HomeMy WebLinkAboutKNN Public Finance, LLC - 2018-06-04PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
KNN PUBLIC FINANCE, LLC
FOR
FINANCIAL ADVISORY 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, KNN PUBLIC FINANCE, LLC hereinafter referred to as
"CONSULTANT."
WHEREAS, CITY desires to engage the services of a consultant to PROVIDE AS
NEEDED FINANCIAL ADVISORY SERVICES; and
Pursuant to documentation on file in the office of the City Clerk, the provisions of
the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of
professional service contracts have been complied with; and
CONSULTANT has been selected to perform these services,
NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows:
SCOPE OF SERVICES
CONSULTANT shall provide all services as described in Exhibit "A,"
which is attached hereto and incorporated into this Agreement by this reference. These
services shall sometimes hereinafter be referred to as the "PROJECT."
CONSULTANT hereby designates MARK YOUNG who shall represent it
and be its sole contact and agent in all consultations with CITY during the performance of
this Agreement.
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2. CITY STAFF ASSISTANCE
CITY shall assign a staff coordinator to work directly with CONSULTANT
in the performance of this Agreement.
3. TERM; TIME OF PERFORMANCE
Time is of the essence of this Agreement. The services of CONSULTANT
are to commence on JUNE 4, 2018 (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 perfonnance 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 SIXTY THOUSAND Dollars
($60,000.00).
5. EXTRA WORK
In the event CITY requires additional services not included in Exhibit "A"
or changes in the scope of services described in Exhibit "A," CONSULTANT will
undertake such work only after receiving written authorization from CITY. Additional
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compensation for such extra work shall be allowed only if the prior written approval of
CITY is obtained.
6. METHOD OF PAYMENT
CONSULTANT shall be paid pursuant to the terms of Exhibit "B."
7. DISPOSITION OF PLANS. ESTIMATES AND OTHER DOCUMENTS
CONSULTANT agrees that title to all materials prepared hereunder,
including, without limitation, all original drawings, designs, reports, both field and office
notices, calculations, computer code, language, data or programs, maps, memoranda,
letters and other documents, shall belong to CITY, and CONSULTANT shall turn these
materials over to CITY upon expiration or termination of this Agreement or upon
PROJECT completion, whichever shall occur first. These materials may be used by CITY
as it sees fit.
8. HOLD HARMLESS
CONSULTANT hereby agrees to protect, defend, indemnify and hold
harmless CITY, its officers, elected or appointed officials, employees, agents and
volunteers from and against any and all claims, damages, losses, expenses, judgments,
demands and defense costs (including, without limitation, costs and fees of litigation of
every nature or liability of any kind or nature) arising out of or in connection with
CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent (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
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apply to all claims and liability regardless of whether any insurance policies are applicable.
The policy limits do not act as limitation upon the amount of indemnification to be
provided by CONSULTANT.
9. PROFESSIONAL LIABILITY INSURANCE
CONSULTANT shall obtain and furnish to CITY a professional liability
insurance policy covering the work performed by it hereunder. This policy shall provide
coverage for CONSULTANT's professional liability in an amount not less than One
Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above -
mentioned insurance shall not contain a self -insured retention 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
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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:
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.
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11. INDEPENDENT CONTRACTOR
CONSULTANT is, and shall be, acting at all times in the performance of
this Agreement as an independent contractor herein and not as an employee of CITY.
CONSULTANT shall secure at its own cost and expense, and be responsible for any and
all payment of all taxes, social security, state disability insurance compensation,
unemployment compensation and other payroll deductions for CONSULTANT and its
officers, agents and employees and all business licenses, if any, in connection with the
PROJECT and/or the services to be performed hereunder.
12. TERMINATION OF AGREEMENT
All work required hereunder shall be performed in a good and workmanlike
manner. CITY may terminate CONSULTANT's services hereunder at any time with or
without cause, and whether or not the PROJECT is fully complete. Any termination of this
Agreement by CITY shall be made in writing, notice of which shall be delivered to
CONSULTANT as provided herein. In the event of termination, all finished and
unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become
its property and shall be promptly delivered to it by CONSULTANT.
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.
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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 perfonned pursuant to this Agreement. No officer or employee of
CITY shall have any financial interest in this Agreement in violation of the applicable
provisions of the California Government Code.
16. NOTICES
Any notices, certificates, or other communications hereunder shall be given
either by personal delivery to CONSULTANT's agent (as designated in Section 1
hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed
envelope, postage prepaid, and depositing the same in the United States Postal Service, to
the addresses specified below. CITY and CONSULTANT may designate different
addresses to which subsequent notices, certificates or other communications will be sent by
notifying the other party via personal delivery, a reputable overnight carrier or U. S.
certified mail -return receipt requested:
TO CITY:
City of Huntington Beach
ATTN: Gilbert Garcia
2000 Main Street
Huntington Beach, CA 92648
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TO CONSULTANT:
KNN PUBLIC FINANCE, LLC
5757 WEST CENTURY BLVD
STE 700
LOS ANGELES, CA 90045
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.
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 beunenforceable, 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
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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 CITY; and CITY shall not be liable for payment of any legal services
expenses incurred by CONSULTANT.
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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 Agreement, and that
that party has not executed this Agreement in reliance on any representation, inducement,
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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 DA
This Agreement shall be effective on the date of its approval by the City
Attorney. 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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WRITTEN CONSENT
OF THE MANAGING MEMBER OF
KNN PUBLIC FINANCE, LLC
The undersigned, being the managing member of KNN PUBLIC FINANCE, LLC, a
Califomia limited liability company ("Company"), acting pursuant to the Provisions Of tile
Company's Operating Agreement and the California Reviscd Uniform Limited Liability
Company Act, hereby consents to and adopts the following resolution:
SIGNING AUTHORITY
RESOLVED, all Company employees with the titles of Vice President, Director or
Managing Director are hereby authorized to execute such documents as are uccessaiy
or appropriate to bind the company to its clients and prospective clients, including
without limitation, responses to municipal requests for proposal.
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DAV LEIFER, Managing ember
CONSULTANT,
[COMPANY NAt El KNN PUBLIC FINANCE, LLC
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ITS: (circle one) Secretary/Chief Financial Officer/Asst.
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CITY OF HUNTINGTON BEACH,
a municipal corporation of the State of
California .
City
INITrATED AND APPROVED:
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CHIEF PNANCIAL OFFICER
APPROVED ADO FORM:
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EXHIBIT "A"
A. STATEMENT OF WORK: (Narrative of work to be perfonned)
CONSULTANT will act as an independent "Financial Advisor" and economic market expert,
provide advice and assist on debt issuance, structuring, timing of issuance, call provision options,
rating matters, and on existing and proposed financial arrangement on an as -needed basis. The
Financial Advisor may also be called upon to provide financial advisory services during the course
of the fiscal year for other financings that the City may undertake as well as any other 'on call'
advisory services including but not limited to stategic planning, capital project analysis, and
finanical alternatives.
B. CONSULTANT'S DUTIES AND RESPONSIBILITIES:
As part of a monthly retainer, to be billed in equal monthly installments, the following services will
be provided.
1) Ongoing Debt Reporting and Monitoring including Continuing Disclosure reports,
dissemination, material event notices, and other required disclosures for the City, Public Financing
Authority, and Successor Agency;
2) Rating Agency assistance with preparation and presentation for new and existing credit ratings,
updates, and reviews, including ongoing monitoring of credit factors and review of draft reports;
3) Policy review/development for debt, reserve, and disclosure policies, including ongoing updates
as needed;
4) Other "On -Call" Advisory Services including, but not limited to, strategic planning, financial
alternatives and analysis for capital projects,
5) IRMA representation
EXHIBIT A
Transaction financings should not be included in the annual retainer services stated above, but
would be a separate fixed fee (see Exhibit B).
1) Assist the City in interfacing with rating agencies with the objective of maintaining and
improving, when applicable, the high ratings assigned the City's outstanding and offered securities
for all bonded debt, including its underlying ratings.
2) Review any existing policies regarding land -secured financings, and assist the City of the
review and development of revised policies as requested.
3) Assist the City in its evaluation of whether to proceed to an implementation phase of district
formation (if applicable) and bond issuance and, if applicable, recommend conditions for issuance
that the City may consider.
4) Examine the financial feasibility of proposed projects or refunding/restructuring
opportunities.
5) Provide timely information, judgments, and forecasts regarding general economic and
capital market conditions.
6) Prepare financing schedule, monitor progress of participants, facilitate and coordinate
completion of tasks and responsibilities in accordance with schedule. Revise schedule as necessary.
7) Review land use approvals, property ownership, proposed development and phasing plans,
and developer's financing plans in conjunction with development and review of appraisals,
absorption studies, and the development of a rate and method of apportionment, as necessary.
8) Assist and coordinate in the preparation of legal and disclosure documents related to debt
issuance, as necessary.
EXHIBIT A
9) Develop rating agency strategy, prepare rating agency presentation material, schedule
meetings with rating agencies, organize and coordinate Council and staff rehearsals and
presentations and coordinate itinerary for rating agency visits as required.
10) Assist in the preparation of Request for Proposals for underwriters as directed by City.
Assist in the evaluation of proposals, conduct interviews as necessary, and provide recommendation
as to firms selected.
11) Develop and take a primary responsibility for quantitative analysis of structuring alternatives
for debt issues including sizing, structure, and term of issue. Provide computer modeling and
comparison of alternatives.
12) Assist and coordinate discussions and prepare presentation materials for identified key
institutional investors. Coordinate itinerary, as necessary, for visits to institutional investors or
meeting sites.
13) Analyze and participate in decision as to timing of sale and consult as to advisability or
necessity for rescheduling sale depending on market conditions.
14) Prepare analytical discussion of market conditions and projected pricing results prior to sale.
Provide independent pre -pricing analysis to City prior to sale including market activity, projected
results, market supply and demand characteristics, and comparable sale analysis.
15) Coordinate and monitor marketing programs initiated by underwriter to develop pre -sale
market interest. Prepare and coordinate placement of notices and advertisements in periodical
publication (Bond Buyer, etc.) to stimulate market interest.
16) Assist in development of and recommendation with respect to pre -sale interest rate scale and
structure for pre -marketing purposes. Provide recommendation with respect to underwriter
retention as defined prior to sale.
EXHIBIT A
17) Analyze market conditions with respect to underwriters' compensation. Provide comparable
transaction comparisons and recommendation with respect to order writing spread and components
thereof.
18) Participate in pricing process, analyze volume and type of orders and provide
recommendation as to acceptance or re -pricing of offer to underwrite at conclusion of pricing
period.
19) Provide pricing analysis and comparisons following sale, document pricing results, and
provide written report to City with respect to final pricing and underwriter compensation level.
Deliver quantitative schedules showing results of final pricing.
20) Assist and coordinate with administrative matter related to transaction closing, including
preparation and distribution of final official statement. Participate in closing procedures.
21) Provide advice to the City regarding alternative forms of investment, strategies and
alternatives to its investment policies.
22) Upon request, assist in reviewing and analyzing legislation that may have a financial impact
on the City.
23) Upon request, assist City in conducting surveys of financial activities of other major
operating utilities.
24) Upon request, attend Council meetings and make presentations to the City Council, its
committees and staff.
C. CITY'S DUTIES AND RESPONSIBILITIES:
City will provide access to any document or employee(s) necessary for CONSULTANT to fulfil
assigned task.
D. WORK PROGRAM/PROJECT SCHEDULE:
EXHIBIT A
Work assignments will be as needed, as directed by the City.
EXHIBIT A
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
perfonned 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 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
perforned 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 (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 CONSULTANTSs 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
inforination 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
EXIMIT "B"
Payment Schedule (Fixed Fee Payment)
An annual retainer amount not to exceed $20,000, billed in monthly installments of $1,666,66.
The following fixed transactions fees for debt offerings are separate from the retainer fees and will be
billed in the event the City requires these services.
Transaction Type
Lease Revenue Bonds or COPS
Enterprise Revenue Bonds
Refunding Tax Allocation Bonds
Special Assessment Bonds
Mello -Roos Bonds
General Obligation Bonds
Fee Range
$35,000 - $60,000
$35,000 - $60,000
$35,000 - $60,000
$359000 - $60,000
$35,000 - $60,000
$35,000 - $60,000
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. Deliveryof 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 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
Exhibit B
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
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PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
KNN PUBLIC FINANCE, LLC
FOR
FINANCIAL ADVISORY 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
Independent Contractor............................................................................................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
su(ity INSURANCE AND INDEMNIFICATION WAIVER
Hunfin Beuho
3 MODIFICATION REQUEST
\T/
1. Requested by: Dahle Bulosan
2. Date: 7/31 /2018
3. Name of contractor/permittee: KNN Public Finance, LLC
4. Description of work to be performed: Financial Advisory Services
5. Value and length of contract: $60,000, 3 years
6. Waiver/modification request: Increase insurance policy deductible from $10,000 to
50 000
7. Reason for request and why it should be granted: $10,000 deductible is not commerically
available for municipal advisory services and anything less than $50,000 is cost prohibitive
for consultant.
8. Identify the risks to the City in approving this waiver/modification: Additional $40,000 risk to
the contract although KNN currenty has adequate equity and line of credit to minimize the
City's risk.
Department Head Signature
Date:
APPROVALS
Approvals must be obtained in the order listed on 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 and the City Attorney's O fice disagree.
1. Ris Management
Approved ❑ Denied 1.6,? f- 6'/r
Sig ature Date
2. City Attorney's Office P °
'l
Approved ❑ Denied — --
v Signature— 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
KNN Insurance Waiver (003).doc 7/31/2018 2:06:00 PM
Client#: 444977
KNNPUBLI
ACORDTM CERTIFICATE OF LIABILITY INSURANCE
DATE (MM/DD/YYYY)
16/05/2018
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 have ADDITIONAL INSURED provisions or 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 any rights to the certificate holder in lieu of such endorsement(s).
PRODUCER
Marsh & McLennan Agency LLC
Marsh &McLennan Ins Agency LLC
NAME: Felicia McAroy
PHAONE g25-482-9300 Fax 925-482 9390
/C No Exl : A/C, No
ADDRESS: felicia.mcaroy@marshmma.com
1340 Treat Blvd #250
Walnut Creek, CA 94597
INSURER(S) AFFORDING COVERAGE
NAIC #
INSURER A: Hanover Insurance Company
22292
INSURED
KNN Public Finance LLC
INSURER B : Gemini Insurance Company
10833
1300 Clay St, Ste 1000
Oakland, CA 94612
INSURER C
INSURER D :
I 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 CONTRACTOR 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.
LNTRR
TYPE OF INSURANCE
ADDLISUBRI
NSR
WVD
POLICY NUMBER
MM/L D YYYY(POLICY
MM/L D/YYYY
LIMITS
A
X1 COMMERCIAL GENERAL LIABILITY
X
OHFD50198800
2/19/2018
02/19/2019
EACH OCCURRENCE
$1 000 000
CLAIMS -MADE OCCUR
DAMAGE TO RENTED
PREMISES Ea occurrence
$ 11 0001 000
MED EXP (Any one person)
$1 U 000
PERSONAL & ADV INJURY
$1,000,000
GEN'L AGGREGATE LIMIT APPLIES PER:
GENERAL AGGREGATE
$2,000,000
X POLICY JECOT LOC
I'I
PRODUCTS - COMP/OP AGO
$2,000,000
$
OTHER:
I�'
A
AUTOMOBILE
LIABILITY
X
OHFD50198800
2/19/2018
02/19/201
COMBINED SINGLE LIMIT
Ea accident
1 000 000
> >
BODILY INJURY (Per person)
$
ANY AUTO
OWNED SCHEDULED
AUTOS ONLY AUTOS
BODILY INJURY (Per accident)
$
PROPERTY DAMAGE
Per accident
$
X
HIRED NON-O
WNED AUTOS ONLY X AUTOS ONLY
A
X
UMBRELLA LIAB HX
OCCUR
OHFD50198800
2/19/2018
02/19/201
EACH OCCURRENCE
s2,000,000
AGGREGATE
s2,000,000
EXCESS LIAB
CLAIMS -MADE
DED RETENTION $0
$
i
I
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY V / N
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED? ❑
N / A
i
PER OTH-
TAT TE
E.L. EACH ACCIDENT
$
E.L. DISEASE - EA EMPLOYEE
$
(Mandatory in NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
I
E.L. DISEASE - POLICY LIMIT
$
B
Errors & Omission
VCPL065407
2/19/2018
02/19/2019
$2,000,000 per Claim
$2,000,000 Aggregate
$50 000 Deductible
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
The City of Huntington Beach, its officers, elected or appointed officials, employees, agents and
volunteers are included as Additional Insured (General Liability and Auto Liability), per the atta @80, ED AS Te F RM
v : i
CIIC At, ,-- TES
CTTti ATTCikNE1"
CiTy fIIF rtL6�7,—:TON 3EAC
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.
AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03) 1 Of 1
#S3491127/M3355263
01988-2015 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
WXPXS
INSURED: KNN Public Finance LLC
POLICY #: OHFD50198800 POLICY PERIOD: 02/19/2018 TO: 02/19/2019
THIS ENDORSEMENT CHANGES THE POLICY. PI-EASF READ ITC,AREFUt_I_Y
BUSINESSDWNERS LIABILITY SPECIAL BROADENING ENDORSEMENT
This endorsement modifies insurance provided under the following:
BUSINESSOWNERS COVERAGE FORM
SUMMARY OF COVERAGES
� Limits T
P
1. .Additional Insured by Contract, Agreement or Permit
included
1.
2. Additional insured - Broad Form Vendors
included
2 �
3. Alienated Prermses
included
- ---- - -- - --
Ir,r lude4
3
- --
3
_..._i �_ ---- ----------- - - - --
4. F3road Form Property Darna,gn - Borrowed Equipment, Customers
Goods and Use of Elevators
5. Incidental Malpractice (Employed Nurses, EMT's and Pararnedicsi
included
3
16. Personal and Advertising Injury • Broad Form
included
4 1
7. ProdtiCi Recall Expense
:Ilr_.luded
y
Product Recall Expense Each Occurrence Limit
S25,000
Occurrence
5
Product Recall Expense Aggregate'Limii
$50.000
Atd �regate
5
Product Recall Deductible
B. Unintentional Fai!um to rigdosP Hazards _. --- ---
S500
v included
`9. tlnintentianal Faitturp to Notity
1nrludpd
6
This endorsement amends coverages provided under the Businessowners Coverage Form through new
coverages and broader coverage grants_ This coverage is subject to the provisions applicable to the
Busiaessc:wners Coverage Form. except as provided below.
The following changes are made to SECTION II -
LIABILITY:
1. Additional insured by Contract, Agreement or
Permit
The following is added to SECTION It -
LiABiL1TY, C. Who Is An Insured:
Additional Insured by Contract, Agreement or
Permit
a. Any person or organization with whom you
agreed in a written contract, written
agreerneni or permit to add scroll ;;erson or
organization as an additional insured on
your policy is an additional insured only with
respect to liability for "bodily Injury",
"property damage", or "personal and
arhiartising injury" mused, in whole or in
part. by your arts or omissions. or the acts
or omissions of those acting on your behalf.
but only with respect to:
(1) "Your work" for the additional insureds;
designated in the contract, agreement or
permit:
(2) Prernisrs you own, rent, lesr: cr
occupy: ar
(3) Your maintenance. operation or use of
equipment leased to you,
b. The insurance afforded to such additional
insured described above:
(1) Only applies to the extent permitted by
law•; and
(2) Will not be broader than the insurance
which you are required by the contract,
agreornent or p ermil to provide: far sueh
additional insured.
(3) Applies cn a primary basis if that is
required by the written contract, written
agreement or perryO.
(d) bhr!Il not be broader than coverage
provided to any other insured.
(5) Does not apply it the "bodily injury",
"property damage" or 'personal and
advertising injune'is otherwise excluded
from coverage under this Coverage Part,
including any endorsements thereto.
391.1D06 0816 Includes coopghted materiats cif ii.surancr. Services Offices. tir..., ,vtlt its permission. Pdyr3 t of 6
c, This provision does not apply:
(1) Unless the w, ritten contract or written
agreement was executed or permit was
Issued
prior to the "bodily injury°.
property damage'". or `personal injury
and advertising 1-iniory'.
(2) To any person or crganization included
as an insured by anniher endorsement
issued by us and mado part of this
Coverage Part.
(3) To any I osso of Pqt i iprine nl:
(a) Afte, the eq!fipnhtnt loa!to expires: fir
(b) It the "bodily injury', "property
damage'". 'Personal and advertising
injury" arises out of sole rveqtiqence
It the I essor.
(4) To any
(a) 0,wnj'rs of otheintemsls from whore
land has as bee -in leisod of lbe
o4r�currencp-- lakes Dlwp, or the
offense is committed after the lease
for the land exp"'res, or
(b) Manager-,; , or iffisars of premistsif:
(1) The "aertirrence- takes place or
the offerv-sc is rcmmitted after
you cease to be a tenant in that
premises; o,
(it) The "bodily injury", property
dan)AqC', Pef9r`rWAl illjory" or
"advertising nut Of
, injury" ari.w.,; G
structural alterations, new
Construction or demolition
operations performed by or on
behalf of the manager or lessor.
(5) To "bodily injury", "grope Iy damage"' or
,pp-sc'nar and advertising inlikiry" arising
out of the 'rendering of or the failure to
render any preferisicnal services_
Tailpxc.hmion applies t:ivPn if 1he claims
against any insured allege negligence or
olhot wrongdoing ira the 3Llp(,rv.,qtr).-),
1-giring, empioyrr�nt, training or
monitoring of others by that firisured, if
the "rtrrurrencc" whinh caused the
"bodily injury" or 'property damage" or
the offense which caused the "personal
and advertising involved the
ifaidering of or failure In render any
Professional nf- ry I con by n r for YOU.
d. VAM respect in the insurance afforded In
these additional insureds, the luflowing is
added to SECTM 11 - LIABILITY, D. Liability
and Medical Expense Limits of Insurance:
083 1J611464 a 5 1001 ZU6
The most wfk will pay on behalf of tho
additional insured for a covered claim is the
lesser (if the airiounil of insurance;:
1. Required by, ht e contract, agreement or
perrHit describe; iri Paragraph a.-, or
2. Available under the applicable Unrids of
Insivance showiti in 11ii, Dedaralions.
This endorsement shall noll increase the
applica'ole Limits of iii-queance st)owrl la The
Declarations
a. All other insuriniq agreements, exclusions,
and conditions of the poljcy apply,
2, Additional Insured - Broad Form Vendors
The following is add!4*d to SECTION 11 -
LIABILITY, C. Who Is An Insured:
Additional Insured - Broad Form Vendors
a. Any person or 1111113niz11tion Ci hat s a vendor
'will) Whom you Z111112in a written colitract
o? written Agreement to imdode as, an
additional insured Under this Coverage Part
is art instjr0d. taut only with respect to liability
for "bodily injury' or "property damage"
arising out of "your orodufts" which are
distributed or ,;old in the regular course of
the vendor's business.
b. The insurance Afforded In such vendor
described above:
(1) Only appliet, to the extent perr-nilted by
law:
12) Will not he bmarter thin the insurance
which you are required by the fonlract or
agreement to provide for such vendor:
(3) Will not be broader than coverage
pjoVirJed 10 any other insured: and
(4) Does not apply if the "bodily infory",
'property damage` or "personal and
advertising injury'" is otherwise excluded
from coverage under this Coverage Part,
includiriq aiiV endorsements therele-
c. With respext to insurance afforded W, such
vendors, the following additional exclusions
apply:
The insurance: afforded to the vendor does
apply to:
0) "Bodily injury"" or '"properly damage" for
which tile vendor is obligaled to p%,
damages by reasons of vie assumption of
liability v in 9 contract or agreement. This
x c !,as ion does not apply to fiability- for
darnages that the irtsured would have it)
the absence of the contract or
agreement-,
(2) Any express warranty 1,11)ALIthod7od by
yo-`F;
391-1006 08 16 c'! ltlpaaaln�. ofrli:e�. ire. , wth i!r., Page 2 of 6
(3) Any physical or chemical change in the
product made intentionally by the
vendor:
(4) Repackaging. unless unpacked solely ter
the purpose ni Inspection,
demonstration, testing, cr the
substitution of parts under instruetinn
frorn the manufacturer, and then
repackaged in the original container;
(S Any failure to make such inspection,
adjustments, tests or se,f,ricing as the
vendor has agreed to make or normally 3•
undertakes to make in rite usual course
of business in connection with the sale
of the coducl:
(6) Demonstration,, installation, servicing or
repair operations, except such
operations performed at the vendor's
orentises in connection with the sale of
jhe product;
(7) Products which. after distribution or sale
by yr>u. have-. been labeind or relattelrrf
or used as a container, ;part or 4.
ingredient of any other thing or
substance by or for the vendor:
(8) "Bodily injury" or "property damage"
arising out of the sole negligence of the.
vendor for its own acts or omissions or
those of its employees or anyone else
acting on Its behaif. However, this
exchision dot=.s nor apply to:
(a) The rxreplions contained within the
exclusion in subparagraphs (4) or (6)
above: or
(b) such inspections, adjustments. tests
or serviong as the vendor has
agreed to make r,•r normally
undertakes to make in the usual
course of business. in connection
with the distribution or sale of tha
nrocizicts.
(S) "Bodily injury" or "property damage"
arising out )f an "occurrence" ghat took
place before you have signed the
contract or agr€ement with the vendor.
(10)To any person or organization included
as an insirrnd by another endorsement
issued by vs and rnade part of this
Coverage Part.
(11)Any insured person or organization.
front whom you hAve acquired such
products, or any ingredient. part or
container. entering into, accompanying S.
or containing such products.
The most we will pay on behalf of the vendor
for a covered claim is the I,-2srer of the
amount of insurance:
1. Required by the contract or agreement
described in Paragraph a.: or
2. Available under the ap ,Acable Lhrlilt, of
Insurance shown in the ec!arations:
This endorsement shall not increase the
applicable Limits of Insurance shown in the
nQclarations.
Alienated Premises
SECTION 11 - LIABILITY, B. Exclusions, 1.
Applicable To Bustness Liability Coverage k.
Damage to Property, paragraph (2) is replaced by
the following-
(2) Promises you set!. give away or abandon. if
the "property damage" arises out of any part
of those premises and occurred front hazards
that were known by yo:r: or should have
reasonably been known by you. at tote time
the property was transferred or abandoned.
Broad Form Prope Damage - Borrowed
Equipment, Customers goods, Use of Elevators
a. The following is added to SECTION 11 -
LIABILITY, B. Exclusions, 1. Applicable To
Business Liability Coverage, k, Damage to
Properly:
Paragraph (4) does riot apply to "property
damage" to borrowed equipment while at a
jobsile and riot being used to perform
operations.
karagraph (3). (4) and (6) do nut apply to
"properly damage" to "customers goods"
while on your premises nor to the use of
elevators.
b. For I:te f`urp(.'rses of this endorsement, the
following definition is added to SECTION It -
LIABILITY, F. Liability and Medical Expenses
Definitions:
1. "Customer goods" means zaroperty of
your custorner on yoty prpmfses for the
purpose of being:
a. Worked o,n: or
b. Used in your manufecluring process_
c. The insurance afforded under this provision is
excess over any other valid and collectible
prop+ --fly insurance_ (incloding deductittle.)
available to the insure l vdiether primary,
excess, contingent or on any other basis.
Incidental Malpractice - Employed Nurses, EMT's
and Paramedics
d. 'Phil) respect to the insurance afforded to SECTION It - LIABILITY, C. Who Is An Insured,
these vendors, the following is added to paragraph 2A.(1)(d) does not apply 10 a nurse,
SECTION 11 - LIABILITY, D. Liability and
Medical Expense Limits of Insurance:
391-1006 08 16 Incl,yic.s ; ii ,yriellie:i ;R;ttN lilt; w Ir wra:,ca Si;r,tr:er: olaw e., 4;C,. whir ils Page 3 of 6
emerge my nief ical tecnnician or paramedic
employed by you if you are not engaged in the
business or occupation of providing medicar,
paramedical, surgiral. dental. x-ray or nursing
ser.6ces.
6. Personal Injury - Broad Form
a. SECTION II - LIABILITY, B. Exclusions, 2.
Additional Exclusions Applicable only to
"Personal and Advertising Injury", paragraph
e. Is deleted_
b. SECTION II - LIABILITY, F. Liability and
Medical Expenses Definitions, 14. "Personal
and advertising injury', paragraph b. is
replaced by the following:
b. Malicious prosecution or abuse of
process.
c. The following is added to SECTION 11 -
LIABiLITY, F. Liability and Medical Expenses
Definitions, Definition 14, "Personal and
advertising injury":
"Discrimination" (unless insurance thereof is
prohibited by law) that results in injury to the
feelings, or reputation of a nat!iral person,
but only if such "discrimination" is:
(1) Not dome Inlentirmally by or at the
direction of:
(a) The insured:
(b) Any officer of the eorporallon,
dlroctor, slockhnlder, partner or
member of thn insured; and
(2) Net directly or indirectly related 10 all
"employee", not to the employment.
prospective employment or termination
of any person or persons by an insured,
d. For Purposes of this endorsement. the
following definition is added to SECTION 11 -
LIABILITY, F. Liability and Medical Expenses
Definitions:
1. "Discrimtriation" means the: unlawful
treatment of individuals based upon race,
color. ethnic origin. gender, religion, age;
or sexual Preference. "Discrimination"
does not include the unlawful treatment
of individuals Ihasrd o on devolorp. mental,
physical, cognitive. rnentai. sensory or
emotional impairment or any
combination of these.
e. This coverage does riot apply if liability
coovorage for "personal and advertising
injury" Is excluded either by the provisions of
the Coverage Form or any endorsement
1nerplo.
Hanover
Insurance Grnup.
08i i `Y6 644j i 10012tki
o. Recall of Products, Work or Impaired
Property is replar_.ed by the following:
o. Recall of Products, Work or impairod
Property
Damages claimed for any loss. cost or
expense incurred by you or others for
the fr.•ss of use, withdrawal, recall,
inspection, repair, replacement,
adjustment, removal or disposal ot:
(1) 'Your product":
(2) "Your work"; or
(3) "Impaired property",
if such product. work or property is
withdra;vn or recalled from the market or
trans use by any person or organization
because of a known or suspected defect,
deficiency, inadequacy or dangerous
condition in it. but this exrlusion dogs
not apply to "P oduct recall expenses"
that you incur for the "covered recall" of
your Urodutl".
However, the exception to the exclusion
does not apply to "product recall
expenses" resulting from:
(4) f-aifure of any products to acccmplisn
their intended purpose:
(5) Breach of warrantless of fitness•
glealify, dWRbility or perforrnaneea,
(6) Loss of customer approval, or ant
cnsl incurred to regain austomrr
approval:
Redistribution or replacement of
"your Produo" which has "rein
recalled by like products or
substitutes;
(8) Caprice or w•hirn of the insured:
(9) .A condition likely to cause loss of
which any insured knew or had
rr..ason to know at tho inception of
this insurance,
(10)Asbestre7 including loss, damage or
clean up resulting frorn asbestos or
asbestos conlalning materials: or
(11)Recall of "your products" that have
no known or suspected ciefoct solely
because a known or suspected
defect in another of "your products"
has been found.
b. The tollosv.ing is added to SECTION it -
LiABILITY, C. Who Is An Insured, paragraph
3.b.:
7. Product Recall Expense "Product recall expense" arising out of any
a. SECTION 11 - LIABILITY, S. Exclusions, 1. withdrawal or recall that occurred before you
Applicable To Business Liability Coverage, acquired or formed the organization_
391-1006 08 16 Inclines cmyriflhlea materials ar Insurance Services 'Ofrks-.. Inc., Y ilh il.=. perrn;ssicn, Page 4 of 6
c. Tim, foltcr,ving i, added to SECTION if -
LIABILITY, D. Liability and Medical 'Expenses
Limits of Insurance:
Product Recall Expense Limits of Insurance
a. The Limits of Insurance shown in the
SUMMARY OF COVERAGES of this
endorsenic3nl and the,: rile,, staled below
fix the nicsf that we will pay under this
Product [Recall Expense Coverage
regardless of the nurnroer of:
(1) insureds
(2) "Covered [Recalls" initiated; or
(3) NurnbNr of "youc products"
withdrawn.
b. The Product Recall Expense Aggregate
Limit is the most that we will reimburse
you for the Surn of all "product recall
csxpcnSes" inr..urrod for all "covered
recalls" initiated during the c•oficy period.
c. The Product Recall Each Occurrence
Limit is the most we will pay in
connection with any one defect or
id4>ficirn,,:y .
d. All "prodtim recall expenses' in
connection with substantially the same
general harmful condition will be
deµnied to arise out of the same defect
or dofirieeiry and considererl one
"occurrence".
e. Any rimount reirrihursed for "product
recall expenses" in connection with any
one "occurrence" will reduce the amount
rif the Product Recali frxpc-!nse Aggregate
Limit available for reimbursement of
";7rodlir..t recall exp prises" in connection
with any other lefert or deficiency.
f. If the Product Recall Ex,,nninse Aggregate
Limit has t:e:c;rn reducerl by
reimbursement of "product recall
exoenses" fc an amount that is less than
the Product Recall Expense Each
Cr_.currenoe Lirnit, the remaining
Aggregate, Limit is the most that will he
available for reimbursement of ' moduct
recall exoenses" in connection with any
other defect or deficiency.
g. Product Recall Deductible
1-Ne will only pay for the amount of
"oroduct recall exoenses` wNcih are in
excess of the $50G Product Recall
Deductible. The Product Recall
Deductible applies separalely to each
"covered recall The limit, of insurance
will not be reduced by the amount cf this
dect(Jr..tihle.
We may, or will if required by law. pay all
or any part of any deductible amount, if
applicable. Upon notice of our payment
of a dk tow I)ie amount, YOU Shall
promptly reimburse us for they part of the
deductible amount we paid
The Product 1Recilr Expense Limits of
insurance apply seruarately lc each
consecutive annual period and to any
remaining period of less than 12 months,
starliap with the :Teginning of the policy
period shown in the Declarations. unless She
policy period is extended after issuance for
an additional period of Irss tharn 12 mcniths.
In that rase. the additional period will be.
deemed hart of the fast preceding period for
the purposes of determining the Limits of
Insurance.
d. The following is adds>d to SECTION 11 -
LIABILITY, E. Liabilf and Medical Expense
General Conditions, Duties in the Event of
Occurrence, Offense, Claim or Suit:
You must see If, It that the following are
dono in the. Fvent of an actual or anticipate-d
"covered recall" that may result in 'product
recall expense":
(1) Give us prmncit notice of any discovery
or notific�`�tion that "your product' must
be_ withdrawn or rpcalted, Include:: a
description of "you' product" and the
reasoia for Mo wlvidrawal or recall;
(2) Cease any further release, shipment-
ronsignnwrit or any other method of
distrir^iution of like or similar produr.(s
until A ;has been determined that all
Si.lch farodu+'.ts arc? free from defects that
couid bo a cause Of loss under this
insurance,
e. For tone,; i)urposs of thi, nwlorsf a,wwrit, fine
f0itowing deflnitfons are added to SECTION
li - LIABILITY, F. Liability and Medical
Expenses Deflnitions:
1. "Covered recall" moans a recall made
necessary becauSe you or a government
body has determined that a known or
suspected defect, deficiency,
inadequacy, or dangerous condition In
"your product" has resulted or will result
in "bodily injury" or "property damage"
2. "Product recall expense(s)" means:
a. Necessary and reasonable expenses
for:
(1) Communications. Including radio
or television anriouncementS or
printed advertisements including
stationary. envelopes a I d
postage:
391-1006 08 16 Ia_luci,3r, ruiay,igtttilfi cttF,lirt,;dv: (A 1nfur:inet! SnrviG'raax OU,;.,i.;.Inc: , cyTUt iIS pCn'sLs;i^n Page of
INSURED: KNN Public Finance LLC
POLICY#: OHFD50198800 POLICY PERIOD: 02/19/2018 TO: 02/19/2019
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED AND WAIVER OF SUBROGATION - HIRED AND
NON -OWNED AUTO LIABILITY
MAN-1627 03/18
This endorsement modifies insurance provided under the following:
BUSINESSOWNERS COVERAGE FORM
HIRED AUTO AND NON -OWNED AUTO LIABILITY
SCHEDULE
Name of Individual(s) or Organization(s):
Where required by contract
(If no entry appears above, information required to complete this endorsement will be shown in the Declarations
as applicable to this endorsement.)
A. With respect to the HIRED AUTO AND NON -
OWNED AUTO LIABILITY ENDORSEMENT, the
following is added to paragraph B.2.1.:
The person or entity identified in the SCHEDULE
above is an Additional Insured if you agree in a
contract, agreement, or permit that such person or
entity be included as an Additional Insured under
this policy for a loss we cover under Hired and
Non -Owned Auto Liability Coverage prior to the
date of loss.
B. For purpose of this endorsement only, with respect
to the BUSINESSOWNERS COVERAGE FORM,
the following is added to SECTION III — COMMON
POLICY CONDITIONS (APPLICABLE TO
SECTION I — PROPERTY AND SECTION II —
LIABILITY), K. Transfer of Rights of Recovery
Against Others to Us, 2. Applicable to SECTION
II — LIABILITY Coverage:
We waive any right of recovery for "bodily injury"
or "property damage" we may have against the
entity designated in the Schedule above arising
out of the maintenance or use of a hired auto or
the use of a non -owned auto.
ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED.
MAN-1627 03/18 Includes copyrighted material of ISO Insurance Services Office, Inc., with its permission Page 1 of 1
I� ���NiINCTOy CITY OF
HUNTINGTON BEACH
Professional Service Approval Form
h 9
n
9 _
926F�OUNiY CA��FO P412 RECEIVED
Date: 2/20/2018 Project Manager Name: Jim Slobojan FF_.R 27 ),010
Requested by Name if different from Project Manager: Jim Slobojan Fulani Depart-n-snt
Department: Finance
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:
As needed finanacial advisory services for citywide projects.
2) Estimated cost of the services being sought: $ 75,000
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.)
? [],Yes'
❑ No
Fiscal Services Manager Signature (Purchasing Approval) Date
i
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):
Account number
Contractual Dollar Amount
Business unit. object #
Fiscal Year
17 ?j
Fiscal Year
� i I`(
Fiscal Year
1
1,7 ZC)
Fiscal Year
10040101.69365
$15,000.00
$30,000.00
$30,000.00
$
Budget Approval
epartment
/ Chief Fi
O L�
Assista
APPROVE DENIJ�
ature(s)
IJOffia6r Signature
Manager's Signature
Signature
3l Date
Date
Date
Y
ate
7zy-Je
Date
professional service approval form - part i
REV: February 2015
CITY OF HUNTINGTON BEACH RECEIVED
Professional Service Approval Form JUN 21 -JXT'0
PART 11 Finance Department
Date: 6/20/2018 Project Manager: Jim Slobojan
Requested by Name if different from Project Manager: Jim Slobojan
Department: Finance
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: KNN Public Finance
2) Contract Number: CHOOSE DEPARTMENT
(Contract numbers are obtained through Finance Administration x 5630)
3) Amount of this contract: $60,000
Account number
Contractual Dollar Amount
Business unit. object #
Fiscal Year
17/18
Fiscal Year
18/19
Fiscal Year
19/20
Fiscal Year
10040101.69365
$20,000
$20,000
$20,000
$
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 describes the payment terms of the contract.
Department Head Date
Fiscal Servi.e snag (Pur asing) Date
& buki
B�gAppr ya%Signature ate
(01 up 119
Chief Financial Officer (or designee) Signature Date
professional service approval form - part ii 2016.doc
PROFESSIONAL SERVICES
FISCAL YEAR 2018/19
NON -DEPARTMENTAL
IDepartment Description I Amount I
Professional services including claims,
litigation, auditing, recruitment services,
Non -Departmental appraisal, economic analysis, legal,
housing compliance and other consulting
and professional services.
1 1 $471,948.00 1
Date Vendor IAmount Contract Value
Notes FY 19/20 FY20/21 FY21/22
8/8/2017 ARC
$
4,500
$
13,500
Arbitrage Rebate Compliance Services
$ 4,500
2/22/2018 KNN
$
20,000.00
$
60,000.00
as needed services
$ 20,000
4/30/2018 Willdan Financial Services
$
20,000.00
$
63,750.00
CFD
$ 21,500 $ 22,250
Total Value $ 44,500.00
Balance $ 427,448.00
PROFESSIONAL SERVICES
FISCAL YEAR 2017/18
NON-DEPARTMENTALas
� N
IDepartment Description I ,::Amount I
Professional services including claims,
litigation, auditing, recruitment services,
Non -Departmental appraisal, economic analysis, legal,
housing compliance and other
consulting and professional services.
$ 458,966.00
Date Vendttt Amount Contract Value
Notes
FY18/19 FY 19/20
8/8/2017 ARC $ 4,500 $ 13,500 Arbitrage Rebate Compliance Services $ 4,500 $ 4,500
10/12/2017 I ntertrend
10/23/2017 Mgmt Partners - PD
a 1/18/2018 VTD
2/22/2018 KNN
5/1/2018 Go Live Technologies
5/11/2018 Harrell & Company
T6 al alu
€balance:
$ 15,000.00
$
15,000.00
Exempt HBMC 3.03.08
$ 52,900.00
$
52,900.00
$ 30,000.00
$
30,000.00
procedures manual4th ofjuly
$ 20,000.00
$
60,000.00
as needed services $20,000 $20,000
$ 18,000.00
$
296,000.00
Amendment #1 $78,000
$ 5,100.00
$
23,200.00
Amendment #1 (to cover exp from 16/17)
$ 145,500.00
$ 313,466.00
Firm Name
Transaction Fees
PFM (1)
<$10M
$ 25,000
Tyler Old
$10M-25M
$ 35,000
(213) 415-1632
$25M-50M
$ 45,000
oldt@pfm.com
>$50M
$ 50,000
KNN (2)
$1M-15M
$ 30,000-44,999
Mark Young
$15M-30M
$ 45,000-59,999
(310) 348-2901
>$30M
$ 60,000
myoung@knninc.com
Urban Futures (3)
Michael Busch
$5M-15M
$ 30,000
michaelb@urbanfuturesinc.com
$15M-30M
$ 33,000
>$30M
$ 35,000
Please provide a proposed annual retainer, billed in equal monthly installments, for the following services:
- Ongoing Debt Reporting and Monitoring including Continuing Disclosure reports,
dissemination, material event notices, and other required disclosures for the City, Public Financing
Authoritv, Successor ARencv, and Communitv Facilities Districts:
Rating Agency assistance with preparation and presentation for new and existing credit
ratings, updates, and reviews, including ongoing monitoring of credit factors and review of draft
reports:
- Policy review/development for debt, reserve, and disclosure policies, including ongoing
- Other "On -Call" Advisory Services including, but not limited to, strategic planning, financial
- Assist with the preparation of a Request for Proposals and serve on an evaluation committee
- IRMA representation
Transaction financings should not be included in the annual retainer quote requested above, but
would be a separate fixed fee. Please provide a list of transaction fees separated by transaction
type and par amount range.
REQUEST FOR PROPOSALS
FOR
AS -NEEDED FINANCIAL ADVISORY SERVICES
Finance Department
CITY OF HUNTINGTON BEACH
Released on February 22, 2018
AS -NEEDED FINANCIAL ADVISORY SERVICES
REQUEST FOR PROPOSALS ("RFP")
1. BACKGROUND
The City of Huntington Beach is soliciting Request for Proposals (RFP) for a qualified
professional firm to act an independent "Financial Advisor" and economic market expert,
provide advice and assist on debt issuance, structuring, timing of issuance, call provision
options, rating matters, and on existing and proposed financial arrangement on an as -needed
basis. The Financial Advisor may also be called upon to provide financial advisory services
during the course of the fiscal year for other financings that the City may undertake.
The City of Huntington Beach is an incorporated charter law city, which operates under the
council/manager form of government. The City is a full -service city with a General Fund
budget of over $224 million and a total budget of over $361 million for Fiscal Year 2017-18.
The selected firm will serve as the Financial Advisor for an initial period of up to three (3)
years, with the option for an additional one (1) year extension.
2. SCHEDULE OF EVENTS
This request for proposal will be governed by the following schedule:
Release of RFP
February 22, 2018
Deadline for Written Questions
February 28, 2018
Responses to Questions Posted on Web
March 6, 2018
Proposals are Due
March 15, 2018
Proposal Evaluation Completed
March 22, 2018
Approval of Contract
April, 2018
Note: No bidders' conference will be conducted
3. SCOPE OF SERVICES
1) Assist the City in interfacing with rating agencies with the objective of maintaining
and improving, when applicable, the high ratings assigned the City's outstanding and
offered securities for community facilities districts
2) Review any existing policies regarding land -secured financings, and assist the City of
the review and development of revised policies as requested.
3) Assist the City in its evaluation of whether to proceed to an implementation phase of
district formation (if applicable) and bond issuance and, if applicable, recommend
conditions for issuance that the City may consider.
4) Examine the financial feasibility of proposed projects or refunding/restructuring
opportunities.
5) Provide timely information, judgments, and forecasts regarding general economic and
capital market conditions.
6) Prepare financing schedule, monitor progress of participants, facilitate and coordinate
completion of tasks and responsibilities in accordance with schedule. Revise schedule
as necessary.
7) Review land use approvals, property ownership, proposed development and phasing
plans, and developer's financing plans in conjunction with development and review
of appraisals, absorption studies, and the development of a rate and method of
apportionment, as necessary.
8) Assist and coordinate in the preparation of legal and disclosure documents related to
debt issuance, as necessary.
9) Develop rating agency strategy, prepare rating agency presentation material, schedule
meetings with rating agencies, organize and coordinate Council and staff rehearsals
and presentations and coordinate itinerary for rating agency visits as required.
10) Assist in the preparation of Request for Proposals for underwriters as directed by
City. Assist in the evaluation of proposals, conduct interviews as necessary, and
provide recommendation as to firms selected.
11) Develop and take a primary responsibility for quantitative analysis of structuring
alternatives for debt issues including sizing, structure, and term of issue. Provide
computer modeling and comparison of alternatives.
12) Assist and coordinate discussions and prepare presentation materials for identified
key institutional investors. Coordinate itinerary, as necessary, for visits to
institutional investors or meeting sites.
13) Analyze and participate in decision as to timing of sale and consult as to advisability
or necessity for rescheduling sale depending on market conditions.
14) Prepare analytical discussion of market conditions and projected pricing results prior
to sale. Provide independent pre -pricing analysis to City prior to sale including
market activity, projected results, market supply and demand characteristics, and
comparable sale analysis.
15) Coordinate and monitor marketing programs initiated by underwriter to develop pre -
sale market interest. Prepare and coordinate placement of notices and advertisements
in periodical publication (Bond Buyer, etc.) to stimulate market interest.
16) Assist in development of and recommendation with respect to pre -sale interest rate
scale and structure for pre -marketing purposes. Provide recommendation with
respect to underwriter retention as defined prior to sale.
17) Analyze market conditions with respect to underwriters' compensation. Provide
comparable transaction comparisons and recommendation with respect to order
writing spread and components thereof.
18) Participate in pricing process, analyze volume and type of orders and provide
recommendation as to acceptance or re -pricing of offer to underwrite at conclusion of
pricing period.
19) Provide pricing analysis and comparisons following sale, document pricing results,
and provide written report to City with respect to final pricing and underwriter
compensation level. Deliver quantitative schedules showing results of final pricing.
20) Assist and coordinate with administrative matter related to transaction closing,
including preparation and distribution of final official statement. Participate in
closing procedures.
21) Provide advice to the City regarding alternative forms of investment, strategies and
alternatives to its investment policies.
22) Upon request, assist in reviewing and analyzing legislation that may have a financial
impact on the City.
23) Upon request, assist City in conducting surveys of financial activities of other major
operating utilities.
24) Upon request, attend Council meetings and make presentations to the City Council,
its committees and staff.
4. PROPOSAL FORMAT GUIDELINES
Interested contractors are to provide the City of Huntington Beach with a thorough proposal
using the following guidelines:
Proposal should be typed and should contain no more than 20 typed pages using a 10-point
font size, including transmittal letter and resumes of key people, but excluding Index/Table of
Contents, tables, charts, and graphic exhibits. Each proposal will adhere to the following order
and content of sections. Proposal should be straightforward, concise and provide "layman"
explanations of technical terms that are used. Emphasis should be concentrated on conforming
to the RFP instructions, responding to the RFP requirements, and on providing a complete and
clear description of the offer. Proposals, which appear unrealistic in the terms of technical
commitments, lack of technical competence or are indicative of failure to comprehend the
complexity and risk of this contract, may be rejected. The following proposal sections are to
be included in the proposer's response:
A. Vendor Application Form and Cover Letter
Complete Appendix B, "Request for Proposal -Vendor Application Form" and attach this
form to the cover letter. A cover letter, not to exceed three pages in length, should
summarize key elements of the proposal. An individual authorized to bind the consultant
must sign the letter. The letter must stipulate that the proposal price will be valid for a
period of at least 180 days. Indicate the address and telephone number of the contractor's
office located nearest to Huntington Beach, California and the office from which the
project will be managed.
B. Background and Approach
The Background and Approach Section should describe your understanding of the City, the
work to be done, and the objectives to be accomplished. Provide a detailed description of
the approach and methodology to be used to accomplish the Scope of Services of this RFP.
The Approach and Methodology Section should include:
1) An implementation plan that describes in detail (i) the methods, including controls
by which your firm manages projects of the type sought by this RFP; (ii)
methodology for soliciting and documenting views of internal and external
stakeholders; (iii) and any other project management or implementation strategies
or techniques that the respondent intends to employ in carrying out the work.
2) Detailed description of efforts your firm will undertake to achieve client satisfaction
and to satisfy the requirements of the "Scope of Services" section.
C. Staffing
Provide a list of individual(s) who will be working on this project and indicate the
functions that each will perform. Include a resume for each designated individual.
Upon award and during the contract period, if the contractor chooses to assign different
personnel to the project, the Contractor must submit their names and qualifications
including information listed above to the City for approval before they begin work.
D. Qualifications and Related Experience
Describe the organization of the firm and the range of services it provides, its underlying
philosophy or mission statement, and any organizational aspects that uniquely qualify the
firm for this assignment. Include in your description the firm's history specifically
providing financial advisory consulting services.
Describe recent directly related experience. Include on each listing the name of the client,
description of work done, primary client contact, address, telephone number, dates for the
project, name of the project director and/or manager, and members of the proposed project
team who worked on the project, as well as their respective responsibilities.
At the very least, you should provide a list of all local public entities for which you have
provided services in the past five years. For each reference, indicate the reference's name,
organization affiliation, title, complete mailing address, telephone number and e-mail
address. The City of Huntington Beach reserves the right to contact any of the
organizations or individuals listed.
E. FEE PROPOSAL
Describe your firm's fee schedule on an annual basis. Provide two options that include a
fixed fee and a time and material fee. The time and material fee cost proposal must include
direct man-hour rate and any out -of pocket cost structures that must have prior
authorization by the City.
5. PROCESS FOR SUBMITTING PROPOSALS
♦ Content of Proposal
The proposal must be submitted using the format as indicated in the proposal format
guidelines.
o Preparation of Proposal
Each proposal shall be prepared simply and economically, avoiding the use of elaborate
promotional material beyond those sufficient to provide a complete, accurate and reliable
presentation.
♦ Number of Proposals
Via the Planetbids.com web site, submit one (1) PDF file format copy of your proposal in
sufficient detail to allow for thorough evaluation and comparative analysis.
4
♦ Submission of Proposals
Complete ivritten proposals must be submitted electronically in PDF file format via the
Planetbids.com ivebsite no later than 4:00 p.m. (P.S.T.) on March IS, 2018. Proposals
will not be accepted after this deadline. Faxed or e-mailed proposals 1vill not be
accepted.
♦ Inquiries
Questions about this RFP must be directed in writing, via e-mail to:
Jim Slobojan, Fiscal Services Manager
j slobojan@surfeity-hb.org
From the date that this RFP is issued until a firm is selected and the selection is announced, firms
are not allowed to communicate for any reason with any City employee other than the contracting
officer listed above regarding this RFP, except during the pre -proposal conference. Refer to the
Schedule of Events of this RFP or the City webpage to determine if a pre -proposal conference has
been scheduled. The City reserves the right to reject any proposal for violation of this provision.
No questions other than written will be accepted, and no response other than written will be
binding upon the City.
♦ Conditions for Proposal Acceptance
This RFP does not commit the City to award a contract or to pay any costs incurred for any
services. The City, at its sole discretion, reserves the right to accept or reject any or all
proposals received as a result of this RFP, to negotiate with any qualified source, or to cancel
this RFP in part or in its entirety. All proposals will become the property of the City of
Huntington Beach, USA. If any proprietary information is contained in the proposal, it should
be clearly identified.
6. EVALUATION CRITERIA
The City's consultant evaluation and selection process is based upon Qualifications Based
Selection (QBS) for professional services. The City of Huntington Beach may use some or all of
the following criteria in its evaluation and comparison of proposals submitted. The criteria listed
are not necessarily an all-inclusive list. The order in which they appear is not intended to indicate
their relative importance. The ranking will consist of the basic proposal for clarity and following
all directions. Additionally, points will be awarded for Qualifications, Understanding and
Methodology, and Staffing in each category. The Consultants in the top ranking will have
References Checked, Local Preference Check, and an Interview, if necessary.
A. Proposal Clarity - Use of terms and explanation throughout are understandable. (5 points)
B. Firm Qualifications - Experience of the firm, experience with projects of similar scope,
complexity, and magnitude for other public agencies. (25 points)
C. Staffing - Experience of the project manager and other key individuals assigned to the City.
Educational background, work experience, and directly related consulting experiences. (25
points).
D. Understanding & Methodology - Firm has an understanding of the work to be done, successful
implementation and shows effort in completing projects efficiently and accurately. (20 points)
E. Reference Check (10 points) The City will contact and evaluate the Consultant's references;
contact any current users of a Consultant's services; solicit information from any available
source concerning any aspect of a proposal; and seek and review any other information deemed
pertinent to the evaluation process.
F. Interview (15 points). After written proposals have been reviewed, discussions with
prospective firms may or may not be required. If scheduled, the oral interview or video/voice
conference interview, at the City's discretion, will be a question/answer format for clarifying
the intent of any portions of the proposal. The individual from your firm that will be directly
responsible for carrying out the contract, if awarded, must be present at the oral interview or
video/voice conference interview.
G. Local Preference Check (5 bonus points). The Consultant will earn 5 bonus points for having
an office located in the city and a valid City Business License issued a minimum of 6 months
prior to the RFQ release date.
http•//www huntingtonbeachea.gov/files/users/finance/business-license-gpplication.pdf
The City may also contact and evaluate the proposer's and subcontractor's references; contact
any proposer to clarify any response; contact any current users of a proposer's services; solicit
information from any available source concerning any aspect of a proposal; and seek and
review any other information deemed pertinent to the evaluation process. The evaluation
committee shall not be obligated to accept the lowest priced proposal, but shall make an award
in the best interests of the City.
After written proposals have been reviewed, discussions with prospective firms may or may
not be required. If scheduled, the oral interview will be a question/answer format for the
purpose of clarifying the intent of any portions of the proposal. The individual from your firm
that will be directly responsible for carrying out the contract, if awarded, should be present at
the oral interview.
A Notification of Intent to Award may be sent to the vendor(s) selected. Award is contingent
upon the successful negotiation of final contract terms. Negotiations shall be confidential and
not subject to disclosure to competing vendors unless an agreement is reached. If contract
negotiations cannot be concluded successfully, the City may negotiate a contract with the next
highest scoring vendor or withdraw the RFP.
7. STANDARD TERMS AND CONDITIONS
♦ Amendments
The City reserves the right to amend this RFP prior to the proposal due date. All
amendments and additional information will be posted to the Huntington Beach
Procurement Registry, Huntington Beach - Official City Web Site - Business - Bids &
RFP's; proposers should check this web page daily for new information.
♦ Cost for Preparing Proposal
The cost for developing the proposal is the sole responsibility of the proposer. All
proposals submitted become the property of the City.
♦ Contract Discussions
Prior to award, the apparent successful firm may be required to enter into discussions with
the City to resolve any contractual differences. These discussions are to be finalized and
all exceptions resolved within one (1) week from notification. If no resolution is reached,
the proposal may be rejected and discussions will be initiated with the second highest
scoring firm. A sample agreement is linked to this Request for Proposal in the City web
site.
♦ Confidentiality Requirements
The staff members assigned to this project may be required to sign a departmental non-
disclosure statement. Proposals are subject to the Freedom Information Act. The City
cannot protect proprietary data submitted in proposals.
♦ Financial Information
The City is concerned about proposers' financial capability to perform, therefore, may ask
you to provide sufficient data to allow for an evaluation of your firm's financial
capabilities.
♦ Insurance Requirements
City Resolution 2008-63 requires that licensees, lessees, and vendors have an approved
Certificate of Insurance (not a declaration or policy) on file with the City for the issuance
of a permit or contract. Within ten (10) consecutive calendar days of award of contract,
successful bidder must furnish the City with the Certificates of Insurance proving coverage
as specified in Appendix C. Failure to furnish the required certificates within the time
allowed will result in forfeiture of the Proposal Security.
Please carefully review the Sample Agreement and Insurance Requirements before
responding to the Request for Proposal enclosed herein. The terms of the agreement,
including insurance requirements have been mandated by City Council and can be modified
only if extraordinary circumstances exist. Your response to the Request for Proposal
must indicate if you are unwilling or unable to execute the agreement as drafted as well as
providing the insurance requirements. The City will consider this in determining
responsiveness to the Request for Proposal.
7