupied by you with permission of the
owner, caused by-,
a Ruptum, bumhng, o, operation of pres-
sure relief devices;
b. Rupture urbursting due inexpansion nr
swelling ofthe contents cfany building or
structure, caused hyormau|UnQfrom wa-
ter;
c. Explosion of steam bui|ere, u\aem p\pao.
steam engines, orsteam turbines.
3. Part O. of LIMITS OF |NGURAKCE (Section
U|)imdeleted and replaced bythe following:
Subject to 5. above, the Damage To Prem-
ises Rented To You Limit is the most we will
pay under COVERAGE A. for damages be-
cause of 'property damage" to any one pem'
|uamm/hUa rented to you, or iompumd|y occu-
pied by you with permission of the owner,
caused by Yim' explosion, lightning, smoke
resulting from such fina, explosion, or |ight-
ninQ. or water. The Damage To Premises
Rented ToYou Limit will apply |oall damage
proximately caused by the same "occur-
rence', whether such damage vwau|\o from
fire, explosion, lightning, smoke resulting from
such fire, axpiosion, or lightning, or water, or
any combination ofany ufthese.
The Damage To Premises Rented To You
Limit will buthe higher of:
b. The amount shown on the Declarations
for Damage To Premises Rented To You
4. Under DEFINITIONS (Section V). Paragraph
a. of the definition of 'insured contract' in
emended omthat |tdoes not Include that por-
tion of the contract for a lease of premises
that indemnifies any person or organization
for damage to premises while rented to you,
or temporarily occupied by you with permis-
sion of the owner, caused by:
b. Explosion;
c, Lightning;
& Smoke resulting from such fire, explosion,
or lightning; or
e. Water.
Si This Provision B. does not apply if coverage
for Damage ToPremises Rented ToYou of
Page 2of5
COVERAGE A. BODILY INJURY AND
PROPERTY DAMAGE LIABILITY (Section |-
Coverages) isexcluded byendorsement.
C. BLANKETVYAPVER 0178UBROGATK}N
We waive any right of recovery we may have
against any person or organization because of
payments we make for injury or damage arising
out of premises owned or occupied by or rented
or loaned to you; ongoing operations performed
by you or on your behalf, done under m contract
With that person or organization; "your work; or
"yuurpmdochy'. We mm|vn this right where you
have agreed (udosmaopart ofawritten contract,
executed byyou prior toloss.
D. BLANKET ADDMONAL INSURED -M4NAQ'
ERS OR LESSORS OF PREMISES
WHO IS AN INSURED (Section iUbamended to
include as an insured any person or organization
(referred to below as 'additional insured") with
whom you have agreed ioawritten contract, exe-
cuted prior to|oas.tu name an an additional in-
sured, but only with respect to liability arising out
ofthe ownership, maintenance m,use ufthat part
ofany premises leased hzyou, subject tuthe fol-
lowing pruv|n|ums:
1.Limits of Insurance. The limits of insurance
afforded tuthe additional insured shall bothe
limits which you agreed toprovide, urthe Um+
itsmhovmon the Declarations, whichever |m
less.
%. The insurance afforded tu the additional in'
sured does not apply to:
a. Any "occurrence" that takes place after
you cease iwbuatenant in that premises;
b. Any premises for which coverage is ex-
cluded by endorsement; or
c. Structural alterations, new construction or
demolition ratibyurun
behalf of such additional insured.
3. The insurance afforded b»the additional in-
sured is excess over any valid and collectible
|nmummou available to such additional in-
sured, unless you have agreed in a mhMon
contract for this insurance to apply on a pri'
mmrycxcnnkibutorybomix.
E. BLANKET ADDITIONAL INSURED - LESSOR
OF LEASED EQUIPMENT
WHO |8ANINSURED (Section |Ubamended bo
include osaninsured any person ororganization
(referred to below as "additional insured') with
Copyright, The Travelers Indemnity Company, 2003
DB-8O3- ^"=^^ ^ ^
Tf�nm |1' - " �
whom you have agreed in awritten contract, exe-
cuted prior to |ons, to name as an additional in-
;umd.but only with respect botheir liability arising 1.
out of the maintenance, operation or use by you
of equipment [eased 10you bysuch add0ona|}n'
uunod.mubjedtn(ho0d|mwioQpxwioionx:
1. Limits of Insurance. The Und(u of insurance
afforded hnthe additional insured nhmU be the
limits which you agreed (opvovida.or{heUmr
its shown on the Declarations, whichever |o
|eua'
3. The insurance afforded hothe additional in-
sured dponnmiapp|ytu:
a. Any '"occurrence" that takes place after 4.
the equipment lease expires; or
b. "Bodily injury' ur"property damage" aris-
ing outmfthaao!encg|igen000fmuchud-
ditiono|ioau/ad,
3. The |oouoanuo afforded to the additional in-
sured is excess over any valid and collectible
insurance available to such additional in-
sured, unless you have agreed In a written
5.
contract for this insurance hu apply on a pri-
mary or contributory basis.
F. INCIDENTAL MEDICAL MALPRACTICE
1. The definition of "bodily Injury" in DEFINI-
TIONS (Section V) is amended toinclude ^|n'
ddenta|Mudicolh4ulprac0wr injury". &
2. The following do8o|Uun is added to DEFINI-
TIONS (Section V):
"Incidental medical malpractice Injury' means /'
bodily injury, mental anguish, sickness ordis-
ease sustained bya pmnmo, including death
mouU}nQ from any ufthese at any time, aris-
ing out of the rendering of, or failure to ren-
der, the following services:
m. Medical, surgical, dental, laboratory, x-ray
urnursing service cvtreatment, advice o/
ioabucUon, or the related furnishing of
food orbeverages;
b. The furnishing ordispensing ofdrugs or
medical, dental, nrsurgical Supplies or
appUunoms;ur
c. First aid.
COMMERCIAL GENERAL LIABILITY
for which no remuneration is demanded
or received.
Paragraph 2a.(11)(d) of WHO 15 AN IN-
SURED (Section U)does not apply to any
registered nurse, licensed pxonUcu| nurse,
emergency mod(ou| 1wcho1don or paramedic
employed by you, but only while performing
the oon/ixoa described in paragraph 2. above
and wN|a uodnO within the scope of their em-
ployment by you. Any "empky000°rendering
^Good Samaritan services" Will be deemed to
be acting Within the scope uftheir employ-
ment byyou.
The following exclusion -is added to paragraph
%. Exclusions ofCOVERAGE /L - BODILY
INJURY AND PROPERTY DAMAGE LIABIL-
ITY (Section I - Coverages):
(This insurance does not apply to:) Liability
arising out of the willful violation of a penal
statute orordinance relating Wthe sale oy
pharmaceuticals by ormhth the knovNed8o or
consent ofthe insured,
For the purposes of determining the applica-
ble limits of |nyumnma, any act or nm|xa|on,
together with all related mcdm or omissions In
the furnishing of the uomio*o described in
paragraph 2.above huany one person. will ba
considered one °oucu/nance'.
This Provision F.does not apply if you are |n
the business o,occupation ofproviding any of
the services described in paragraph 2.above,
The Insurance provided by this Provision F.
oheU be excess over any other valid and col-
lectible insurance available to the |nourwd,
whether primnay, exceao, contingent or on
any other bso|n, oxmap1 for insurance pur-
chased specifically by you to be excess of
this policy.
G. PERSONAL INJURY - ASSUMED BY CON-
TRACT
1. The Contractual Liability Exclusion I Part
2.. 2un|ua\ons of COVERAGES. PER-
SONAL AND ADVERTISING INJURY LIABIL-
ITY (Sootion[- Coverages) is deleted and
replaced hythe following:
± "Good Samaritan services". As used in (This insurance does not apply to:)
this Provision F.' "Good Semwhbm omp Contractual Liability
v|oam" are those medical men4cmo ren' 'Advertising injury' for which the insured has
dewdor provided in an emergency and assumed liability in a contract or agreement.
This exclusion does not apply to liability for
CG DI 861103 Copyright, The Travelers Indemnity Company, 2003 Page 3of5
T��n, l l (�
^`=^^' ^^` - / F{B-804-
COMMERCIAL GENERAL L[ABILITY
damages that the Insured would have inthe
absence mfthe contract odagreement.
3. Subparagraph f. of the definition of 'insured
contract" (DEFINITIONS - SoctionV) imde-
leted and replaced bythe following;
f. That part mfany other contract uragree-
ment pertaining to your business (includ-
ing anindemnification of a municipality in
connection with work performed for a
municipality) under which you assume the
tort liability of another party to pay for
"bodily injury,' "property damage" or "per-
sonal injury" to a third party or organiza-
tion. Tort liability means a liability that
would be imposed by law in the at) sence
ofany contract nragreement,
2. This Provision G.does not apply ifCOVER-
AGE B.PERSONALANDADVERT{S|NG|N-
JURY LIABILITY is excluded by endorse-
ment.
H. EXTENSION OF COVERAGE - BODILY IN-
JURY
The definition of "bodily injury" (DEFINITIONS -
Section V)isdeleted and replaced bythe 6o||uw'
|ng:
"Bodily injury" means bodily injury, mental an-
guish, mental Injury, shock, fright, disability, hu-
miliation, sickness ordisease sustained by u per-
son, Including death resulting from any of these at
any time.
L INJURY TO CO -EMPLOYEES AND GO -
VOLUNTEER WORKERS
1. Your 'employees" are 'insureds with respect
to'bodily injury" tuaco-"emp|uymo"|nthe
course oYthe nn''emp}uyua'm"employment by
you, ortoyour "volunteer workers" while per-
forming du\inore|abmd|nthennnduc\ofyour
business, provided that this coverage for your
"employees" does not apply to udo outside
the scope oytheir employment byyou urwhile
performing duties unrelated 10the conduct cf
your business.
2. Your "volunteer workers" are insureds with
respect to "bodily injury" to a co -'Volunteer
worker'wh|leperforming duties related 1othe
conduct o{your business, orioyour ~nmp|oy+
eox" in the course of the *employee's" em-
ployment by you, provided that this coverage
for your 'volunteer workers' does not apply
while performing duties unrelated tmthe con-
duct oiyourhusineuu.
3. Subparagraphs 2m.(1)[a), (b) and (c) and
&*.mfWHO IGANINSURED
not apply to "bodily Injury" for which Insurance
ioprovided byparagraph 1.or2.above.
J. AIRCRAFT CHARTERED WITH CREW
i. The following is added tuthe exceptions
con-
tained in the Aircraft, Auto Or Watercraft
Exclusion in Part 2., Exclusions of COVER-
AGE A. BODILY INJURY AND PROPERTY
DAMAGE LIABILITY (Section l-Cowunagex):
(This exclusion does not apply to:) Aircraft
chartered with crew iuany insured.
2. This PmvisiomJ. does not apply if the char-
tered aircraft is owned by any insured.
S. The insurance provided by this Provision J.
shall baexcess over any other valid and col-
lectible inoumanneowsi}ab}m\o(ba|nouwad.
whether phmary, oxzuss, contingent or on
any other bmo|n, except for insurance pur-
chased specifically by you to he exonmm of
this policy.
K. NON'OWNBzWATERCRAFT
i. The exception contained inSubparagraph (2)
of the Aircraft, Auto Or Watercraft Exclu-
sion in Part 2., Exclusions of COVERAGE A.
BODILY INJURY AND PROPERTY DAMAGE
LIABILITY (Section |- Coverages) iodeleted
and replaced hythe following:
(2) Awatercraft you donot own that is:
(m) Fifty feet long orless; and
(b) Not being used to vmny persons or
property for acharge:
2. This PmvisiunR. applies to any person who,
with your expressed orimplied consent, either
uses orixresponsible for the use oYawater-
craft.
3' The insurance provided bythis Provision K.
shall buexcess over any other valid and col-
lectible insurance evuU{ob|e to the |nsumd,
whether primary, exm»us, contingent or on
anyother except for insurance pur-
chased specifically by you to be oxueon of
this policy.
L. INCREASED SUPPLEMENTARY PAYMENTS
Parts b. and d. of SUPPLEMENTARY PAY-
MENTS - COVERAGES A AND B (Section | -
Coverages) are amended asfollows:
1. |nPart b.the amount wawill pay for the cost
ofbail bonds isincreased to$26UU.
Page 4of6 Copyright, The Travelers Indemnity Company,2003 CG D1 86 11 03
�+�rn l l lA
�l8-XO�- ^`�^" ..' - .v
2. In Part d.the amount wowill pay for loss of
earnings isincreased ho$58Ueday,
M. KNOWLEDGE AND NOTICE OF OCCUR-
RENCE
1. The following is added to COMMERCIAL
GENERAL LIABILITY CONDITIONS (Section
|V).paragraph 2.(Duties |nThe Event oyOc~
ourrenne,Dffenue.ClaimorDu|U;
NnUwo of an "occurrence" or of an offense
which may result in a claim under this insur-
ance shall be given as soon as practicable af-
b*rknow|ndgeof the ^ocouro*noe,oroffense
has been reported toany insured listed under
Paragraph 1. of Section ||- Who Is An In-
sured or an "employee" (such as an insur-
ance, loss control or risk manager or adminis-
trator)designetedbyyoubgivamuohnoUne.
Knowledge byother "emp|uyee(sy'ofon "oc-
cunenom^orofanoffense does not imply that
you also have such knowledge.
2. Notice oho|| be deemed prompt If given In
good faith as soon as practicable to your
wndmn/ compensation inuuoar. This applies
only ifyou subsequently give notice buunuo
soon as pnsoUcab}o after any insured Ho(nd
under Paragraph i.cf SaodonU-Who|aAn
Insured or an "employee" (such as an insur-
ance, loss control or risk manager or adminis-
trator) designated by you to give such notice
d|nuvxaw that the ~mccurmenm", offense or
claim may involve this policy.
3. However, this Provision M,does not apply as
respects the specific number ofdays within
COMMERCIAL GENERAL LIABILITY
which you are required to notify uoinwriting
of the abrupt commencementof a discharge,
release or escape of "pollutants' which
causes 'bodily injury" or 'property damage"
which may otherwise be covered under this
poUoy.
N. UNINTENTIONAL OMISSION
The following is added to COMMERCIAL GEN.
ERAL LIABILITY CONDITION$ (Section IV),
paragraph 6. (Representations):
The unintentional omission of, or unintentional
error in, any information provided byyou shall not
prejudice your rights under this insurance. How-
ever, this Provision N,does not affect our right tn
collect additional premium or10exercise our right
of cancellation ornunnoneva| in e000ndmnoe with
applicable state insurance laws, codes urregula-
tions.
0, REASONABLE FORCE - BODILY INJURY OR
PROPERTY DAMAGE
The Expected Or Intended Injury Exclusion in
Part2.. Exclusions of COVERAGE A. BODILY
INJURY AND PROPERTY DAMAGE LIABILITY
(Section |- Coverages) isdeleted and replaced
by the follmving-
(This insurance does not apply toj
Expected orIntended Injury orDamage
"Bodily injury" or "property damage' expected or
intended from the standpoint of the Insured. This
exclusion does not apply to 'bodily injury" m
"property damage' resulting from the use u[rea-
sonable fomotopnotndVomonuo/pmpoMty.
Copyright, The Travelers Indemnity Company, 2003
Page 5of 5
T+�n,l� �l
^^"^^^ ^ ^' - ^ ' 118 -806-
�' - INSURANCE
ACC>CERTIFICATE
'
DATE (611AW YYYY}
0511512016
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 INSURERS), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the poiicy(ies) must be endorsed. It 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 sj.
PRODUCER (847) 385-6800 (847) 385-6809
Integra USA Inc.
111 West Campbell Street
4th Floor
Arlington Heights, IL 60005
CO!iTACT
NAME: Integra—U A_Inc. _
PHONE
Fx. (847)_385-6800 i Vic. No); 847 385-6801
.
Aa AR ss: ohn,hecht inter rou com
INSURE S AFFORDING COVERAGE
NAIL C.
INSURERA: Navigators Insurance Company
42307
INSURED
Davis Farr LLP
2301 Dupont Drive, Suite 200
Irvine, CA92612
_
INSURER e
INSURERC:
INSURERD:
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 NANWD ABOVE FOR THE POLICY PERIOD
INDICATED. NOT4MTHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT 1MTH RESPECT TO V'iHICH 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. LIPUTS SHOVE! MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTTi
i-......... ._.................
I TYPE OF INSURANCE
_OQL
-UaR
•
..
POLICY NUMBFR
._ROLICY OCT-]
lvlmfu A'1'YYY
POLICY EiP
MwAlwyYyyt
LIMITS
GENERAL LIAMUTY
EACH OCCURRENCE
5
......._ COI.a?,SERC2AL GENERAL L:A.4iI.ITY
.. CLAiti5-111hDE a OCCUR
APPROVED A5 TO FO
IM
DAMAGE TO RENTED
PREMISES a o are '
S
MED EXP (Arty one r�rsa�}
.—
S
PERSONAL & ADV INJURY
--
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_....
MICHAEL E. GATE
GENERALAGGREGA7E
S
GENLAGGREGATE LIMIT APPLIES PER:
- -1
PRODUCTS-COMP10PAGG
S
CITY ATTORNEY
POLICY m Loc
CRY OF HUN71NGTON BEACH
$
.AUTOMOBILE
LIAB!UTY
PMBINED SWGLE LIMIT
and
$
BODILY INJURY (Per peison)
S
ANY AUTO
ALL O'ANED SCHEDULED
AUTOS AUTOS
BODILY INJURY {Per a .fen7}
S
HIREDAUTOS NO`&OANED
AUTOS
PROPERTY DAMAGE
Jen((,
$
..(Per_acc
$
OCCUR
EACH OCCURRENCE
Is
EXCESSUAB
_ CLAIMS!.4A,OE
AGGREGATE
DED RETENTIONS
S
WORKERS COMPENSATION
WC STATU� O7H-
AND
AND EMPLOYERS' LIABILITY yl N
ANY PROPRIETORIPARTNERtEXECUTIVE
OFFICERRAF_i,ABER EXCLUDED? El
NIA
1?�A
E.L.EACH AGO DENT
S
EL DISEASE - EA EMPLOYE
.._.
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(Mandatory in NH}
II yyes, desoribo asxkx
DESCRIPTtON OF OP€RATIaN'S hello✓✓
(
E L. DISEASE - POLICY LIMIT I
-
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A
Professional Liability
CH16APLOBAHYNNV
0511512016
05115t2017
$1,000,000 Each Claim and
Annual Aggregate
DESCRIPTION OF OPERATIONS 1 LOCATIONS I VEHICLES {Attach ACORD 101, Additional Remarks Schedule, if mom space is requiredl
City Of Huntington Beach
,2000 Main Street
kHuntington Beach, CA 926446
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS,
AUTHORIZED REPRESENTATIVE
@ 1988-2010 ACORD CORPORATION. All rights reserved.
ACORD 25 (2016165) The ACORD name and logo are registered marks of ACORD
HB -807- Item 11. - 12
i
.t?. 2ys � "t T. 1���x .R+lw'iCS'� h`� J.fJiJ." �[ f .�f�i �1� y�i t4 .y.. t�L �� .:
i
r_ - j{{{
CONSENT TO ASSIGNMENT OF AUDIT AGREEMENT
This CONSENT TO ASSIGNMENT OF AUDIT AGREENM14T is made this day- ,�.� 7#-
of V , 2015, by and between the City of Huntington Beach, a CaEfomia
municipal corporation, hereinafter "City," Mayer Hoffman McCanri P.C., hereinafter "Assignor,"
and .Davis Farr LLP, hereinafter "Assignee;" and
RECITALS
WHEREAS, Assignor entered into a Professional Services Contract with City identified as
"Professional Services Agreement Between the City of Huntington Beach and Mayer Hoffman
McCann P.C. For Transient Occupancy Tax and Lease Concession Audit Services," hereinafter
"Audit Agreement"; and
Assignor wishes to assign all of its rights and obligations under the Audit Agreement to
Assignee; and
NOW THEREFORE, In consideration of the mutual covenants herein contained and other
good and valuable consideration, the sufficiency of which is hereby acknowledged, City, Assignor
and Assignee agree as follows:
1. Assignor hereby assigns all its right, title, and interest, and delegates all its
obligations responsibilities and duties, in and to the Audit Agreement, to Assignee..
2. Assignee hereby accepts the assignment of all of Assignor's obligations
responsibilities and duties under the Audit Agreement and all of Assignor's right, title and interest
in and to the Audit Agreement,
City hereby consents to the assignment from Assignor to Assignee.
4. Notwithstanding the foregoing, Assignor agrees to defend and indemnify the City
from any and all claims, actions, judgments, liabilities, Proceedings and costs, including reasonable
attorneys' fees and other costs of defense and damages, resulting from Assignor's performance
prior to the assignment of the Audit Agreement,
5. Assignee agrees to indemnify the City from any and all claims, actions, judgments,
liabilities, proceedings and costs, including reasonable attorneys' fees and other costs of defense
and damages, resulting from Assignee's performance after the assignment of the Audit Agreement.
6 The City, in executing its consent to this Assignment, does not release Assignor from
any claims or remedies it may have against Assignor under the Audit Agreement,
i s-ar55112Zlo
Item 11. - 13 HB -808-
7 The Parties acknowledge and agree that the Audit Agreement will continue in hill
force and effect until the assigninent has been completed as evidenced by execution by all parties of
this Consent to Assignment
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
and through their authorized officers the day, month and year first above wntten.
ASSIGNOR,
MAYER HOFFMAN McCANN P C
B,
print name
ITS (circle one) Chairma resideii ice
President
AND
By
�tC.�—
print name
ITS (circle oneSec:-r7�etaty�/ hief Financial
Officer/Asst Secretary - Treasurer
ASSIGNEE
DAVIS PARR LLP
By
print name
ITS (circle one) Chainnan/PresidentAl ice
President
M-
print name
ITS (circle one) Secretary"Cluef Financial
Officit Secretary - Treasurer
CITY OF HUNTINGTON BEACH, A
municipal corporation of the State of
California
Mayor
City Clerk
INITIATED AND APPROVED,
Director of Finance
REVIEWED AND APPROVED
City Manager
APPROVED FORM:
6
City Attorney
I i4755/12239R 2
HB -809-
Item 11. - 14
7. no Parties acknowledge and agree that the Audit Agreement will continue in full
force and effect until the assignment has been completed as evidenced by execution by all parties of
this Consent to Assignment
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
and through their authorized officers the day, month and year first above written.
MAYER HOFFMAN McCANN P.C.
L6.3
print name
ITS: (circle one) Chahman/President/Vice
President
LIM
CITY OF HUNTINGTON BEACH, A
municipal corporation of the State of
California
Mayor
WHO
Director of Finance
print name
ITS: (circle one) Secretary/Chief Financial
Officer/Asst. Secretary - Treasurer
REVIEWED AND APPROVED:
ASSIGNEE: COUNTERPART
City Manager
DAVIS FARR LLP
!1
print name
ITS: (circle one) Chairman/President(Vice
President Rwra-.
AND
By:
w 'AfAk'ft>
print name
ITS: (circle one) Secretary/Chief Financial
Officer/Asst. Secretary - Treasurer
?Cte4V\&"
15.47$$/122390
2
0 T'#ZT#Vj7R
Attorney
Item 11. - 15 HB -810-
7 The Parties acknowledge and agree that the Audit Agreement will continue in full
force and effect until the assignment has been completed as evidenced by execution by all parties of
this Consent to Assignment.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
and through their authorized officers the day, month and year first above written.
ASSIGNOR:
MAYER HOFFMAN McCANN P.C.
M
print name
ITS: (circle one) Cbairt-nan/PresidentNice
President
M
[ME
print name
CITY OF HUNTINGTON BEACH, A
municipal corporation of the State of
California
INTJTIAJ'y,D AND APPROVE
'Director of Finance V
ITS- (circle one) Secretary/Chief Financial
Officer/Asst Secretary - Treasurer
REVIE D APPROVED:
J)pASSIGNEE COUNTERPART 4___
DAVIS FARR LLP P"anager
M
print name
ITS (circle one) Chain-nan/PresidentIVice
President
im
om
print name
ITS- (circle one) Secretary/Chief Financial
Officer/Asst Secretary - Treasurer
APPROVED
City Attorney
1547551122390 2
14B -811- Item 11. - 16
CONSENT
City of Huntington Beach ("Client") hereby consents and autbonzes Mayer
Hoffman McCann P C C'MIM4") to disclose and provide to Davis Farr LLP all
information, including confidential information MHM has regarding Client, including
MI-IM's work -papers prepared in the course of performing engagement(s) for Client
I certify by my signature below that I have the authority to execute this Consent
on behalf of the entity, either as an officer, general partner, trustee or otherwise as
appropriate.
DATED: uLtD , 2015
City of Huntington Beach
Client
APPROVED AS TO FORM•
City Attorney
14 4755/122392
Item 11. - 17 1-113 -812-
ATTACHMENT #4
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTiNGTON BEACH AND
MAYER HOFFMAN MCCANN P C
FOR
TRANSIENT OCCUPANCY TAX AND LEASE CONCESSION AUDIT SERVICES
Table of Contents
1
Scope of Services ..............
.......... .l
2
City Staff Assistance . .
............... .2
3
Term, Time of Performance. .. . . ......
.2
4
Compensation ... .............. ....... ..
.......... ..... .2
5
Extra Work. . .......... .....
.2
6
Method of Payment .. .....
3
7
Disposition of Plans, Estimates and Other Documents
3
8
Hold Harmless ..
3
9
Professional Liability Insurance
4
10
Certificate of Insurance ...
.... ... .5
11
Independent Contractor.........
........ ........ .. .... 6
12
Termination of Agreement.......
...... 6
13
Assignment and Delegation........
6
14
Copyrights/Patents .... .. -.... .. .... ... ....
7
15
City Employees and Officials.
.. ..... 7
16
Notices .............
... ... 7
17
Consent ........
8
18
Modification, ... .........
.... ......... .8
19
Section Headings ...
...................... ......... 8
20
Interpretation of this Agreement
.... ..... 8
21
Duplicate Original ,, .........
............ .9
22
Immigration
9
23
Legal Services. Subcontracting Prohibited
9
24
Attorney's Fees .......
.............. 10
25
Survival ........ .......
............. 10
26
Governing Law ..................... . ..... .
...... 10
27
Signatories ..... .......................
10
28
Entirety ... I ....... I ......... ... ...... ...... I...... ....
.. .. ....10
29
Effective Date ............. .. .
11
ATTj lA B -81 AT 3 ] Item 11. - 18
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
MAYER HOFFMAN MCCANN P.C.
FOR
TRANSIENT OCCUPANCY TAX AND LEASE CONCESSION AUDIT 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 MAYER HOFFMAN MCCANN P.C., a California corporation hereinafter referrers to
as "CONSULTANT"
WHEREAS, CITY desires to engage the services of a consultant to provide annual auditing
services related to city transient occupancy tax receipts and lease concessionaire 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 shalt
sometimes hereinafter be referred to as the "PROJECT "
CONSULTANT hereby designates Jennifer Farr who shall represent it and be its
sole contact and agent in all consultations with CITY during the performance of this Agreement
2. CITY STAFF ASSISTANCE
CITY shall assign a staff coordinator to work directly with CONSULTANT in the
performance of this Agreement
agred surflYct/profess"anal Svcs mayor I of 11
10112
Item 11. - 19 ATTj LB r�i 4- VT 3
Item 13. - 8
3. TERM TIME OF PERFORMANCE
Tune is of the essence of this Agreement The services of CONSULTANT are to.
commence on 20 (the "Commencement Date"). This Agreement
shall automatically terminate three (3) 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. 3 years from the Commencement Date The time for performance of the tasks identified
in Exhibit "A" are generally to be shown in Exhibit "A." Tlus 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 one hundred twelve thousand five hundred Dollars ($112,500)
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
6 METHOD OF PAYM NI T
CONSULTANT shall be paid pursuant to the terms of Exhibit "B."
zvvee s rfnotfpro#esstonal Svcs mayor 2 of 11
10112
Item 13. - 9 ATTA] HB -815- IT 3 Item 11. - 20
i 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 HARMLES S
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)
ansing out of or in connection with CONSULTANT's (or CONSULTANTS 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 nusconduct 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.
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
agreel surfnevProfessionai Svcs mayor 3 of 11
10/12
Item 11. - 21 ATTi1 HB �s l �- �T 3 Item 13. - 10
($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 reporting provision of at least two
(2) years to report claims arising from work performed in connection with this Agreement
If CONSULTANT falls 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 effect 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.
agred surfnet/professional ayes mayor 4 of 11
10112
Item 13. - 11 ,ITT,_ xB -s 1 7- 4T 3 Item 11. - 22
A provide the name and policy number of each earner 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
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
oVvesudhWprofessionalsvesmeyor 5 of I I
10/12
Item 11. - 23 ATTi HB _8 18_ MT 3
Item 13. - 12
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 shad 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 q and 10 hereinabove
14 COPYRIGHTS/PATENTS
CfI`Y 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 heremabove) 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
agre6 surfIncUprofesswonal secs mayor
10112
6 of 11
Item 13. - 13 ATTI H Q -S 19- MT 3 Item 11. - 24
other communications will be sent by notifying the other party via personal delivery, a reputable
overnight tamer or U. S. certified mail -return receipt requested
TO CITY
City of Huntington Beach
ATTN: Dalnle Bulosan
2000 Main Street
Huntington Beach, CA 92648
17 CONSENT
TO CONSULTANT~
Mayer Hoffman McCann P C.
ATTN Jennifer Farr
2301 Dupont Dr., Ste 200
Irvine, CA 92612
When CITY`s r-onsent/approval is required under this Agreement, its
consent/approval for one tranisactnon or event shrill riot 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 nn 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
agree/ surfnet/prafmicnat sues mym 7 of 11
10112
Item 11. - 25 ATTE HB-820-4T 3 Item 13. - 14
covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent
upon any ether 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 ether 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 sighed 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 IIyiIVIIGRATION
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 Reach City Charter Section 309, the City Attorney is the exclusive legal counsel for
agreed surfneltprokssiaaal ayes mayor 8 of 11
10112
Item 13. - 15 ATTj I 1413 - s? 1AT 3 Item 11. - 26
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 perfonnance hereof each party shall gear
Its own attorney's fees, such that the prevailing party shall not be entitled to recover its attomey's
fees from the nonprevailing party
25 SURVIVAL
Terris 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 tens 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 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
ft9rWSU&PeVPMrMS10Ra1 sves mayor 9 of 11
10112
Item 11. - 27 ATTillAB -82 -4T 3 Item 13. - 16
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 enure 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 Council
This Agreement shall expire when terminated as provided herein
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
and through their authorized officers
agrm/ surfnettprofessuanal arcs mayor 10 of 11
10/12
Item 13. - 17 ATTt HB -823-4T 3 Item 11. - 28
CONSULTANT,
Mayer Hoffman McCann P C
COMPANY NAME
By h
4
139
pent name
ITS (circle one) Chauman/Pres€destt/Vtce President
AND
By
prism name
ITS (etrcle one)Secretary/Ch€ef Financial C£f€cer/Asst
Secretary - Treasurer
agrW surfmWprofcss€anal sros mayor
10112
APPROVED AS TO FORM:
City ttorney
11 of 11
Item 11. - 29 ATT, LB -s2�- MT 3 Item 13. - 18
EXHIBIT "A"
A STATEMENT OF WORK (Narrative of work to be performed)
Transient Occupancy Tax Audits
We plan to audit each of the 22 hotels within the three year contract period We plan to audit
1/3rd of the hotels each year. The audit would cover the previous three year period. The
following suggested procedures would be performed
Prior to the start of audit fieldwork, we will perform the following procedures
I Review the City's municipal code for Transient Occupancy Taxes.
2 Provide the City with a form letter to notify the hotel of the upcoming audit.
3 Call hotel to schedule the audit We typically provide a few optional dates for the audit and
work with the hotels to find a mutually agreeable audit start date,
4 Send the Hotel an audit request list at least a week prior to the audit start date.
S. RevLew results of prior audits for the Hotel to determine if there are areas that require follow up
6. Discuss any specific concerns the City has with the Hotel
Our fieldwork procedures at each Hotel include the following procedures
7 We will obtain all reports provided by the hotel owner to the City for the period under audit
8. We will interview the appropriate individuals responsible for recording revenues reported
to the City. We will document and walkthrough a typical transaction from billing to collection to
recording to deposit, if any During the process, we will gain an understanding of the specific
system reports used to generate reporting to the City and determine what adjustments are made to
any system reports or files
EXHIBIT A
' Item 11. - 30
Item 13. - 19 ATTE H 13 -s?Y - 4T 3
9 We will trace information from the reports provided to the City to hotel reports supporting
the amounts reported We will select a sample of transactions to dnll down from the hotel reports to
ensure amounts are supported by adequate source documents
1.0. We will select a sample of bank statements utilized by the hotel management company and.
trace amounts from the bank statements to the system reports to ensure completeness of the
system reports
11 We will review the Hotel's reports and financial statements to identify revenues that are not
included as taxable for calculation ofthe tax We will evaluate the reasonableness of the exclusion.
12 We will select a sample of monthly revenues reported to the City and trace revenues to detailed
reports by customer (daily reports) From these detailed reports, we will select a sample of
customer folio's to verify that all amounts collected from the customers are reflected in the system
reports
13. We will evaluate the hotel owner's adherence to charging Transient Occupancy Taxes through
review of folios For any exemptions noted, we will review evidence that the exemption was
allowable (e g government employee, stay longer than 30 days, etc.)
14. We will calculate the amount due to the City based on the applicable tax rate. We will
recalculate any credits for TOT earned in the Huntington Beach Redevelopment Project Area, as
applicable
15. We will ensure reports were submitted to the City on time or penalties were properly calculated
if TOT returns were late.
16 We will conduct an exit meeting with the hotel management company summarizing our findings
to ensure we answer any questions they have about our findings
EXHIBIT A
Item 11. - 31 ATTi HB-826-NT 3 Item 13. - 20
17 We will issued an agreed -upon -procedures report in accordance with the standards established
by the American Institute of Certified Public Accountants, The report will identify the agreed upon
procedures performed, results reached and recommendations.
18 We will provide the draft report to the City for review and finalize witlun 5 days of the
City's review.
We plan to provide amonthly report to the City indicating the dates each audit has been
scheduled, any contact between the MHM and the operator, and any known issues that arise
during the course of the audit
We understand the City has agreements with 27 concessionaires requiring fees to be paid to the City
based on revenues generated within the City. We plan to audit 113rd of the concessionaires each
year. The audit would cover the previous three year penod
Prior to the start of audit fieldwork, we will perform the following procedures-
l . Review the City's agreement with the concessionaire
2 Provide the City with a form letter to notify the business of upcoming audit.
3 Call business to schedule the audit We typically provide a few optional dates for the audit and
work with the business to find a mutually agreeable audit start date.
4 Send the business an audit request list at least a week prior to the audit start date.
5 Review results ofprior audits for the business to determine areas that require follow up.
6 Discuss any specific concerns the City has with the business.
3:10 :1
Item 13. - 21 ATTjjHB-827-4T 3 Item 11. - 32
Our fieldwork procedures at each Business include the following procedures
7 Obtain all revenue reports provided by the business to the City for the penod under audit
8 Interview the appropriate individuals responsible for recording revenues reported to the City
During the process, we will gain an understanding of the specific system reports used to generate
reporting to the City and determine what adjustments are made to any system reports or files.
9 We will trace information from the reports provided to the City to the business' reports
supporting the amounts reported. We will reconcile the information in these reports to the
accounting system reports showing all revenues collected by the business
10 We will reconcile revenue reported on tax returns to revenue reported to the City
11 We will select a sample of bank statements utilized by the business and trace amounts from the
bank statements to the system reports to ensure completeness of the system reports
12. We will evaluate the reasonableness of revenues not considered taxable by the business
13 We will reconcile the daily reports to a sample of monthly revenue reports
14 We will select a sample of daily reports and trace amounts to individual receipts supporting the
daily report
15 Test the daily and monthly reports for mathematical accuracy and proper calculation of tax
16 For any credits or exemptions allowed by the agreement, we will verify documentation exists
supporting; the exemption
17. We will conduct an exit meeting with the business to summarizing our findings to ensure we
answer any questions they have about our findings
18 We will issued an agreed -upon -procedures report in accordance with the standards established
by the American institute of Certified Public Accountants The report will identify the agreed upon
procedures performed, results reached and recommendations
EXHIBIT A
Item 11. - 33 ATT, HB-828-14T 3 Item -13. - 22
19. We will provide the draft report to the City for review and finalize within 5 days of the
City's review
We plan to provide a monthly report to the City indicating the dates each audit has been scheduled,
any contact between the MHM and the business, and any known issues that arise
during the course of the audit
B CONSULTANT'S DUTIES AND RESPONSIBILsnES
Included in section A above
C CITY'S DUTIES AND RESPONSIBILITIES:
Provide support, access and documentation as needed to assist consultant with audit
D WORK. PROGRAM/PROJECT SCHEDULE
Actual dates TBD but will follow these steps
Notification letters sent out by City
Scheduling and request lists sent by MHM
TOT and Concessionaire Audit Fieldwork
Draft reports provided to City
Finalize all report
July/August 2013
August/September 2013
September -October 2013
November 2013
December 2013
EXHIBIT A
Item 13, - 23 ATTj HB-829-4T 3 Item 11. - 34
SECTION F
FEES
The following is a summary or our fixed fee (including out-of-pocket expense) for performing
the audits noted below for the City of Huntington Beach
Service Provided
Year 1
Year 2
Year 3
Transient Occupancy Tax Agreed Upon
$ 15,000
15,000
15,000
Procedures
Concessionaires Agreed Upon
22,500
22,500
22,500
Procedures
i1 y-Llsexr � d- o
4-7,000
1 ,
17,000
P-rooedur,-,&
While we do not anticipate the City requesting additional work outside the scope of the agreed -
upon -procedures, the following hourly rates would be applicable if additional work was
requested:
Classification iHoUr1Y Rate
Partner
$200
Manager
150
Senior
125
Staff
100
15
Item 11. - 35 ATTj HB-8-30AT 3 Item 13. - 24
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
B. Travel Charges for time during travel are not reimbursable.
C. Bil_ _ lin.
All billing shall be done months in fifteen (15) minute increments and matched to an
appropriate breakdown of the time that was taken to perform that work and who
performed it
2. Each month's bill should include a total to (late That total should provide, at a glance,
the total fees and costs incurred to date for the project
A copy of memoranda, letters, reports, calculations and other documentation prepared
by CONSULTANT may be required to 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
4. 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.
1
Exhibit B
Item 13. - 25 ATTj HB-831-VT 3 Item 11. - 36
5 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
Exhibit B
Item 11. - 37 ATTj 11Q-s3?-MT 3 Item 13. - 26
� tt
Payment Schedule (Faxed Fee Payment)
1 CONSULTANT shall be entitled to monthly progress payments toward the fixed fee set
forth herein in accordance with the following progress and payment schedules
2. Delivery of work product A copy of every memorandum, letter, report, calculation and
ether 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
3 CONSULTANT shall submit to CITY an invoice for each monthly progress 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 CONSULTANTs 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.
4. Any billings for extra work or additional services authorized in advance and in wnttng
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 tune
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
Exhibit B
Item 13. - 27 ATTj I N B -83 3 -1T 3 Item 11. - 38
City ®f Huntington Beach
2000 Main Street ♦ Huntington Beach, CA 92648
(714) 536-5227 ♦ www.huntingtonbeachea.gov
Office of the City Clerk
Robin Estanislau, City Clerk
August 3, 2016
Davis Farr LLP
2301 Dupont Drive, Suite 200
Irvine, CA 92612
To Whom It May Concern:
Enclosed for your records is a copy of the "Amendment No. 1 to Agreement Between the City of
Huntington Beach and Davis Farr LLP for Transient Occupancy Tax and Lease Concession Audit
Services."
Sincerely,
Robin Estanislau, CIVIC
City Clerk
RE:pe
Enclosure
Sister Cities: Anjo, Japan ♦ Waitakere, New Zealand
Dept ID FN 15-012 Page 1 of 1
Meeting Date 7/20/2015
CITY OF HUNTINGTON BEACH
REQUEST FOR CITY COUNCIL ACTION
MEETING DATE: 7/20/2015
SUBMITTED TO: Honorable Mayor and City Council Members
SUBMITTED BY: Fred A Wilson, City Manager
PREPARED BY: Lori Ann Farrell, Director of Finance
SUBJECT: Approve and authorize execution of assignment of the Professional Services
Contract with Mayer Hoffman McCann P C for Transient Occupancy Tax 'and
Lease Concession Audit Services to Davis Farr LLP
Statement of Issue
City Council approval is requested to approve the assignment of the professional services contract
for Transient Occupancy Tax (TOT) and Lease Concession Audit Services with Mayer Hoffman
P C to Davis Farr LLP
Financial Impact
No additional appropriations are requested Sufficient appropriations are budgeted in the current
fiscal year in account 10035205 69355 in the Finance Department to support the annual contract
value of $37,500 Funds for future years will be budgeted accordingly
Recommended Action
Approve and authorize the Mayor and City Clerk to execute the "Consent to Assignment of Audit
Agreement" between the City of Huntington Beach and Mayer Hoffman McCann P C for Transient
Occupancy Tax and Lease Concession Audit Services
Alternative Action(s)
Do not approve the recommendation and direct staff accordingly
Analysis
The City entered into a professional services contract with Mayer Hoffman McCann P C on August
5, 2013, for Transient Occupancy Tax (TOT) and Lease Concession Audit Services Mayer
Hoffman McCann P C wishes to assign all of its rights and obligations under the contract to Davis
Farr LLP According to Section 13 of the contract, an assignment requires prior express written
consent of the City Staff recommends assigning the professional services contract to Davis Farr
LLP to ensure continuity of services performed No other changes are requested on the contract
Environmental Status Not Applicable
Strategic Plan Goal
Strengthen economic and financial sustainability
Attachments)
1 "Consent of Assignment of Audit Agreement' between the City of Huntington Beach and Mayer Hoffman
McCann P C for Transient Occupancy Tax and Lease Concession Audit Services to Davis Farr LLP
2 Certificate of Insurance
3 "Professional Service Contract between the City of Huntington Beach and Mayer Hoffman McCann P C for
Transient Occupancy Tax and Lease Concession Audit Services"
Item 13. - 1 xB -568-
i
CONSENT TO ASSIGNMENT OF AUDIT AGREEMENT
This CONSENT TO ASSIGNMENT OF AUDIT AGREEMENT is made this day;
of �G�L .Y , 2015, by and between the City of Huntington Beach, a California
municipal corporation, hereinafter "City," Mayer Hoffman McCann P.C., hereinafter "Assignor,"
and Davis Farr LLP, hereinafter "Assignee;" and
RECITALS
WHEREAS, Assignor entered into a Professional Services Contract with City identified as
"Professional Services Agreement Between the City of Huntington Beach and Mayer Hoffman
McCann P.C. For Transient Occupancy Tax and Lease Concession Audit Services," hereinafter
"Audit Agreement"; and
Assignor wishes to assign all of its rights and obligations under the Audit Agreement to
Assignee; and
The Audit Agreement requires the prior written consent of the City for the assignment
thereof,
NOW THEREFORE, In consideration of the mutual covenants herein contained and other
good and valuable consideration, the sufficiency of which is hereby aci mowledged, City, Assignor
and Assignee agree as follows:
1. Assignor hereby assigns all its right, title, and interest, and delegates all its
obligations responsibilities and duties, in and to the Audit Agreement, to Assignee.
2. Assignee hereby accepts the assignment of all of Assignor's obligations
responsibilities and duties under the Audit Agreement and all of Assignor's right, title and interest
in and to the Audit Agreement.
3. City hereby consents to the assignment from Assignor to Assignee.
4. Notwithstanding the foregoing, Assignor agrees to defend and indemnify the City
from any and all claims, actions, judgments, liabilities, proceedings and costs, including reasonable
attorneys' fees and other costs of defense and damages, resulting from Assignor's performance
prior to the assignment of the Audit Agreement.
5. Assignee agrees to indemnify the City from any and all claims, actions, judgments,
liabilities, proceedings and costs, including reasonable attorneys' fees and other costs of defense
and damages, resulting from Assignee's performance after the assignment of the Audit Agreement.
6 The City, in executing its consent to this Assignment, does not release Assignor from
any clauns or remedies it may have against Assignor under the Audit Agreement.
154755/122390
7 The Parties acknowledge and agree that the Audit Agreement will continue in full
force and effect until the assignment has been completed as evidenced by execution by all parties of
this Consent to Assignment
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
and through their authorized officers the day, month and year first above wntten.
ASSIGNOR
MAYER HOFFMAN McCANN P C
By
LA/t l l / A WL et h C. 0 e--k
print name
ITS (circle one) Chairma Eden ice
President
AND
By
print name
ITS (circle one Secretar / hicf Financial
Officer/Asst Secretary - Treasurer
ASSIGNEE
DAVIS FARR LLP
print rains;
ITS (circle one) Chairman/President/Vice
President
H
print name
ITS (circle one) Secretary/Chief Financial
Officer/Asst Secretary - Treasurer
CITY OF HUNTINGTON BEACH, A
municipal corporation of the State of
California
Mayor
City Clerk
INITIATED AND APPROVED.
Director of Finance
REVIEWED AND APPROVED
City Manager
APPROVED A$-TFORM:
/ City Attorney r
15-4755/122390 2
7. The Parties acknowledge and agree that the Audit Agreement will continue in full
force and effect until the assignment has been completed as evidenced by execution by all parties of
this Consent to Assignment
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
and through their authorized officers the day, month and year first above written.
ASSIGNOR:
MAYER HOFFMAN McCANN P.C.
LE
print name
ITS: (circle one) Chairman/President(Vice
President
CITY OF HUNTINGTON BEACH, A
municipal corporation of the State of
California
Mayor
City Clerk
INITIATED AND APPROVED:
Director of Finance
print name
ITS: (circle one) Secretary/Cluef Financial
Officer/Asst. Secretary - Treasurer
REVIEWED AND APPROVED:
ASSIGNEE: COUNTERPART
City Manager
DAVIS FARR LLP
11
print name
ITS: (circle one) Chairman/President(Vice
President tqWjrv^-
0
By:
WC
print name
ITS: (circle one) Secretary/Chief Financial
Officer/Asst. Secretary - Treasurer
15.4755/1=90 2
City Attorney
7 The Parties acknowledge and agree that the Audit Agreement will continue in full
force and effect until the assignment has been completed as evidenced by execution by all parties of
this Consent to Assignment.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
and through their authorized officers the day, month and year first above written.
ASSIGNOR:
MAYER HOFFMAN McCANN P.0
LM
print name
ITS: (circle one) Chairman/President/Vice
President
AND
CITY OF HUNTINGTON BEACH, A
municipal corporation of the State of
California
INITVATD AND APPROVE
vY
Director of Finance
print name
ITS• (circle one) Secretary/Chief Financial
Officer/Asst Secretary - Treasurer
REVIE APPROVED:
ASSIGNEE
ty anager
DAMS FARR LLP
M.
APPROVED A
print name
ITS (circle one) Chairman/President/Vice
President City Attorney
AND
By
print name
ITS• (circle one) Secretary/Chief Financial
Officer/Asst Secretary - Treasurer
101 ',L
�-' �,Jj SjSZ/<'
154755/122390 2
CONSENT
City of Huntington Beach ("Client") hereby consents and authorizes Mayer
Hoffman McCann P C ("MHM") to disclose and provide to Davis Farr LLP all
information, including confidential information MHM has regarding Client, including
MHM's workpapers prepared in the course of performing engagement(s) for Client
I certify by my signature below that I have the authority to execute this Consent
on behalf of the entity, either as an officer, general partner, trustee or otherwise as
appropriate.
DATED: uL ,2D , 2015
City of Huntington Beach
Client
APPROVED AS TO FORM-
City Attorney I
15-4755/122392
ACCORLF CERTIFICATE OF LIABILITY INSURANCE 1 DATEIMMIDDIYYYY)
06/30/2015
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 pollcy(les) 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 endorsements
CONTACT
PRODUCER
(847) 385-6800 (847) 385-6801 NAME Lemme Insurance Group. -Inc
Lemme Insurance Group, Inc PHPAX
(847) 385-6800 i,No) (847) 385-6801
111 West Campbell Street Aot�SS jhecht@Imme com
4th Floor _ _ _ INSURER(S) AFPORDING COVERAGE NAIC 0
Arlington Heights, IL 60005 _ INSURERA_Navigators Insurance Company _ 42307
INSURED INSURER 8 _
Davis Farr LLP INSURER
2301 Dupont Drive, Suite 200 INSURER
Irvine, CA 92612 INSURER E
r_t1VFRAr:FS r:FRTIFIr_ATF hit IMP= RFViR1AN wtimRFR
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 t TYPE OF INSURANCE ADOL 8UBR�
LTR
�-1-POLI6Y ERR POGCY EXP " - ---"- _ _ .....m.._....... _ _ _
POLICY NUMBER MM/OdYYYY MM/DOIYYYY LIMITS
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DESCRIPTION OF OPERATIONS below i (
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DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Addidonal Remarks Schedule, It more space Is required)
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92646
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE AXPiRATION DATE IUWEOF, NOTICE WILL BE DELIVERED IN
ACC6RDAN6E WITH THE sdU0y PROVISIONS.
ACORD 25 (2010106) The ACORD name and logo are registered marks of ACORD
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
MAYER HOFFMAN MCCANN P.C.
FOR
TRANSIENT OCCUPANCY TAX AND LEASE CONCESSION AUDIT 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 MAYER HOFFMAN MCCANN P.C., a California corporation hereinafter referred to
as "CONSULTANT "
WHEREAS, CITY desires to engage the services of a consultant to provide annual auditing
services related to city transient occupancy tax receipts and lease concessionaire 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 Jennifer Farr who shall represent it and be its
sole contact and agent in all consultations with CITY during the performance of this Agreement
2. CITY STAFF ASSISTANCE
CITY shall assign a staff coordinator to work directly with CONSULTANT in the
performance of this Agreement
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ATTA HB -575- NT 3 Item 13. - 8
3. TERM, TIME OF PERFORMANCE
Time is of the essence of this Agreement The services of CONSULTANT are to
commence on "0 S , 20 /3 (the "Commencement Date"). This Agreement
shall automatically terminate three (3) 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 3 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 mto this Agreement, a fee, including all costs and
expenses, not to exceed one hundred twelve thousand five hundred Dollars ($112,500)
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
6 METHOD OF PAYMENT
CONSULTANT shall be paid pursuant to the terms of Exhibit "E."
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Item 13. - 9 ATTA HB -576- NT 3
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)
ansmg out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors, of 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 mnsconduct 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.
9. PROFESSIONAL LIABILITY INSURANCE
CONSULTANT shall obtain and furnish to CITY a professional liability insurance
policy covering the work performed by it hereunder Tlus policy shall provide coverage for
CONSULTANT's professional liability in an amount not less than One Million Dollars
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ATTJHB _577_NT 3 Item 13. - 10
($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 comcides 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
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 effect Consultant's nght 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.
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Item 13. - 11 ATTA HB -578- NT 3
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
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 herem 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 tins Agreement by CITY shall
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ATTA HB -579- Ni 3 Item 13. - 12
be made in writing, notice of which shall be delivered to CONSULTANT as provided herein In the
event of terrmnation, 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 heremabove
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 I heremabove) 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
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Item 13. - 13 ATTA HB _580_ NT 3
other communications will be sent by notifying the other party via personal delivery, a reputable
overnight carver or U. S. certified mail -return receipt requested
TO CITY
City of Huntington Beach
ATTN: Dahle Bulosan
2000 Main Street
Huntington Beach, CA 92648
17 CONSENT
TO CONSULTANT -
Mayer Hoffman McCann P C.
ATTN Jennifer Farr
2301 Dupont Dr., Ste 200
Irvine, CA 92612
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 jurisdiction to be
unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining
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ATTAHB-581-NT 3
Item 13. - 14
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
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
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Item 13. - 15 ATTJ 1-113 -5 82- NT 3
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 C aliforni a
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 opportunity
to consult with legal counsel pnor 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
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ATTA HB -58;_ NT 3 Item 13. - 16
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 Council
This Agreement shall expire when terminated as provided herein
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
and through their authorized officers
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Item 13. - 17 ATTA HB -584- NT 3
CONSULTANT,
Mayer Hoffman McCann P C
COMPANY NAME
0
By
print name
ITS (circle one) Chairman/President/Vice President
AND
print name
ITS (circle one) Secretary/Chief Financial Officer/Asst
Secretary- Treasurer
REV*kt-t PPROVED.
ty anager
APPROVED AS TO FORM:
City ttomey
J7 •
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ATTA HB -585- NT 3 Item 13. - 18
EXHIBIT "A"
A STATEMENT OF WORK (Narrative of work to be performed)
Transient Occupancy Tax Audits
We plan to audit each of the 22 hotels within the three year contract period We plan to audit
1/3rd of the hotels each year. The audit would cover the previous three year period. The
following suggested procedures would be performed
Prior to the start of audit fieldwork, we will perform the following procedures
1 Review the City's municipal code for Transient Occupancy Taxes.
2 Provide the City with a form letter to notify the hotel of the upcoming audit.
3 Call hotel to schedule the audit We typically provide a few optional dates for the audit and
work with the hotels to find a mutually agreeable audit start date.
4 Send the Hotel an audit request list at least a week prior to the audit start date.
5. Review results of prior audits for the Hotel to determine if there are areas that require follow up
6. Discuss any specific concerns the City has with the Hotel
Our fieldwork procedures at each Hotel include the following procedures
7 We will obtain all reports provided by the hotel owner to the City for the period under audit
8. We will interview the appropriate individuals responsible for recording revenues reported
to the City. We will document and walkthrough a typical transaction from billing to collection to
recording to deposit, if any During the process, we will gain an understanding of the specific
system reports used to generate reporting to the City and determine what adjustments are made to
any system reports or files
EXHIBIT A
Item 13. - 19 ATTA HB -586- NT 3
9 We will trace information from the reports provided to the City to hotel reports supporting
the amounts reported We will select a sample of transactions to drill down from the hotel reports to
ensure amounts are supported by adequate source documents
10. We will select a sample of bank statements utilized by the hotel management company and
trace amounts from the bank statements to the system reports to ensure completeness of the
system reports
11 We will review the Hotel's reports and financial statements to identify revenues that are not
included as taxable for calculation of the tax We will evaluate the reasonableness of the exclusion.
12 We will select a sample of monthly revenues reported to the City and trace revenues to detailed
reports by customer (daily reports) From these detailed reports, we will select a sample of
customer folio's to verify that all amounts collected from the customers are reflected in the system
reports
13. We will evaluate the hotel owner's adherence to charging Transient Occupancy Taxes through
review of folios For any exemptions noted, we will review evidence that the exemption was
allowable (e g government employee, stay longer than 30 days, etc.)
14. We will calculate the amount due to the City based on the applicable tax rate. We will
recalculate any credits for TOT earned in the Huntington Beach Redevelopment Project Area, as
applicable
15. We will ensure reports were submitted to the City on time or penalties were properly calculated
if TOT returns were late.
16 We will conduct an exit meeting with the hotel management company summarizing our findings
to ensure we answer any questions they have about our findings
EXHIBIT A
ATTA HB -587- NT 3 Item 13. - 20
17 We will issued an agreed -upon -procedures report in accordance with the standards established
by the American Institute of Certified Public Accountants. The report will identify the agreed upon
procedures performed, results reached and recommendations.
18 We will provide the draft report to the City for review and finalize within 5 days of the
City's review.
We plan to provide a monthly report to the City indicating the dates each audit has been
scheduled, any contact between the MHM and the operator, and any known issues that anse
during the course of the audit
Concessionaire Audits
We understand the City has agreements with 27 concessionaires requiring fees to be paid to the City
based on revenues generated within the City. We plan to audit 1/3rd of the concessionaires each
year. The audit would cover the previous three year period
Prior to the start of audit fieldwork, we will perform the following procedures•
1. Review the City's agreement with the concessionaire
2 Provide the City with a form letter to notify the business of the upcoming audit.
3 Call business to schedule the audit We typically provide a few optional dates for the audit and
work with the business to find a mutually agreeable audit start date.
4 Send the business an audit request list at least a week prior to the audit start date.
5 Review results of prior audits for the business to determine areas that require follow up.
6 Discuss any specific concerns the City has with the business.
EXHIBIT A
Item 13. - 21 ATTA HB -588- NT 3
Our fieldwork procedures at each Business include the following procedures
7 Obtain all revenue reports provided by the business to the City for the period under audit
8 Interview the appropriate individuals responsible for recording revenues reported to the City
During the process, we will gain an understanding of the specific system reports used to generate
reporting to the City and determine what adjustments are made to any system reports or files.
9 We will trace information from the reports provided to the City to the business' reports
supporting the amounts reported. We will reconcile the information in these reports to the
accounting system reports showing all revenues collected by the business
10 We will reconcile revenue reported on tax returns to revenue reported to the City
11 We will select a sample of bank statements utilized by the business and trace amounts from the
bank statements to the system reports to ensure completeness of the system reports
12. We will evaluate the reasonableness of revenues not considered taxable by the business
13 We will reconcile the daily reports to a sample of monthly revenue reports
14 We will select a sample of daily reports and trace amounts to individual receipts supporting the
daily report
15 Test the daily and monthly reports for mathematical accuracy and proper calculation of tax
16 For any credits or exemptions allowed by the agreement, we will verify documentation exists
supporting the exemption
17. We will conduct an exit meeting with the business to summarizing our findings to ensure we
answer any questions they have about our findings
18 We will issued an agreed -upon -procedures report in accordance with the standards established
by the American Institute of Certified Public Accountants The report will identify the agreed upon
procedures performed, results reached and recommendations
EXHIBIT A
ATT41113 -589- NT 3 Item 13. - 22
19. We will provide the draft report to the City for review and finalize within 5 days of the
City's review
We plan to provide a monthly report to the City indicating the dates each audit has been scheduled,
any contact between the MHM and the business, and any known issues that arise
during the course of the audit
B CONSULTANT'S DUTIES AND RESPONSIBILITIES
Included in section A above
C CITY'S DUTIES AND RESPONSIBILITIES:
Provide support, access and documentation as needed to assist consultant with audit
D WORK PROGRAM/PROJECT SCHEDULE
Actual dates TBD but will follow these steps
Notification letters sent out by City
Scheduling and request lists sent by MHM
TOT and Concessionaire Audit Fieldwork
Draft reports provided to City
Finalize all report
EXHIBIT A
July/August 2013
August/September 2013
September -October 2013
November 2013
December 2013
Item 13. - 23 ATTA 1-113 -590- NT 3
EXHIBIT "B"
SECTION F
FEES
The following is a summary or our fixed fee (including out-of-pocket expense) for performing
the audits noted below for the City of Huntington Beach
Service Provided
Year 1
Year 2
Year 3
Transient Occupancy Tax Agreed Upon
$ 15,000
15,000
15,000
Procedures
Concessionaires Agreed Upon
22,500
22,500
22,500
Procedures
ed
P-1-Gcod lre-s.
17,000
While we do not anticipate the City requesting additional work outside the scope of the agreed -
upon -procedures, the following hourly rates would be applicable if additional work was
requested:
Classification Dourly Date
Partner
$200
Manager
150
Senior
125
Staff
100
15
ATTA HB -59 1 - NT 3 Item 13. - 24
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
B. Travel Charges for time during travel are not reimbursable.
C. Billing
All billing shall be done monthly in fifteen (15) minute increments and matched to an
appropriate breakdown of the time that was taken to perform that work and who
performed it
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 project
A copy of memoranda, letters, reports, calculations and other documentation prepared
by CONSULTANT may be required to 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
4. 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.
1
Exhibit B
Item 13. - 25 ATTA 1113 -592- NT 3
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 of 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
Exhibit B
ATTA HB -593- NT 3 Item 13. - 26
EXHIBrr "B"
Payment Schedule (Fixed Fee Payment)
1 CONSULTANT shall be entitled to monthly progress payments toward the fixed fee set
forth herein in accordance with the following progress and payment schedules
2. 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
3 CONSULTANT shall submit to CITY an invoice for each monthly progress 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.
4. 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
Exhibit B
Item 13. - 27 ATTA HB -594- NT 3
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
MAYER HOFFMAN MCCANN P C
FOR
TRANSIENT OCCUPANCY TAX AND LEASE CONCESSION AUDIT SERVICES
Table of Contents
1
Scope of Services ..............
... ....... .1
2
City Staff Assistance .
............... .. .2
3
Term, Time of Performance. ..
. ................. .. .2
4
Compensation . .. .............. ............
........................ ..... .2
5
Extra Work. . ....... ... ... .....
. ...... ... ... .2
6
Method of Payment
3
7
Disposition of Plans, Estimates and Other Documents
3
8
Hold Harmless .. . .....
.. 3
9
Professional Liability Insurance
...... .... 4
10
Certificate of Insurance ...
. •.. .•• .5
11
Independent Contractor.........
........ ........ .. .... 6
12
Termination of Agreement.......
............. . ... ...... 6
13
Assignment and Delegation........
6
14
Copyrights/Patents .... ........ .... ... ....
7
15
City Employees and Officials.
.. ..... 7
16
Notices .............
... ... 7
17
Consent ........
8
18
Modification... ... ........
............. .8
19
Section Headings ................ ...
...................... ..... .... 8
20
Interpretation of this Agreement
.... .... 8
21
Duplicate Original
............ .9
22
Immigration ........
9
23
Legal Services Subcontracting Prohibited .... ........
... .. .... 9
24
Attorney's Fees ......... .. .. ... ....
................. . . .... 10
25
Survival ............
. ................... 10
26
Governing Law ..................... .... . .....
10
27
Signatories ..... ...................... . .... .....
10
28
Entirety . ........................ ................... ....
.. .. ....10
29
Effective Date .............
.. ...... 11
ATTA HB -595- NT 3 Item 13. - 28
0 DATE (MMIDDIYYYY)
,`��� CERTIFICATE F LIABILITY I SIB CE 06/26/2013
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 pollcy(les) 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 net confer rights to the
certificate holder In lieu of Ri—h endorsemengs).
FRODUCER (847) 3,15-6800 (847) 385-6801 NAME T Lemme Insurance Group, Inc,
PHONE a/c Nu 847 385-6801
emme Insurance Group, Inc lac. o.Ert2. (8477] 385-6800 _ _ �I (__�
111 West Campbell Street �RLESs Ihecht@lemme ccm
4th Floor _ aasuRE S AFFORDI G COVERAGE NAk Ir _
Arlington Heights, IL 60005 INSURER Interstate Fire & Casually Company _'22829
INSURED INSURER 8
Mayer Hoffman McCann P C INSURER
11440 Tomahawk Creek Parkway INSURER D
Leawood, KS 66211 INSURER E__—
i
INSURER F
...non �-I Cff-ATv .u,saoco RFVI-glnN NUMBER
I 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
lNSR ADDLISUBIR POLICY EFF POLICY EXP I LIMITS 1
LTR TYPE OF INSURANCE i a r, POLICY NUMBER MMIDDIYWY� MMlDO/YYYY
GENERAL LIABILITY
i EACH OCCURRENCE
S
S -
COMMERCIAL GENERAL LIABILITY
I PREMISES (Ea occurrencet
S
I CLAIMS MADE OCCUR
I MED EXP (Any one person)
S
1
f PERSONAL 8 ADV INJ,.IRY
S
I GENERAL AGGREGATE
^PRODUCTS COMPICPAGG
_
GENLAGGREGATE LIMIT APPLIES PER
S I
S
POLICY PRO- I 1 LOC
t
I COMBINED SINGLE LIMIT
AUTOMOBILE UABIUTY
Ea aoGdeM S
BODILY INJURY (Per person) S
ANY AUTO
ALL OWNED SCHL ULED
BODILY INJURY Peracc,denn I S
AUTOS I AUTOS
� ED
PROPERTY DAMAGES
HIRED AUTOS AUTOS
Per axdent
i ' I
i � S
UMBRELLA UAe OCCUR
i EACH OCCURRENCE
S
S
EXCESS UAB CLAIMS MADE
I I AGGREGATE
S
1 DED I RETENTIONS
i I
[ I
O�H
WORKERS COMPENSATION
-YTAT,-
S
II AND EMPLOYERS' LIABILITY Y
EL EACH ACCIDENT
ANY PROPRIETORIPARTNERIEXECUTIVE
I I
5
OFFICEWMEMDER EXCLUDED? ❑
N I A
E L DISEASE - EA EMPLOYE
(Mandatory In NH)
I
S
11 yes describe Untler
I E L DISEASE -POLICY LIMIT
DESCRIPTION OF OPERATtONS below
I
$1,000,000 Per Claim and Annual
A
Professional Liability
ACL-1000076 t 1/1l2012
1 v1)2013
Aggregate
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101. Additional Remarks Schedule, If more apace Is regWred)
I
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
ACORD 25 (2010105)
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS
0 1988-2010
The ACORD name and logo are registered marks of ACORD
All rights reserved
Item 13. - 29 ATTA HB -596- NT 3
P
INSURANCE AND INDEMNIFICATION WAIVER
q
MODIFICATION REQUEST'
1 Requested by Jim Sloboian
2 Date 6-27-13
3 Name of contractor/permittee Mayer Hoffman McCann P C
4 Description of work to be performed Compliance audit related to transient occupancy tax
and lease concessionare revenue receipts
5 Value and length of contract NTE $112,500 for 3 years
6 Waiver/modification request Waive CA admitted carrier requirement & deductible
requirement
7 Reason for request and why it should be granted Contractor reserves full $750,000 of
their deductible, & is included in the Liability insurance settlement and claims expenses
line item Contractor has a $2M Line of Credit available Coverage is written by Interstate
Fire & Casualty Company (Fireman's Fund) which is a non -admitted surplus carrier in CA
8 Identify the risks to the City in approving this waiver/modification none
Department Head Signature
6-27-13
Date
APPROVALS
Approvals must be obtained in the order listed on th orm
Two approvals are required
for a request to be granted Approval from the Ci dmnistrat9A Office is only required if
Risk Management and the C ttor
a disa ree
1. Risk,Management
,L..14.,"/Approved ❑ OA6�Signatureure
e'
Are—
t
2. City Attorney's Office
proved ❑ D e y y/
7
3
Signatu a
Date
3. City Manager'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 Human Resources
-- 0
NR _SA7_ AIT Item 13. - 3(
Insurance Waiver Form 6/27/2013 3 4zj uu rm
Professional Service Approval ForMRECEIVED
i
Date 3/1/2013 Project Manager Name Dahle Bulosan
Requested by Name if different from Project Manager
Department Finance
JUL 12 2913
PARTS I OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE
COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED BY THE CITY MANAGER,
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
audit of TOT and Lease Concession revenue to ensure compliance
2) Estimated cost of the services being sought $ 112,500
3) Are sufficient funds available to fund this contract? ® Yes ❑ No
If no, please explain
4) 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
5) Is this contract generall describ d on the list of professional service contracts approved by the
City Council? I e ans er to is question is "No," the contract will require approval from the
City Counci ® Y s ❑ No
Fisc e e anager Signature Date
6) Amount, Business Unit (8 digits) and Object Code (5 digits) where funds are budgeted
(Please note that a budget check will occur at the object code level):
10035205 69360 $ 112, 500 "ft� (ZI(3 (U6bO $
Budget Approval
Head Signature(s)
rector of Finance's Signature
Deputy City Manager's Signature
APPROVED41 —JAb ❑
Date
Date
703 )/�>
Dat
Date
Manager's Signature
Item 13. - 31 ATTA HB -595- NT 3
Date
U�rU� CITY OF HUNTINGTON BEACH
Profegsional Service Approval Form
PART 11
�C
Date 6/28/2013 Project Manager Dahle Bulosan
Requested by Name if different from Project Manager
Department Finance
RECEIVED
Ju(I t:Z,2011
PARTS I & II OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE
COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED FOR APPROVAL. PART I
& II MUST BE FILED WITH ALL APPROVED CONTRACTS.
1) Name of consultant Mayer Hoffman McCann P C
2) Contract Number FIN
(Contract numbers are obtained through Finance Administration x 5630)
3) Amount of this contract $ 112,500 P74 4-3
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
t(� ,- Budget A p val Si ture
W
Director of Finance (or designee) Signature
hi
ate
--? I q , ,
Date
1*1
ATTA HB -599- NT 3 Item 13. - 32
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Item 13. - 33 xB -600-
These financial statements are provided to The City Of Huntington Beach, California (the "City") in
connection with Mayer Hoffman McCann P C 's proposal to perform services for the City and shall not be
duplicated, used or disclosed in whole or in part for any purpose other than to evaluate this proposal
AT A HB -601- NT 3 Item 13. - 34
MAYER HOFFMAN McCANN P.C.
INCOME STATEMENTS
Years Ended December 31, 2012 and 2011
PROFESSIONAL SERVICE REVENUES
OPERATING EXPENSES
Administrative service fees and personnel costs
Administrative service fees
Personnel costs - national and regional
Compensation commitments from acquisitions
Subtotal
Continuing professional education
Liability insurance, settlement and claims expenses
Office support services
Dues and licenses
Outside consulting services
Practice development
Printing and office expense
Subscriptions and software licenses
Bad debts
Amortization
Other
Subtotal
TOTAL OPERATING EXPENSES
OPERATING INCOME
OTHER INCOME (EXPENSE)
Interest expense
Interest income
Litigation proceeds, net
Miscellaneous income
TOTAL OTHER INCOME (EXPENSE)
INCOME BEFORE INCOME TAXES
INCOME TAX EXPENSE
NET INCOME (LOSS)
2012
2011
$ 108,390,679 $ 106,600,884
92,472, 838
5,270,232
1,181,004
98,924, 074
2,184,418
3,470,129
627,913
585,731
246,581
75,614
185,095
604,263
27,974
1,084,514
63,526
9,155,758
108,079,832
310,847
(173,167)
5,720
3,142
60,409
(103,896)
206,951
228,148
91,121,054
4,736,768
1,181,004
97, 038, 826
1,855,104
2,762,792
497,906
772,221
140,191
251,701
194,452
739,765
346,581
1,047,646
14,135
8,622,494
105,661,320
939,564
(166,419)
8,619
4,660
9,980
(143,160)
796,404
337.822
$ (21,197) $ 458,582
Item 13. - 35 ATT, HB -602- NT 3
Mayor Hoffman McCann P.C.
Board Resolution
The undersigned, being all members of the Board of Directors of Mayer
Hoffman McCann P C , a Missouri professional corporation "the Corporation", do
hereby approve and adopt the following resolution
RESOLVED, that the shareholders of Mayer Hoffman McCann P.0 as
listed below are hereby authorized to sign and execute contracts to provide
professional services on behalf of the Corporation
1
Ken AI -Imam
8 Dana Basney
2.
Marcus Davis
9 Laurie Hopkins
3
Ron Rolwes
10 Bill Tapp
4
Jennifer Farr
11 Bruce Murphy
5.
Matthew Lenton
12 Laura Brock
6
Benjamin Reyes
13 Jay Webber
7
Sam Perera
IN WITNESS WHEREOF, the undersigned have hereunto subscribed their names
effective as of February 16, 2012
William L Hancock %
_ V _ V
Ernest F Baugh
w.
Chuck McLane
Paul E Nation
Stephen Leff
Mark
Bruce Murphy
ATTAHB-603-NT 3 Item 13. - 36
From:
Buloenn.Onh|e
Sent:
Fndny, July 24.2O154O5PM
To-
Londemnn.Mnry
Cc:
Eepnnzn.Pntty
Subject:
FW Address
PU
-
From: Jennifer Farr
Sant: Friday, July 24` 20154 01 PK4
To: Bu|osan' Dah|e
Cc: Jeff Ball
Subject: RE Address
H| D@h|e'
Thank you for the good news Our address has not changed See below in my email signature
Jennifer Farr, CPA, MBA | Partner
Davis Farr l.LP | 2�01 Dupont Drive, Suite 200 | kvmo CA926|2
From: Bu|osan,Dahle
Sent: Friday, July 24, 2015 7'46AM
To: Farr, Jennifer
Subject- Address
Jennifer,
Good news, our City Council approved the assignment ofthe contract Our City Clerk's office needs your address to
send the approved agreement I'm not sure if it changed
DahleBuloman,CPA
F/nanuoManagor-Auuovnbng
Finance Department
City ofHuntington Beach
2000 Main Street
Huntington Beach, CA82048
Phone (714)530-5048
1
City Of Huntington Beach
2000 Main Street ® Huntington Beach, CA 92648
(714) 536-5227 ® www.huntingtonbeachca.gov
Office of the City Clerk
Joan L. Flynn, City Clerk
July 27, 2015
Davis Farr, LLP
Attn Jennifer Farr
2301 Dupont Drive, Suite 200
Irvine, CA 92612
Dear Ms Farr
Enclosed for your records is a copy of the fully executed "Consent to Assignment of Audit
Agreement" for Transient Occupancy Tax (TOT) and Lease Concession Audit Services
Sincerely,
Joan L Flynn, CIVIC
City Clerk
JF pe
Enclosure
Sister Cities Anjo, Japan ® Wartakere, New Zealand
Dept. ID FN 13-011 Page 1 of 2
Meeting Date: 8/5/2013
CITY OF HUNTINGTON BEACH
REQUEST FOR CITY COUNCIL ACTION
MEETING DATE: 8/5/2013
SUBMITTED TO: Honorable Mayor and City Council Members
SUBMITTED BY: Fred A. Wilson, City Manager
PREPARED BY: Lori Ann Farrell, Director of Finance
SUBJECT: Approve and Authorize Execution of the Professional Services Contract with
Mayer Hoffman McCann P.C. for Transient Occupancy Tax and Lease
Concession Audit Services
Statement of Issue:
City Council approval is requested to approve a three-year professional services contract with
Mayer Hoffman McCann P.C. (MHM) for Transient Occupancy Tax (TOT) and Lease Concession
Audit Services.
Financial Impact:
Sufficient appropriations are budgeted in the current fiscal year in account 10035205.69355 in the
Finance Department to support the annual contract value of $37,500. The FY 2013/14 Proposed
Budget also includes an appropriation for this contract. Funds for future years will be budgeted,
accordingly.
Recommended Action: Motion to:
Approve and authorize the Mayor and City Clerk to execute the "Professional Services Contract
between the City of Huntington Beach and Mayer Hoffman McCann P.C. for Transient Occupancy
Tax and Lease Concession Audit Services" in an amount not to exceed $112,500 ($37,500 per
year).
Alternative Action(s):
Do not approve the contract and direct staff accordingly.
Analysis:
The City of Huntington Beach currently collects transient occupancy tax revenue from 22
hotels/inns and receives a percentage of the monthly gross revenues from 27
concessionaires. Below is a summary of the actual revenue the City received from TOT
and lease concession revenues over the past three years.
Fiscal Year
Transient
Occupancy Tax
Lease Concessions
2009-10
$5,819,837
$1,288,133
2010-11
6,470,486
1,220,543
2011-12
7,203,534
1,367,637
Item 16. - 1 HB -360-
Dept. ID FN 13-011 Page 2 of 2
Meeting Date: 8/5/2013
The City posted the Requests for Proposals for Transient Occupancy Tax and Lease
Concession Audit Services on PlanetBid, the City's bid management website. Proposals
were received from the following firms:
1. Mayer Hoffman McCann P.C.
2. Badawi & Associates, CPA
3. Communications Support Group, Inc.
4. Conrad LLP
5. MuniServices
After a thorough review of each proposal and interviews with the firms, Mayer Hoffman
McCann P.C. was selected as the most qualified firm to perform the TOT and Lease
Concession audits. MHM has performed over 120 TOT audits in the last three years, and
has been largely successful at recovering unreported revenues for a majority of clients.
Additionally, MHM is the only firm interviewed with extensive experience in performing
Concession audits. MHM regularly performs Concession audits for several California cities
and counties, including the County of Los Angeles and County of Orange.
The professional services contract will provide the following services to the City:
- Transient Occupancy Tax audits of 22 hotels within the three-year contract period,
with each audit covering the previous three-year period.
- Lease Concession Audits of 27 concessionaires, with each audit covering the
previous three-year period.
This professional services agreement will be for a total of three years, with a total maximum
payment amount of $112,500 over the three-year period. The total payment per year will
not exceed $37,500 and can be accommodated within the Finance Department's budget.
Staff recommends retaining Mayer Hoffman McCann P.C. to perform these audits to
ensure that all TOT and Lease Concession revenue due to the City is received. Combined
General Fund TOT and Lease Concession revenue totaled $8.6 million last year, signaling
the significance of these sources of revenue to the City. Revenue audits were last
performed in fiscal year 2009/2010 by City staff and have not been done since then due to
staff shortages caused by the recent recession. Hiring a firm that specializes in auditing
compliance with TOT regulations and the City's multiple concession agreements will help
ensure the City is receiving the maximum amount, of revenue it is entitled to pursuant to
existing regulations and law.
Environmental Status:
N/A
Strategic Plan Goal:
Improve the City's long-term financial sustainability.
Attachment(s):
1. "Professional Service Contract between the City of Huntington Beach and Mayer Hoffman
McCann P.C. for Transient Occupancy Tax and Lease Concession Audit Services".
2. Certificate of Insurance
HB -361- Item 16. - 2
ATTACHMENT #1
Item 16. - 3 xB -362
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
MAYER HOFFMAN MCCANN P.C.
FOR
TRANSIENT OCCUPANCY TAX AND LEASE CONCESSION AUDIT 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 MAYER HOFFMAN MCCANN P.C., a California corporation hereinafter referred to
as "CONSULTANT."
WHEREAS, CITY desires to engage the services of a consultant to provide annual auditing
services related to city transient occupancy tax receipts and lease concessionaire 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 Jennifer Farr who shall represent it and be its
sole contact and agent in all consultations with CITY during the performance of this Agreement.
2. CITY STAFF ASSISTANCE
CITY shall assign a staff coordinator to work directly with CONSULTANT in the
performance of this Agreement.
agree/ smfueUprofessional svcs mayor I Of 11
10/12
3. TERM; TIME OF PERFORMANCE
Time is of the essence of this Agreement. The services of CONSULTANT are to
commence on (.�-r QS , 20 /3 (the "Commencement Date"). This Agreement
shall automatically terminate three (3) 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 3 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 one hundred twelve thousand five hundred Dollars ($112,500).
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.
6. METHOD OF PAYMENT
CONSULTANT shall be paid pursuant to the terms of Exhibit "B."
agree/ surfnet/professional svcs mayor 2 of 11
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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.
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
agree/ surfneUprofessional svcs mayor 3 of 11
10/12
($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 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 effect 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:
agree/ surfnet/professional svcs mayor 4 of 11
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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.
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
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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 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
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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: Dahle Bulosan
2000 Main Street
Huntington Beach, CA 92648
17. CONSENT
TO CONSULTANT:
Mayer Hoffman McCann P.C.
ATTN: Jennifer Farr
2301 Dupont Dr., Ste 200
Irvine, CA 92612
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 jurisdiction to be
unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining
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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.
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
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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 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 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
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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 Council.
This Agreement shall expire when terminated as provided herein.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
and through their authorized officers.
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CONSULTANT,
Mayer Hoffman McCann P.C.
COMPANY NAME
By:
print name
ITS: (circle one) Chairm an/PresidentN ice President
print name
ITS: (circle one) Secretary/Chief Financial Officer/Asst
Secretary- Treasurer
CITY OF HUNTINGTON BEACH, a
municipal corporation of the State of
Cal' is -
Mayor
CjV Clerk
INTTJATED AND APPROVED:
Director of Finance - -
REVIEi i
APPROVED:
dAyManager
r� J
APPROVED AS TO FORM:
City ttomey
11•�i•l�
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EXHIBIT "A"
A. STATEMENT OF WORK: (Narrative of work to be performed)
Transient Occupancy Tax Audits
We plan to audit each of the 22 hotels within the three year contract period. We plan to audit
1/3rd of the hotels each year. The audit would cover the previous three year period. The
following suggested procedures would be performed:
Prior to the start of audit fieldwork, we will perform the following procedures:
1. Review the City's municipal code for Transient Occupancy Taxes.
2. Provide the City with a form letter to notify the hotel of the upcoming audit.
3. Call hotel to schedule the audit. We typically provide a few optional dates for the audit and
work with the hotels to find a mutually agreeable audit start date.
4. Send the Hotel an audit request list at least a week prior to the audit start date.
5. Review results of prior audits for the Hotel to determine if there are areas that require follow up.
6. Discuss any specific concerns the City has with the Hotel.
Our fieldwork procedures at each Hotel include the following procedures:
7. We will obtain all reports provided by the hotel owner to the City for the period under audit.
8. We will interview the appropriate individuals responsible for recording revenues reported
to the City. We will document and walkthrough a typical transaction from billing to collection to
recording to deposit, if any. During the process, we will gain an understanding of the specific
system reports used to generate reporting to the City and determine what adjustments are made to
any system reports or files.
EXHIBIT A
9. We will trace information from the reports provided to the City to hotel reports supporting
the amounts reported. We will select a sample of transactions to drill down from the hotel reports to
ensure amounts are supported by adequate source documents.
10. We will select a sample of bank statements utilized by the hotel management company and
trace amounts from the bank statements to the system reports to ensure completeness of the
system reports.
11. We will review the Hotel's reports and financial statements to identify revenues that are not
included as taxable for calculation of the tax. We will evaluate the reasonableness of the exclusion.
12. We will select a sample of monthly revenues reported to the City and trace revenues to detailed
reports by customer (daily reports). From these detailed reports, we will select a sample of
customer folio's to verify that all amounts collected from the customers are reflected in the system
reports.
13. We will evaluate the hotel owner's adherence to charging Transient Occupancy Taxes through
review of folios. For any exemptions noted, we will review evidence that the exemption was
allowable (e.g. government employee, stay longer than 30 days, etc.).
14. We will calculate the amount due to the City based on the applicable tax rate. We will
recalculate any credits for TOT earned in the Huntington Beach Redevelopment Project Area, as
applicable.
15. We will ensure reports were submitted to the City on time or penalties were properly calculated
if TOT returns were late.
16. We will conduct an exit meeting with the hotel management company summarizing our findings
to ensure we answer any questions they have about our findings.
EXHIBIT A
17. We will issued an agreed -upon -procedures report in accordance with the standards established
by the American Institute of Certified Public Accountants. The report will identify the agreed upon
procedures performed, results reached and recommendations.
18. We will provide the draft report to the City for review and finalize within 5 days of the
City's review.
We plan to provide a monthly report to the City indicating the dates each audit has been
scheduled, any contact between the MHM and the operator, and any known issues that arise
during the course of the audit.
Concessionaire Audits
We understand the City has agreements with 27 concessionaires requiring fees to be paid to the City
based on revenues generated within the City. We plan to audit 1/3rd of the concessionaires each
year. The audit would cover the previous three year period.
Prior to the start of audit fieldwork, we will perform the following procedures:
1. Review the City's agreement with the concessionaire.
2. Provide the City with a form letter to notify the business of the upcoming audit.
3. Call business to schedule the audit. We typically provide a few optional dates for the audit and
work with the business to find a mutually agreeable audit start date.
4. Send the business an audit request list at least a week prior to the audit start date.
5. Review results of prior audits for the business to determine areas that require follow up.
6. Discuss any specific concerns the City has with the business.
EXHIBIT A
Our fieldwork procedures at each Business include the following procedures:
7. Obtain all revenue reports provided by the business to the City for the period under audit.
8. Interview the appropriate individuals responsible for recording revenues reported to the City.
During the process, we will gain an understanding of the specific system reports used to generate
reporting to the City and determine what adjustments are made to any system reports or files.
9. We will trace information from the reports provided to the City to the business' reports
supporting the amounts reported. We will reconcile the information in these reports to the
accounting system reports showing all revenues collected by the business.
10. We will reconcile revenue reported on tax returns to revenue reported to the City.
11. We will select a sample of bank statements utilized by the business and trace amounts from the
bank statements to the system reports to ensure completeness of the system reports.
12. We will evaluate the reasonableness of revenues not considered taxable by the business.
13. We will reconcile the daily reports to a sample of monthly revenue reports.
14. We will select a sample of daily reports and trace amounts to individual receipts supporting the
daily report.
15. Test the daily and monthly reports for mathematical accuracy and proper calculation of tax.
16. For any credits or exemptions allowed by the agreement, we will verify documentation exists
supporting the exemption.
17. We will conduct an exit meeting with the business to summarizing our findings to ensure we
answer any questions they have about our findings.
18. We will issued an agreed -upon -procedures report in accordance with the standards established
by the American Institute of Certified Public Accountants. The report will identify the agreed upon
procedures performed, results reached and recommendations.
EXHIBIT A
19. We will provide the draft report to the City for review and finalize within 5 days of the
City's review.
We plan to provide a monthly report to the City indicating the dates each audit has been scheduled,
any contact between the MHM and the business, and any known issues that arise
during the course of the audit.
B. CONSULTANT'S DUTIES AND RESPONSIBILITIES:
Included in section A above
C. CITY'S DUTIES AND RESPONSIBILITIES:
Provide support, access and documentation as needed to assist consultant with audit.
D. WORK PROGRAMJPROJECT SCHEDULE:
Actual dates TBD but will follow these steps:
Notification letters sent out by City
Scheduling and request lists sent by MHM
TOT and Concessionaire Audit Fieldwork
Draft reports provided to City
Finalize all report
EXHIBIT A
July/August 2013
August/September 2013
September -October 2013
November 2013
December 2013
EXHIBIT "B"
SECTION F
FEES
The following is a summary or our fixed fee (including out-of-pocket expense) for performing
the audits noted below for the City of Huntington Beach:
Service Provided
Year 1
Year 2
Year 3
Transient Occupancy Tax Agreed Upon
$ 15,000
15,000
15,000
Procedures
Concessionaires Agreed Upon
22,500
22,500
22,500
Procedures
1'r� rs T n --r�o Tip
1a 89Q
e
�-100
17,000
groGedurgs
While we do not anticipate the City requesting additional work outside the scope of the agreed -
upon -procedures, the following hourly rates would be applicable if additional work was
requested:
Classification Dourly hate
Partner
$200
Manager
150
Senior
125
Staff
100
15
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:
B. Travel Charges for time during travel are not reimbursable.
C. Billing
All billing shall be done monthly in fifteen (15) minute increments and matched to an
appropriate breakdown of the time that was taken to perform that work and who
performed it.
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 project.
A copy of memoranda, letters, reports, calculations and other documentation prepared
by CONSULTANT may be required to 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.
4. 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.
1
Exhibit B
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
Exhibit B
EXHIBIT "B"
Payment Schedule (Fixed Fee Payment)
1. CONSULTANT shall be entitled to monthly progress payments toward the fixed fee set
forth herein in accordance with the following progress and payment schedules.
2. 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.
3. CONSULTANT shall submit to CITY an invoice for each monthly progress 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.
4. 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.
Exhibit B
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
MAYER HOFFMAN MCCANN P.C.
FOR
TRANSIENT OCCUPANCY TAX AND LEASE CONCESSION AUDIT 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
Certificate of Insurance............................................................................................5
IndependentContractor............................................................................................6
Termination of 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
DATE IMMIDDIYYYY)
CERTIFICATE LIABILITY . INSURANCE U ' 06/26'/2013
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($), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the pollcy(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 net confer rights to tha
certificate holder In lieu of si—h endorsement(s).
PRODUCER (847) 3,15-6800 (847) 385-6801 NAME T Lemme Insurance Group, Inc._
_._ . .._...... .- ...
Lemme Insurance Group, Inc. aD°N� ExU: (847 385-6800 I1ac,rial (847) 385-601,
EDDRE hecht@femme com
111 West Campbell Street AODREss: __
4th Floor _ ,,,,__INSURER($) AFFORDING COVERAGE
Arlington HeLqhtS, IL 60005 _ INsuRER -: }nterstate Fire & Casual Company {2282_.9 __ _
INSURED INSURER B :
Mayer Hoffman McCann P.C.
11440 Tomahawk Creek Parkway
Leawood, KS 66211
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
I CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS
I EXCLUSIONS AND CONDITIONS OF SUCH POLICIES- LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS-
INSR j
ACDL
SUER)
POLIOY EFF _ POLICY EXP
LIMITS
LTR
TYPE OF INSURANCE
nits
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POLICY NUMBER MM10D1YYYYS tMMlDO/YYYY
-
GENERAL LIABILITY
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_ .i EACH OCCURRENCE
S
COMMERCIAL GENERAL LIABILITY
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- G PREM �E':,' IEa occurrence)
;
- S
CLAIMS -MADE OCCUR
I II MED EXP (Any one person)
S
PERSONAL & ADV INJURY
S
1
i ( GENERAL AGGREGATE
GEN'L AGGREGATE LIMIT APPLIES PER
15
I PRODUCTS C3MR40P AGG
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S _
POLICY — PRO- LOCBI
SINGLE LIMIT -
-
AUTOMOBILE LIABILITY
! iEaCO acctdeen S
I
ANY AUTO
BODILY INJURY. Per person) S
l
ALL OWNED SC HE'ULED
I BODILY INJURY 'Per acadent) Ii S
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AUTOS I AUT05
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NON -OWNED
HIRED AUTOS ' AUTOS
PROPERTY DAMAGE ; S -
%Per acrdent) -
I
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-
UMBRELLA LIAB
HCLAIMS-MADE
OCCUR
EACH OCCURRENCE
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EXCESS LIAB
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WORKERS COMPENSATION
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OFFICERIMEMBER EXCLUDED? ❑
(Mandatory In NH)
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If yes. describe under
i EL DISEASE LIMIT
DESCRIPTION OF OPERATIONS below
-POLICY
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Professional Liability
ACL-1000076 11/1/2012 ! 11/1/2013 $1,000,000 Per Claim and Annual
)
A re ate
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101. Additional Remarks Schedule, B more space is required)
CERTIFICATE HOLDER GANUtLL.A I IUIM
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
ACORD 26 (2010105)
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
cnn 1998-2010 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
surf4 INSURANCE AND INDEMNIFICATION WAIVER
fflltin6i MODIFICATION REQUEST
I
1. Requested by: Jim Sloboian
2. Date: 6-27-13
3. Name of contractor/permittee: Mayer Hoffman McCann P.C.
4. Description of work to be performed: Compliance audit related to transient occupancy tax
and lease concessionare revenue receipts.
5. Value and length of contract: NTE $112,500 for 3 years
6. Waiver/modification request: Waive CA admitted carrier requirement & deductible
requirement
7. Reason for request and why it should be granted: Contractor reserves full $750,000 of
their deductible, & is included in the Liability insurance settlement and claims expenses
line item. Contractor has a $2M Line of Credit available. Coverage is written by Interstate
Fire & Casualty Company (Fireman's Fund) which is a non -admitted surplus carrier in CA
8. Identify the risks to the City in approving this waiver/modification: none
Department Head Signature
6-27-13
Date:
APPROVALS
Approvals must be obtained in the order listed on th' orm. Two approvals are required
for a request to be granted. Approval from the Ci dministrat Office is only required if
Risk Management and the C ttor a disagree.
1. Riisk%Management
a3/Approved ❑ Deni
Signature 164e
2. City Attorney's Office -7/
proved ❑ D e " /�
Signatu a Date
3. City Manager'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 Human Resources
Insurance Waiver Form 6/27/2013 3:49:00 PM
CITY OF HUNTINGTON BEACH
Professional Service Approval ForMRECETVED
PART I
Date: 3/1/2013 Project Manager Name: Dahle Bulosan
Requested by Name if different from Project Manager:
Department: Finance
JUL 12 2M
PARTS I OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE
COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED BY THE CITY MANAGER,
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:
audit of TOT and Lease Concession revenue to ensure compliance
2) Estimated cost of the services being sought: $ 112,500
3) Are sufficient funds available to fund this contract? ® Yes ❑ No
If no, please explain:
4) 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.
5) Is this contract general) describ d on the list of professional service contracts approved by the
City Council? I e ans er to is question is "No," the contract will require approval from the
City Counci . ® Y s ❑ No
'3 ^ 1 — Z0 2
Fisc Se ' e anager Signature Date
6) Amount, Business Unit (8 digits) and Object Code (5 digits) where funds are budgeted
(Please note that a budget check will occur at the object code level):
10035205.69360 $112,500 �(�(3 �10�6UD $
Budget Approval
Head Signature(s)
�—� Director of Finance's Signature
Deputy City Manager's Signature
Date
/ J kh
2
Date
7 &3 i
Dat
Date
Manager's Signature
Date
&� CITY . : BEACH
g • • Approval Form
PART 11
Date: 6/28/2013 Project Manager: Dahle Bulosan
Requested by Name if different from Project._ Manager:
Department: Finance
RECEIVED
Jul, it, 20i-5
PARTS I & 11 OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE
COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED FOR APPROVAL. PART 1
& 11 MUST BE FILED WITH ALL APPROVED CONTRACTS.
1) Name of consultant: Mayer Hoffman McCann P.C.
2) Contract Number: FIN
(Contract numbers are obtained through Finance Administration x 5630)
3) Amount of this contract: $ 112,500�
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.
Budget A p val Si ture ate
W
Director of Finance (or designee) Signature Date
Bid Results for Project Revenue Compliance Audit Services (2013-0206)
Issued on 02/06/2013
Bid Due on March 4, 2013 4:00 PM (Pacific)
Bidder Info
Vendor Name .
Address
City
State
ZipCode Respondee
Respondee Title
Respondee Phone
Respondee Email
badawi & associates
180 grand ave, suite 955
oakland
CA
94612 Ahmed Badawi
President
510-768-8244 Ext.
abadawi@b-acpa.com
CBIZ MHM, LLC
2301 Dupont Drive, Ste 200
Irvine
CA
92612 Jennifer Farr
Shareholder
949-783-1740 Ext.
jfarr@cbiz.com
MuniServices, LLC
7625 N. Palm Avenue, Suite 108
Fresno
CA
93711 Doug Jensen
SVP Client Services
800-800-8181 Ext.5012
doug.jensen@muniservices.com
Conrad LLP
16 Technology, Ste 202
Irvine
CA
92618 Matthew Conrad
Managing Partner
949-552-7700 Ext. 205
mconrad@conradllp.com
Communications Support Group, Inc.
1255 Somerset Lane
Newport Beach
CA
92660 John Risk
President
714-788-8566 Ext.
jrisk@csgaudits.com
MAYER HOFFMAN McCANN P.C.
INCOME STATEMENTS
DECEMBER 31, 2012 AND 2011
These financial statements are provided to The City Of Huntington Beach, California (the "City") in
connection with Mayer Hoffman McCann P.C.'s proposal to perform services for the City and shall not be
duplicated, used or disclosed in whole or in part for any purpose other than to evaluate this proposal.
MAYER HOFFMAN McCANN P.C.
INCOME STATEMENTS
Years Ended December 31, 2012 and 2011
PROFESSIONAL SERVICE REVENUES
OPERATING EXPENSES
Administrative service fees and personnel costs:
Administrative service fees
Personnel costs - national and regional
Compensation commitments from acquisitions
Subtotal
Continuing professional education
Liability insurance, settlement and claims expenses
Office support services
Dues and licenses
Outside consulting services
Practice development
Printing and office expense
Subscriptions and software licenses
Bad debts
Amortization
Other
S u btota I
TOTAL OPERATING EXPENSES
OPERATING INCOME
OTHER INCOME (EXPENSE)
Interest expense
Interest income
Litigation proceeds; net
Miscellaneous income
TOTAL OTHER INCOME (EXPENSE)
INCOME BEFORE INCOME TAXES
INCOME TAX EXPENSE
2012
2011
$ 108,390,679 $ 106,600,884
92,472, 838
5,270,232
1,181,004
98,924,074
2,184,418
3,470,129
627,913
585,731
246,581
75,614
185,095
604,263
27,974
1,084,514
63,526
9,155,758
108, 079, 832
91,121,054
4,736,768
1,181,004
97,038,826
1,855,104
2,762,792
497,906
772,221
140,191
251,701
194,452
739,765
346,581
1,047,646
14,135
8,622,494
105,661,320
310,847 939,564
(173,167)
5,720
3,142
60,409
(103,896)
206,951
228,148
(166,419)
8,619
4,660
9,980
(143,160)
796,404
337,822
NET INCOME (LOSS) $ (21,197) $ 458,582
Mayer Hoffman McCann P.C.
Board Resolution
The undersigned, being all members of the Board of Directors of Mayer
Hoffman McCann P.C., a Missouri professional corporation "the Corporation", do
hereby approve and adopt the following resolution:
RESOLVED, that the shareholders of Mayer Hoffman McCann P.C. as
listed below are hereby authorized to sign and execute contracts to provide
professional services on behalf of the Corporation.
1.
Ken AI -Imam
8. Dana Basney
2.
Marcus Davis
9. Laurie Hopkins
3.
Ron Rolwes
10. Bill Tapp
4.
Jennifer Farr
11. Bruce Murphy
5.
Matthew Lenton
12. Laura Brock
6.
Benjamin Reyes
13. Jay Webber
7.
Sam Perera
IN WITNESS WHEREOF, the undersigned have hereunto subscribed their names
effective as of February 16, 2012.
William L. Hancock j
�_.'
Chuck McLane '
Paul E. Nation
Stephen Leff
Mark
Bruce Murphy
ATTACHMENT #2
® DATE(MMIDDIYYYY)
A� ® CERTIFICATE OF LIABILITY INSURANCE
06/26/2013
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(les) 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 si—h endorsement(s).
CONT
PRODUCER (847) &15-6800 (847) 385-6801 AMEA T Lemme Insurance Grpup- Inc.
Lemme Insurance Group, Inc. PHDNE 847 __ 385-6800 .__Lkc'Nal. 8f�47j 385-6801
I111 West Campbell Street EADDDREss: •hecht®lemme.com . _
4th Floor _ INSURERIS) AFFORDING COVERAGE _ • NAIC A
Arhmntnn Wainintc 11 RnnM INSURER A: Interstate Fire & Casualty Comuanv 22829
INSURED INSURER B :
Mayer Hoffman McCann P.C. INSURERC:
11440 Tomahawk Creek Parkway INSURER D: _
Leawood, KS 66211 INSURER E
INSURER F
nrn-r,�,..�-rn e,nanero. RFVISInPI PIIHORFR'
vTHIS 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.
ILsq
TYPE OF INSURANCE
ADDL
eR
POLICYNUMBER
MMI�� EFF
POLICYONYYY
LIMITS
GENERAL LIABILITY
EACH OCCURRENCE
S
PREMISES IE, occurrence
5
COMMERCIAL GENERAL LIABILITY
MED EXP (Arty one person)
$
CLAIMS -MADE OCCUR
PERSONAL & ADV INJURY
S
GENERAL AGGREGATE
$
GEN'LAGGREGATE LIMIT APPLIES PER
PRODUCTS COMPIOPAGG
5
5
POLICY M PRO. LOC
AUTOMOBILE LIABILITY
E� MDSINGLELIMIT
S
BODILY INJURY (Per person)
S
ANY AUTO
BODILY INJURY (Per ecadent)
5
ALL OWNED SCHLt ULED
AUTOS AUTOS
HIRED AUTOS AUTOSWNED
PROPERTY MA
Perac dent
S
5
UMBRELLA LIAeHCLA1m5-MADE
OCCUR
EACH OCCURRENCE
$
AGGREGATE
S
EXCESS UAB
DED I I RETENTIONS
S
WORKERS COMPENSATION'MT
AND EMPLOYERS' UABIUTY
ANY PRDPRIETORIPARTNERIEXECUTIVE Y�
WC YSTA7U• OTH•
I ER
E L EACH ACCIDENT
S
E L DISEASE - EA EMPLOYE
5
OFFICER/MEMBER EXCLUDED?
)MendaR In NMI
NIA
I
E L DISEASE • POLICY LIMIT
S
If yes. describe under
DESCRIPTION OF OPERATIONS below
A
Professional Liability
ACL-1000076 11/1/2012
11/1/2013
$1,000,000 Per Claim and Annual
Aqqreqate
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101. AddlUanal Remarks Schedule, it more space Is required)
CI[
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
9)1988-2010 AdORDICOIRPORATION. All rights reserved,
ACORD 26 (2010106) The ACORD name and logo are registered marks of ACORD
HB -385- Item 16. - 26
surf"
INSURANCE AND INDEMNIFICATION WAIVER
MODIFICATION REQUEST
1. Requested by: Jim Slobojan
2. Date: 6-27-13
3. Name of contractor/permittee: Mayer Hoffman McCann P.C.
4. Description of work to be performed: Compliance audit related to transient occupancy tax
and lease concessionare revenue receipts
5. Value and length of contract: NTE $112,500 for 3years
6. Waiver/modification request: _Waive CA admitted carrier requirement & deductible
requirement
7. Reason for request and why it should be granted: Contractor reserves full $750 000 of
their deductible, & is included in the Liability insurance settlement and claims expenses
line item. Contractor has a $2M Line of Credit available Coverage is written by Interstate
Fire & Casualty Company Fireman's Fund which is a non -admitted surplus carrier in CA.
8. Identify the risks to the City in approving this waiver/modification: none
4d§�j6tj�4
6-27-13
epartment Head Signature Date:
APPROVALS
Approvals must be obtained in the order listed on th' orm. Two approvals are required
for a request to be granted. Approval from the C' dministrat Office is only required if
Risk Management and the C' ttor a disc ree.
1. ;Approved
�Management ❑ Den
Signature t
2. City Attorney's Office /
VYY proved ❑
Signatu a Date
3. City Manager'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 Human Resources
Item 16. - 27 HB
insurance Waiver Form
-386-
6/27/2013 3:49:00 PM
City Of Huntington Beach
2000 Main Street ♦ Huntington Beach, CA 92648
(714) 536-5227 ♦ www.huntingtonbeachca.gov
Office of the City Clerk
Joan L. Flynn, City Clerk
August 8, 2013
Mayer Hoffman McCann, P.C.
Attn: Jennifer Farr
2301 Dupont Dr., Ste. 200
Irvine, CA 92612
Dear Ms. Farr:
Enclosed for your records two duplicate originals of the "Professional Services Contract
Between the City of Huntington Beach and Mayer Hoffman McCann P.C. for Transient
Occupancy Tax and Lease Concession Audit Services."
Sincerely,
JoarLFlynn, CIVIC
City Clerk
JF:pe
Enclosures
Sister Cities: Anjo, Japan ♦ Waitakere, New Zealand .