Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
MGT of America Consulting, LLC - 2018-08-02
PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND MGT OF AMERICA CONSULTING, LLC FOR SB 90 STATE MANDATED REIMBURSEMENT CLAIMS 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 MGT OF AMERICA CONSULTING, LLC, a Florida Limited Liability Company, hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to perform SB 90 State mandated reimbursement claims services; and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Guy Burdick 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 to $49 10115 18-6666/184410/mv 1 of 11 3. TERM: TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on c-�, , 20(the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than three (3) years from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. In the event the Commencement Date precedes the Effective Date, CONSULTANT shall be bound by all terms and conditions as provided herein. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed Seventeen Thousand Seven Hundred Dollars ($17,700). 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." agree/surfnet/professional Svcs to $49 10115 18-6666/184410/mv 2 of 11 7. DISPOSITION OF PLANS. ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materiats prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for agree/surfnet/professional Svcs to $49 10115 18-6666/184410/mv 3 of 11 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 affect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. a.-ree/surfnet/professional svcs to $49 10115 1 s-6666/1 s4410/mv 4 of 11 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 agree/surfnet/professional sves to $49 10115 1 s-6666/ 1 saa 1 o/mv 5 of 11 payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 14. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 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 agree/surfnet/professionalsvcsto $49 10115 18-6666/184410/mv 6 of 11 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: Sunny Rief 2000 Main Street Huntington Beach, CA 92648 17. CONSENT TO CONSULTANT: MGT of America Consulting, LLC ATTN: Guy Burdick 2251 Harvard Street, Suite 134 Sacramento, CA 95815 (916)833-7775 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. agree/surfnet/professional svcs to $49 10115 18-6666/184410/mv 7 of 11 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement 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 agree/surfnet/professional svcs to $49 10n5 18-6666i184410/mv 8 of 11 the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 24. ATTORNEY' S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, 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. agree/surfnet/professionalsvcsto $49 10115 18-6666/184410/mv 9 of I I 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 anu's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. agree/surfnet/professional svcs to $49 10115 1 s-6666/1 s4410/mv 10 of 1 I IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. CONSULTANT, MGT OF AMERICA CONSULTING, LLC By: ---- e� -- A. Trey Traviesa print name ITS: (circle one) Chairman/President(Vice President AND J.Bradley Buirge --EVP & Treasurer print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary — Treasurer agree/surfnet/professional Svcs to $49 10/15 18-6666/184410/mv 11 of 11 CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California Director/Chief (Pursuant To HBMC §3.03.100) APPROVED AS TO FORM: City Attorney W RECEIVE AND FILE: l� City Clerk Date O I A �CJ pQ® CC> CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DDIYYYY) 7/5/2018 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 rights to the certificate holder in lieu of such endorsement(s). PRODUCER Earl Bacon Agency, Inc. P.O. Box 12039 Tallahassee FL 32317 CONTACT NAME: Bobb Bacon/Erin Dennard PHONE FAX • 850-878-2121 'C'No): 850-878-2128 nooRless: bbacon@earibacon.com/edennard@earlbacon.com INSURERS AFFORDING COVERAGE NAIC # INSURER A: Continental Casualty Company 20443 INSURED MGTOF-1 MGT of America, LLC MGT of America Consulting, LLC INSURER B : Valley Forge Insurance Company 20508 INSURER C: American Casualty Company of Reading, PA 20427 INSURER D : Transportation Insurance Company 20494 4320 W. Kennedy Blvd. Tampa FL 33609 INSURER E : Travelers Casualty & Surety Company of America 31194 INSURER F : COVERAGES CERTIFICATE NUMBER:582524251 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR OF INSURANCE ADDLTYPE INSD SUER POLICY NUMBER MM POLICY EFF /DDfYYYY POLICY EXP MM DD/YYYY LIMITS C X COMMERCIAL GENERAL LIABILITY Y Y 5095130327 7/1/2018 7/1/2019 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE � OCCUR DAMAGE S(RENTED PREMISES Ea occurrence) $ 300,000 X MED EXP (Any one person) $ 15,000 A-XV Rating PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY PRO ❑ LOC X JECT PRODUCTS - COMP/OP AGG $ 2,000,000 Deductible $ None OTHER: C AUTOMOBILE LIABILITY Y Y 2093563501 7/1/2018 7/1/2019 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 X NON -OWNED AUTOS ONLY AUTOS ONLY X $ None A-XV RatingDeductible A X UMBRELLA LIAB X OCCUR 2093563496 7/1/2018 7/1/2019 1 EACH OCCURRENCE $ 5,000,000 X AGGREGATE $ 5,000,000 EXCESS LIAB CLAIMS -MADE DED I X I RETENTION $ $ B D WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N Y WC311086712 - All Other WC311086788 - CA 7/1/2018 7/1/2018 7/1/2019 7/1/2019 X PER OTH- STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ 500,000 OFFICER/MEMBER EXCLUDED? ❑ N/A (Mandatory in NH) E.L. DISEASE - EA EMPLOYEE $ 500,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 500,000 E Professional Liability (E&O) N N 105638880 7/1/2018 7/1/2019 Each Claim 21500,000 Claims -Made Form Aggregate 5,000,000 7/5/95 Ratio Date/A++XV F00- DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is require Umbrella: A-XV Rating. All Other Workers' Comp & CA Workers' Comp: A-XV Rating. CA - Workers' Comp Employers Liability Limits: --'� $1,000,000 Each Accident BY: EL GABS $1,000,000 Disease Policy Limit ICHA ORNEY $1,000,000 Disease Each Employee CITY GTO" i3EAC4 Cyber Liability: Continental Casualty Company -Limits of Liability $1,000,000/$1,000,000 Retention $10,000 Reto,4E,t" (y Claims Made Effective 3/30/18 - 3/30/2019 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Huntington Beach ACCORDANCE WITH THE POLICY PROVISIONS. its officers and employees AUTHORIZED REPRESENTATIVE 2000 Main St. Huntington Beach CA 92648 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD AUTOMOBILE ADDITIONAL INSURED & WAIVER OF SUBROGATION 1. Who Is An Insured The following are "insureds": a. You for any covered "auto". b. Anyone else while using with your permission a covered "auto" you own, hire or borrow 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 covered "auto" you own. (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 "insured" described above but only to the extent of that liability. Provides "additional insured" status 5. Transfer Of Rights Of Recovery Against Others To Us If any person or organization to or for whom we make payment under this Coverage Form has rights to recover damages from another, those rights are transferred to us. That person or organization must do everything necessary to secure our rights and must do nothing after "accident" or "loss" to impair them. Policy automatically permits "waiver of subrogation Business Auto Policy MGT of America Consulting, LLC Policy 2093563501 S. Owned Autos You Acquire After The pocky 'covered pollution cost or expense,• However, we Begins have no duty to defend any 'Insured' against a'suit' 1. fl Symbols i, 2, 3, 4, S. 8 or 19 are entered next next to in seeking damages for 'bodily Injury' or 'property damage or a covered pollution cost or expense' a coverage Item Two of the Declarations, then you have coverage for 'autos' that you to this insurance does not apply, We may acquire of the type described for the remainder of the policy period, investigawhich t or suit as we consider a and settle any duty consider appropriate. Our duty to defend or settle 2. But, if Symbol 7 Is entered next to a coverage In ends when the Liability Coverage Limit of Insurance has been exhausted by payment of Judgments or Item Two of the Declarations, an 'auto' you settlements. acquire will be a covered •auto' for that coverage only it: 1. Who le An Insured a. We elready cover all 'autos' that you own The following are 'insureds*: for that coverage or it replaces an 'auto' a. You for any covered 'auto.' You previously owned that had that coverage; and b. Anyone also while using with your permission a covered 'auto' you own, hire b. You tell us within 30 days after you acquire or borrow except: It that you want us to cover it for that (1) The owner or anyone else from whom coverage, you hire or borrow a covered °auto' C. Certain Trailers, Mobile EcluOrniard And This exception does not apply I the Temporary Subs#tuts Autos covered 'auto' Is a 'trailer' connected If Liability Coverage is provided by this Coverage to a covered 'auto' you own. Form, the following types of vehicles are also (2) Your 'employes' If the covered 'auto' Is covered "autos' for Liability Coverage: owned by that 'employee' or a member 1. 'Trailers' with a load capacity of 2,000 pounds of his or her household. or lass designed primarily for travel on public (3) Someone using a covered 'auto' while roads. he or she is working in a business of 2. 'Mobile equipment' while being carried or towed selling, servicing, repairing, parking or by a covered 'auto,' storing 'autos' unless that business is 3. Any 'auto' you do not own while used with the permission of its owner yours. (A) Anyone other than your 'employees,' as a temporary substitute for a covered 'auto' you own that is partners (If you are a partnership), out of service because of its: mambom (if you are a limited liability a. Breakdown; company), or a lasses or borrower or 'empooees,' any of their whale moving b. Repair; property to or from a covered *auto,* o. Servicing; (5) A partner (it you are a partnership), or a d. 'Loss'; or member of you are a limited liability e. Destruction. company) for a covered 'auto' owned by him or her or a member of his or her SECTION 9 — LIABKJTY COVERAGE household. A. Coverage a Anyone liable for the conduct of an We will pay all sums an 'insured' legally must pay 'insured' described above but onl to the extent of that liability. y as damages because of 'bodily inJury' or 'properly to which this insurance applies, caused by 2. Coverage Extensions an 'accident' and resulting from the ownership, a. Supplementary payments maintenance or use of a covered *auto.' We will pay for the 'Insured•: We will also pay all sums an 'Insured' legally must 'covered (1) All expenses we incur. Pay as a pollution cost or expense' to which this insurance applies, caused by an (2) Up to $2,000 for cost of ball bonds 'accident' and resulting from the ownership, (including bonds for related traffic taw maintenance or use of covered 'autos.' However, violations) required because of an we will only pay for the 'covered pollution cost or 'accident' we cover. We do not have to expense' If there is either *bodily injury' or'property fumlah these bonds. damage' to which this insurance applies that is (3) The cost of bonds to release caused by the same *accident.- attachments In any 'sulr against the We have the right and duty to defend any 'Insured* 'Insured' wa defend, but only for bond against a 'suit' asking for such damages or a amounts within our Limit of Insurance. Page 2 of 11 Copyright, 180 Properties, Inc., 2005 CA 00 01 03 oS Business Auto Policy MGT of America Consulting, LLC Policy 2093563501 SECTION IV — BUSINESS AUTO CONDITIONS The following conditions apply In addition to the Common Policy Conditions: A. Loss Conditions 1. Appraisal For Physical Damao Loss If you and we disagree on the amount of 'loss,' either may demand an appraisal of the loss.' In this event, each party will select a competent appraiser. The two appraisers will select a competent and impartial umpire. The appraisers will state separately the actual cash value and amount of 'loss.' If they fail to agree, they will submit their differences to the umpire. A decision agreed to by any two will be binding. Each party will: a. Pay Its chosen appraiser; and b. Bear the other expenses of the appraisal and umpire equally. If we submit to an appraisal, we will still retain our right to deny the claim. 2. Duties In The Event Of Accident, Claim, Suit Or Loss We have no duty to provide coverage under this policy unless there has been lull compliance with the following duties: a. In the event of 'accident,' claim, 'suit' or 'loss,' you must give us or our authorized representative prompt notice of the 'accident' or 'loss.' Include: (1) How, when and where the 'accident or 'loss' occurred; (2) The "Insureds' name and address; and (3) To the extent possible, the names and addresses of arty injured persons and witnesses. b. Additionally, you and any olher involved 'insured' must: (1) Assume no obligation, make no payment or incur no expense without our consent, except at the 'insureds' own cost. (2) Immadiatefy send us copies of any request, demand, order, notice, summons or legal paper received concerning the claim or 'suit.' (3) Cooperate with us in the Investigation or settlement of the claim or defense against the *suit.* (4) Authorize us to obtain medical records or other pertinent information. (5) Submit to examination, at our expense, by physicians of our choice, as often as we reasonably require. c_ It there Is 'loss' to a covered 'auto' or Its equipment you must also do the following: CA 00 0103 06 (1) Promptly notify the police if the covered 'auto' or any of its equipment Is stolen. (2) Take all reasonable steps to protect the covered 'auto' from further damage, Also keep a record of your expenses for consideration in the settlement of the claim. (3) Permit us to inspect the covered 'auto' and records proving the 'loss' before its repair or disposition. (4) Agree to examinations under oath at our request and give us a signed statement of your answers. 3. Legal Action Against Us No one may bring a legal action against us under this Coverage Form until: a. There has been full compliance with all the terms of this Coverage Form; and b. Under Liability Coverage, we agree in writing that the 'insured' has an obligation to pay or until the amount of that obligation has finally been determined by judgment after trial. No one has the right under this policy to bring us Into an action to determine the'Insureds' liability, 4• Lose Payment — Physical Damage Coversgss At our option we may: a. Pay for, repair or replace damaged or stolen property; b. Return tits stolen property, at our expense. We will pay for any damage that results to the 'auto' from the theft; or o. Take all or any part of the damaged or stolen property at an agreed or appraised value. If we pay for the *loss.* our payment will include the applicable sales tax for the damaged or stolen property. S. Transfer Of Rights Of Recovery Against Others To Us If any person or orgenization to or for whom we make payment under this Coverage Form has rights to recover damages from another, those rights are transferred to us. That person or organization must do everything necessary to secure our rights and must do nothing after 'accident' or 'loss' to impair them. B. Garwral Conditions I. Bankruptcy Bankruptcy or insolvency of the 'Insured' or the 'Insured's' estate will not relieve us of any obligations under this Coverage Form. 2. Conemalment, Misrapiresentntion Or Fraud This Coverage Form Is void in any case of fraud by you at any time as It relates to this Coverage Copyright, ISO Properties, Inc., 2005 Page 7 of 11 Blanket Additional Insured - Owners, Lessees or Contractors - with Products -Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I. The WHO IS AN INSURED section is amended to add as an Insured any person or organization whom the Named Insured is required by written contract to add as an additional insured on this coverage part, including any such person or organization, if any, specifically set forth on the Schedule attachment to this endorsement. However, such person or organization is an Insured only with respect to such person or organization's liability for: A. unless paragraph B. below applies, I. bodily injury, property damage, or personal and advertising injury caused in whole or in part by the acts or omissions by or on behalf of the Named insured and in the performance of such Named Insured's ongoing operations as specified in such written contract; or 2. bodily injury or property damage caused in whole or in part by your work and included in the products -completed operations hazard, and only if a. the written contract requires the Named Insured to provide the additional insured such coverage; and b. this coverage part provides such coverage. B. bodily injury, property damage, or personal and advertising injury arising out of your work described in such written contract, but only If: 1. this coverage part provides coverage for bodily injury or property damage included within the products completed operations hazard; and 2. the written contract specifically requires the Named insured to provide additional insured coverage under the 11-85 or 10-01 edition of CG2010 or the 10-01 edition of CG2037. 11. Subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: A. coverage broader than required by the written contract; or B. a higher limit of insurance than required by the written contract. 111. The insurance granted by this endorsement to the additional insured does not apply to bodily injury, property damage, or personal and advertising Injury arising out of: A. the rendering of, or the failure to render, any professional architectural, engineering, or surveying services, including: 1. the preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys field orders change orders or drawings and specifications; and 2. supervisory, inspection, architectural or engineering activities; or B. any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. IV. Notwithstanding anything to the contrary in the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS, the Condition entitled Other Insurance, this insurance is excess of all other insurance available to the additional insured whether on a primary, excess, contingent or any other basis. However, if this insurance CNA75079XX (1-1 Page 1 of 2 Policy No: 5095130327 Endorsement No: Effective Date: 7 / 1 / 2018 Insured Name: MGT of America Consulting, LLC Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, inc., with its permission, CNA Blanket Additional Insured - Owners, Lessees or Contractors - with Products -Completed ' _.........._.,._..___ _....._... Operations Coverage Endorsement -___._............_____.._..._............__ _ _ is required by written contract to be primary and non-contributory, this insurance will be primary and non- contributory relative solely to insurance on which the additional Insured is a named insured. V. Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1, give the Insurer written notice of any claim, or any occurrence or offense which may result in a claim; 2. except as provided in Paragraph IV. of this endorsement, agree to make avallable any other insurance the additional insured has for any loss covered under this coverage part; 3. send the Insurer copies of all legal papers received, and otherwise cooperate with the Insurer in the investigation, defense, or settlement of the claim; and 4. tender the defense and indemnity of any claim to any other insurer or self insurer whose policy or program applies to a loss that the Insurer covers under this coverage part. However, if the written contract requires this Insurance to be primary and non-contributory, this paragraph (4) does not apply to insurance on which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional Insured. VI. Solely with respect to the insurance granted by this endorsement, the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires the Named Insured to make a person or organization an additional insured on this coverage part, provided the contract or agreement: A. is currently in effect or becomes effective during the term of this policy; and B. was executed prior to: 1, the bodily Injury or property damage; or 2. the offense that caused the personal and advertising injury for which the additional insured seeks coverage. Any coverage granted by this endorsement shall apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. __.........__.... ............................... _ _....._....._._.. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA75079XX 1-15 � . _ ___ Policy No: _---- . Page 2 of 2 Endorsement No: Effective Date: insured Name: Copyright CNA All Rights Reserved. includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA General Liability Extension Endorsement It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1._ Additional Insureds __.__. _...................................._._ 2. Additional Insured -Primary And Non-ContributoryTo Additional Insured's Insurance 3. Bodily Injury— Expanded Definition —�-4-.— Broad Knowledge of Occurrence/ Notice of Occurrence 5. ^Broad Named Insured ------------ 6. Estates, Legal Representatives and Spouses 7. Expected Or intended Injury — Exception for Reasonable Force S. In Rem Actions 9. Incidental Health Care Malpractice Coverage _.__._ ...... ... ....... __ ........ ...._.____........... _. _ 10, Joint Ventures/Partnership/Limited Liability Companies 11. Legal Liability — Damage To Premises 12. Medical Payments 13. Non -owned Aircraft Coverage 14. Non -owned Watercraft 15, Personal And Advertising Injury — Discrimination or Humiliation 16. Personal And Advertising Injury - Contractual Liability 17. Property Damage - Elevators 18. Supplementary Payments 19. Unintentional Failure To Disclose Hazards 20. Waiver of Subrogation — Blanket ............. CNA74879XX (1-15)^ Page 1 of 13 Policy No: 5095130327 Endorsement No: Effective Date: -7/1/2018 Insured Name: MGT of America Consulting, LLC copyright CMA All Rights Reserved, Includes eopyrighted material or Insurance Services Office, Inc., with its permission, CNA General Liability Extension Endorsement 1. ADDITIONAL INSUREDS a. WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A. through K. below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement, provided such contract or agreement: (1) is currently in effect or becomes effective during the term of this Coverage Part; and (2) was executed prior to: (a) the bodily injury or property damage; or (b) the offense that caused the personal and advertising Injury, for which such additional insured seeks coverage. b. However, subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: (1) a higher limit of insurance than required by such contract or agreement; or (2) coverage broader than required by such contract or agreement, and in no event broader than that described by the applicable paragraph A. through K. below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A. Controlling Interest Any person or organization with a controlling interest in a Named Insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising Injury arising out of: 1. such person or organization's financial control of a Named Insured; or 2. premises such person or organization owns, maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. B. Co-owner of Insured Premises A co-owner of a premises co -owned by a Named insured and covered under this insurance but only with respect to such co -owner's liability for bodily Injury, property damage or personal and advertising injury as co-owner of such premises. C. Grantor of Franchise Any person or organization that has granted a franchise to a Named Insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising Injury as grantor of a franchise to the Named Insured. D. Lessor of Equipment Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused, in whole or In part, by the Named Insured's maintenance, operation or use of such equipment, provided that the occurrence giving rise to such bodily Injury, property damage or the offense giving rise to such personal and advertising Injury takes place prior to the termination of such tease. E. Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership CNA74879XX (1-15) Policy No: Page 2 of 13 Endorsement No: Effective Date: Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permissicn General Liability Extension Endorsement maintenance or use of such land, provided that the occurrence giving rise to such bodily injury or property damage, or the offense giving rise to such personal and advertising injury, takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional Insured. F. Lessor of Premises An owner or lessor of premises leased to the Named Insured, or such owner or lessor's real estate manager, but only with respect to liability for bodily injury, property damage or personal and advertising Injury arising out of the ownership, maintenance or use of such part of the premises leased to the Named Insured, and provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. G. Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee or receiver's liability for bodily Injury, property damage or personal and advertising injury arising out of the Named Insured's ownership, maintenance, or use of a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such addifionai insured. H. State or Governmental Agency or Subdivision or Political Subdivisions — Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization, but only with respect to such state or governmental agency or subdivision or political subdivision's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. the following hazards in connection with premises a Named Insured owns, rents, or controls and to which this insurance applies: a, the existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or b. the construction, erection, or removal of elevators; or c. the ownership, maintenance or use of any elevators covered by this Insurance; or 2. the permitted or authorized operations performed by a Named Insured or on a Named Insured's behalf. The coverage granted by this paragraph does not apply to: a. Bodily injury, property damage or personal and advertising Injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision; or b. Bodily injury or property damage included within the products -completed operations hazard. With respect to this provision's requirement that additional Insured status must be requested under a written contract or agreement, the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. 1. Trade Show Event Lessor 1. With respect to a Named Insured's participation in a trade show event as an exhibitor, presenter or 6splayer, any person or organization whom the Named Insured is required to include as an additional Insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury caused by: CNA74879XX (1-15)Policy Page 3 of 13 Endorsement No: Effective Date: Insured Name - Copyright CNA Alt Rights Reserved. Includes copyrighted material of Insurance services oQce, Inc., with its permission. CNA General Liability Extension Endorsement a. the Named Insured's acts or omissions; or b, the acts or omissions of those acting on the Named Insured's behalf, in the performance of the Named Insured's ongoing operations at the trade show event premises during the trade show event. 2. The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products -completed operations hazard. J. Vendor Any person or organization but only with respect to such person or organization's liability for bodily injury or property damage arising out of your products which are distributed or sold in the regular course of such person or organization's business, provided that: 1. The coverage granted by this paragraph does not apply to: a, bodily Injury or property damage for which such person or organization Is obligated to pay damages by reason of the assumption of liability in a contract or agreement unless such liability exists In the absence of the contract or agreement; b. any express warranty unauthorized by the Named Insured; c. any physical or chemical change in any product made intentionally by such person or organization; d. repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; e. any failure to make any inspections, adjustments, tests or servicing that such person or organization has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; f. demonstration, installation, servicing or repair operations, except such operations performed at the such person or organization's premises in connection with the sale of a product; g. products which, after distribution or sale by the Named Insured, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for such person or organization; or In. bodily injury or property damage arising out of the sole negligence of such person or organization for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (1) the exceptions contained in Subparagraphs d. or f. above; or (2) such inspections, adjustments, tests or servicing as such person or organization has agreed with the Named Insured to make or normally undertakes to make in the usual course of business, In connection with the distribution or sale of the products. 2. This Paragraph J. does not apply to any insured person or organization, from whom the Named Insured has acquired such products, nor to any ingredient, part or container, entering into, accompanying or containing such products. 3. This Paragraph J. also does not apply: a. to any vendor specifically scheduled as an additional insured by endorsement to this Coverage Part; b. to any of your products for which coverage is excluded by endorsement to this Coverage Part; nor c. if bodily injury or property damage included within the products -completed operations hazard Is excluded by endorsement to this Coverage Part. CNA74879XX (1-15) Page 4 of 13 Policy No: Endorsement No: Effective Date: Insured Name: Copyright CNA All Rights Reserved. Indudes copyrighted material of insurance services Office, Inc., with its permission. 3 � I CNA General Liability Extension Endorsement K. Other Person Or Organisation Any person or organization who is not an additional insured under Paragraphs A. through J. above. Such additional insured is an Insured solely for bodily injury, property damage or personal and advertising injury for which such additional insured is liable because of the Named Insured's acts or omissions. The coverage granted by this paragraph does not apply to any person or organization: 1. for bodily injury, property damage, or personal and advertising Injury arising out of the rendering or failure to render any professional service; 2. for bodily Injury or property damage included within the products -completed operations hazard; nor 3. who Is specifically scheduled as an additional insured on another endorsement to this Coverage Part. 2. ADDITIONAL INSURED -PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED'S INSURANCE A. The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: if the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non-contrlbutory relative to an additional insured's own insurance, then this insurance is primary, and the insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own Insurance means insurance on which the additional insured is a named insured. B. With respect to persons or organizations that qualify as additional insureds pursuant to paragraph I.K. of this endorsement, the following sentence is added to the paragraph above: Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3. BODILY INJURY — EXPANDED DEFINITION Under DEFINITIONS the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury, sickness or disease. 4. BROAD KNOWLEDGE OF OCCURRENCE/ NOTICE OF OCCURRENCE Under CONDITIONS, the condition entitled Duties in The Event of Occurrence, Offense, Claim or Suit is amended to add the following: A. BROAD KNOWLEDGE OF OCCURRENCE The Named Insured must give the Insurer or the Insurer's authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim Is known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or to an employee designated by any of the above to give such notice. B. NOTICE OF OCCURRENCE The Named Insureds rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence, offense or claim and that failure is solely due to the Named Insured's reasonable belief that the bodily Injury or property damage is not covered under this Coverage Part. However, the Named Insured shall give written notice of such occurrence, offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence, offense or claim. S. BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3. in its entirety and replace It with the following: CNA74879XX (1-15) Policy No: Page 5 of 13 Endorsement No: Insured Name: Effective Date: Copyright CNA All Rights Reserved. Includes copyrighted melerw of Insurance Servlces Orrice, Inc., with Its permission. CNA General Liability Extension Endorsement 3. Pursuant to the limitations described in Paragraph 4. below, any organization in which a Named Insured has management control: a. on the effective date of this Coverage Part; or b. by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured, provided that there is no other similar liability insurance, whether primary, contributory, excess, contingent or otherwise, which provides coverage to such organization, or which would have provided coverage but for the exhaustion of its limit, and without regard to whether its coverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (a) any partnership, limited liability company or joint venture; or (b) any organization for which coverage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision, management control means: A. owning interests representing more than 50% of the voting, appointment or designation power for the selection of a majority of the Board of Directors of a corporation; or B. having the right, pursuant to a written trust agreement, to protect, control the use of, encumber or transfer or sell property held by a trust. 4. With respect to organizations which qualify as Named insureds by virtue of Paragraph 3, above, this insurance does not apply to: a. bodily injury or property damage that first occurred prior to the date of management control, or that first occurs after management control ceases; nor b. personal or advertising Injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases. 5. The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing -business -as names (dba) as any Named Insured should choose to employ. 6. ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES The estates, heirs, legal representatives and spouses of any natural person Insured shall also be insured under this policy; provided, however, coverage is afforded to such estates, heirs, legal representatives, and spouses only for claims arising solely out of their capacity or status as such and, in the case of a spouse, where such claim seeks damages from marital community property, jointly held property or property transferred from such natural person Insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative, or spouse outside the scope of such person's capacity or status as such, provided however that the spouse of a natural person Named Insured and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses' acts, errors or omissions in the conduct of the Named Insured's business. 7. EXPECTED OR INTENDED INJURY — EXCEPTION FOR REASONABLE FORCE Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace It with the following: This insurance does not apply to: Expected or Intended Injury __....._.-.. _—e_ CNA74879XX 1-15 __._..___ �. _. _........................ _...... i ) Policy No: Page 6 of 13 Endorsement No: Effective Date: Insured Name: Copyright CNA AN Rights Reserved. Includes copyrighted material of insurance Services office, Inc., wNh its permission. General Liability Extension Endorsement Bodily injury or property damage expected or intended from the standpoint of the Insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. 8. IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured, or chartered by or for the Named Insured, will be treated in the same manner as though the action were In personam against the Named Insured. 9. INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily Injury that arises out of a health care incident: A. Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the Insuring Agreement is amended to replace Paragraphs 1.b.(1) and 1.b.(2) with the following: b. This insurance applies to bodily injury provided that the professional health care services are incidental to the Named Insured's primary business purpose, and only if: (1) such bodlly injury Is caused by an occurrence that takes place in the coverage territory. (2) the bodily injury first occurs during the policy period. All bodily injury arising from an occurrence will be deemed to have occurred at the time of the first act, error, or omission that is part of the occurrence; and B. Under COVERAGES, Coverage A— Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions Is amended to: L add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability Insurance available to the Insured (or which would have been available but for exhaustion of its limits). ii. delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability the Insured's actual or alleged liability under any oral or written contract or agreement, Including but not limited to express warranties or guarantees. III. add the following additional exclusions. This insurance does not apply to: Discrimination any actual or alleged discrimination, humiliation or harassment, including but not limited to claims based on an individual's race, creed, color, age, gender, national origin, religion, disability, marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest, criminal or malicious act, error or omission. MedlcarefMedicald Fraud any actual or alleged violation of law with respect to Medicare, Medicaid, Tricare or any similar federal, state or local governmental program. Services Excluded by Endorsement UNA rail AM (1-15) Policy No: Page 7 of 13 Endorsement No: insured Name: Effective Date: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with Its permission. 1 CNA General Liability Extension Endorsement Any health care incident for which coverage is excluded by endorsement. C. DEFINITIONS is amended to: I. add the following definitions: Health care incident means an act, error or omission by the Named Insured's employees or volunteer workers In the rendering of; a, professional health care services on behalf of the Named Insured or b. Good Samaritan services rendered in an emergency and for which no payment is demanded or received. Professional health care services means any health care services or the related furnishing of food, beverages, medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required: a. Physician; b. Nurse; c. Nurse practitioner; d. Emergency medical technician; e. Paramedic; f. Dentist; g. Physical therapist; h. Psychologist; I. Speech therapist; J. Other allied health professional; or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. Ii. delete the definition of occurrence and replace it with the following: Occurrence means a health care incident. All acts, errors or omissicns that are logically connected by any common fact, circumstance, situation, transaction, event, advice or decision will be considered to constitute a single occurrence; Ill. amend the definition of Insured to: a. add the following: • the Named Insured's employees are Insureds with respect to: (1) bodily injury to a co -employee while in the course of the co -employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business; and (2) bodily Injury to a volunteer worker while performing duties related to the conduct of the Named Insured's business; when such bodily injury arises out of a health care incident. • the Named Insured's volunteer workers are Insureds with respect to: CNA74879XX (1-15} Policy No: Page 8 of 13 Endorsement No: Effective Date: Insured Name: Copyright CNA All Rights Reserved Includes copyrighted material of Insurance Services Office, Inc., with its permission. cnA General Liability Extension Endorsement (1) bodily injury to a co -volunteer worker while performing duties related to the conduct of the Named Insured's business; and (2) bodily injury to an employee while in the course of the employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business; when such bodily Injury arises out of a health care incident. b. delete Subparagraphs (a), (b), (c) and (d) of Paragraph 2.2.(1) of WHO IS AN INSURED. c, add the following: Insured does not include any physician while acting in his or her capacity as such. D. The Other Insurance condition is amended to delete Paragraph b.(1) in its entirety and replace it with the following: Otherinsurance b. Excess Insurance (1) To the extent this insurance applies, it is excess over any other insurance, self Insurance or risk transfer instrument, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by the Named Insured to be excess of this coverage. 10. JOINT VENTURES 1 PARTNERSHIP 1 LIMITED LIABILITY COMPANIES WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: No person or organization is an Insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations, except that If the Named Insured was a joint venturer, partner, or member of a limited liability company and such joint venture, partnership or limited liability company terminated prior to or during the policy period, such Named Insured is an Insured with respect to its interest in such joint venture, partnership or limited liability company but only to the extent that: a. any offense giving rise to personal and advertising Injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense first occurred after such termination date; b. the bodily injury or property damage first occurred after such termination date; and c. there is no other valid and collectible insurance purchased specifically to Insure the partnership, joint venture or limited liability company. 11. LEGAL LIABILITY — DAMAGE TO PREMISES A. Under COVERAGES, Coverage A — Bodily injury and Property Damage Liability, the paragraph entitled Exclusions Is amended to delete the first paragraph immediately following subparagraph (6) of the Damage to Property exclusion and replace it with the following: Paragraphs (1), (3) and (4) of this exclusion do not apply to property damage (other than damage by fire) to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described In LIMITS OF INSURANCE, B. Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions Is amended to delete Its last paragraph and replace it with the following: CNA74879XX (1-15) Policy No: Page 9 of 13 Endorsement No: Effective Date: Insured Name: Copyright CNA All Rlghts Reserved. Includes copyrighted material of Insurance services office, Inc , with its permission CNA General Liability Extension Endorsement Exclusions c, through In. do not apply to damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner, nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days. A separate limit of Insurance applies to this coverage as described in the LIMITS OF INSURANCE Section. C. LIMITS OF INSURANCE is amended to delete Paragraph 6. (the Damage To Premises Rented To You Limit) and replace it with the following: S. Subject to Paragraph 5. above, (the Each Occurrence Limit), the Damage To Premises Rented To You Limit is the most the Insurer will pay under COVERAGE A for damages because of property damage to: a. any one premises while rented to a Named Insured or temporarily occupied by a Named Insured with the permission of the owner; and b, contents of such premises if the premises Is rented to the Named Insured for a period of 7 or fewer consecutive days. The Damage To Premises Rented To You Limit is $200,000. unless a higher Damage to Premises Rented to You Limit is shown in the Declarations. D. The Other Insurance Condition is amended to delete Paragraph b.(1)(a)(11), and replace it with the following: (11) That Is property insurance for premises rented to a Named Insured, for premises temporarily occupied by the Named Insured with the permission of the owner; or for personal property of others in the Named Insured's care, custody or control; E. This Provision 11. does not apply If liability for damage to premises rented to a Named Insured Is excluded by another endorsement attached to this Coverage Part. 12. MEDICAL PAYMENTS A LIMITS OF INSURANCE is amended to delete Paragraph 7. (the Medical Expense Limit) and replace it with the following: 7. Subject to Paragraph 5. above (the Each Occurrence Limit), the Medical Expense Limit is the most the Insurer will pay under Coverage C - Medical Payments for all medical expenses because of bodily Injury sustained by any one person. The Medical Expense Limit is the greater of: (1) $15,000 unless a different amount is shown here: ; or (2) the amount shown in the Declarations for Medical Expense Limit. B. Under COVERAGES, Coverage C — Medical Payments, the Insuring Agreement is amended to replace Paragraph 1.a.(3)(b) with the following: (b) The expenses are incurred and reported to the Insurer within three years of the date of the accident; and 13. NON -OWNED AIRCRAFT Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft, Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured, provided that: 1. the pilot In command holds a currently effective certificate issued by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airline transport pilot; 2. the aircraft is rented with a trained, paid crew to the Named Insured; and CNA74879XX (1-15) Page 10 of 13 Policy No: Endorsement No: Effective Date: Insured Name: Copynght CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc, with its permission, ....... ..... __... ___ �..__-- — CNA General Liability Extension Endorsement I 3. the aircraft is not being used to carry persons or property for a charge. 14. NON -OWNED WATERCRAFT Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete subparagraph (2) of the exclusion entitled Aircraft, Auto or Watercraft, and replace It with the following. This exclusion does not apply to: (2) a watercraft that is not owned by any Named Insured, provided the watercraft is: (a) less than 75 feet long; and (b) not being used to carry persons or property for a charge. 15. PERSONAL AND ADVERTISING INJURY —DISCRIMINATION OR HUMILIATION A. Under DEFINITIONS, the definition of personal and advertising injury is amended to add the following tort: • Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B. Under COVERAGES, Coverage B — Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to: 1. delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: This insurance does not apply to: Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising Injury. This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is not done intentionally by or at the direction of: (a) the Named Insured; or (b) any executive officer, director, stockholder, partner, member or manager (if the Named Insured is a limited liability company) of the Named Insured. 2. add the following exclusions: This insurance does not apply to: Employment Related Discrimination discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale, rental, lease or sub -lease or prospective sale, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any Insured Notwithstanding the above, there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND ADVERTISING INJURY —DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an insured derives solely from • Provision 1, ADDITIONAL INSUREDS of this endorsement; or CNA74879XX (1-15) Policy No: Page i 1 of 13 Endorsement No: Insured Name_ Effective Date: Copynght CNA All Rghts Reserved. Includes copyrighted material of Insurance Services Office, inc„ with its permission CNA General Liability Extension Endorsement j attachment of an additional insured endorsement to this Coverage Part. 16. PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY A. Under COVERAGES, Coverage 8 —Personal and Advertising injury Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability and replace It with the following: This Insurance does not apply to: Contractual Liability Personal and advertising injury for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages: (1) that the insured would have in the absence of the contract or agreement; or (2) assumed In a contract or agreement that is an insured contract provided the offense that caused such personal or advertising Injury first occurred subsequent to the execution of such insured contract. Solely for the purpose of liability assumed in an Insured contract, reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an Insured are deemed to be damages because of personal and advertising Injury provided: (a) liability to such party for, or for the cost of, that party's defense has also been assumed in such Insured contract; and (b) such attorney fees and litigation expenses are for defense of such party against a civil or alternative dispute resolution proceeding in which covered damages are alleged. B. Solely for the purpose of the coverage provided by this paragraph, DEFINITIONS is amended to delete the definition of insured contract in its entirety, and replace it with the following: Insured contract means that part of a written contract or written agreement pertaining to the Named Insured's business under which the Named insured assumes the tort liability of another party to pay for personal or advertising injury arising out of the offense of false arrest, detention or Imprisonment. Tort liability means a liability that would be Imposed by law in the absence of any contract or agreement. C. Solely for the purpose of the coverage provided by this paragraph, the following changes are made to the Section entitled SUPPLEMENTARY PAYMENTS — COVERAGES A AND B: 1. Paragraph 2.d. is replaced by the following: d. The allegations in the suit and the information the insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the lndemnitee; 2. The first unnumbered paragraph beneath Paragraph 2.f.(2)(b) is deleted and replaced by the following: So long as the above conditions are met, attorneys fees Incurred by the Insurer in the defense of that lndemnitee, necessary litigation expenses Incurred by the Insurer, and necessary litigation expenses incurred by the lndemnitee at the Insurer's request will be paid as defense costs. Notwithstanding the provisions of Paragraph e.(2) of the Contractual Liability exclusion (as amended by this Endorsement), such payments will not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. D. This PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B —Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. CNA74879XX (1-15) Policy No: Page 12 of 13 Endorsement No: Effective Date: Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance services ofce, Inc., with its permission CNA General Liability Extension Endorsement 17. PROPERTY DAMAGE — ELEVATORS A. Under COVERAGES, Coverage A— Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3), (4) and (6) of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B. Solely for the purpose of the coverage provided by this PROPERTY DAMAGE — ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance Is excess over any of the other insurance, whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 18. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS — COVERAGES A AND B is amended as follows: A. Paragraph 1.b, is amended to delete the $260 limit shown for the cost of bail bonds and replace it with a $5,000. limit; and B. Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit. 19. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured's Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure. 20. WAIVER OF SUBROGATION - BLANKET Under CONDITIONS, the Transfer Of Rights Of Recovery Against Others To Us Condition is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1. the Named Insured's ongoing operations; or 2. your work included in the products -completed operations hazard. However, this waiver applies only when the Named Insured has agreed In writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement: 1. is in effect or becomes effective during the term of this Coverage Part; and 2. was executed prior to the bodily injury, property damage or personal and advertising Injury giving rise to the claim. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA748?9XX (i -15) Policy Na: Page 13 of 13 Endorsement No: Effective Date: Insured Name: Copyright CNA All Rights Reserved Includes copyrighted material Of Insurance Services Office, Inc., with its permission. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 0313 (Ed. 4-84) 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 ANY PERSON OR ORGANIZATION ON WHOSE BEHALF YOU ARE REQUIRED TO OBTAIN THIS WAIVER OF OUR RIGHT TO RECOVER FROM UNDER A WRITTEN CONTRACT OR AGREEMENT. NOT APPLICABLE IN KANSAS. This endorsement changes the paHcy to which it is attached and is effective on the date issued unless otherwise stated (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 7 / 1 /2018 Policy No. 3011086712 (all o thertridarsement No. insured MGT of America Consulting, LLC Premium S Insurance Company Valley Forge Ins. Co. Countersigned by_ 4f.,9.005, WC 00 0313 (Ed. 4-84) Copyright 1983 National Council an Compensation Insurance. MGT of America Consulting, LLC _ . Policy 3011086788 MR 0-19160-B (Ed.'f1167) WORKERS' COMPENSATION AND EMPLOYERS' LIA151LITY INSURANCE POLICY BLANKET WAVER OF OUR RIGHT TO RECOVER FROM OTHERS This endorsement changes the poticy to which It Is attached. It is agreed that Part One Workers' Compenamlon trnaurancs R. Recovery Rom Others and Part Two Employers' Llablllty Insurar= H. Recovery From OtImrs are amended by adding the following: We will not enforce our right to recover against persons or organizations. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) PREMIUM CHARGE - The charge will be an amount to which you and we agree chat Is a Percentage of the total standard premium for Caltfomia exposure. The amount Is G-19160-B (Ed 11197) Page 1 of 1 CITY OF HUNTINGTON BEACH RECEIVED Professional Service Approval Form MAY 01 Finance Depa-rtrnwt ' PART Date: 4/23/2018 Project Manager Name: Sunny Han Requested by Name if different from Project Manager: 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 / MUST BE FILED WITH ALL APPROVED CONTRACTS. 1) Briefly provide the purpose for the agreement: SB90 State Mandated Annual Claims Processing 2) Estimated cost of the services being sought: $ 36,000 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 an sw 7 r to this question is "No," the contract will require approval from the City Council.) ®-''Yes ❑ No Fiscal Services Manager Signature (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 # Fiscal Year 18/19 Fiscal Year 19/20 Fiscal Year 20/21 Fiscal Year 10035205.69365 $12,000 $12,000 $12,000 $ $ $ $ $ APPROVED D B dget Approval Head Signature(s) hief' inancial Officer Signature nt City Manager's Signature ager's Signature Date 5"/- I Date ate Date Date professional service approval form - part i sb90.doc REV: February 2015 �CITY OF HUNTINGTON BEACH p- Professional Service Approval Form tYT PART II Date: 7/2/2018 Project Manager: Sunny Rief Requested by Name if different from Project Manager: Department: Finance RECEIVE( JUL 23 Fir18,ce Dep&nmonf , fr18i, 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: MGT Consulting Group 2) Contract Number: FIN (Contract numbers are obtained through Finance Administration x 5630) 3) Amount of this contract: $17,700 Account number Contractual Dollar Amount Business unit. object # Fiscal Year FY 18/19 Fiscal Year FY 19/20 Fiscal Year FY 20/21 Fiscal Year 10035205.69365 $5,900 $5,900 $5,900 $ 4) Is this contract less than $50,000? 19(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 An RFP was issued on PlanetBids, but only two proposals were received (Maximus and MGT Consulting) 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. Departme t Head Date Fiscal Services Man ger (Purchasing) Date Budget Manager Apprbval Signature Chief Financial Qff icer (or designee) Signature I // i Date tlz1 it Date professional service approval form - part ii sb90.doc PROFESSIONAL SERVICES FISCAL YEAR 2018/19 FINANCE Audit Professional Services, Sales Tax Auditing, Property Finance Tax Auditing, and other consulting and professional services. $261, 700 updated march 2017 by $115,000 FY 19/20 FY 20/21 FY 21/22 Date Vendor Amount Contract Value Notes Amount I Amount I Amount 6/2/2016 Audit Services $ 43,900 $ 144,900 RFP for 3 yr contract - split with WOCWB 508 fund 6/3/2016 Enterprise Technologies $ 20,000 $ 160,000 New 3 year contract awarded via RFP process 8/19/2016 Property Tax Audit Services $ 27,500 $ 82,500 5/10/2017 HDL Sales Tax Services $ 45,000 $ 4/24/2018 SB 90 Claims Processing $ 5,900 $ 4/24/2018 Davis Farr $ 44,000 $ Total Value $ 186,300 Balance $ 75,400 100,000 3 year contract award - RFP 17,700 State mandated Claims Processing 121,500 Revenue Audit Services RFP award $ 5,900 $ 5,900 $ 39,100 $ 38,400 I. Bradley Burgess EVP MGT of America CcfitSilltlrlg, LLC Sacramento Office M G T 2251 Harvard St, Ste 134 Sacramento, CA95815 CONSULTING GROUP www.mgtofamerica.com A COVER LETTER (TRANSMITTAL LETTER) May 4, 2018 Mr. Jim Slobojan Fiscal Services Manager City of Huntington Beach 2000 Main Street Huntington Beach, CA Subject: SB 90 State Mandated Reimbursement Claiming Services (SB 90) Dear Mr. Slobojan: Thank you for the opportunity to begin a partnership with the City of Huntington Beach (City) and MGT of America Consulting, LLC. (MGT). MGT is pleased to submit this proposal to provide the City with State Mandated Reimbursement Claiming Services (SB 90) for the 2018-19, 2019-20 and 2020-21 fiscal years. The goal of this MGT SB 90 engagement is to produce and file state mandated cost claims that both maximize revenue and are technically sound and accurate. This letter and attached proposal describe our firm's background and approach, staffing and expertise, qualifications and experience, and the commitment Huntington Beach can expect from MGT Consulting Group throughout the life of this engagement. No other company can match our experience providing comprehensive state mandated cost reimbursement services. Below are key reasons why MGT is the best firm to meet the City's needs. STABILITY—MGT of America Consulting, LLC was established in 1975 and is a private corporation owned by current and retired partners, principals, and consultants of the firm. MGT has over 80 professional consulting staff with offices in California, Colorado, Michigan, Florida, Texas, and Washington. MGT's California headquarters is located in the city is Sacramento at 2251 Harvard St suite 134, Sacramento, CA 95815 - (916) 443-3411. PROPOSED CONSULTANT TO THE CITY — We propose to assign Guy Burdick as the MGT project manager and lead consultant. Mr. Burdick is based out of our Sacramento office has led and managed numerous SB 90 and Cost Accounting consulting engagements over his 17 year career. Guy has worked with over 100 city and county clients including current SB 90 clients City of Los Angeles, City of Stockton and the counties of El Dorado and Tuolumne. CITY OF HUNTINGTON BEACH M+ MGT C 01V5U[Trff6 17au p SB 90 STATE MANDATED REIMBURSEMENT CLAIMING SERVICES FULL SUITE OF SB 90 SERVICES TAILORED FOR THE CITY — MGT will provide its full suite of SB 90 Services to the City for one fixed price — there will be no additional costs for new or first time claims, travel or other administrative expense. Besides annual and new claim preparation, this proposal includes full audit assistance, technical and program training, and information reporting on state SB 90 activities. All of the proposed activities along with vital information related to the mandated cost universe will be included in an annual SB 90 management report submitted to the City. COLLABORATIVE APPROACH — We will institute a very collaborative process to work closely with you and Finance's Department staff, as well as other affected department staff to guarantee the greatest level of success for this engagement. On -going communications and close coordination is a trademark of the MGT approach. LEADERS IN LOCAL GOVERNMENT SB 90 SERVICES — No other firm comes close to meeting our staff experience, knowledge, and expertise. MGT is the only firm that has two consultants with over 18 years of experience in the SB 90 arena, and five other Sacramento based consultants, with all but one having at least ten years of experience. MGT proposes to complete all aspects of this proposal for annual claims and new or initial claims released by the State Controller during the 2018-2019 fiscal year for a fixed fee of five thousand nine hundred dollars ($5,900). This fee is inclusive of all other charges such as travel and administrative expenses. 2017-18 Claims issued 2018-19 Claims issued 2019-20 Claims issued during 2018-19 during 2019-20 during 2020-21 $5,900 1$5,900 1$5,900 fixed fee, billable on a semi-annual basis We appreciate the opportunity to offer our services. If you have any questions, please contact Guy Burdick at (916) 833-7775 (gburdick@mgtconsulting.com) or me at (916) 595-2646. As an Executive Vice President, I am authorized to make commitments, including financial ones, on behalf of MGT Consulting Group for all aspects of this proposal. This proposal is firm and irrevocable for a period of 180 days from the bid opening. Sincerely, J. Bradley Burgess, Executive Vice President Financial Services Division MGT Consulting Group, LLC ♦r MGT Copyright 2018 by JV9GT Consulting Group. All eights reserved. CONSULTING GAlo vp REQUEST FOR PROPOSAL VENDOR APPLICATION FORM TYPE OF APPLICANT: ❑ NEW 0 CURRENT VENDOR Legal Contractual Name of Corporation: MGT of America Consulting, LLC Contact Person for Agreement: J. Bradley Burgess Corporate Mailing Address: 516 North Adams Street City, state and zip code: Tallahassee, FL 32301 E-Mail Address: bburgess@mgtconsulting.com Phone: 916-443-3411 Contact Person for Proposals: Guy Burdick Title: Manager Business Telephone: 916-443-3411 Is your business: (check one) ❑ NON PROFIT CORPORATION Is your business: (check one) Fax: 850-385-4501 E-Mail Address: gburdick@mgtconsulting.com Business Fax: 850-385-4501 FOR PROFIT CORPORATION ❑ CORPORATION R LIMITED LIABILITY PARTNERSHIP ❑ INDIVIDUAL ❑ SOLE PROPRIETORSHIP ❑ PARTNERSHIP ❑ UNINCORPORATED ASSOCIATION 1 of 2 Names & Titles of Corporate Board Members (Also list Names & Titles of persons with written authorization/resolution to sign contracts) Names Title Phone Trey Traviesa Chairman of the Board, CEO J. Bradley Burgess Treasurer Fred Seamon Secretary Federal Tax Identification Number: 81-0890071 850.386.3191 916.595.2646 850.386.3191 City of Huntington Beach Business License Number: A271 389 (If none, you must obtain a Huntington Beach Business License upon award of contract.) City of Huntington Beach Business License Expiration Date: 2/28/18 (renewal in progress) 2 of 2 CITY OF HUNTINGTON BEACH' MGT SB 90 STATE MANDATED REIMBURSEMENT CLAIMING SERVICES B BACKGROUND & APPROACH The City of Huntington Beach wishes to supplement existing revenue sources by filing state mandate cost claims (SB 90 claims) with the California State Controller's Office (SCO). Like many public agencies in California, Huntington Beach recognizes the fiscal benefits of filing SB 90 claims and continuing to pursue all eligible costs related to carrying out the state -mandated cost programs. The City would like to partner with a professional services firm that specializes in SB 90 consulting to do the following: ❖ Review past SB 90 claims filed by the City. ❖ Identify all possible SB 90 claiming opportunities. ❖ Examine existing department methods for accumulating program data for each eligible claim. Prepare an indirect cost rate proposal (ICRP) for applicable claiming departments. • Submit draft claims and ICRPs with all available backup to departments for review. ❖ Prepare and file eligible annual SB 90 claims with the State Controller (SCO) during 2019, 2020 and 2021 fiscal year. ❖ Prepare and file all eligible first time or new SB 90 claims that have claiming instructions issued during the same fiscal period. ❖ Submit to the Finance Department a list of all claims filed during the fiscal year. ❖ Monitor the general payment status of claims prepared and submitted on behalf of the City. • Assist the City in the event of SCO field audits of claims filed by MGT. ❖ Prepare a final management report and submit to the Finance Department. This proposed schedule is one possible time line. If the City desires to initiate the annual claiming cycle earlier, MGT is happy to accommodate that request. Aug-Oct Oct - Dec Dec - Jan February Meet with the City SB All mandate specific MGT distribute draft Claims to City for 90 Coordinator & claim & financial data claims and ICRPs for final review & due to MGT Departments City review signature MGT Claim MGT Begin data Preparation Edits and changes to collection & follow up Compile data, draft claims due to Hand Deliver Claims calculate indirect cost to State Controller' on eligible activities rates, process data & MGT prepare claims ♦* MGT Copyright 201.8 by MGT Consulting Group, All rights reserved. C0NSi!_T1re6 c�Roua CITY OF HUNTINGTON BEACH ""' MGT SB 90 STATE MANDATED REIMBURSEMENT CLAIMING SERVICES MGT provides true turn -key mandate cost claiming services to its clients, and our approach is based around personal interaction. Our staff is involved with our clients' claiming process throughout the year, providing proactive news, historical claiming reports, and the earliest notification of new SB 90 claims possible. MGT views the SB 90 process as a partnership between Huntington Beach and our firm. We will work closely with the SB 90 Coordinator keeping the City apprised of everything we are doing, but it will be MGT's responsibility to manage all aspects of the project. Some of the key aspects of this include: ❖ Provide the City with a list of all eligible claims, as well as Claim Summary sheets and Data Collection forms. All of these concise summaries and forms are available in a variety of electronic formats to make use and disbursement of claiming information as easy as possible. ❖ Work in concert with the City's SB 90 Coordinator to coordinate the City's overall claiming process. If the City desires, minimal reliance will be placed on the City's SB 90 Coordinator in this process. ❖ Coax departments to ensure that all data required to file eligible claims is gathered in a timely fashion. Our team works closely with our client departments after the on -site interviews to ensure that all questions are answered and deadlines met. Schedule and conduct individual meetings with departments to discuss all reimbursable mandated activities. ❖ Develop a schedule and plan for mining the necessary data to ensure claims are completed well before the claiming deadlines. ❖ Gather all required direct cost data. ❖ Gather salary and benefit data from the Finance Department or the individual departments for all required fiscal years. ❖ Gather information required to prepare OMB A-87 compliant ICRPs. This will be carried out in concert with other department interviews. It is important that this step occur each year because departments reorganize, assignments shift, new personnel is hired, or personnel retire. ❖ MGT will work with City departments to determine the documentation that must be submitted to the state as attachments to claims, and what documentation should be maintained in the City's files in case of the SCO inquiry or field audit. Once data has been received from the departments, MGT will prepare all eligible claims and ICRPs on behalf of the City using required SCO claim forms and MGT proprietary software. This process includes the following actions: ❖ Prepare all claims that apply to single departments. Once again, our experience will ensure that no cost components are misinterpreted or omitted. ***** MGT Copyright 2018 by MGT Consulting Group. All rights reserved. CITY OF HUNTINGTON BEACH ♦* MGT SB 90 STATE MANDATED REIMBURSEMENT CLAIMING SERVICES ❖ Coordinate and prepare all multi -departmental claims. Simply gathering data for mandates that span different departments is not enough. The data must be cross-referenced and analyzed to ensure that departments do not misclassifying or double -count data. ❖ Prepare ICRPs, and support documents for all claiming departments. Submit data and obtain approval from each department for all ICRPs to be used in conjunction with current SB 90 claims, as well as the City's SB 90 Coordinator. This will happen at least six weeks prior to claim deadline. ❖ Submit draft claims and ICRP to City staff for review and comment. ❖ Prepare and finalize all City claims and ICRPs to submit the completed claims for signature. Completing and delivering the final claims to the City is not the last step. MGT will provide the City's SB 90 Coordinator with a clear, understandable process for receiving the completed claims/ICRPs and obtaining the necessary signatures. There will be no points of confusion as to where the completed claims and coversheets should be mailed, or who is responsible for making sure the claims are received and filed with the SCO on time. Prior to submitting the claims to the SCO, MGT will perform one final quality control check to ensure that the City has signed two original coversheets, all parts of the claim are included, and required documentation is attached. MGT will hand deliver all signed claims received from the City to the SCO on or before the stated deadline. We will also provide the SCO with a document that verifies it has timely received the City's claims. This form will be signed and dated by the SCO and returned to the City. Over time, we understand and recognize the City may prefer modify its involvement in the process to conserve internal resources. Whatever approach the City selects, our goal is clear: produce the most technically sound and accurate SB 90 claims that maximize potential revenue opportunities for the City. C STAFFING Since 2007, MGT Consulting Group has become the dominant costing services consulting firm in the nation with over 30 costing professionals. In the area of local government cost consulting, our firm has over 100 years of combined experience in the SB 90, cost allocation, and indirect cost calculation consulting areas. Our predecessors at DMG were originally asked by the California State Controller's Office (SCO) to assist in the development of the original ICRP format and methodology. That format is still in use today. In our various corporate incarnations since 1985, our consultants have worked with over 250 cities, all 58 counties, and over 100 special districts in California. MGT offers the City of Huntington Beach the best, most experienced SB 90 consulting staff, as well as the highest level of service available. We currently have eight SB 90 consultants with over 100 years of combined local government experience. MGT currently provides state mandated cost -claiming services to just under half of California counties, and 100 municipalities, special districts, and school districts in California. The list of city clients that have been served by our consultants during their careers is larger *♦ MGT Copyright 2018by MGT Consulting Group. All rights reserved. CITY OF HUNTINGTON BEACH **+ MG SIB 90 STATE MANDATED REIMBURSEMENT CLAIMING SERVICES than all other consulting firms combined. The following is a list of our SB 90 consultants and their years of experience in SB 90 related state mandated costs (SB 90) services: SB 90 EXPERTS YEARS OF EXPERIENCE ' TITLE Bradley Burgess 28+ Executive Vice President Patrick Dyer 18+ Vice President Cindy Sconce 15+ Manager Guy Burdick 17+ Manager Christine Reynolds 15+ Senior Consultant Diona LaChapelle 18+ Senior Consultant Diane Hancock 10+ Senior Consultant Ruben Rivas 5+ Consultant PROPOSED STAFF FOR THIS ENGAGEMENT As part of this engagement, MGT has proposed the services of Mr. Brad Burgess as the City's project director. Mr. Burgess is an Executive Vice President with MGT and is responsible•for our firm's national Financial Services Division. Mr. Burgess will be responsible for ensuring that this project is staffed properly. His objective will be that the City of Huntington Beach is unconditionally satisfied with the services received from MGT consultants. Guy Burdick w4ll serve as the project manager / lead consultant and primary contact. In this role Mr. Burdick will attend all on -site interviews, training and coordination over the life of this engagement. He is responsible for the daily tasks and activities associated with the SB 90 project. He will assist with department interviews, scheduling, data collection, follow up phone calls and e-mails, and claim preparation. Mr. Burdick will also closely monitor the project timeline against milestones and deadlines. The consultants selected for this project were based on the City's particular needs while giving preference to consultants (area specialists) who work with neighboring agencies. This can be particularly valuable to better understand local trends and available resources. It should also be noted that MGT will only use full-time employees. No subcontractors, interns, students, or temps will be proposed or used on this project. Detailed resumes for Brad Burgess and Guy Burdick are included in the back of this proposal — Attachment I. ** MGT Ccaiay�ri�€�t 2i3:i�i h�, MGT Consulting Group. All rights reserved.CONK LILTING GROUP CITY OF HUNTINGTON BEACH *** MGT SB 90 STATE MANDATED REIMBURSEMENT CLAIMING SERVICES D QUALIFICATIONS, RELATED EXPERIENCE & FIRM INFORMATION MGT has provided highly specialized governmental consulting services since 1974. Our Financial Services Division consultants focus on five core areas of expertise —state mandated costs — SB 90, cost allocation plans, user fee cost analysis, federal reimbursements, and indirect cost rate proposals (ICRPs). It has been said that a consultant's stock in trade is their experience and their advice. Our firm's average level of experience is over 15 years in the local government consulting area. Our clients have always benefited from our counsel and advice in the state mandated cost -claiming field. We are proud of our California heritage and consulting roots. The original founders of Public Resource Management Group, LLC (PRM) all started their consulting careers with David M. Griffith and Associates (DMG) during the mid-1980s and early 1990s. That association formed our professional belief system and approach. Our core values are: ❖ Providing exceptional technical consulting services ❖ Developing partnerships with our clients that result in successful long-term relationships Guaranteed deliverables and services As a financially sound, privately held firm, MGT has no Wall Street analysts to answer to, nor do we have corporate investors. MGT consultants focus on our clients and fulfilling the terms of our agreements. Since its inception in 1974, MGT has maintained persistent and steady growth. MGT is a financially healthy company and is capable of providing the resources required to successfully complete the requested services both now and in the future. MGT offers the City of Huntington Beach the best, most experienced consulting staff, as well as the highest level of service available. Entering fiscal year (FY) 2018-19, MGT has eight SB 90 consultants with over 120 years of combined SB 90 experience. During the 2017-2018 fiscal year, MGT's consultants filed millions of dollars in SB 90 reimbursements, filed hundreds of claims for dozens and dozens of city and county clients using the same time -tested methods described throughout this proposal. We are proud of our service to our clients and value the trust they put in us above all else. For reference purposes, below are four clients that used MGT's SB 90 services in the 2017-18 fiscal year. Attachment II includes a listing of all local public entities for which MGT has provided services over the past five years. CITY OF LOS ANGELES CITY OF STOCKTON TUOLUMNE COUNTY EL DORADO COUNTY nnemarie Sauer Jayden Sangha Debi Bautista Keely Giovannoni Commanding Officer Financial Analyst Clerk & Auditor -Controller Auditor -Controller's Office Fiscal Operations Division Administrative Services Auditor -Controller's Office 360 Fair Lane 100 W. First Street 425 N. El Dorado Street 2 South Green Street Placerville, CA 95667 Los Angeles, CA 90012 Stockton, CA 95202 Sonora, CA 95370 (530) 621-5421 (213) 486-8590 (209) 937-8330 (209) 533-5552 keely.giovannoni@edcgov.us annemarie.sauer@lapd.online Jayden.Sangha@stocktonca.gov dbautista@co.tuolumne.ca.us +r'**** MGT Copyright 2018 by MGT Consulting Gr-oup. All rights reserved. CONSULTIN,'GROUP CITY OF HUNTINGTON BEACH *# MGT CONSULT SIB 90 STATE MANDATED REIMBURSEMENT CLAIMING SERVICES E FEE PROPOSAL MGT will complete all of the services described in this proposal for late and annual claims that are due on February 15, 2019; and all aspects of this proposal related to all new, or first-time claims for which claiming instructions are issued during fiscal year 2018-2019. MGT proposes a fixed -fee of Five Thousand, Nine Hundred Dollars ($5,900). F I S C A L Y EA R S 2017-18 Claims issued 2018-19 Claims issued 2019-20 Claims issued during 2018-19 during 2019-20 during 2020-21 $5,900 1$5,900 1$5,900 fixed fee, billable on a semi-annual basis The price quoted for services is all inclusive. There are no caps on number of claims, audit support, or meetings —our level of customer service to the City is unlimited. MGT will not bill you for travel time or expenses, additional time for on -site meetings, or additional claims. MGT wants to be City's partner in this process for the next three years and beyond. Our professional commitment of resources and variety of services offered under our fixed -fee proposal is unmatched. *♦ MGT Copyright 20.18 by MGT Consulting Group. All rights reserved. CONSULTING GROUP CITY OF HUNTINGTON BEACH �',"` M G T SB 50 STATE MANDATED REIMBURSEMENT CLAIMING SERVICES ATTACHMENT I - RESUMES **** M G T Copyright 2018 by MGT Consulting Group. All rights reserved. CONSULTIN-G GROUP r-M J. BRADLEY BURGESS Executive Vice President, Financial Services MGT CONSULTING GROUP I bburgess@mgtconsulting.com Mr. Burgess has performed a wide variety of cost -of -service studies for California local governments and state associations since 1990.Over the past 28 years, he has developed a broad expertise in local government consulting, with a primary focus on cost allocation methodologies, user fee analysis, state and local claims and grant applications, negotiations with state and federal authorities, and indirect cost rate proposal development. He has served as a corporate officer for the following consulting firms: MGT of America, Public Resource Management Group, LLC (founder), Maximus, DMG-Maximus, and David M. Griffith and Associates, Ltd. Mr. Burgess has personally served over 190 cities, and 49 of the 58 counties within the state of California during his 24-year consulting career. He has also personally provided consulting services to 19 of California's 20 largest counties. Mr. Burgess also has extensive transit district experience, having worked with such districts as Los Angeles Metro Transit, SF Muni, BART, Oakland Port, San Diego Port, Charlotte Transit, and Sound Transit in Seattle. Recent projects include cannabis research and costing projects for the City and County of Denver, the State of Maryland and several counties in California. He also prepared the budget for Gary Indiana School Corporation as part of the Emergency Management Team hired by the State of Indiana in 2017. AREAS OF EXPERTISE • California State Mandate Reimbursement (SB 90) • Cannabis Policy, Decision -Making and Costing • Local Government Cost Allocation Plans • Indirect Cost Rate Proposals • Cost of Service / User Fee Study • Emergency Financial Management PROFESSIONAL LEADERSHIP Mr. Burgess is an Executive Vice President at MGT Consulting and serves on the firm's Board of Directors. He is also the Manager responsible for MGT's Financial Services Division, and is one of three vice presidents responsible for the division nationally. Mr. Burgess was one of three founding partners of Public Resource Management Group (PRM). PRM became the fastest growing local government costing services practice in the nation. During his tenure with DMG and Maximus, Mr. Burgess was one of two vice presidents responsible for the $5 million local government consulting practice, with 30 professional consultants, and over 400 clients served per year. In addition to SB 90 claiming, additional representative consulting studies include appropriation limitation studies, indirect cost rate proposal preparation, full cost and 2 CFR Part 200 federal cost allocation plans, user fee studies, development impact fee analysis, and legislative analysis. PERTINENT STATEWIDE EXPERIENCE Mr. Burgess served as the Associate Director of the California Cities SB 90 Service and the CSAC SB 90 Service. In this capacity, Mr. Burgess worked on behalf of all California local agencies to reach resolution on statewide issues such as the Open Meetings Act impasse; developing unit costs for several current mandates; and has assisted agencies such as San Francisco, Santa Barbara County, Orange County, Santa Clara County, Sacramento County, Monterey County, Marin County and San Mateo County, as well as large municipalities such as Oakland and Sacramento to defend SB 90 claims under audit by the California State Controller. Mr. Burgess has also represented local agencies before the California Legislature, the Commission on State Mandates and the Bureau of State Audits. Mr. Burgess has also provided over 35 statewide training sessions on cost accounting theory, and presentations to over 20 state associations. EM PROFESSIONAL HISTORY J. BRADLEY BURGESS Executive Vice President Financial Services MGT CONSULTING GROUP I bburgess@mgtconsulting.com Mr. Burgess has a broad background in government, public policy, and journalism. For three years, he edited and published a monthly professional magazine for the University of Missouri. Mr. Burgess was the IDOT budget analyst for Governor Thompson in the State of Illinois, and a consultant for Continental Illinois National Bank in Chicago. Mr. Burgess was a journalist for a daily newspaper in Kansas City, had professional projects in Egypt, Israel and Saudi Arabia. EDUCATION Masters of Public Policy Studies Degree, University of Chicago, Harris School of Public Policy Studies Bachelor of Journalism Degree, University of Missouri WORK EXPERIENCE MGT of America Consulting, LLC, Executive Vice President — Financial Services, MGT Board of Directors Public Resource Management Group LLC, Founding Partner MAXIMUS, Inc., Vice President DMG-MAXIMUS, Inc., Vice President David M. Griffith & Associates, LTD., Vice President, Director, Manager, Senior Consultant State of Illinois Bureau of the Budget, Budget Analyst, Department of Transportation nm GUY BURDICK Manager MGT CONSULTING GROUP I gburdick@mgtconsulting.com Guy Burdick has over seventeen years of professional consulting experience working with local governmental agencies. He is experienced with large scope State mandated costs projects (SB 90), being responsible for coordination and submission of SB 90 claims, with extensive experience in defending clients in desk and field audits. He has participated in, managed, and completed more than 100 separate consulting engagements throughout his career for cities, counties, and special districts. Mr. Burdick is a dedicated professional with an outstanding track record in providing state mandated reimbursement (SB 90) services. His wide range of experience, along with his exceptional organizational and interpersonal skills, makes him a significant asset to every one of his projects. AREAS OF EXPERTISE • State Mandate Reimbursement (SB 90) • State Criminal Alien Assistance Program (SCAAP) • Indirect Cost Rate Proposals and Analysis STATE MANDATE REIMBURSEMENT SERVICES Mr. Burdick has provided State Mandate Reimbursement (SB 90) services since 1995. He has provided project leadership, mandate expertise, training, and audit assistance to numerous counties, cities and special districts filing thousans of claims throughout his career. Mr. Burdick brings industry knowledge and insight to each of his SB 90 engagements. STATE CRIMINAL ALIEN ASSISTANCE PROGRAM (SCAAP) Developed and submitted for county clients claims for reimbursement for the federal State Criminal Alien Assistance Program (SCAAP) program. Mr. Burdick also prepared detailed analyses of county jail costs, including data conversion of inmate incarsuration records to to secure reimbursement for county detention services. EDUCATION Bachelor of Arts, Government, California State University Sacramento WORK EXPERIENCE MGT of America Consulting, LLC, Manager Maximus, Inc., Principal Consultant David M. Griffith & Associates, Consultant REPRESENTATIVE CLIENTS • City of Brentwood, State Mandate Reimbursement (SB 90) • Calaveras County, State Mandate Reimbursement (SB 90) • El Dorado County, State Mandate Reimbursement (SB 90) • City of El Segundo, State Mandate Reimbursement (SB 90) • Kings County, State Mandate Reimbursement (SB 90) • Lassen County, State Mandate Reimbursement (SB 90) • City of Los Angeles, State Mandate Reimbursement (SB 90) • Madera County, State Mandate Reimbursement (SB 90) • Nevada County, State Mandate Reimbursement (SB 90) • Plumas County, State Mandate Reimbursement (SB 90) • City of Santa Clarita, State Mandate Reimbursement (SB 90) • City of Stockton, State Mandate Reimbursement (SB 90) • Trinity County, State Mandate Reimbursement (SB 90) • Tuolumne County, State Mandate Reimbursement (SB 90) • Yolo County, State Mandate Reimbursement (SB 90) • Kings County, SCAAP • Sedgwick County, KS, SCAAP CITY OF HUNTINGTON BEACH *** M G T SB 90 STATE MANDATED REIMBURSEMENT CLAIMING SERVICES ATTACHMENT II - REFERENCES (PROPRiETARY1NFORMATION) **+* M G T Copyright 2018 by MGT Consulting Group. All rights reserved. G€ NSULTING GROUP 0 m r�1 �000000000a00000000000 mLL n m m h h m h h co H H 11 m h H In h h h h m m Y O w E m T T v a « m m o y s '� ca c .w. Z w LL •wo u m °' o 3 y U v c o o u c c w c c u O Y— > cG c N O O LJ L C IO H L C 0 0 0 0 0 0 0 0 0 0 0 o o 0 0 0 0 0 0 0 « « « > > > > > > > > > > « « T « « > > > 0 o m � uuuuuGuuuu uu13uuC, uuuuu 2> a 000o0a0000o0000000 m m m m m m m Cl) m m m m m m m m m m m m m m m m m m m m m m m m m m m on m p p p Y w E> o o a c L 2 i E ~ U > v V�n in N C C C ¢ Q m m u u u 0 0 0 0 0 0 0 0 0 0 o o o o o o 0 0 « « « « « « « « « « « « « « « « « « uu'uu uuuuuuuuuuuuuu 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 C. 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 (n 0 0 m m m m m m m m m m m mmmm m mmmmm m m m m mmmm m mmmmm m mk�mmmmm�kn k �hhhh m U)knLnh L�umi Ln vm,vmi hHhhhhH o « « O Up m O O .Ou T « w «Ow UmCm mm oam umm o =o o O ° _ OO O O«« O Uo ym T, O NU U O m C c 0 AR U U ouo c 2f c E co EL o°o E o > o o auuuuo xz0oo au>>° ' ooa 0 0 0 0 0 0 0 0 CO 0 0 0 m m m m mmmm m m m m a LL mmm mmmmmm00 m mv� h In h h h h In h H H h h A m O T +T' O 0 O W vwi Q V K a W U E Q 'O io m 1a l•J yi. 2 O21 6 N C C o o A Jp muo W !20,0,Vl m 0 0 0 0 0 0 0 0 0 0 0 c .2 'o « « « « « « « « « « « 3 u u u u U V U V 0 u u FO- >> 1. m a a C C a a Q a a rl a a a mu uuu� m m �m�cQ�cQIn 0 o ¢ (Qj u > >, 0• U u u Q O¢ Q U}> C o o T T> «U U > C Q O O >> c > > C ] 0 U >' U c 0 0 0 .0 u0 O J DU>' V U C oua v ?N O> O ucu c °w of E c 9uyo °o °m E L9 E� QwCQ Q ¢ 2 o m m m N vl H 0 0 0 0 m m m m 0 0 0 0 0 mmmmm 0 0 0 0 m m m m �L n a o 0 0 0 m m m m¢ Q LL LL m m m m H H H H m m m m m h H h In In m m m m In In In h Q Q LL m m m m U U In In H h > ° c C O c c c m N > c T C w O m E O O o y m T O C C U o c u o a o w �• c `u p u N w c o u° o o° u o �0 U m Q m ii w N m O o J U O '6 O N H O n. w c o o w o U o to U O C u �^ - E O O o d m C m E O 61 T T T Q> u u u u E T G c C u �n �n in Yn T u V CJ7 0. Y C> z 's in vpi u ¢` u> rn m a m mmmm a a o rnh m c V1 U m m m U lW'J H l� , H m O �0 r> o c o c~ r T c o 0 O w O D U O U N O w w c C_ O O W > W c O O O U O N>> w C w U m o° a (w (u r u O w E E a L m C o o p w w '4 w w\ u o o o 0 0 0 ° '° u a c o E a ««««««« aEi aci > y > u u Q¢ u u u u u iJ u u u`. l7 s z O a z �n �n 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 00 m m m m m m m m m m m a m m m m m m m m m m m m m m m m m m m m m m m m m m m H H H ut H H h H h H In h H H Ln H h > o _ 0 o .0 o °• o L o 0 0 o u« w o o cl �' « m T >' u T r u o w o o U O O U T U j m C j> C m N« u C U T O U O "00 O U Gl U Y U U O u O C~ o c O 3 v u u oco a u u o o E u Q m m o> j o o a •E o° mm u w W ]L ° z O a �Q- r° A CITY OF HUNTINGTON BEACH M GT SB 90 STATE MANDATED REIMBURSEMENT CLAIMING SERVICES APPENDIX B ♦♦ MGT Copyright 2018.by MG71' Consulting Group. All rights reserved. PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND MGT of America Consulting, LLC FOR SB 90 State Reimbursement Claim Program 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 nCITY and MGT of America Consulting, LLC a Florida Corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide state mandated cost (SB 90) services ;and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSUL.,TANT hereby designates Guy Burdick who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. agree/ surfnet/professional sves 50 to 100 12-07 1 of 11 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 July 1 , 20 18 (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 June 30 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 seventeen thousand, seven hundred dollars Dollars ($ 17,700 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 agree/ surfnet/professional Svcs 50 to 100 12-07 2 of I I compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. b. 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 agree/ surfnet/professional svcs 50 to 100 12-07 3 of 11 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 agree/ surfnet/professional svcs 50 to 100 12-07 4 of 11 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. agree/ surfnet(professional Svcs 50 to 100 12-07 5 of 11 It. 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. agree/ surfnet/professional Svcs 50 to 100 12-07 6 of 11 14. COPYRIGHTSJPATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other parry via personal delivery, a reputable overnight carrier or U. S. certified mail -return receipt requested: TO CITY: City of Huntington Beach ATTN: 2000 Main Street Huntington Beach, CA 92648 agree/ surfnet/professionalsvcs 50 to 100 12-07 7 of 11 TO CONSULTANT: J. Bradley Burgess MGT of America Consulting, LLC 2251 Harvard St suite 134, Sacramento, CA 95815 - (916) 443-3411 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 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 agree/ surfiiet/professional svcs 50 to 100 12-07 8 of 11 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. agree/ surfnet/professiona! svcs 50 to 100 12-07 9 of 11 24. ATTORNEYS 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 si at or is withdrawn. CONSULTANT's Initials 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 agree/ surfnet/professional sues 50 to 100 12-07 10 of 11 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 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. CONSULTANT, MGT of America Consulting, LLC-. COMPANY NAME y: Bradl rgess,Executive VP print name ITS: (circle one) Chairtnan/President/Vice President AND r-� Z.BT Trey Traviesa - airman and CEO print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary — Treasurer agree/ surthet/professional secs 50 to 100 12-07 11 of l l CITY OF HUNTINGI'ON BEACH, a municipal corporation of the State of California City Administrator INITIATED AND APPROVED: APPROVED AS TO FORM: Date City Attorney Director/Chief