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Keyser Marston Associates, Inc. - 2019-09-16
AMENDMENT NO. 1 TO AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND KEYSER MARSTON ASSOCIATES, INC. FOR ECONOMIC ANALYSIS SERVICES THIS AMENDMENT is made and entered into by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "City," and KEYSER MARSTON ASSOCIATES, INC., a California Corporation, hereinafter referred to as "Consultant." WHEREAS, City and Consultant are parties to that certain agreement, dated September 16, 2019, entitled "Professional Services Contract Between the City of Huntington Beach and Keyser Marston Associates, Inc. for Economic Analysis Services" which agreement shall hereinafter be referred to as the "Original Agreement"; and City and Consultant wish to amend the Original Agreement to amend the term of the Agreement, NOW, THEREFORE, it is agreed by City and Consultant as follows: 1. TERM The term of the Agreement is extended for one additional year until September 15, 2023. 2. REAFFIRMATION Except as specifically modified herein, all other terms and conditions for the Original Agreement shall remain in full force and effect. 22-11769 1 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on September 8 , 2022. KEYSER MARSTON ASSOCIATES, INC. CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California By: Kathleen Head print name ITS: (circle one)Chairman esiden ice President City Manager AND INITIATED AND APPROVED: By; r,,w\ Bte print name Director of Community Development ITS: (circle o ecretary/Chief Financial Officer/ st. S cre -Treasurer APPROVED AS TO FORM: City Attorney j,V RECEIVE AND FILE: City Clerk COUNTERPART 22-11769 2 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on September 8 , 2022. KEYSER MARSTON ASSOCIATES, INC. CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California By: print name ITS: (circle one)Chairman/President/Vice President City Manag AND INITIATED AND APPROVED: By: print name Director of Community Development ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary-Treasurer APPROVED AS ty A rney 7F&Ij* CEI DI,Q L_ J, y City Clerk COUNTERPART 22-11769 2 Su ity INSURANCE AND INDEMNIFICATION WAIVER MODIFICATION REQUEST 1. Requested by: Risk Management 2. Date: October 6, 2022 3. Name of contractor/permittee: Keyser Marston Associates, Inc. 4. Description of work to be performed: Economic Analysis for various housing and real estate projects. 5. Value and length of contract: $270,000 / 9116/19-9115/23 6. Waiver/modification request: $25,000 SIR 7. Reason for request and why it should be granted: Our maximum deductible amount for Professional Liability is $10,000. The insured has a $25,000 self-insured retention. Please see attached financial statements. 8. Identify the risks to the City in approving this waiver/modification: Low 1P_ 10. Co. '2�02Z Department Head Signature Date: APPROVALS Approvals must be obtained in the order listed on this form. Two approvals are required for a request to be granted. Approval from the City Administrator's Office is only required if Risk Management and the City Attorney's Offic, disagree. 1. Risk Management Approved ❑ Denied A- "Signature Date 2. Cityttorney's Office �I Approved ❑ Denied - Signature Date 3. City Manager's Office ❑ Approved ❑ Denied Signature Date If approved, the completed waiver/modification request is to be submitted to the City Attorney's Office along with the contract for approval. Once the contract has been approved, this form is to be filed with the Risk Management Division of Human Resources Waiver Form-Funnel House 90/6/2022 7:36:00 AM Waiver Procedure To request a waiver,indicate here®and provide a brief description( I —2 sentences)of the proposed work/project,its dollar value(if not a specific dollar amount,use an average,annual estimate or non-profit)and projected timefiame(per job or as-needed basis). For substantial dollar deductible/SIR amounts,a financial statement is required(Balance Sheet, Budget Reports,Dun&Bradstreet Report,etc.). Waiver Requested: Elimination of the Deductible or SIR on the Professional Liability Policy Encroachment Permit❑ Private Property Work Permit❑ Consultant Services[ Other: Proposed Work: As needed economic analysis services for varous housing and real estate projects Dollar Value: $270,000 original contract dated September 16, 2019 Projected Timeframe; Through September 15 2023 AC" s/6/2022 Y) CERTIFICATE OF LIABILITY INSURANCE DATE(MMIoz2 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 poilcy(las)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In Ileu of such endorsement(s). GONT Of PRODUCER ME: Halidee Callejas MOC Insurance Services PHONE (415)957-0600 AIC AX NO: 4 4161 967-0677 License No. 0589960 EMAIL hcallejas@mocins.com ADDRESS: 101 Montgomery St., Suite 800 INSURERS AFFORDING COVERAGE NAIC Y San Francisco CA 94104 INSURER A:Massachusetts Bay Ins. Co. 22306 INSURED INSURER B;Allmerica Financial Benefit Co. 41840 Keyser Marston Associates, Inc. INSURER C:Hanover Insurance Company 22292 1299 4th Street Suite 408 INSURERD: INSURER E: San Rafael CA 94901 INSURERF: COVERAGES CERTIFICATE NUMBER:2021-2022 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE 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 ADDLITYPE OF INSURANCE INSD WVO SUER POLICY NUMBER MMIDDfYYYY MWODNYY LIMITS OLICY EXP LTR X COMMERCIAL GENERALLIABILITY EACH OCCURRENCE $ 1,000,000 A CLAIMS-MADE �OCCUft PMISES Ea RENTED $ 500,000 X Y ZDFA49104907 12/1/2021 12/1/2022 MED EXP(AA'A Tony oneperson) $ 10,000 PERSONAL B AOV INJURY S 1,000,000 GENL AGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE S 2,000,000 PRO' PRODUCTS-COMPIOPAGG S Included POLICY J£CT Ll1C S OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE GLE LIMIT $ 1,000,000 X ANYAUTO BODILY INJURY(Per person) S B ALL OWNED SCHEDULED AUTOS SCHEDULE X y AWFA490049 12/1/2021 12/1/2022 BODILY INJURY(Per accident) S AUTOS NON-OWNED PROPERTY DAMAGE S X HIREDAUTOS NX AUTOS P r dent X Cos$500 Comp$1,000 Uninsured motorist combined single $ 1,000,000 X UMBRELLALIAS X OCCUR EACH OCCURRENCE S 4,000,000 4 C EXCESS UAS CLAIMS-MAUE AGGREGATE S 4,000,000 D£D I X I RETENTION S 0 X y UHFA49117107 12/1/2021 12/1/2022 $ WORKERS COMPENSATION P R FEE - AND EMPLOYERS'LIABILITY STAT YIN E.L.EACH ACCIDENT $ ANY PROPRIETOWPARTNERtEXECUTIVE ❑N/A OFFIC£RIMEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-FA EMPLOYEE S It yea,describe under E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS below C Professional Liability LHFD42616504 12/1/2021 12/1/2022 EachKMngtulAct $1,DO0,000 Retention $25,000 Rett:o Date: 11/11/1976 Aggregate Limit $2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES(ACORO 101,Additional Remarks Schedule,may be attached If more space 1s required) Economic Analysis Services Project The City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers are named as a Additional Insureds as respects their interests may appear per written contract. General Liability insurance is primary as respects the City, its agents,officers, and employees. Any insurance or self-insurance maintained by the City, its agents, officers, and employees shall be excess of the submittedinsurance and shall not contribute with it. 30 days notice of cancel- lation/10 days for non-payment of premium. Waiver of Subrogation applies CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED 13EFORE City of Huntington Beach THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 2000 Main Street Huntington Beach, CA 92646 AUTHORIZED REPRESENTATIVE Halidee Callejas/HCA ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 26(2014101) The ACORD name and logo are registered marks of ACORD INS026(201401) ® DATE(AmmorYYYY) Al''� CERTIFICATE OF LIABILITY INSURANCE 09/06/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER, IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must 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 endorsements, PRODUCER CONTACT Aon Risk Services,Inc of Florida Aon Risk Services,Inc of Florida NAME: 1001 Brickell Bay Drive,Suite#i tco PHONE Mlaml,FL 33131-4937 A/C No Ext:833-538-2802 A/C No); EM AD RESS: ADPTS Aon.com INSURER(S)AFFORDING COVERAGE NAIC# INSURERA:AIU insurance Company19399 INSURED INSURER B: ADP TotalSource DE IV,Inc. 58W Windward Parkway INSURER C: Alpharetta,GA 30005 L/CtF INSURER D Keyser Marston Associates,Inc. INSURER E: 1299 Fourth St.Ste 408 San Rafael,CA 94901 INSURER F: COVERAGES CERTIFICATE NUMBER:4261767 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. LIMITS SHOWN ARE.AS REQUESTED. INSR TYPE OF INSURANCE ADDL SUER POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSR WVD MM/DD/YYYY MrWDD/YYYY COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES Ea occurrence)S MED EXP(Any oneperson) S PERSONAL&AOV INJURY $ GEN I L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY❑PROJECT❑LOC PRODUCTS-COMP/OPAGG $ OTHER $ C M I I I AUTOMOBILE LIABILITY Ea accident S ANY AUTO BODILY INJURY Per son S OWNED SCHEDULED BODILY INJURY Per accident S AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Par accident S S UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESSUAB I CLAIMS-MACE AGGREGATE $ DEC I I RETENTION WORKERS COMPENSATION X PER OTH- A AND EMPLOYERS'LIABILITY Y/N WC 053418316 CA 07/01/2022 07/01/2023 STATUTE ER ANY PROPRIETORIPARTNER EXECUTIVE N/A E.L.EACH ACCIDENT $ 2,000,000 OFFICERIMEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 2,000,000 If yes,describe under 2,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION Of OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space is required) All worksita employees working for KEYSER MARSTON ASSOCIATES,INC.,paid under ADP TOTALSOURCE,INC's payroll,are covered under the above slated pollcy. See attached Cert;eate Holder Cancellation Notice. RE:Economic Analysis Services CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE:ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Huntington Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 20M Main St. Huntington Beach,CA 92648 ACCORDANCE WITH THE POLICY PROVISIONS, AUTHORIZED REPRESENTATIVE oqon d UbA detvleee, 2ne of(flotida 01988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD COMMENTS/REMARKS EXCESS PROFESSIONAL LIABILITY COVERAGE POLICY NUMBER: MPX3007521 POLICY TERM: 12/01/2021 - 12/01/2022 CARRIER: AMBRIDGE GLOBAL SPECIALTY USA AM BEST RATING: A XV LIMITS: $1,000,000 PER CLAIM $1,000,000 PER AGGREGATE RETROACTIVE DATE: 8/21/2020 OFREMARK COPYRIGHT 2000, AMS SERVICES INC. - f1PPRDVED i-o IN City of Huntington Beach fg 1941 \ File #: 19-929 MEETING DATE: 9/16/2019 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Dave Kiff, Interim City Manager PREPARED BY: Kellee Fritzal, Deputy Director of Economic Development Subiect: Approve and authorize execution of a three-year Professional Services Contract with Keyser Marston Associates, Inc. for as-needed Economic Analysis Services; and, increase Office of Business Development Professional Services Listing Statement of Issue: The City requires economic analysis services for various development pro forma and residential projects. Staff is requesting approval of a three-year contract for Keyser Marston Associates, Inc. to perform these services on an as-needed basis. Financial Impact: FY 2019/20 budget includes appropriation to cover this year's expenditures. The total contract is not to exceed $270,000, at an estimated $90,000 annually. Appropriations will be requested in subsequent fiscal years. Recommended Action: A) Approve and authorize the Mayor and City Clerk to execute a "Professional Services Contract Between the City of Huntington Beach and Keyser Marston Associates, Inc. for Economic Analysis Services" in an amount not to exceed $270,000 over a three-year period; and, B) Increase the Office of Business Development Professional Services Listing by $90,000. Alternative Action(s): Do not authorize the contract and direct staff accordingly. Analysis: The Office of Business Development requires a variety of economic analysis services for projects on an as-needed basis. During the term of the contract, the firm Keyser Marston Associations, Inc. could provide technical and financial analysis for such projects as: • Sales Tax Sharing Agreements • State Density Bonus Analysis City of Huntington Beach Page 1 of 2 Printed on 9/11/2019 pevdereciE[�;Lep�star7',, File #: 19-929 MEETING DATE: 9/16/2019 • State and Federal required monitoring services for restrictive rental properties • Annual State mandated Housing Compliance Report • Subside Layering Analysis for HOME assisted projects and financial gap analyses for project assisted with LMIHAF or Inclusionary In-Lieu fees • Special projects on an as needed basis On June 17, 2019, the Office of Business Development released a Request for Proposals (RFP) to solicit proposals from qualified consultants for as-needed economic analysis services. The following five firms responded to the RFP: • Economic & Planning Systems • Keyser Marston Associates, Inc. • Kosmont Companies • Rosenow Spevacek Group, Inc. (RSG) • Tierra West Advisors, Inc. Each proposal was reviewed and scored by a panel comprised of staff from Finance, Accounting Services, and the Office of Business Development based on the criteria outlined in the RFP. Consideration in the evaluation of submittals included: successful implementation and monitoring of City financed projects of Successor Agency and Housing Authority; ability to commit key personnel; ability to meet strict deadlines; and a competitive fee schedule. The ability to best provide services, consultant experience, and meeting the three components of the RFP, were ultimately the determining factors in awarding the bid to Keyser Marston Associates, Inc. Accordingly, after evaluating the responses, Staff concluded that Keyser Marston Associates, Inc. best demonstrated the ability to provide the most comprehensive services at a competitive price. Keyser Marston Associates, Inc. will provide assistance as directed and will augment Business Development on projects that require complex financial analysis. Based on their expertise in the field, knowledge of Huntington Beach, and understanding of the City's request and competitive rates, staff recommends approval of the Professional Services Contract with Keyser Marston Associates, Inc. in the amount of$90,000 per year for a three (3) year term, for a total not to exceed $270,000 Environmental Status: Not Applicable Strategic Plan Goal: Strengthen long-term financial and economic sustainability Attachment(s): 1. "Professional Services Contract Between the City of Huntington Beach and Keyser Marston Associates, Inc." City of Huntington Beach Page 2 of 2 Printed on 9/11/2019 powered$§?Leoistar"f PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND KEYSER MARSTON ASSOCIATES,INC. FOR ECONOMIC ANALYSIS SERVICES THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and Keyser Marston Associates, Inc., a California Corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to perform economic analysis and technical assistance; and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW,THEREFORE, it is agreed by CITY and CONSULTANT as follows: I. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Kathleen H. Head who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 19-7915/210836 agree/surfuet/professional Svcs mayor I of 12 5/19-204082 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on wt li-e-. 140' , 20--l— (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 Two Hundred Seventy Thousand Dollars($270,000). 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit"B." 19-7915/210936 agree/surfnet/professionaisves mayor 2 of 12 5/19-204092 7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, with the exception of CONSULTANT'S proprietary computer models, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS A. 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. B. To the extent that CONSULTANT performs "Design Professional Services" within the meaning of Civil Code Section 2782.8, then the following Hold Harmless provision applies in place of subsection A above: 19-7915/210836 agree/surfnet/professional svcs mayor 3 of 12 5/19-204082 "CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY and its officers, elected or appointed officials, employees, agents and volunteers, from and against any and all claims, damages, losses, expenses, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) to the extent that the claims against CONSULTANT arise out of,pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT. In no event shall the cost to defend charged to CONSULTANT exceed CONSULTANT's proportionate percentage of fault, However, notwithstanding the previous sentence, in the event one or more other defendants to the claims and/or litigation is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, CONSULTANT shall meet and confer with CITY and other defendants regarding unpaid defense costs. The duty to indemnify, including the duty and the cost to defend, is limited as provided in California Civil Code Section 2782.8. C. Regardless of whether subparagraph A or B applies, CITY shall be reimbursed by CONSULTANT for all costs and attorney's fees incurred by CITY in enforcing this obligation. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a 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 19-7915/210836 agred surfnet/professiona)svcs mayor 4 of 12 5/19-204082 policy "deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. A claims-made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2)years to report claims arising from work performed in connection with this Agreement. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 10, CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement;the certificate shall: A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and 19-7915/210836 agree/surfnet/professional Svcs mayor 5 of 12 5/19-204082 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. I I. 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 19-79151210836 agree/surfnet/professional svcs mayor 6 of 12 5/19-204082 event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 14. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16, NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent(as designated in Section 1 hereinabove)or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service,to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or 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: 19-7915/210836 agred surfna/ptofessional svcs mayor 7 of 12 5/19-204082 TO CITY: TO CONSULTANT: City of Huntington Beach Keyser Marston,Associates,Inc. ATTN: Office of Business Development ATTN: Kathleen H. Head,Vice President 2000 Main Street 500 So. Grand Avenue, Suite 1480 Huntington Beach, CA 92649 Los Angeles,CA 90071 17. CONSENT When CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section,paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 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 19-7915/210836 agree/surfnet/professionai sves mayor 8 of 12 5/19-204082 neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals,each of which so executed shall,irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder, CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 19-7915/210836 agree/surfnet/professional svrs mayor 9 of 12 5/19-204082 24. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement,shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the i State of California. 27. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not,in fact,held by the signatory or is withdrawn. 28. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf,which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this 19-7915/210836 agree/surfnet/professional sves mayor 10 of 12 5/19-204082 Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Council. This Agreement shall expire when terminated as provided herein. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. 19-7915/210836 agree/surfnet/professional svcs mayor 11 of 12 5/19-204082 CONSULTANT, CITY OF HUNTINGTON BEACH, a Keyser Marston Associates, Inc. municipal corporation of the State of A California Corporation California By: 4Mayor aff,Ilu ., print name ITS: (circle one)Chairman/President/ ice President City Clerk AND rs INITIATED AND APPROVED: By: Asti ze -1& � Deputy Director of Economic Development print namc ITyS circle ate)Secretary/Chief Financial Offic s-It. ecreta -Treasurer REVIEWED AND APPROVED: City Manager APPROVED AS TO FORM: COUNTERPART City Attorney ,uM 19-7915/210836 agree/surfnet/professional Svcs mayor 12 of 12 5/19-204082 CONSULTANT, CITY OF HUNTINGTON BEACH, a Keyser Marston Associates, Inc. municipal corporation of the State of A California Corporation California By: r print name ITS: (circle one)Chairman/President/Vice President City Clerk AND INITIATED AND APPROVED: 41 print name Deputy Director of�;conomic Development ITS: (circle one)Secretary/Chief Financial Officcr/Asst. Secretary-Treasurer REVIEWED AND APPROVED: ty Manager COUNTERPART APPROVED City Attorney ,rvt-' 19-7915/210836 agree/surfnet/professional sves mayor 12 of 12 5/19-204082 EXHIBIT A SCOPE OF WORK KEYSER MARSTON ASSOCIATES, INC. Prepare analyses and reports as needed for City and Housing Authority projects. This includes reports on opportunities and accomplishments, including Housing updates. Review developer proposals and pro forma analyses to evaluate project feasibility and to recommend the amount and structure of public assistance, including sales tax sharing agreements. • Assist with property acquisition and disposition by providing appraisal analysis, assisting with negotiations, and providing similar real estate related services. • Prepare and review the financial components of disposition and development agreements, loan agreements, grant deeds, restrictive covenants, promissory notes, deeds of trust and other instruments used in real estate transactions. Evaluate the use of Successor Agency, federal HOME funds, and other funding sources for acquisition, rehabilitation, and new construction of multifamily and single family housing. • Ensure the compatibility and efficient use of Successor Agency funds, federal funds, bond proceeds and other public funding sources that will be used in combination with private funding sources for development projects. • Conduct yearly financial analyses of the operating performance of existing affordable housing developments to calculate any monies owed to the City or Housing Authority such as debt service payments on residual receipts notes. Attend meetings with staff, City Council and Developers as requested by staff. EXHIBff"B" Payment Schedule(Hourly Payment) A. Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: See attached Exhibit B B. Travel Charges for time during travel are not reimbursable. C. Billing 1. All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 2. Each month's bill should include a total to date. That total should provide,at a glance, the total fees and costs incurred to date for the project. 3. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULTANT may be required to be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 4. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 1 Exhibit B 5. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. i 2 Exhibit B EXHIBIT B FEE SCHEDULE KEYSER MARSTON ASSOCIATES, INC. KMA has extensive experience in providing our clients with the highest level of services while working within time and budgetary constraints. The firm efficiently allocates personnel time and staffing levels based on the nature of the projects assigned to KMA. Bitting rates for each of the KMA job classifications are provided below. These rates shall remain firm for a period of 180 days from the date of submission of this proposal. If KMA is selected and placed on the pre-qualified list, these rates will remain valid for three years. Mana ing Princi al* $280.00 Senior Princi al* $270.00 Principals* $250.00 Mana ere $225.00 Senior Associates '$187.50 Associates $167.50 Senior Analysts $150.00 Analysts $130.00 Technical Staff $95,00 Administrative Staff $80,00 Directly related job expenses not included in the above rates are: auto mileage, parking, air fares, hotels and motels, meals, car rentals, taxies, telephone calls, delivery, electronic data processing, graphics and printing. Monthly billings for staff time and expenses incurred during the period will be payable within thirty (30)'days of invoice date. * Rates for individuals in these categories will be increased by 50%for time spent in court testimony. PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND KEYSER MARSTON ASSOCIATES, INC. FOR ECONOMIC ANALYSIS SERVICES Table of Contents 1 Scope of Services............................. ....................... 2 City Staff Assistance................. ..............................................................................2 3 Term;Time of Performance...................................... 2 4 Compensation.................................................... 5 Extra Work.................................................:....... 6 Method of Payment...................... ........................................................................3 7 Disposition of Plans,Estimates and Other Documents...........................................3 8 Hold Harmless.........................................................................................................3 9 Professional Liability Insurance.......................................... .........4 10 Certificate of Insurance.................... 11 Independent Contractor...................................................... 6 12 Termination of Agreement....................................................................................... 13 Assignment and Delegation....................................................... ..........................................................6 14 Copyrights/Patents....................................................................... .7 ........................... 15 City Employees and Officials............................................. 7 ............................... 16 Notices.......................:.............................. 7 17 Consent..... 18 Modification.......................................... ..................................................................8 19 Section Headings ............................................................................... .................... 8 20 Interpretation of this Agreement.......................... 21 Duplicate Original.......................... ......................................................................9 22 Immigration........................................................................................ 9 ...................... 23 Legal Services Subcontracting Prohibited............................................ ...................9 24 Attorney's Fees................................................................................... ......................10 25 Survival........................................................................ .................. ..................... .10 26 Governing Law................................................................................... ....................10 27 Signatories.....................................................................I................. .10 28 Entirety....................................................I....................... 29 Effective Date.................................................................................101 i su `ty INSURANCE AND INDEMNIFICATION WAIVER Hann dnl h MODIFICATION REQUEST m \J 1. Requested by: Kellee Fritzal j 2. Date: 8/25/2019 3. Name of contractor/permittee: Keyser Marson 4. Description of work to be performed: Economic Analysis and Technical Assistance 5. Value and length of contract: $270,000, 3 years 6. Waiver/modification request: waiver 7. Reason for request and why it should be granted: Vendor is requesting approval of $25,000 self-insured retention carried on its insurance. �i 8. Identify the risks to the City in approving this waiver/modification: _ )C ►'_ N` IC- 'I Departmen Head ig ature Date: APPROVALS Approvals must be obtained in the order listed on this form. Two approvals are required i for a request to be granted. Approval from the City Administrator's Office is only required if Risk Management and the City Attorney's 914ce disagree. 1. ;Approved k anagement El Denied y, �� —/ e% Stature Date I� 2. City Attorney's Office Approved ❑ Denied �Z Signature Date 3. City Manager's Office 4 I -' �l ❑ Approved ❑ C§nied Signature Date ! If approved, the completed waiver/modification request is to be submitted to the City Attorney's Office along with the contract for approval. Once the contract has been approved, this form is to be filed with the Risk Management Division of Human Resources � I I 'I l I � I Incuranrp Anri Inrlamnifi cat inn Waivar Mnriifiratinn Rani iact(11 rinr l 8/26/2019 8:40 00 AM AC V CERTIFICATE OF LIABILITY INSURANCE F DATE(MMIDDNYYY) I6. 11/28/2018 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 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 NAME: Halid@e C811ejd8 MOC Insurance Services PHONE (415)957-0600 FnAiC No: (425)957-0577 License No. 0589960 ADDRESS:hcallejas@mocins.com 101 Montgomery St., Suite 800 INSURERS AFFORDING COVERAGE NAIC A San Francisco CA 94104 INSURER A:Massachusetts Bay Ina. Co. 22306 INSURED INSURERB:Allmerica Financial Benefit Co. 41840 Keyser Marston Associates, Inc. INSURER C:Hanover Insurance Company 22292 1299 4th Sreet Suite 408 INSURERD: INSURER E San Rafael CA 94901 INSURER F: COVERAGES CERTIFICATE NUMBER:2018-2019 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 AODL SUBRI POLICY EFF POU Y EXP LTR TYPE OF INSURANCE INSn WVD POUCYNUMBER MMIDDNYYY MM/DD LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S 1,000,000 A CLAIMS-MADE FxIOCCUR '1z TO RENTED PREMISES Ea occurrence $ 500,000 X ZDPA49104904 12/1/2018 12/l/2019 MED EXP(Any one person) $ 10,000 No Deductible Applias PERSONAL&ADV INJURY $ 1,000,000 GEN'LAGGREGATELIMITAPPLIESPER: GENERAL AGGREGATE $ 2,000,000 RPOLICY Q Ra LOC PRODUCTS-COMP/OP AGG S Included OTHER: $ AUTOMOBILE LIABILITY Eeaccident $ 1,000700 B X ANY AUTO BODILY INJURY(Per person) S ALL OWNED SCHEDULED X ANFA490049 12/i/2018 12/1/2019 BODILY INJURY(Per accident) $ AUTOS AUTOS X HIRED AUTOS Mx NON-OWNED PROPERTVDAMAGE S AUTOS Per acddent X Comp$SOO Coe$500 Uninsured motorist combined si $ 1,000,000 X UMBRELLA UAB X OCCUR EACH OCCURRENCE $ 4,000,000 C EXCESS LIAR CLAIMS-MADE AGGREGATE f 4,000,000 DED I X I RETENTION$ 0 X UHFA49217104 12/l/2018 12/1/2019 $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY YIN STATUTE ER ANY PROPRIETOMPARTNERIEXECUTIVE FFICER/MEMBER EXCLUDED? ❑NIA E.L.E EACH ACCIDENT $ (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE S If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT S C Professional Liability LHFD42616501 12/l/2018 12/1/2019 Each WrongfutAct $1,000,000 Retention $25,000 Retro Date: 11/11/1976 Aggregate Limit $2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached H more space is required) The City of Huntington Beach, its Officers, elected officials, employees, agents and Vol 196 named as Additional Insured as their interests may appear as respects General LiabiliBQpb"e to d endorsements. 30 Day notice of cancellation/ 10 day for non-payment of premium. 8Y HAEL E pmey�5 CITY A t4 D BEAC14 Cy"OF HU CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Huntington Beach THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Attn: Risk Manager ACCORDANCE WITH THE POLICY PROVISIONS. 2000 Main Street Huntington Beach, CA 92 64 8 AUTHORIZED REPRESENTATIVE Halidee Callejas/HCA Ala.ca1 ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014101) The ACORD name and logo are registered marks of ACORD INS025(201401) COMMERCIAL GENERAL LIABILITY CG 2010 07 04 POLICY NUMBER:ZDFA49104904 Effective Date: 12/01/2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Additional Insured Person(s) or Or anization s : Locations of Covered Operations The City of Huntington Beach, Its officers, elected officials, employees, agents and volunteers It is understood and agreed that this Insurance is primary and any other insurance maintained by the Additional Insured shall be excess only and not contributing with this insurance In regards to all operations as pertains to the named insured. Information required to complete this Schedule,if not shown above will be shown in the Declarations. A. Section II —Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds,the following additional exclu- organization(s) shown in the Schedule, but only sions apply: with respect to liability for"bodily injury", "property This insurance does not apply to"bodily injury"or damage" or 'personal and advertising injury' "property damage"occurring after: caused,in whole or in part,by: 1.Your acts or omissions;or 1. All work, including materials, parts or equip- ment furnished in connection with such work, 2. The acts or omissions of those acting on your on the project (other than service, behalf; maintenance or repairs)to be performed by or in the performance of your ongoing operations for on behalf of the additional insured(s) at the the additional insured(s) at the location(s) desig- location of the covered operations has been nated above. completed;or 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a princi- pal as a part of the same project CG 2010 07 04 ©ISO Properties, Inc.,2004 Page 1 of 1 0 i Keyser Marston Associates, Inc Policy No: AWFA490049 COMMERCIAL AUTOCA 00 0103 06 I BUSINESS AUTO COVERAGE FORM Various provisions in this policy restrict coverage. SECTION 1—COVERED AUTOS Read the entire policy carefully to determine rights, Item Two of the Declarations shows the "autos" that duties and what is and is not covered. are covered "autos" for each of your coverages. The Throughout this policy the words"you"and"your"refer following numerical symbols describe the"autos"that to the Named Insured shown in the Declarations. The may be covered"autos". The symbols entered next to words "we", "us" and"our" refer to the Company pro- a coverage on the Declarations designate the only viding this insurance. "autos"that are covered"autos". Other words and phrases that appear in quotation A. Description Of Covered Auto Designation marks have special meaning. Refer to Section V — Symbols Definitions. Symbol Description Of Covered Auto Designation Symbols 1 An "Auto" 2 Owned"Autos" Only those"autos"you own(and for Liability Coverage any"trailers"you don't own Only while attached to power units you own).This includes those"autos"you acquire ownership of after the policy begins. 3 Owned Private Only the private passenger"autos"you own.This includes those private passenger Passenger "autos"you acquire ownership of after the policy begins. "Autos"Only 4 Owned"Autos" Only those"autos"you own that are not of the private passenger type(and for Li- Other Than Pri- ability Coverage any"trailers"you don't own while attached to power units you vate Passenger own). This includes those"autos"not of the private passenger type you acquire "Autos"Only ownership of after the policy begins. 5 Owned"Autos" Only those"autos"you own that are required to have No-Fault benefits in the state Subject To No- where they are licensed or principally garaged.This includes those"autos"you ac- Fault quire ownership of after the policy begins provided they are required to have No- Fault benefits in the state where they are licensed or principally garaged. 6 Owned"Autos" Only those"autos"you own that because of the law in the state where they are li- Subject To A censed or principally garaged are required to have and cannot reject Uninsured Compulsory Un- Motorists Coverage.This includes those"autos"you acquire ownership of after the insured Motor- policy begins provided they are subject to the same state uninsured motorists re- ists Law quirement. 7 Specifically De- Only those"autos"described in Item Three of the Declarations for which a pre- scribed"Autos" mium charge is shown(and for Liability Coverage any"trailers"you don't own while attached to any power unit described'in Item Three). 8 Hired"Autos" Only those"autos"you lease,hire, rent or borrow.This does not include any"auto" Only you lease, hire, rent,or borrow from any of your"employees",partners(if you are a partnership),members(if you are a limited liability company)or members of their households. 9 Nonowned Only those"autos"you do not own,lease, hire,rent or borrow that are used in con- "Autos"Only nection with your business.This includes"autos"owned by your"employees",part- ners(if you are a partnership),members(if you are a limited liability company),or members of their households but only while used in your business or your personal affairs. CA 00 0103 06 ©ISO Properties, Inc.,2005 Page 1 of 12 ❑ It 19 Mobile Equip- Only those"autos"that are land vehicles and that would qualify under the definition ment Subject To of"mobile equipment"under this policy If they were not subject to a compulsory or i Compulsory Or financial responsibility law or other motor vehicle insurance law where they are li- Financial Re- censed or principally garaged. sponsibility Or i Other Motor Ve- hicle Insurance Law Only it IIB. Owned Autos You Acquire After The Policy SECTION II—LIABILITY COVERAGE Begins A. Coverage 1. If Symbols 1, 2, 3, 4, 5, 6 or 19 are entered We will pay all sums an "insured"legally must pay next to a coverage in Item Two of the Declara- as damages because of"bodily injury"or"property tions, then you have coverage for "autos" that damage" to which this insurance applies, caused you acquire of the type described for the re- by an"accident"and resulting from the ownership, mainder of the policy period. maintenance or use of a covered"auto". 2. But, if Symbol 7 is entered next to a coverage We will also pay all sums an"insured"legally must in Item Two of the Declarations, an "auto"you pay as a "covered pollution cost or expense" to acquire will be a covered auto for that cover- which this insurance applies, caused by an "acci- age only if: dent" and resulting from the ownership, mainte- a. We already cover all "autos" that you own nance or use of covered"autos". However,we will for that coverage or it replaces an "auto" only pay for the "covered pollution cost or ex- you. previously owned that had that cover- pense" ff there is either"bodily injury"or"property age;and damage" to which this insurance applies that is b. You tell us within 30 days after you acquire caused by the same"accident". it that you want us to cover it for that cover- We have the right and duty to defend any"insured" age. against a "suit" asking for such damages or a C. Certain Trailers,Mobile Equipment And "covered pollution cost or expense". However, we Temporary Substitute Autos have no duty to defend any "insured" against a I "suit"seeking damages for"bodily injury" or"prop- If Liability Coverage is provided by this Coverage erty damage or a covered pollution cost or ex- Form, the following types of vehicles are also cov- pense to which this insurance does not apply. We ered"autos"for Liability Coverage: may investigate and settle any claim or"suit"as we 1. 'Trailers"with a load capacity of 2,000 pounds consider appropriate. Our duty to defend or settle or less designed primarily for travel on public ends when the Liability Coverage Limit of Insur- roads. ance has been exhausted by payment of judg- 2. "Mobiler equipment" while being carved or ments or settlements. towed by a covered"auto". 1. Who Is An Insured 3. Any"auto" you do not own while used with the The following are"insureds": permission of its owner as a temporary substi- a. You for any covered"auto". tute for a covered"auto"you own that is out of b. Anyone else while usingwith our ermis- service because of its: sion a covered "auto" you own, hire or bor- row except: b. Repair; (1) The owner or anyone else from whom c. Servicing; you hire or borrow a covered"auto".This d. "Loss"; or exception does not apply if the covered "auto" is a "trailer" connected to a cov- e. .Destruction. ered"auto"you own. I i j Page 2 of 12 ©ISO Properties, Inc.,2005 CA 00 0103 06 ❑ (2) Your"employee" if the covered"auto" is b. Out-Of-State Coverage Extensions owned by that"employee" or a member While a covered "auto" is away from the of his or her household. state where it is licensed we will: (3) Someone using a covered "auto while Li- he or she is working in a business of (1) Increase the Limit of Insurance for Li- ability Coverage to meet the limits specs selling, servicing, repairing, parking or fied by a compulsory or financial re- storing "autos" unless that business is sponsibility law of the jurisdiction where yours. the covered "auto" is being used. This (4) Anyone other than your "employees", extension does not apply to the limit or partners (if you are a partnership), limits specified by any law governing members (if you are a limited liability motor carriers of passengers or prop- company), or a lessee or borrower or erty. any of their "employees", while moving (2) Provide the minimum amounts and property to or from a covered"auto". types of other.coverages, such as no- (5) A partner(if you are a partnership), or a fault, required of out-of-state vehicles by member (if you are a limited liability the jurisdiction where the covered"auto" i company)for a covered"auto"owned by is being used. him or her or a member of his or her We will not pay anyone more than once for household. the same elements of loss because of c. Anyone liable for the conduct of an "in- these extensions. sured" described above but only to the ex- B. Exclusions tent of that liability. 2. Coverage Extensions This insurance does not apply to any of the follow- ing: a. Supplementary Payments 1. Expected Or Intended Injury We will pay for the"insured": "Bodily injury' or "property damage" expected (1) All expenses we incur. or intended from the standpoint of the "in- (2) Up to $2,000 for cost of bail bonds (in- sured". cluding bonds for related traffic law vio- 2. Contractual lations) required because of an "acci- Liability assumed under any contract or agree- dent" we cover. We do not have to fur- ment. nish these bonds. But this exclusion does not apply to liability for (3) The cost of bonds to release attach- damages: ments in any"suit" against the"insured" g we defend, but only for bond amounts a. Assumed in a contract or agreement that is Within our Limit of Insurance. an"insured contract"provided the"bodily in- (4) All reasonable expenses incurred by the quent jury" or "property damage" occurs subse- "insured"at our request, including actual agreement;or to the execution of the contract or loss of earnings up to $250 a day be- cause of time off from work. b. That the "insured" would have in the ab- (5) All costs taxed against the "insured" in sence of the contract or agreement. any "suit" against the "insured" we de- 3. Workers'Compensation fend. Any obligation for which the "insured" or the (6) All interest on the full amount of any "insured's"insurer may be held liable under any judgment that accrues after entry of the workers' compensation, disability benefits or judgment in any. "suit" against the "in- unemployment compensation law or any similar sured"we defend, but our duty to pay in- law• terest ends when we have paid, offered 4. Employee Indemnification And Employer's to pay or deposited in court the part of Liability the judgment that is within our Limit of "Bodily injury"to: Insurance. These payments will not reduce the Limit of a. An"employee"of the"insured"arising out of Insurance. and in the course of: (1) Employment by the"insured";or CA 00 0103 06 0 ISO Properties, Inc.,2005 Page 3 of 12 ❑ ACORV DATE(MMIDDIYYYY) 4-10ERTIFICATE OF LIABILITY INSURANCE 06/24/19 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 endorsements. PRODUCER CONTACT Aon Risk Services,Inc of Florida Aon Risk Services,Inc of Florida NAME: 1001 Brickeli Bay Drive,Suite#1100 PHONE FAX Miami,FL 33131-4937 (A/C, A/C No Ext:800-743-8130 AIC No):800-522-7514 EMAIL ADDRESS: ADP.COI.Center Aon.com INSURERS)AFFORDING COVERAGE NAIC# INSURER A: American Home Assurance Co. 19380 INSURED ADP TotalSource DE IV,Inc. INSURER B 10200 Sunset Drive INSURER C: Miami,FL 33173 L/C/F INSURER D: Keyser Marston Associates.Inc. INSURER E 1299 Fourth Street,Suite 408 San Rafael,CA 94901 INSURER F: COVERAGES CERTIFICATE NUMBER:2459470 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. LIMITS SHOWN ARE AS REQUESTED. INSR TYPE OF INSURANCE ADDL SUER POLICY NUMBER POLICY EFF POLICY EXP ILIMITS LTR INSR WVD MMIDDIYYYY MM/DD/YYYY COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES Ea occurrence $ MED EXP(Any oneperson) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY F1PROJECT❑LOC PRODUCTS-COMP/OP AGO $ OTHER $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ ANY AUTO BODILY INJURY Perperson) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Per accident) ccident $ $ UMBRELLA LAB OCCUR EACH OCCURRENCE $ EXCESS LAB CLAIMS-MADE AGGREGATE $ DEC RETENTION$ WORKERS COMPENSATION X PER oETH- R A AND EMPLOYERS'LIABILITY Y/N WC 080375758 CA 07/01/19 07/01/20 STATUTE ER ANY PROP RI ETOR/PARTN ER/EXECUTIVE OFFICER/MEMBER EXCLUDED? NIA E.L.EACH ACCIDENT $ 2,000,000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 2,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 2,000,000 I. APPROVED AS TQ ORN DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) All worksite employees working for KEYSER MARSTON ASSOCIATES,INC.,paid under ADP TOTALSOURCE. C's pa I,are covered under the above stated policy. IV; S l� MICHASIL E. GATE CITY Afii`AHOY CITY OF Ml NTINay'om lVACH CERTIFICATE HOLDER CANCELLATION City of Huntington Beach SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE I AIM Risk Manager THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 2000 Main Street ACCORDANCE WITH THE POLICY PROVISIONS. Huntington Beach,CA 92648 AUTHORIZED REPRESENTATIVE {qon eL6A<Je tvicee, aRc o (�Flotida ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD KEYSER MAa.RSTON ASSOCIATE', ADVISORS IN PUBLIC/PRIVATE REAL ESTATE DEVELOPMENT August 21, 2019 YI i"wSIa' REAL ESTATE AFFORDABLE HOUSING Risk Management ECONOMIC DEVELOPMENT City of Huntington Beach "'""'"'' 2000 Main Street A.TERRY KEYSER I IMOTHY C.KELLY Huntington Beach, CA 92648 DEBBIE M.KERN DAVID DOEZEMA KEVIN FEENEY Re: Request for Approval of Self-Insured Retention on Professional Liability Insurance Lns ANGBLr,,: RATH LEEN H.HEAD Gentlemen: " IAMFS A.RAGE GREGORY D.Soo-HOo KEVIN E.ENGSTROM Keyser Marston Associates, Inc. is entering into a three-year contract with the City of Iu LIE E1 TIM BRETZ Huntington Beach for economic analysis and technical assistance. Services will be IM RE provided on an as-needed basis related to various City and former Agency projects. The SAN DIEGO PAULC.MARRA maximum contract amount is $270,000. In accordance with the Professional Liability Insurance provisions contained in the contract, Keyser Marston is requesting written approval of the $25,000 self-insured retention we carry on this insurance. Please let me know if you require any additional information in order to approve our request which has been granted to Keyser Marston over the past many years. Sincerely, KEYSER MARSTON ASSOCIATES, INC. Diane M. Chambers Business Manager cc: Kathleen H. Head, Managing Principal KMA Los Angeles Office I 1299 FOURTH STREET,STATE 408 SAN RAFAEL,CALIFORNIA 94901 PHONE:415 398 3050 FAX:415 397 5065 WArW KEYSERMARSTON.COM PROFESSIONAL SERVICE AWARD ANALYSIS SERVICE: Economic Analysis and Technical Assistance SERVICE DESCRIPTION: Consulting Services for advice and financial analysis in the following three areas: economic analysis, successor agency and housing, including CDBG and HOME programs, SCAG requirements and in lieu housing programs VENDOR: Keyser Marston Associates OVERALL RANKING: 1 SUBJECT MATTER EXPERTS/RATERS: 1. Project Manager; 2. Senior Accountant; 3. Housing Analyst I. MINIMUM QUALIFICATIONS REVIEW • Written Proposal Score: VENDOR NAME Mirr� R Total Weighted Maximum Criteria Score Score Methodology 14.5 290 Staffing 15 375 Qualifications 15 375 Clarity 14 70 Cost 9 135 References and Background 5 150 Total 82.6 1395 II. DUE DILIGENCE REVIEW • Interview Ranking: No interviews were conducted. VENDOR NAMEMow Summary of Rey • Vendor has vast experience in providing economic analysis and technical assistance to local municipalities, including Huntington Beach. Familiarity with major projects and city protocols. • Contract is on an as-needed basis, charging hourly rates dependent on level of expertise and task I performed. Ranges from $80 - $280 per hour. PROFESSIONAL SERVICE AWARD ANALYSIS SERVICE: Economic Analysis and Technical Assistance SERVICE DESCRIPTION: Consulting Services for advice and financial analysis in the following three areas: economic analysis, successor agency and housing, including CDBG and HOME programs, SCAG requirements and in lieu housing programs VENDOR: RSG OVERALL RANKING: 2 SUBJECT MATTER EXPERTS/RATERS: 1. Project Manager-, 2. Senior Accountant-, 3. Housing Analyst 1. MINIMUM QUALIFICATIONS REVIEW • Written Proposal Score: VENDOR NAME—Min mur 044iffica6ons Revfew Total Weighted Maximum Criteria Score Score Methodology 10 150 Staffing 14 350 Qualifications 14 350 Clarity 70 70 Cost 10 150 References and Background 13 130 Total 79 II. DUE DILIGENCE REVIEW • Interview Ranking: No interviews were conducted. VENDOR NAME—Summary of Raviaw pReZIoA�,P Vendor has good experience in providing economic analysis and technical assistance to local municipalities. References were good. VENDOR NAME—Pricing -';11A, ® Contract is on an as-needed basis, charging hourly rates dependent on level of expertise and task performed. Ranges from $60 - $275. j PROFESSIONAL SERVICE AWARD ANALYSIS SERVICE: Economic Analysis and Technical Assistance SERVICE DESCRIPTION: Consulting Services for advice and financial analysis in the following three areas: economic analysis, successor agency and housing, including CDBG and HOME programs, SCAG requirements and in lieu housing programs VENDOR: Tierra West OVERALL RANKING: 3 SUBJECT MATTER EXPERTS/RATERS: 1. Project Manager, 2. Senior Accountant, 3. Housing Analyst I. MINIMUM QUALIFICATIONS REVIEW • Written Proposal Score: VENDOR NAME Minimum Qualifications Review Criteria Total Weighted Score Maximum Score Methodology 12 240 Staffing 13 325 Qualifications 13.5 337.5 Clarity 13 65 Cost 14.5 217.5 References and Background 11 110 Total 77 129 II. DUE DILIGENCE REVIEW • No interviews were conducted. VENDOR NAME-Summary of Review • Vendor has good experience in providing economic analysis and technical assistance to local municipalities. References were good. • Contract is on an as-needed basis, charging hourly rates dependent on level of expertise and task performed. Ranges from $60-$185. .• City of Huntington Beach T` 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ www.huntingtonbeachca.gov 17,.1909 Office of the City Clerk Robin Estanislau, City Clerk September 19, 2019 Keyser Marston, Associates, Inc. Attn: Kathleen H. Head, Vice President 500 So. Grand Avenue, Suite 1480 Los Angeles, CA 90071 Dear Ms. Head: Enclosed is a fully executed copy of the "Professional Services Contract between the City of Huntington Beach and Keyser Marston Associates, Inc. for Economic Analysis Services" approved by the Huntington Beach City Council on September 16, 2019. Sincerely, Robin,Estanislau, CMC City Clerk RE:ds Enclosure Sister Cities: Anjo, Japan ♦ Waitakere, New Zealand