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Keyser Marston Associates, Inc. - 2014-10-06
Dept. ID ED 16-33 Page 1 of 2 Meeting Date: 10/17/2016 I�W,jd vet 7 -- v CITY OF HUNTINGTON BEACH REQUEST FOR. CITY COUNCIL ACTION MEETING DATE: 10/17/2016 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Kenneth A. Domer, Assistant City Manager Kellee Fritzal, Deputy Director, Business Development SUBJECT: Approve and authorize execution of Amendment No. 2 to the Professional Services Contract with Keyser Marston Associates, Inc. for Economic Analysis Services in the amount of $35,000, for a total contract amount not to exceed $380, 000 Statement of Issue: The City Council is asked to approve an amendment to a Professional Services Agreement with Keyser Marston Associates, Inc. to increase the contract amount by $35,000 to provide additional economic analysis to the City and Successor Agency. Financial Impact: Funds have been budgeted in the amount of $17,500 in Fund account 35080101.69325 (Successor Agency) and in the amount of $17,500 in Fund account 35280301.69365 (Housing Authority) for fiscal year 2016/17. Recommended Action: Approve and authorize the Mayor and City Clerk to execute "Amendment No. 2 to Agreement Between the City of Huntington Beach and Keyser Marston Associates Inc. for Economic Analysis Services." Alternative Action(s): Do not authorize the contract and/or direct staff accordingly. Analysis: The City and Keyser Marston Associates Inc. (KMA) entered into a three-year contract on October 6, 2014, to provide financial analysis and technical assistance on an as -needed basis. The current contract expires on October 5, 2017. The original contract was approved for $90,000 annually, not - to -exceed $270,000. However, the City experienced a greater need for the services of KMA than initially anticipated due to services that included assisting in the completion of the Long Range Property Management Plan, (LRPMP), disposition of assets from the LRPMP, review of the financial status of housing loans, and the completion of the state -mandated housing compliance reports due to the dissolution of the former Redevelopment Agency. As a result, the City Council approved Amendment No. 1 in the amount of $75,000 to provide ongoing services to prepare annual housing compliance reports, analysis of housing loans, and review of financial assistance of affordable housing projects. Item 7. - I HB -382- Dept. ID ED 16-33 Page 2 of 2 Meeting Date: 10/17/2016 Amendment No. 2 in the amount of $35,000 will provide services through the end of the three-year contract. This will allow KMA to complete projects on which they are currently working. Staff recommends providing additional compensation up to $35,000 for a total contract amount not to exceed $380,000 for the remainder of the contract ending October 5, 2017. Upon completion of the current agreement, a Request for Proposals will be issued for financial analysis and technical assistance. Environmental Status: Not Applicable Strategic Plan Goal: Strengthen economic and financial sustainability Attachment(s): 1. "Amendment No. 2 to Agreement Between the City of Huntington Beach and Keyser Marston Associates Inc. for Economic Analysis Services" xB _; s; _ Item 7. - 2 AMENDMENT NO. 2 TO AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND KEYSER MARSTON ASSOCIATES, INC. FOR ECONOMIC ANALYSIS 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 KEYSER MARSTON ASSOCIATES, INC., a California corporation, hereinafter referred to as "Consultant". WHEREAS, City and Consultant are parties to that certain agreement, dated October 6, 2014, entitled "Professional Services Contract Between the City of Huntington Beach and Keyser Marston Associates, Inc. for Economic Analysis Services," which agreement shall hereinafter be referred to as the "Original Agreement;" and City and Consultant are parties to Amendment No. 1, dated December 21, 2015, to the Original Agreement; and City and Consultant wish to amend the Original Agreement to reflect the additional work to be performed by Consultant, and the additional compensation to be paid in consideration thereof by City to Consultant, NOW, THEREFORE, it is agreed by City and Consultant as follows: ADDITIONAL WORK Consultant shall provide to City such additional services as required by City, including a variety of economic analysis services for projects on as as -needed basis. 2. ADDITIONAL COMPENSATION In consideration of the additional services to be performed hereunder as described in Section I above, City agrees to pay Consultant, and Consultant agrees to accept from City as full payment for services rendered, an additional sum not to exceed Thirty Five Thousand Dollars ($35,000.00), for a new total not to exceed sum of Three Hundred Eighty Thousand Dollars ($380,000.00). 3. REAFFIRMATION Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. 16-5464/144849.doc IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers 777 CONSULTAN"I'. CITY OF H UNTINGTON BEACH. K.EYSERMARS'l-ONASSOCIATF.S.INC., a municipal corporation of the State of California A California corporation 410� print name ITS: (circle one) Chaimwn/PresidenEHdent AND print name ITS: One"i SecretaryiChiefFinancial Officer. -J6 Secretary. - Trlit---r Mayor City Clerk IN'111ATED AND APPROVED: Assistant Citv Manager REVIEWED AND APPROVED: City Manager APPROVED AS TO FORM: Attorney 0" Ck�'2_0\t(o my 16-5464/144849.doc 2 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers r-)e746C� CONSULTANT, KEYSER MARSTON ASSOCIATES, INC., A California corporation By: print name ITS: (circle one) Chairman/PresidentNice President AND CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California Aod Mayor City Clerk print name INI TED PPROVED: ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary - "treasurer j C ssistant City Manager x REVIEWED AND APPROVED: APPROVED AS TO FORM: Attorney Q K.o Ci(?,lllb My 16-5464/ 144849.doe 2 City of Huntington Beach 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ www.huntingtonbeachea.gov Office of the City Clerk Robin Estanislau, City Clerk October 19, 2016 Keyser Marston Associates, Inc. Attn: Kathleen H. Head, VP 1500 South Grand Avenue, Suite 1480 Los Angeles, CA 90071 Dear Ms. Head: Enclosed is a copy of Amendment #2 to the "Agreement between the City of Huntington Beach and Keyser Marston Associates, Inc. for Economic Analysis Services." Sincerely, Robin Estanislau, CIVIC City Clerk RE: pe Enclosure Sister Cities: Anjo, Japan ♦ Waitakere, New Zealand Dept ID ED 15-33 Page 1 of 2 Meeting Date 12/21/2015 74.)P?J0d&-_t ;X —(D CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 12/21/2015 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A Wilson, City Manager PREPARED BY: Kenneth A Domer, Assistant City Manager Kellee Fritzal, Deputy Director, Business Development SUBJECT: Approve and authorize execution of Amendment No 1 to Professional Service Contract with Keyser Marston Associates, Inc in the amount of $75,000 to provide Economic Analysis Services Statement of Issue The City Council is asked to approve an amendment to a Professional Services Agreement with Keyser Marston Associates, Inc to increase the contract amount by $75,000 to provide additional economic analysis services to the City and Successor Agency Financial Impact Funds in the amount of $75,000 are available in Funds 350 (Successor Agency), 352 (Housing Authority) for fiscal years 2015/16 and 2016/2017 to fund this amendment Recommended Action Approve and authorize the Mayor and City Clerk to execute "Amendment No 1 to Agreement Between the City of Huntington Beach and Keyser Marston Associates Inc for Economic Analysis Services" to provide additional compensation up to $75,000 for a contract total amount not to exceed $345,000 Alternative Action(s) Do not authorize the contract and/or direct staff accordingly Analysis The City and Keyser Marston Associates Inc (KMA) entered into a three-year contract on October 6, 2014, to provide technical assistance and financial analysis on an as -needed basis The City has experienced greater need for the services of KMA than initially anticipated These services include assisting in completion of the Long Range Property Management Plan, sale of the Waterfront Hilton/Parcel C and Hyatt, review of the financial status of all outstanding housing loans, and the completion of state -mandated housing compliance reports due to the dissolution of the former Redevelopment Agency Therefore, based on the increased need, a corresponding increase in the current contract is required to provide ongoing services to prepare annual housing compliance reports, analysis of housing loans, and review of financial assistance of affordable housing projects Upon completion of the current agreement, a Request for Proposals will be issued for as -needed technical assistance and financial analysis Environmental Status Not Applicable xB -155- Item 11. - 1 Dept ID ED 15-33 Page 2 of 2 Meeting Date 12/21/2015 Strategic Plan Goal Strengthen economic and financial sustainability Attachment(s) 1 "Amendment No 1 to Agreement Between the City of Huntington Beach and Keyser Marston Associates Inc for Economic Analysis Services" Item 11. - 2 HB -156- AMENDMENT NO. 1 TO AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND KEYSER MARSTON ASSOCIATES, INC FOR ECONOMIC ANALYSIS 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 KEYSER MARSTON ASSOCIATES, INC, a California corporation, hereinafter referred to as "Consultant" WHEREAS, City and Consultant are parties to that certain agreement, dated October 6, 2014, entitled "Professional Services Contract Between the City of Huntington Beach and Keyser Marston Associates, Inc for Economic Analysis Services," which agreement shall hereinafter be referred to as the "Original Agreement," and City and Consultant wish to amend the Original Agreement to reflect the additional work to be performed by Consultant, and the additional compensation to be paid in consideration thereof by City to Consultant, NOW, THEREFORE, it is agreed b City and Consultant as follows 1 ADDITIONAL WORK Consultant shall provide to City such additional services as required by City, including a variety of economic analysis services for projects on as as -needed basis 2 ADDITIONAL COMPENSATION In consideration of the additional services to be performed hereunder as described in Section 1 above, City agrees to pay Consultant, and Consultant agrees to accept from City as full payment for services rendered, an additional sum not to exceed Seventy Five Thousand ($75,000 00), for a total not to exceed sum of Three Hundred Forty Five Thousand Dollars ($345,000 00) 3 REAFFIRMATION Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect 15-5030/129423 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers 72. 2i/ CONSULTANT, CITY OF HUNTINGTON BEACH, KEYSER MARSTON ASSOCIATES, INC., a municipal corporation of the State of California A California corporation By.Mayor print name ITS. (circle one) Chauinan/Presiden ice President AND City Clerk By: pant name INI I�TED AN P VED: ITS: (circle one) Secretary/CluefFinancial Officer/t57 CSi ret P Treasurer /Q& VV ssistant City Man REVIE D AND APPROVED: CitimEdger 15-5030/129423 S OINSURANCE AND INDEMNIFICATION WAIVER HJ3 MODIFICATION REQUEST 1 Requested by Kellee Fritzal 2 Date December 15, 2015 3 Name of contractor/permittee Keyser Marston Associates, Inc 4 Description of work to be performed Keyser Marston will provide economic analysis consulting services on an "as -needed" basis for Successor Agency, housing and econommc development Duties include advice and financial analysis feasibility studies or proforma analysis prepaing reports provide guidance in implementing reams 5 Value and length of contract $345,000 6 Waiver/modification request $25 000 retention/professional liability insurance 7 Reason for request and why it should be granted unable to comply with the City's zero deductible/SIR insurance requirement 8 Identify the risks,to Fart r n approving this waiver/modification None Department Head Signature / Z-- / ' -/ � Date APPROVALS Approvals must be obtained in the order listed on this form Two approvals are required for a request to be granted Approval fr m the City Administrator's Office is only required if Risk Management and e City Attorney' ffice disagree 1. ilk Management jJ� Approved ❑ Denied ;`c� �'1-��' °� r°' (( f7, nature Date 2. City Attorney's Office / Approved ❑ Denied / l l S Signature bate 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 doc 14, 1 JIGV 1 1 V — -- , ,,.1 .a► _' ®® CERTIFICATE OF LIABILITY INSURANCE D12�1��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 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 MOC Insurance Services License No 0589960 44 Montgomery St , 17th Fl San Francisco CA 94104 INSURED Keyser Marston Associates, Inc NAME 1, Halidee CalleDas PHONo (415)957--0600 �AAC, Noi (415)957-0577 ldre. N , EztJ EMAIL Shcalle7as@mocins com INSURER(Sl AFFORDING COVERAGE NAIC # INSURERA Citizens Insurance Co of America 31534 INSURERB Allmer3-C_a Financial Benefit Co 41840 INSURERC Republic Indemnity 22179 iNSURERD Evanston Insurance Co 35378 160 Pacific Avenue, Suite 204 INSURERE San Francisco CA 94111 INSURERF !^f1\lCOA/SGC /aGOTICl/`ATC All IAMRGA 7i11 ri-'707 ti RFViSIDN NUMBER - THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS TYPE OF INSURANCE ADDL BR - POLICY EFF POLICY EXP POLICYNUMBER MIDDIYYYY MMIDD/YYYY LIMITS X COMMERCIAL GENERAL LU1BILITY �EACH OCCURRENCE $ 1,000,000 rA � CLAIMS -MADE X] OCCUR E TO RENTED PREMISES (Fa occurrence) $ 500, 000 X ZDFA49104901 12/1/2015 12/1/2016 MED EXP (Anyone person) $ 10, a 00 No Deductible Applies PERSONAL- &ADVINJURY S 1,000,000 GENERAL AGGREGATE GEN LAGGREGATE LIMIT APPLIES PER $ 2,000,000 $ Included X POLICY PROJECT n LOG PRODUCTS-COMPIOP AGO OTHER AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accde_rM $ 1, 000, 000 _ BODILY INJURY (Per person) $ X� ANY AUTO B ALL OS SCHEDULED AUTOS AUTOS X AWFA49004901 12J1/2015 12/1/2016 $ BODILY INJURY{Peraccident) DM7AGE Derr accident) X X NON -OWNED $ HIRED AUTOS AUTOS Uninsured Molonsi combined $ 1, 000 , ODO X Comp $500 X Coll $500 X UMBRELLA X OCCUR EACH OCCURRENCE $ 4 ,000,000 00A AGGREGATE EXCESSLIAB CLANS -MADE t1211/2015 $ 4,000 000 $ DE)1$ /A X OBFA49117101 12/1./2016 COMPENSATION X STATUE ERR 1WORKERS AND EMPLOYERS, LIABILJTY Y f N9 ANY PROPRIETORIPARTNERIEXECUTIVE EL EACHACCIDENT� S 1 0D0 D00 OFFICERIMEMBER EXCLUDFD" (Mandatory In NH) N/AC 03954621 12/1J2015 12/1/2016 E L DISEASE - EA EMPLOYE $ 1, 000 , D00 $ 1 000 000 If Yes, desenbe under DESCRIPTION OF OPERATIONS belm E L DISEASE -POLICY LIMIT Professa.onal Liability E0861972 12/1/2015 12/1/2016 Each Wrongful Act $1,000,000 D Retention $25,000 Retro Date 11/11/1976 AGGREGATE UMtT $2,000,000 DESCRIPTION OF OPERATIONS f LOCATIONS f VEHICLES (ACORD 01, Additional Remarks Schedule, may be attached if more space is required) The City of Huntington Beach, its Officers, elected officials, employees, agents and volunteers are as Additional Insured as their interests may appear as respects General Liability per the attached named endorsements 30 Day notice of cancellation/ 10 day for non-payment of premium *10 day written notice applies to workers' compensation* Waiver of Subrogation in favor of certificate holder Endorsement to follow City of Huntington Beach Attn. Risk Manager 2000 Main Street: Huntington Beach, CA 92648 VCLLFi I IVIY 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 lidee Callejas/HCA V 1780'LV7•t rie..vna+ z+v nr vrvr I wn r.0 uyuw ,�.+•....�.. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD INSURANCE INDUSTRIE CHANGE; COMMMERCIAL GENERAL LIABILITY ADDITIONAL INSURED ENDORSEMENT Please be advised that the CG 20 1010 01 Endorsement has been replaced with the CG 20 10 07 04 Additional Insured Endorsement. City of Huntington Beach its officers, elected officials, employees, agents and volunteers is/are named as Additional Insured(s) on the Commercial General Liability policy. Keyser Marston Associates, Inc. provides professional services to; City of Huntington Beach its officers, elected officials, employees, agents and volunteers _therefore `completed operations' coverage would be addressed under the Professional Liability policy shown as "Insurer D" on the attached Certificate of Insurance. COMMERCIAL GENERAL LIABILITY POLICY NUMBER ZDFA49104901 CG 20 10 07 04 Effective Date 12/01 /2015 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Oki This endorsement modifies Insurance provided under the following COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Additional Insured Person(s) or Organizations) Location(s) of Covered Operations City of Huntington Beach, its Officers, elected Officials, Employees, Agents and a Volunteers It is understood and agreed that this insurance is primary and any other insurance maintained by the Additional Insured shall be excess only and not contributing with this insurance in regards to all operations as pertains to the named insured. Information required to complete this Schedule, if not shown above, will be shown in the Declarations A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury' caused, in whole or in part, by 1 Your acts or omissions, or 2 The acts or omissions of those acting on your behalf, in the performance of your ongoing operations for the additional insured(s) at the location(s) desig- nated above B. With respect to the insurance afforded to these additional insureds, the following additional exclu- sions apply This insurance does not apply to "bodily injury" or "property damage" occurring after 1. All work, including materials, parts or equip- ment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed, or 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a princi- pal as a part of the same project CG 20 10 07 04 © ISO Properties, Inc, 2004 Page 1 of 1 11 Keyser Marston Associates, Inc Policy No. AWFA49004901 i i 7r1171511�r r Various provisions in this policy restrict coverage Read the entire policy carefully to determine rights, duties and what is and is not covered Throughout this policythe words "you" and "your" refer to the Named Insured shown in the Declarations The words "we", "us" and "our" refer to the Company pro- viding this Insurance Other words and phrases that appear in quotation marks have special meaning Refer to Section V — Definitions COMMERCIAL AUTO CA 00 0103 06 SECTION I — COVERED AUTOS Item Two of the Declarations shows the "autos" that are covered "autos" for each of your coverages The following numerical symbols describe the "autos" that may be covered "autos" The symbols entered next to a coverage on the Declarations designate the only "autos" that are covered "autos" A. Description Of Covered Auto Designation Symbols - Symbol Description Of Covered Auto Designation Symbols I An "Auto" 2 Owned "Autos" Only those "autos" you own (and for Liability Coverage any "traders" you don't own Only while attached to power units you own) This includes those "autos" you acquire ownership of after the policy begins 3 Owned Private Only the private passenger "autos" you own This includes those private passenger Passenger "autos" you acquire ownership of after the policy begins "Autos!'Only 4 Owned "Autos" Only those "autos" you own that are not of the private passenger type (and for Li - Other Than Pri- ability Coverage any "trailers" you don't own while attached to power units you vate Passenger own) This includes those "autos" not of the private passenger type you acquire "Autos" Only ownership of after the policy begins 6 Owned "Autos" Only those "autos" you own that are required to have No -Fault benefits in the state Subject To No- where they are licensed or principally garaged This includes those "autos" you ac- Fault quire ownership of after the policy begins provided they are required to have No - Fault benefits in the state where they are licensed or principally garaged 6 Owned "Autos" Only those "autos" you own that because of the law in the state where they are li- Sublect To A censed or principally garaged are required to have and cannot reject Uninsured Compulsory Un- Motorists Coverage This includes those "autos" you acquire ownership of after the insured Motor- policy begins provided they are subject to the same state uninsured motorists re- ists Law quirement 7 Specifically De- Only those "autos" described in Item Three of the Declarations for which a pre- "trailers" scribed "Autos" mium charge is shown (and for Liability Coverage any you don't own while attached to any power unit described in Item Three). 8 Hired "Autos" Only those "autos" you lease, hire, rent or borrow. This does not include any "auto" Only you lease, hire, rent, or borrow from any of your "employees", partners (if you are a partnership), members (if you are a limited liability company) or members of their households 9 Nonowned Only those "autos" you do not own, lease, hire, rent or borrow that are used in con - "Autos" Only I nection with your business This includes "autos" owned by your "employees", part- ners (if you are a partnership), members (if you are a limited liability company), or members of their households but only while used in your business or your personal affairs Chi 00 01 03 06 C [SO Properties, Inc, 2005 gage 1 of 12 19 Mobile Equip- Only those "autos" that are land vehicles and that would qualify under the definition ment Subject To of "mobile equipment" under this policy if they were not subject to a compulsory or Compulsory Or financial responsibility law or other motor vehicle insurance law where they are h- Financial Re- tensed or principally garaged sponsibility Or Other Motor Ve- hicle Insurance Law Only B. Owned Autos You Acquire After The Policy Begins 1 If Symbols 1, 2, 3, 4, 5, 6 or 19 are entered next to a coverage in item Two of the Declara- tions, then you have coverage for "autos" that you acquire of the type described for the re- mainder of the policy period 2. But, if Symbol i is entered next to a coverage in Item Two of the Declarations, an "auto" you acquire will be a covered "auto" for that cover- age only if a We already cover all "autos" that you own for that coverage or it replaces an "auto" you previously owned that had that cover- age, and b. You tell us within 30 days after you acquire it that you want us to cover it for that cover- age C Certain Trailers, Mobile Equipment And Temporary Substitute Autos If Liability Coverage is provided by this Coverage Form, the following types of vehicles are also cov- ered "autos" for Liability Coverage 1. "Traders" with a load capacity of 2,000 pounds or less designed pnmanly for travel on public roads 2. "Mobile equipment" while being carried or towed by a covered "auto" 3. Any "auto" you do not own while used with the permission of its owner as a temporary substi- tute for a covered "auto" you own that is out of service because of its a. Breakdown, b. Repair, c. Servicing, d. "Loss", or e. Destruction SECTION II — LIABILITY COVERAGE A Coverage We will pay all sums an "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, caused by an "accident" and resulting from the ownership, maintenance or use of a covered "auto" We will also pay all sums an "insured" legally must pay as a "covered pollution cost or expense" to which this insurance applies, caused by an "acci- dent" and resulting from the ownership, mainte- nance or use of covered "autos" However, we will only pay for the "covered pollution cost or ex- pense" if there is either "bodily injury" or "property damage" to which this insurance applies that is caused by the same "accident" We have the right and duty to defend any "insured" against a "suit" asking for such damages or a "covered pollution cost or expense" However, we have no duty to defend any "insured" against a "suit" seeking damages for "bodily injury" or "prop- erty damage" or a covered pollution cost or ex- pense" to which this insurance does not apply We may investigate and settle any claim or "suit" as we consider appropriate Our duty to defend or settle ends when the Liability Coverage Limit of Insur- ance has been exhausted by payment of judg- ments or settlements 1. Who Is An Insured The following are "insureds" a. You for any covered "auto" b. Anyone else while using with your permis- sion a covered "auto" you own, hire or bor- row except (1) The owner or anyone else from whom you hire or borrow a covered "auto" This exception does not apply if the covered "auto" is a "trailer" connected to a cov- ered "auto" you own Page 2 of 12 0 [SO Properties, Inc, 2005 CA 00 0103 Q6 0 (2) Your "employee' if the covered "auto" is owned by that "employee" or a member of his or her household (3) Someone using a covered "auto" while he or she is working in a business of selling, servicing, repairing, parking or storing "autos" unless that business is yours (4) Anyone other than your "employees", partners (if you are a partnership), members (if you are a limited liability company), or a lessee or borrower or any of their "employees", while moving property to or from a covered "auto" (5) A partner (if you are a partnership), or a member (if you are a limited liability company) for a covered "auto" owned by him or her or a member of his or her household c. Anyone liable for the conduct of an "in- sured" described above but only to the ex- tent of that liability 2. Coverage Extensions a. Supplementary Payments We will pay for the "insured" (1) All expenses we incur (2) Up to $2,000 for cost of bail bonds (in- cluding bonds for related traffic law vio- lations) required because of an "acci- dent" we cover We do not have to fur- nish these bonds (3) The cost of bonds to release attach- ments in any "suit" against the "insured" we defend, but only for bond amounts within our Limit of Insurance (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $250 a day be- cause of time off from work (5) All costs taxed against the "insured" in any "suit" against the "insured" we de- fend (6) All interest on the full amount of any judgment that accrues after entry of the judgment in any "suit" against the "in- sured" we defend, but our duty to pay in- terest ends when we have paid, offered to pay or deposited in court the part of the judgment that is within our Limit of Insurance These payments will not reduce the Limit of Insurance b Out -Of -State Coverage Extensions While a covered "auto" is away from the state where it is licensed we will (1) Increase the Limit of Insurance for Li- ability Coverage to meet the limits speci- fied by a compulsory or financial re- sponsibility law of the jurisdiction where the covered "auto" is being used This extension does not apply to the limit or limits specified by any law governing motor carriers of passengers or prop- erty (2) provide the minimum amounts and types of other coverages, such as no- fault, required of out-of-state vehicles by the jurisdiction where the covered "auto' is being used We will not pay anyone more than once for the same elements of loss because of these extensions B. Exclusions This insurance does not apply to any of the follow- ing 1. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the "in- sured" 2. Contractual Liability assumed under any contract or agree- ment But this exclusion does not apply to liability for damages a Assumed in a contract or agreement that is an "insured contract" provided the "bodily in- jury" or "property damage" occurs subse- quent to the execution of the contract or agreement, or b That the "insured" would have in the ab- sence of the contract or agreement 3. Workers' Compensation Any obligation for which the "insured" or the "insured's" insurer may be held liable under any workers' compensation, disability benefits or unemployment compensation law or any similar law 4. Employee Indemnification And Employer's Liability "Bodily injury" to a An "employee" of the "insured" arising out of and in the course of (1) Employment by the "insured", or CA 00 0103 06 0 ISO properties, Inc , 2005 Page 3 of 12 13 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 (Ed 04-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy We will not enforce our right against the person or organization named in the Schedule (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us ) This agreement shall not operate directly or Indirectly to benefit anyone not named in the Schedule Schedule State Person or Organization Job Description California City Of Huntington Beach All California Operations Attn Risk Manager 2000 Main St Huntington Beach Ca 92648 The additional premium charge for this endorsement shall be 5% percent of the premium developed in conjunction with the work for which this waiver is provided This endorsement changes the policv to which it is attached and is effective on the date issued unless otherwise stated Republic Indemnity Company of America Company Number 19739 Insured Keyser Marston Associates Inc Policy Number 39546-21 Endorsement Number 11 Endorsement Effective December 01, 2015 Printed On December 02, 2015 WC 00 03 13 (Ed 04-84) Countersigned by Insured Copy © 1983 National Council on Compensation Insurance City ®f Huntington Beach 2000 Main Street ® Huntington Beach, CA 92648 (714) 536-5227 * wvw.huntingtonbeachca.gov Office of the City Clerk Joan L. Flynn, City Clerk December 29, 2015 Keyser Marston Associates, Inc Attn Kathleen H Head, VP 1500 So Grand Avenue, Suite 1480 Los Angeles, CA 90071 Dear Ms Head Enclosed for your records is a copy of the fully executed "Amendment No 1 to Agreement ct Between the City of Huntington Beach and Keyser Marston Associates, Inc for Economic Analysis Services " Sincerely, r Joan L Flynn, CIVIC City Clerk JF pe Enclosure Szster Cities • Anjo, Japan ® Wartakere, New Zealand I s 0 Dept. ID ED 14-36 Page 1 of 2 Meeting Date: 10/612014 6.�.. CITY OF HUNTINGTON BEACH REQUEST FOR. CITY COUNCIL ACTION MEETING DATE: 10/6/2014 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Ken Domer, Assistant City Manager Kellee Fritzal, Deputy Director, Economic Development SUBJECT: Approve and authorize execution of a three-year Professional Services Contract with Keyser Marston Associates, Inc. for Economic Analysis Services Statement of Issue: The City requires economic analysis services for various development and housing projects. Staff is requesting approval of a contract for Keyser Marston Associates, Inc. to perform these services on an as -needed basis. Financial Impact: Approval of this action will not require an appropriation. There are sufficient funds in the Fiscal Year 2014/15 budget to fund services for this year's expenditures. The total contract is not to exceed $270,000, at an estimated $90,000 annually. Appropriations will be requested in subsequent fiscal year budgets. Recommended Action: Approve and authorize the Mayor and City Clerk to execute the "Professional Services Contract Between the City of Huntington Beach and Keyser Marston Associates, Inc. for Economic Analysis Services" in an amount not to exceed $270,000 over a three-year period. Alternative Action(s): Do not authorize the contract and direct staff accordingly. Analysis: The Office of Business Development requires a variety of economic analysis services for projects on an as -needed basis. During the term of the contract, the selected firm will provide technical and financial analysis for such projects as: Successor Agency wind -down activities; Waterfront Hilton; Annual Housing Compliance Report; Analysis of Housing Loans; Long Range Property Management Plan; and review of financial assistance of Affordable Housing projects. On July 21, 2014, Office of Business Development released a Request for Proposals (RFP) to solicit proposals from qualified consultants for as -needed economic analysis services. The following five firms responded to the RFP: GRC Rosenow Spevacek Group Inc. (RSG) Keyser Marston Associates Springsted Incorporated Kosmont Companies Item 14. - 1 p. - �- Dept. ID ED 14-36 Page 2 of 2 Meeting Date: 10/612014 Each proposal was reviewed and scored by a panel comprised of staff from Administration and Business Development based on the criteria outlined in the RFP. Consideration in the evaluation of submittals included: successful implementation and monitoring of Successor Agency, Housing Authority, and City projects; ability to commit key personnel; ability to meet strict deadlines; and a competitive fee schedule. While cost was a consideration, this process was not a low bidder required proposal. The ability to best provide services, consultant experience and meeting the three components of the RFP were ultimately the determining factor in awarding the bid to Keyser Marston. Accordingly, after evaluating the responses, Staff concluded that Keyser Marston Associates, Inc. best demonstrated the ability to provide the most comprehensive services at a competitive price. Keyser Marston Associates, Inc. will provide assistance as directed and will augment Business Development staff on projects which require complex financial analysis. Based on their expertise in the field, knowledge of Huntington Beach, and understanding of the City's request and competitive rates, staff recommends approval of the Professional Services Contract with Keyser Marston Associates, Inc. for an amount up to $90,000 per year for a three (3) year term, for a total not to exceed $270,000. Environmental Status: Not Applicable Strategic Plan Goal: Enhance Economic Development Attachment(s): 1. "Professional Services Contract Between the City of Huntington Beach and Keyser Marston Associates, Inc. for Economic Analysis Services" HB _55_ Item 14. - 2 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND KEYSER MARSTON ASSOICATES, INC FOR ECONOMIC ANALYSIS 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 Keyser Marston Associates, Inc. , a Corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to Keyser Marston Associates, Inc. ; 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: I. 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 Kathleen H. Head 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/ surfnet/professional 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 �(`'�f `��Q� 1�!, 20/t?�(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 September 30, 2017 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 Two Hundred Seventy Thousand Dollars ($270,000). 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." agree/ surfneUprofessional svcs mayor 2 of 11 10/12 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, with the exception of CONSULTANT'S proprietary computer models, 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 agree/ surfnet/professional sves mayor 3 of 11 10/12 CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above -mentioned insurance shall not contain a self -insured retention without the express written consent of CITY; however an insurance policy "deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. A claims -made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended 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. agree/ surfnetlprofessionai svcs mayor 4 of 11 10/12 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and C. shall promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. 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. agree/ surfnet/professional svcs mayor 5 of 11 10/12 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 14. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have 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 agree/ surfnet/professional sves mayor 6 of 11 10/12 the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail -return receipt requested: TO CITY: TO CONSULTANT: City of Huntington Beach Keyser Marston Associates, Inc. ATTN: Office of Business Development Attn: Kathleen H. Head, Vice President 2000 Main Street 1500 So. Grand Avenue, Suite 1480 Huntington Beach, CA 92648 Los Angeles, CA 90071 17. CONSENT When CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are 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. agree/ surfnet/professional svcs mayor 7 of 11 10/12 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 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. agree/ surfnet/professional sves mayor 8 of 11 10/12 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 24. ATTORNEY' S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. agree/ surfnet/professional svcs mayor 9 of 11 10/12 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 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. agree/ surfnet/professional sves mayor 10 of 11 10/12 CONSULTANT, Keyser Marston Associates, Inc. COMPANY NAME By: - X�t� .)/_� print name ITS: (circle one) Chairman/Presiden ice President AND By: print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. ecre ary - reasurer CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California ND APPROVED: Manager APP ED AS TO FORM: City Attorney agree/ surfnet/professional svcs mayor 1 1 of 11 10/12 The following summarizes the scope of work KMA proposes to provide to the OBD: 1. Prepare analyses and reports as needed for City and Housing Authority projects, opportunities, accomplishments, including Housing updates. 2. Review development pro formas to determine project feasibility and the extent of public assistance required. 3. Assist with property acquisition and disposition by providing appraisal analysis, assisting with negotiations and providing similar real estate related services. 4. Prepare and review disposition and development agreements, loan agreements, grant deeds, restrictive covenants, promissory notes, deeds of trust and other instruments used in real estate transactions. 5. Evaluate the use of Successor Agency, federal HOME funds and other funding sources for acquisition, rehabilitation and new construction of multi -family and single family housing. 6. Ensure compatibility of Successor Agency funds, federal funds, bond proceeds and other public funding sources with private funding sources for development projects. 7. Evaluate and respond to requests for projects or services, such as multi -family rehabilitation and new construction projects. 8. Conduct yearly financial analysis of affordable housing developments to calculate any monies owed to the City such as residual receipts. 9. Attend meetings with staff, City Council and Developers as requested by staff. KMA has extensive experience in providing our clients with the highest level of service while working within time and budgetary constraints. The firm efficiently allocates personnel time and staffing levels based on the nature of the projects assigned to KMA. Billing rates for each of the KMA job classifications are provided below. These rates shall remain firm for a period of 180 days from the date of submission of this proposal. If KMA is selected and placed on the pre -qualified list, these rates will remain valid for three years. MANAGING PRINCIPALS* $280.00 SENIOR PRINCIPALS* $270.00 PRINCIPALS* $250.00 MANAGERS* $225.00 SENIOR ASSOCIATES $187.50 ASSOCIATES $167.50 SENIOR ANALYSTS $150.00 ANALYSTS $130.00 TECHNICAL STAFF $95.00 ADMINISTRATIVE STAFF $80.00 Directly related job expenses not included in the above rates are: auto mileage, parking, air fares, hotels and motels, meals, car rentals, taxies, telephone calls, delivery, electronic data processing, graphics and printing. Monthly billings for staff time and expenses incurred during the period will be payable within thirty (30) days of invoice date. * Rates for individuals in these categories will be increased by 50010 for time spent in court testimony. EXHIBIT "B" Payment Schedule (Hourly Payment) A. Hourly 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. 3. 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 ejects 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 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 } 2 3 4 5 6 7 8 9 10 }} 12 13 }4 15 16 17 18 lg 20 21 22 23 24 25 26 27 28 29 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND FOR Table ofContents Scope ofServices .---------------------------------.] CityStaff Assistance ............................................................................................... 2 Term; Time ofPerformance .................................................................................... 2 Compensation.........................................................................................................'2 ExtraWork .............................................................................................................. 2 Method ofPayment --------------------------------.3 Disposition ofPlans, Estimates and Other Documents ........................................... 3 HoldHarmless ......................................................................................................... 3 Professional Liability Insurance ............................................................................. 4 Certificate ofInsurance ........................................................................................... 5 Independent Contractor ........................................................................................... b Termination ofAgreement ...................................................................................... b Assignment and Delegation ----------------------------..b _________________—_--------------7 City Employees and Officials .................................................................................. 7 Notices......................................................................................... 7 Consent.................................................................................................................... 8 Modification............................................................................................................ - Section Headings ---------------------------------'8 Interpretation of this -------------------------'8 Duplicate Original -------------------.-------------g Immigration _____________________________________g Legal Services Subcontracting Prohibited ................................................................ g Fees......................................................................................................... l0 Survival..................................................................................................................... }0 GoverningLaw ......................................................................................................... l0 Si________________________--_----------.}0 Entirety __________________________-------------}0 ECONOMIC ANALYSIS SLRVICLS R1F'P Responses GRC John N. Oshimo 858 Oak Park Road, Suite 280 Covina, CA 91724 626-331-6373 Keyser Marston Associates Diane Chambers 500 South Grand Avenue, Suite 1480 Los Angeles, CA 90071 415-398-3050 Kosmont Companies Larry J. Kosmont 865 South Figueroa Street, 351h Floor Los Angeles, CA 90017 213-417-3300 Rosenow Spevacek Group Inc. Hitta Mosesman 309 West 41h Street Santa Ana, CA 92701-4502 714-541-4585 Springsted Incorporated William W. Reynolds Warner Corporate Center 21300 Victory Boulevard, Ste 1180 Woodland Hills, CA 91367 818-456-4861 j CITY OF HUNTINGT N BEACH RECEIVED v Professional Service Approval Form t+� JUL 18 2014 PART I Finance Department Date: 7/15/2014 Project Manager Name: Kellee Fritzal Requested by Name if different from Project Manager: Department: Economic Development 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: Jo preform economic analysis services 2) Estimated cost of the services being sought: $ 270,000 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 generally described on the list of professional service contracts approved by the City Council? If the answer to this question is "No," the contract will require approval from the City Council.) —.--7 —,- F1 Yes ❑ No Fiscal nature (Purchasing Approval) 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): Date Account number Contractual Dollar Amount Business unit. object # Year 1(estimate) Year 2 (estimate) Year 3(estimate) 35080101.69325 $90000 $90000 $90000 $ $ $0 $ $ $ of FinaAce's S )nature nt City Manage's Signature APPROVED DENI nager's Signature -V1'Dc —T Date Date Date -H Date Date housing - part i.doc REV: December /2013 CITY OF I__, li i \ _ O N BEACH 5v Professional Approval 1 9� c��UUNTY,��ti� PART Date: Project Manager: Denise Bazant Requested by Name if different from Project Manager: Department: Economic Development RECEIVED SEP 08 2014 Finance Department PARTS I & II OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED FOR APPROVAL. PART I & 11 MUST BE FILED WITH ALL APPROVED CONTRACTS. 1) Name of consultant: Keyser Marston Associates 2) Contract Number: CHOOSE DEPARTMENT (Contract numbers are obtained through Finance Administration x 5630) 3) Amount of this contract: $270,000 _k Account number Business unit. object # D Ilar Amount / Year 1 r stimate) Year 2 (estimate) Year 3(estimate) 35080101.69325 $90,000 $90,000 $90,000 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 desc�'es the payment terms of the contract. Fiscal S,&wio Man,�fg_e_r (Wchasing) Budget Vanager ApphIval Sig Director of Finance (or designee) Signature professional service approval form - part ii.doc REV: December /2013 surf, it INSURANCE AND INDEMNIFICATION WAIVER Ilunfin�.,i Beacham MODIFICATION REQUEST T 1. Requested by: Kellee Fritzal 2. Date: September 16, 2014 3. Name of contractor/permittee: Keyser Marston Associates, Inc. 4. Description of work to be performed: Keyser Marston will provide economic analysis consulting services on an "as -needed" basis for Successor Agency, Housing and Economic Development Duties include: advice and financial analysis, feasibility studies or proforma analysis: preparing reports; provide guidance in implementing programs. 5. Value and length of contract: 270,000 (2014 - 2017) 6. Waiver/modification request: $25 000 retention/professional liability insurance 7. Reason for request and why it should be granted: unable to comply with the City's zero deductible/SIR insurance requirement 8. Identify the risks to the City in approving this waiver/modification: None rtment Head Si Date: APPROVALS Approvals must be obtained in the orderlistedon this form. Two approvals are required for a request to be granted.,,Approval from the City Administrator's Office is only„required, if Risk Management a e City Attorney's Office disagre . 1. Risk Management ` l J Approved El Den ied 7 Signature Date 2. City Attorney's Office pproved ❑ Denie ignature Date 3. City Administrator's Office ❑ Approved ❑ Denied Signature Date If approved, the completed waiver/modification request is to be.submitted to the City Attorneys Office along with the contract for approval. Once the contract has been approved, this form is to be filed with the Risk Management.Division of Administrative Services waiver form.doc y1 1U14U 1`t J.UJ.UU r 1 ACOIR" 11.1� CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 9/9/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER MOC Insurance $erV1Ce3 License No. 0589960 44 Montgomery St., 17th Fl . San Francisco CA 94104 CONTNAME: Halidee Callejas PHONE (415)957-0600 FAX A(415)957-0577 /c o EDOR1esS:hcallejas@mocins.com INSURERS AFFORDING COVERAGE NAIC # INSURERA:Golden Eagle Insurance Corp10836 INSURED Keyser Marston Associates, Inc. 160 Pacific Avenue, Suite 204 San Francisco CA 94111 INSURER B:Republic Indemnity Company 2179 INSURER C 'Zvans ton Insurance Co 35378 INSURER D: INSURER E A INSURERF: I rr1VCDA r-ICC r`CDTICIr`ATCAIIIaaDCD•MACTF.R 9n1q-9n1A RFVI,CICIN Ni IMRF-w. 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. OF INSURANCE ADDTYPE INSR WVD R POLICY NUMBER MMIDDY EFF MMIDDI EXP LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 rA X COMMERCIAL GENERAL LIABILITY DAMAGETC, RENTED PREMISES Ea occurrence) $, 500,000 MED EXP (Any one person) $ 10,000 = CLAIMS -MADE ?OCCUR X CBP8932329 12/1/2013 2/1/2014 PERSONAL i4ADVINJURY $ 1,000,000 o Deductible applies GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: �n �+ ED AS 0 � PRODUCTS - COMPIOPAGG $ 1,000,000 $ POLICY X PRO- LOC A P.R AUTOMOBILE LIABILITY CO SINE SINGLE LIMIT Ea accident 1,000,000 _ BODILY INJURY (Per person) $ A ANY AUTO (-� BODILYINJURY(Peraccident) $ ALLOWNED SCHEDULED X A 8932429 12{1/ 2/1/2014 NON-OWNAUTOS AUTOS ED 1xx Peraccid ntDAMAGEComp$500 $HIRED AUTOSAUUTOS Uninsured motorist combined $ 11000,000 X Coll$500 X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 4,000,000 AGGREGATE $ 4,000,000 A EXCESS LIAB CLAIMS -MADE DED I X I RETENTION$ 10,OOC $ X U 8932629 2/1/2013 12/1/2014 B WORKERS COMPENSATION Y X WC STATULl. OTH- ER AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNERlEXECUTIVE YIN 3954619 2 / 1 / 2 013 12 / 1 / 2 014 E.L. EACH ACCIDENT $ 1 000 000 E.L. DISEASE - EA EMPLOYE $ 1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory In NH) N / A E.L. DISEASE -POLICY LIMIT $ 1 000 000 If yes, describe under DESCRIPTION OF OPERATIONS below C Professional Liability o855446 2/i/2013 12/1/2014 Each Wrongful Act $1,000,000 Retention: $25,000 etro Date: 11/11/1976 AGGREGATE LIMIT $2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) The City of Huntington Beach, its Officers, elected officials, employees, agents and volunteers are named as Additional Insured as their interests may appear as respects General Liability per the attached endorsements. 30 Day notice of cancellation/ 10 day for non-payment of premium. *10 day written notice applies to workers' compensation* Waiver of Subrogation in favor of certificate holder. Endorsement to follow. FIUA It H City of Huntington Beach Attn: Risk Manager 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. AUTHORIZED REPRESENTATIVE Halidee Callejas/HCA 'in--4 ACORD 25 (2010/05) v 7 aoo-tu I u M%.vrcv I wr.. mil 111p i.o INS025rgmnn.Fi m TVho Ar.r)Pn name and Inn^ arc ranicfararl m—ke of Ar.r)Pr) INSURANCE INDUSTRIE CHANGE; COMMMERCIAL GENERAL LIABILITY ADDITIONAL INSURED ENDORSEMENT Please be advised that the CG 20 10 10 01 Endorsement has been replaced with the CG 20 10 07 04 Additional Insured Endorsement. City of Huntington Beach its officers, elected officials, employees, agents and volunteers is/are named as Additional Insured(s) on the Commercial General Liability policy. Keyser Marston Associates, Inc. provides professional services to; City of Huntington Beach, its officers, elected officials, employees, agents and volunteers _therefore `completed operations' coverage would be addressed under the Professional Liability policy shown as "Insurer V on the attached Certificate of Insurance. COMMERCIAL GENERAL LIABILITY POLICY NUMBER: CBP8932329 CG 20 10 07 04 Effective Date: 12/01 /2013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following; COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Additional Insured Person(s) or Or anization(s): Location(s) of Covered Operations The City of Huntington Beach, its officers, elected officials, employees, agents and volunteers It is understood and agreed that this insurance is primary and any other insurance maintained by the Additional Insured shall be excess only and not contributing with this insurance in regards to all operations as pertains to the named insured. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig- nated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclu- sions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equip- ment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a princi- pal as a part of the same project. CG 20 10 07 04 0 ISO Properties, Inc., 2004 Page 1 of 1 0 POLICY NUMBER: BA 8932429 COMMERCIAL AUTO CA 20 48 02 99 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. li . `0 �O { 1w -�� This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" under the Who Is An Insured Provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Endorsement effective 12 01 13 Named Insured Countersigned by KEYSER MARSTON ASSOCIATES, INC. SCHEDULE Name of Person(s) or Organization(s): The City of Huntington Beach its officers, elected officials Employees, Agents and Volunteers (Authorized Representative) (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to the endorsement.) Each person or organization shown in the Schedule is an "insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision contained in Section 11 of the Coverage Form. CA 20 48 02 99 Copyright, Insurance Services Office, Inc., 1998 Page 1 of 1 WC040306 WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY POLICY (Ed. 4-84) Waiver of Our Right to Recover From Others Endorsement - California We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us. You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be otherwise due on such remuneration. Person or Organization CITY OF HUNTINGTON BEACH ATTN: RISK MANAGER 2000 MAIN ST HUNTINGTON BEACH CA 92648 5. 0 0% of the California workers' compensation premium Schedule Job Description ALL CALIFORNIA OPERATIONS This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. Republic Indemnity Company of America Company No. 19739 Insured: KEYSER MARSTON ASSOCIATES INC Policy Number: 039546-19 Endorsement Number: 56 Endorsement Effective: December 01, 2013 Printed on: September 15, 2014 Form No. WC306 10/93 RF1172P Insured Copy City of Huntington Beach 2000 Main Street o Huntington Beach, CA 92648 (714) 536-5227 ® www.huntingtonbeachca.gov Office of the City Clerk Joan L. Flynn, City Clerk October 8, 2014 Keyser Marston Associates, Inc. Attn: Kathleen H. Head, Vice President 1500 So. Grand Avenue, Suite 1480 Los Angeles, CA 90071 To Whom It May Concern: Enclosed for your records is a copy of "Professional Services Contract Between the City of Huntington Beach and Keyser Marston Associates, Inc. for Economic Analysis Services." Sincerely, JF:pe Enclosure Sister Cities: Anjo, Japan ® Waitakere, New Zealand