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Brutzkus Gubner Rozansky Seror Weber, LLP - 2019-03-07
AMENDMENT NO. 1 TO ATTORNEY SERVICES AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND BRUTZKUS, GUBNER ROZANSKY SEROR WEBBER, LLP THIS AMENDMENT NO. 1 is made and entered into this 1�1k�day of .1JA-- , 2020, by and between the CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California,hereinafter referred to as"CITY,"and BRUTZKUS, GUBNER ROZANSKY SEROR tV �, LLP, a Limited Liability a hereinafter referred to as "LAW FIRM." WHEREAS, CITY and LAW FIRM are parties to that certain agreement, dated April 12, 2019,entitled`:Attorney Services Agreement," which agreement shall hereinafter be referred to as the "Original Agreement,"and Since its execution, CITY and LAW FIRM wish to amend the Original Agreement to reflect additional compensation to be paid to LAW FIRM, NOW, THEREFORE, it is agreed by CITY and LAW FIRM to read as follows: 1. ADDITIONAL COMPENSATION Section 2 of the Original Agreement, entitled"Compensation," is hereby amended to read as follows: In consideration of the additional services to be performed hereunder as described in Exhibit"A," CITY agrees to pay LAW FIRM an additional sum not to exceed Fifty Thousand Dollars($50,000). This additional sum shall be added to the Original Agreement sum of Thirty Thousand Dollars($30,000) for a new total amount not to exceed Eighty Thousand Dollars($80,000). 2. REAFFIRMATION Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. 20-8637/230077 1 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers the day, month and year first above written. LAYS/ FIRM, CITY OF HUNTINGTON BEACH, BRUTZKUS, GUBNER ROZANSKY SEROR a municipal corporation of the State of LLP California Ult/1 By: C e `n v�,i�z v'e/epn,c.Director/Chief (Pars rant To HBAfC§3.03.100) pr nt name p ,.�CyL APPROVED AS TO FORM: ITS: (circle one)Chairman/President/Vice President AND By: (ft• City Att rney Date tttti print name ITS: (circleorre)secretary/Chief Financial officer/Asst RECEIVE AND FILE; Secretary—Treasurer City Clerk Date 20-8637/230077 2 � C ATTORNEY SERVICES AGREEMENT i THIS AGREEMENT, dated solely for purposes of identification this 12th day of April, 2019, is made and entered into by and between the CITY OF HUNTINGTON BEACH, a municipal corporation, hereinafter referred to as"HUNTINGTON BEACH,"and BRUTZKUS GUBNER ROZANSKY SEROR WEBER, LLP,hereinafter referred to as "LAW FIRM." WITNESSETH: WHEREAS,the City Attorney of the City of Huntington Beach(hereinafter City Attorney) is the chief legal advisor and litigator for HUNTINGTON BEACH and is charged with the responsibility of protecting the interests of HUNTINGTON BEACH and its officers and employees in actions or proceedings to which HUNTINGTON BEACH is a party, or to which its officers, employees, former officers,or former employees are parties by reason of any act allegedly arising out of their employment or by reason of their official capacity with HUNTINGTON BEACH; and WHEREAS, HUNTINGTON BEACH, acting through the City Attorney,has, on occasion,need of assistance of outside counsel in maintaining or defending such actions or proceedings or in otherwise obtaining legal advice or legal services related to protecting the interests of HUNTINGTON BEACH; and WHEREAS, LAW FIRM represents that it possesses the requisite skills, qualifications, experience, licenses and resources necessary to render effective assistance as hereinafter required. 1 19-7508/200891 NOW, THEREFORE, FOR AND IN CONSIDERATION OF THE PROMISES, COVENANTS,AND CONDITIONS CONTAINED HEREIN, IT IS AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS: 1. SERVICES TO BE PROVIDED I A. LAW FIRM may be assigned by the City Attorney, from time to time, j matters in which LAW FIRM shall represent the interests of HUNTINGTON BEACH, its � officers, employees,former officers, former employees, or indemnitees,as directed by the City ! Attorney. B. The City Attorney shall assign any such matter to LAW FIRM by forwarding either(1) HUNTINGTON BEACH's file or other documentation pertaining to the matter, or (2) if the matter pertains to litigation filed against HUNTINGTON BEACH, a copy of the Summons and Complaint or Petition or other document initiating the action or proceeding along with a copy of any investigative file the City Attorney may receive from the Risk Management Office of HUNTINGTON BEACH or any other source, and a cover letter (i) assigning said matter or case to LAW FIRM, (ii) specifying the services requested, and(iii) designating the contact attorney in the City Attorney's Office(hereinafter"Contact Attorney"). C. HUNTINGTON BEACH;acting through the City Attorney,shall have the right to designate a particular attorney or attorneys (see Exhibit"A") in LAW FIRM to act as lead counsel at the time a matter is first assigned to LAW FIRM or at any time during LAW FIRM's retention by HUNTINGTON BEACH, and shall have the further right to change the attorney(s) designated as lead counsel at any time. Nothing herein shall be construed to make any employee of LAW FIRM a"special employee"of HUNTINGTON BEACH for purposes of Worker's Compensation statutes. 2 19-7508/200891.docx C l". D. LAW FIRM shall have the right to reject an assignment from HUNTINGTON BEACH by notifying the City Attorney within ten(10)days following receipt of the assignment(but shall notify the City Attorney at the earliest possible time if the time constraints surrounding the assignment warrant an earlier response),or to discontinue LAW FIRM's representation of HUNTINGTON BEACH upon the discovery of any conflict of interest LAW FIRM may have or upon the unavailability of the Lead Attorney requested by the City Attorney. E. LAW FIRM shall, within thirty (30) days of receipt of any litigation matter, furbish to the City Attorney or the Contact Attorney LAW FIRM's initial evaluation of the case or proceeding, including LAW FIRM's opinion of HUNTINGTON BEACH's liability exposure and whether HUNTINGTON BEACH's excess liability carrier (if any) should be placed on notice of the case or claim. LAW FIRM shall further determine if and to what extent other parties may share in such liability or are expressly or impliedly obligated to defend HUNTINGTON BEACH or its officers or employees. F. LAW FIRM shall forward to the Contact Attorney copies of all pleadings, motions, and discovery documents prior to filing with the court or other tribunal,time permitting, and in no event later than the date of filing. G. LAW FIRM shall use the investigative resources designated by the City Attorney or Contact Attorney,unless the City Attorney or Contact Attorney approve, in advance, the retention of other investigators by LAW FIRM. Any request for investigation which would likely exceed Five Hundred Dollars($500.00)must be approved,in advance,by the City Attorney or Contact Attorney. 3 19-7508/200891.docx H. LAW FIRM shall,prior to deposing any person, obtain the approval of the City Attorney or Contact Attorney. I. LAW FIRM shall not, and is not authorized to, enter into any stipulations other than those relating to routine procedural matters without first obtaining authority from the City Attorney or the Contact Attorney. LAW FIRM is advised that stipulations concerning substantive matters may require approval of the City Council acting at a City Council meeting. J. LAW FIRM is not authorized to accept service of summonses,complaints, or cross-complaints on behalf of HUNTINGTON BEACH, or its officers, employees, former officers, former employees, or indemnitees, without prior approval of the P PP party concerned or the City Attorney in the case of service upon HUNTINGTON BEACH. K. LAW FIRM shall furnish quarterly status reports to the City Attorney for each litigation matter assigned to LAW FIRM unless otherwise directed by the City Attorney or Contact Attorney. Said reports shall include LAW FIRM's then-current evaluation of HUNTINGTON BEACH's liability, HUNTINGTON BEACH's exposure, methods to reduce HUNTINGTON BEACH's exposure, and LAW FIRM's plan pertaining to representation of the parties under this Agreement. L. LAW FIRM shall, at least three (3)weeks prior to any settlement conference,furnish a letter to the City Attorney setting forth LAW FIRM's evaluation of HUNTINGTON BEACH's liability exposure, the likelihood of prevailing in the case, LAW FIRM's settlement recommendations, and.a settlement authority request, if any. M. LAW FIRM shall not directly contact any officer or employee of HUNTINGTON BEACH (except those persons whom LAW FIRM represents in such litigation) without the consent of the City Attorney or the Contact Attorney. 4 19-7508/200891.docx N. LAW FIRM is not authorized to incur any expenses or costs for experts, doctors,consultants,or specialists without first obtaining authorization from the City Attorney or the Contact Attorney. I O. LAW FIRM shall perform the services provided pursuant to this Agreement in a professional and ethical manner and to the satisfaction of the City Attorney. 2. COMPENSATION A. HUNTINGTON BEACH agrees to pay, and LAW FIRM agrees to accept, as full compensation for LAW FIRM's services, compensation at the hourly rates for the positions shown on Exhibit "B" attached hereto and incorporated by this reference herein for an amount not to exceed Thirty Thousand Dollars($30,000). The City Attorney may approve increases of the hourly rates of the positions shown on Exhibit`B"in July of each year. B. HUNTINGTON BEACH will, in addition, reimburse LAW FIRM for reasonable out-of-pocket expenses, excluding normal and customary overhead,paid by LAW FIRM in connection with the work assigned to LAW FIRM, such as printing and copying costs (of legal documents) actually paid by LAW FIRM,long distance telephone calls, and travel costs approved by the City Attorney or the Contact Attorney. Normal and customary overhead includes, but is not limited to, items such as secretarial time or overtime, internal or in-house photocopying or facsimile transmissions, and charges for WESTLAW, LEXIS or any similar computerized legal research database. LAW FIRM shall pay the service provider directly for items such as securing records, service of subpoenas,court reporter fees, court costs, and include such expenses in the monthly invoice to HUNTINGTON BEACH. HUNTINGTON BEACH shall pay LAW FIRM monthly for LAW FIRM's services. 5 19-7508200891.docx C. HUNTINGTON BEACH will pay the IRS rate per mile for travel and HUNTINGTON BEACH will not pay an hourly rate for travel time. D. LAW FIRM shall submit monthly itemized invoices to HUNTINGTON BEACH which document the hours worked in increments of one-tenth of an hour, the persons performing the work, the files or items on which work was undertaken, and the applicable hourly rates. An itemization of reimbursable expenses claimed by LAW FIRM, supported by I receipts, shall be included in the monthly invoice. E. HUNTINGTON BEACH shall pay the reasonable charges on the approved monthly invoice in accordance with HUNTINGTON BEACH's customary practice and procedure. F. LAW FIRM shall,within thirty(30)days of receipt of any matter(whether litigation or transactional) prepare and forward to the City Attorney for review and approval a proposed budget for the matter. The budget shall be based upon a good faith estimate of the total fees and costs which HUNTINGTON BEACH can expect to incur for LAW FIRM's services together with any other related fees and costs which HUNTINGTON BEACH can expect to incur with regard to the matter(including without limitation any fees or costs for outside contract services, experts,witnesses, investigations, and depositions.) Said budget shall be reviewed at least quarterly by LAW FIRM and compared to actual billings to date. if at any time LAW FIRM believes, or has reason to believe, that the total fees and costs for the matter will exceed the approved budget,LAW FIRM shall immediately so advise the City Attorney or Contact Attorney, explain the reasons therefore, and prepare and submit a proposed revised budget for the City Attorney's review and approval. 6 19-7508/20089I.docx i l 3. AMENDMENT This Agreement may only be amended by written agreement of the parties. 4. ASSIGNMENT LAW FIRM shall not assign or transfer LAW FIRM's interest in this Agreement without the written consent of the City Attorney. 5. COMPLIANCE WITH APPLICABLE LAWS In the performance of this Agreement, LAW FIRM agrees to abide by and conform to all applicable laws of the United States and the State of California,as well as to the Charter, ordinances,and policies of HUNTINGTON BEACH. 6. CAPACITY AS INDEPENDENT CONTRACTOR LAW FIRM and its employees shall perform its/their obligations under this Agreement as independent contractors and not as an officers or employees of HUNTINGTON BEACH. 7. CONFLICTS OF INTEREST It is recognized that LAW FIRM may have clients who may,from time to time,have interests adverse to HUNTINGTON BEACH. LAW FIRM reserves the right to represent such clients in matters not connected with cases or matters assigned to LAW FIRM by HUNTINGTON BEACH. In the event LAW FIRM represents or proposes to represent a client who may have interests adverse to HUNTINGTON BEACH,LAW FIRM shall immediately, upon discovering the possible adverse interest,provide written notice to HUNTINGTON BEACH of the possible adverse interest. In addition,LAW FIRM and its principals and employees agree to comply with any obligations they may have under California Government Code Section 87100 et seq. 7 19-7508/200891.docx 8. TERMINATION This Agreement and all legal services to be rendered hereunder may be terminated at any time by HUNTINGTON BEACH with or without cause. Upon such termination, or upon the conclusion of such services by LAW FIRM,all finished and unfinished documents, case data and reports,both originals and all copies,relating to such matter and then in the possession of LAW FIRM are recognized to be the property of HUNTINGTON BEACH and shall immediately be placed in the physical possession of HUNTINGTON BEACH by LAW FIRM. LAW FIRM shall immediately execute any substitution of attorney form requested by the City Attorney. In the event of such termination,LAW FIRM shall be paid for services satisfactorily rendered. If termination is for cause, compensation due to LAW FIRM, if any,shall be adjusted in light of the particular facts and circumstances involved in such termination. 9. INDEMNIFICATION As respects acts, errors or omissions in the performance of professional services,LAW FIRM agrees to indemnify, defend(at HUNTINGTON BEACH's sole option),and hold harmless HUNTINGTON BEACH from and against any and all claims,demands,defense costs, liability or consequential damages of any kind or nature arising directly out of LAW FIRM's negligent acts,errors or omissions in the performance of professional services under the terms of this Agreement. As respects all acts or omissions which do not arise directly out of the performance of professional services, including but not limited to those acts or omissions normally covered by general and automobile liability insurance,LAW FIRM agrees to indemnify,defend(at HUNTINGTON BEACH's option),and hold harmless HUNTINGTON BEACH from and against any and all claims,demands, defense costs,liability, or consequential damages of any 8 19-7508/200891.docx kind or nature arising out of or in connection with LAW FIRM's (or LAW FIRM's subcontractors,if any)performance or failure to perform,under the terms of this Agreement, excepting only that portion of such claims,demands,defense costs,liability or consequential damages arising out of the active negligence or willful misconduct of HUNTINGTON BEACH. 10. INSURANCE A. LAW FIRM shall secure and maintain during the term of this Agreement the following insurance coverage with limits as specified for each type of insurance: (i) Comprehensive General Liability Insurance,including automobile coverage and contractual liability coverage,in an amount of not less than One Million Dollars ($1,000,000.00)per occurrence,combined single limit(no annual aggregate); (ii) Workers' Compensation Insurance as required by California statutes; (iii) Professional Liability Insurance in an amount not less than One Million Dollars($1,000,000.00), and LAW FIRM shall maintain such coverage for at least one (1)year from the termination of this Agreement. B. Prior to commencing any work under this Agreement, LAW FIRM shall deliver to HUNTINGTON BEACH insurance certificates confirming the existence of the insurance required by this Agreement. C. The insurance requirements contained in this Paragraph 10 may be modified or waived with the written approval of HUNTINGTON BEACH's Risk Manager. 9 19-7508/200891.docx 11. NOTICES A. Any notice or demand required or permitted to be given by the terms of this Agreement, or by any law or statute,may be given by HUNTINGTON BEACH by personal delivery or by depositing said notice or demand in the U.S. Mail,postage prepaid, addressed to LAW FIRM at LAW FIRM's address shown in Exhibit "A" or any new address provided by i LAW FIRM in writing to HUNTINGTON BEACH. Service of said notice or demand on LAW FIRM shall be complete five(5) days after deposit of said notice or demand in the mail, or upon the date of personal delivery to the office of LAW FIRM,at the address shown on Exhibit"B," whichever date is earlier. B. Any notice or demand required or permitted by the terms of this Agreement, or by any law or statute, may be given by LAW FIRM by personal delivery or by depositing said notice or demand in the U.S. Mail,postage prepaid, addressed to HUNTINGTON BEACH at: 2000 Main Street; Attention: City Clerk, with a copy to the City Attorney. Service of said notice or demand on HUNTINGTON BEACH shall be complete five (5)days after deposit of said notice or demand in the mail, or upon the date of personal delivery to the office of the City Clerk of HUNTINGTON BEACH, at the address hereinabove set forth,whichever date is earlier. 12. ENTIRE AGREEMENT This writing constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes all prior oral or written representations or written agreements which may have been entered into between the parties. No modification or revision to this Agreement shall be of any force or effect, unless the same is in writing and executed by the parties hereto. 10 19-7508/200891.docx t 13. EFFECTIVE DATE AND AUTHORITY A. LAW FIRM and LAW FIRM's signatories represent that the signatories hold the positions set forth below their signatures and that the signatories are authorized to execute this Agreement on behalf of LAW FIRM and to bind LAW FIRM hereto. B. The effective date of this Agreement shall be March 7, 2019. 14. CONTROLLING LAW AND VENUE I The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 15. EQUAL OPPORTUNITY EMPLOYMENT LAW FIRM represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor,employee or applicant for employment because of race, religion,color,national origin,handicap, ancestry, sex,age or any other prohibited criteria. 16. SEVERABILITY If any term or portion of this Agreement is held to be invalid,illegal,or otherwise unenforceable by a court of competent jurisdiction,the remaining provisions of this Agreement shall continue in full force and effect. 17. INTERPRETATION The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might:otherwise apply. 11 19-7508/200891.docx I 18. CONFLICTS OR INCONSISTENCIES I In the event there are any conflicts or inconsistencies between this Agreement and any attachments attached hereto,the terms of this Agreement shall.govern. I I 19. WAIVER i A waiver by either party of any breach of any term,covenant or condition contained I herein shall not be deemed to be a waiver of any subsequent breach of the same or any other ' term,covenant or condition contained herein,whether of the same or a different character. IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed on the dates hereinafter respectively set forth. LAW FIRM, CITY OF HUNTINGTON BEACH, a municipal corporation of the State of Brutzkus Gubner S ror Web r,LLP California City Manager print nam ITS: (circle one)Chairman/President/Vice President INITIATED AND VED AS TO FORM: AND (I By: City Attorney print name to ITS: (circle one)Secretary/Chief Financial Officer/Asst. Secretary/Treasurer 3 I City Clerk Date 3 ({jt i 12 r ATTORNEY SERVICES AGREEMENT EXHIBIT"A" CV(Attached) i 13 Exhibit A Bankruptcy Special Legal Counsel Scope of Work Bankruptcy special legal counsel shall investigate, evaluate,and litigate bankruptcy proceedings for the repayment of debt owed to the City of Huntington Beach ("City"), as a secured and/or unsecured creditor. In addition to the recovery of monies,special legal counsel shall diligently pursue recovering possession of any the premises held by a tenant/debtor in possession, back to the City("Claims"). BG shall provide the following services with respect to the Matter: i (a) Preparing,filing and serving of any complaint relating to a potential Claim,whether an adversary complaint in the Bankruptcy Court or other proceeding in a Court of another jurisdiction; (b) Preparing any necessary motions,orders and other legal papers in connection with a Claim; (c)Assisting with all aspects of discovery in connection with a Claim; (d)Assisting with settlements and negotiations of any Claim(s) if applicable; (e) Prosecuting and defending additional litigation matters connected to any potential Claim and such other matters that might arise during the course of the litigation;and (f) Rendering advice with respect to any potential Claims as may be requested. Steven T. Gubner Partner, Brutzkus Gubner Rozansky !Seror Weber LLP Steve, Brutzkus Gubner's Managing Partner, s tner, represent financial institutions, Fortune 500 companies (and their financing divisions), closely held businesses and high net worth individuals in Complex bankruptcy and insolvency matters,He is known in the insolvency arena I as the "involuntary bankruptcy go-to lawyer' because of his managernent of the sensitive issues surrounding involuntary bankruptcy filings,and general business advice he applies to navigate potential pitfalls and solve problems before they occur. in addition, he is adept in complex bankruptcy,insolvency matters, Steve applies his experlience as a business lawyer,and business owner,to each mat-ter in order to effectively achieve the business an legal ob�ectives or has cle clients, He truly' li ,eves that your counsel matters," and listens carefully to client desires and concerns before charting the most effective course. Steve is particularly skilled in commercial collections for banks and financial institutions, and has successfully litigated heavily contested, multirnilPon-doflar real/personal property and equity line financing cramdown cases. He also assists in pre-bankruptcy, pre-workou,, and wealth management advice and planning, REPRESENTATIVE MATTERS • Counsel of Record in Stephen Law v Alfred N.Siegel.Chapter 7 Closed a s'9nificar"t Multion dollar transaction for a client Trustee,a landmark case argued in front of the Su re d art equi investment.As a o me Court of involving both debt acqu;si4ion an the United States("SCOTUS".'concerning a bankr Lptcy coufts result,the target company,a significant ty the bankruptcy process abuse, t company in the souvenir power to protect I I apparel industry,was able to avoid a bankruptcy filing and over • Representation wl'the liquidating trust in the recent,larce chapter employees were able to keep' theirelobs, 11 Circuit City filing,obtaining significant,mu Iti-miWon-dollar Filed the largest inv-clCnta,-Y tankruptcy;n a proceeding against recoveries from insurarce companies,and prosecuting numerous Pan Pacific Fisheries.Lie obtained ' payment For three trace class action claims on behalf of the trust, suppliers from the largest fish cannery on the\Mest Coast. • Representation of Chapter 7 Trustee Howard Grobstein;successful Filed the involun� Mry oarkruo.cy against Mossimo compsrjes, in reopening bankruptcy case and vacating dismissal in order and successfully negotiated over Si rnjl�;on in claim to 11 .s result allow the Trustee to administer assets for the benefit of all 100%payment 0 00 ing in creditors. on the dol(ar),to our petitioning cred;�or clients. • Representation,of Char"e', 7 Trustee Howard Ehrenberg in mulli- • Represented the City of Long Beach in the Queen Mary rnillio-i dollar ponz;scherne,successfully recovering numerous bankruptcy resu,'ting!r,a complete recovery for the ci i payments illegally doled out by Beverly Hills hedge fund manager ty. Bradley L.Ruderman, RECOGNITION AND HONORS Preeminent AV Rating • U.S.News&World Report'Best Lawyers in America"(2018) • San Fernando Valley Business Journaf"Top 25 Lawyers of the Malley,''Tirusted Advisor" • Thomson Reuters Southern California'Super Lawyers" '2007-111esen,,) PROFESSIONAL MEMBERSHIPS AND ACTIVITIES • State Bar of California,Nevada • Commercial Law anal'Bankruptcy Commt.ee, Angeles County • U.S,District Court Bar Association&Orange County Bar. ssociation • U.S.Ninth Circuit Court of Appeals • Bankruptcy Forum,Los Angeles,inland Empire&Orange County • U.S.Supreme Court Board of Directors,United Cerebral Palsy • American Bankruptcy Inst;ute Board of Directors,Abbyson Living Corporation EDUCATION McGeorge School or Law,1991 BA-University of California,Santa Barbara, '988 BRUTZKLIS GUBNER YOUR COUNSEL 7,1,ATTE;S1 EXHIBIT A DIRECT DIAL., 818.827.9118 OFFICEn 818.827.90100 EMAIL. sgubner4bgJaw WESSITE: b9.1aw Corey R. Weber Partner, Brutzkus GubnerSenor Weber LLP � . E Corey's a litigator in bankruptcy,business and commercial litigation and represents bankruptcy trustees, receivers, creditors, assignees for the benefit of creditors, and municipalities in : --ankruptcy proceedings, and in federal and state court litigation. He frequently '�t:gates 1r;y� fraudulent transfer(voidable transfer)actions, including in Ponzi scherr.e cases,and 6ticates � s breach of fiduciary duty and malprac ice claims, AL REPRESENTATIVE • In re Estate Financial,Inc.:SLecla'litigation counsel for the • .t g In re Queen's Seapo.,Development,inc.:Represented the City of Chapter 11 Trustee in an adversary proceeding against Bryan Cave Lon Beach,a cred.or; andlord and pa in-nterest in L LP g Y ti7,e Queen Mary bankruptcy case and in adversary cases within the anK�p=wy • In re Ruderman Capital Partners,LLG:Special litigation course; case. for the Chapter 7 Trustee to_oreference and fraudulent'ransfer In re Lux Corpa,atfon:Represented the Official Committee gation. of Unsecured Cr d't a s ::the prosecution of preference and F • In re Automated Finance Corp..et al.:General counsel for the fraudulent conveyance actin^s within the bankruptcy case for the Chapter 7 Trustee. Mn Rags chat o.su Estate reta�?stores and'r.preparing and • In re EPD Investment Co.;L' :Special litigator,coecsel for the obtaining apprcva for a credi,o s an of'iquidation,and they. Chapter 7 Trustee. represented*he Liouidat;ng Trust • In re Lehman Brothers Holdings,inc.:Represent California • in re Mountain High Hosiery,Ltd.:Special litigation col�nsei for the ' municipalities with clai rs in the bankruptcy case. Chapter 7'. .ee. • in re Gabriel Techno;oo4s Corp.:Special litigation,counsel for the Chapter 7 rustee. RECOGNITION AND HONORS i f • Thomson Reuters Southern California .'Super Lawyers"(2617-Present) • U.S. News&World Report"Best Lawyers in America"(2016-Present) • Thomson Reuters Southern California"Suter Lawyers-Rising Stars"(2006-2013) I PROFESSIONAL MEMBERSHIPS AND ACTIVITIES • State Bar of Caiifor iia • American Bankruptcy Instils e • U.S.District Court:Northem,Central:Eastern and Soot^ern • Vice-Chair,Executive Comm ee of Business La Districts of California California Lawyers Association w Section, • U.S.Court of Appeals fore Ninth Circuit • CO-Chair,mso€vency Leaw Committee,State Bar of California • U.S.Supreme Court Bus; ness'arrSection(2G15-265x; • Central District of California Lawyer Representative,Ninth Circuit Judicial Conference 120 1b-Present) l EDUCATION • MBA-University of Notre Dame(Finance and Marketing),2001 t r • .;D•University of Southern California School Of Law,1999 � • BA-University of California.Irvine, 1995 YOUR COLNSEL MA1''ERSe EXHIBIT A DIRECT DIAL' 818.827.9122 OFFICE. 818.827.9000 EMAIL; Cwebergb9.1aw WEBSiTE, ba.'aw I I ATTORNEY SERVICES AGREEMENT UUMIT"B" Fee Schedule 14 t, RU K 21650 Oxnard St.,Suite 500 Woodland Hilts.CA 91367.4311 818-827-900C Main 618-827-9099 Fs v.*vW'bgAaW Standard Dourly Rate Schedule-Effective 01/01 019 professional � Professional Type 1 � lod Rate 20 Via, Discount Mark D. Brutzkus Partner S 675.00 Steven T. Gubner S 540.00 1 Partner $ 895.00 S 716.00 Jeffrey A.Kobulnick Partner $ 595.40 I Nicholas Rozans Partner S 476.00 David Seror S 645.00 ! S 516.00 Partner S 695.00 S 556.00 Corey R. Weber Partner $ 645.Q0 Jose h Balice S 516.00 Partner S 550.00 S 440.00 Gina A.Bibbv Partner i PhilipJ. Bonoli S 550.00 S 440.00 Partner S 575.00 $ 460.00 Jerrold L. Bregman Partner S 55, 0 j' S 476.00 Richard Burstein Partner S 650.00 S 520.OQ Deborah Greaves Partner l S 550.00 Jason B.Komorsky Partner S AAA An S 650A0 S 520.00Rob n B. Soko �l- Paner $ 625.00 50.0 Ronald Abrams ( Of Counsel S 525.00 1 z Racev Cohn S 420.00 Of Counsel S� 495.00 e Of C La Gabril S 396.00 rr�� Counsel S 625.OQ � S SQO.OQ ` Talin Keshishian Of Counsel S 525.00 I Stuart Y.Kim S 420.00 l f Counsel S 675.00 S 540.00 Susan SetIin Of Counsel S 625.00 Michael P. VVeisber Of Counsel S 450.00 1 S 360.00 Jessica Ba danov 364.0Q Associate S 495.00 S 396.Q0 Michael Bernet Associate 5 375.00 S 300.00 Michael W. Davis Associate S 525.00 S 420.00 Jorge Gaitan AssociateEE� S 395.Q0 Jose h M.Rothber S 316.00 Associate S 495.00 S 346.00 Maria Abel l Karla Bade Paralegal S 230.00 S 184.00 Parale al S 280.00 S 224.00 Tina Dow Paralegal S 240.00 Melody Evans $ 192.00 Paralegal E S 1,95.00 S 156.00 Susan Robbins Paralegal S 260.00 1 S 208.00 Juanita Treshinskv Paralegal S 270.00 ' l Sheri Broffman Trademark Administrator _ S 216.00 S 235.00 $ 188.00 Litigation Support $ 125.00 S 100.00 Law Clerk S 100- 0 $ 80.00 EXHIB IT B j i BRUTZ-1 OP IDq TE CERTIFICATE LIABILITY INSURANCE °A 45/0 (20 i0612019 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 endomemen s. PRODUCER 858-571-9030 CONTACT Summer J.Gorsica Ahern Insurance Brokerage PHONE $58 571-9030 F 858�71-9410 9655 Granite Ridge Dr.,#500 (A/C,No xt E : Arc,No: San Diego,CA 92123 Summer J.Gorsica E MAl sgorsica@aherninsura"nce.com INSURERS AFFORDING COVERAGE NAIC# wsuRERA:Federal Insurance Company 20281 INSURED INSURERB:Preferred Employers Ins.Co. 10900 grutzkus Gul> er Rozansky �eror yyeber L P INSURER C: Woodland Hills, A9eet 367 500 Wootlland Hills,CA 91367 INSURER D INSURER E. I INSURER F: I COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. i IITRNSR TYPE OF INSURANCE AODL SUB pOL1CY NUMBER POLICY EFF POLICY EXP LIMITS A X COMMERCIAL GENERAL LIABILITY 1000,000 f EACH OCCURRENCE S , k CLAIMS-MADE OCCUR X 36027902 O6/01/2018 O6/01/2019 DAMAGE SO RENTEDorcurre S 1,000,000 X Comm Package MED EXP(Any one erson I 10,000 PERSONAL&ADV INJURY $ 1,000,000 d GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY❑IEC°T LOC i a PRODUCTS-COMPIOPAGG INCLUDED THER: A AUTOMOBILE LIABILITY t j COMBINED SINGLE LIMIT $ 1,000,000 _kEaAi j ANY AUTO 73584127 06/01/2018 06/01/2019 BODILY INJURY Per arson $ I OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ X HIRED �( NON-OWNED P�tOPERTY DAMAGE AUTOS ONLY AUTOS ONLY er accdenf Is i i I f A J.1ES'7 E X OCCUR I I EACH OCCURRENCE S 1,000,000 t CLAIMS-MADE 179896100 '06/01/201806/01/2019 AGGREGATE $ 1,000,000 RETENTIONS E B WORKERS COMPENSATION - i X PER OTH- AND EMPLOYERS'LIABILITY Y/N WKN157212-4 01/01/2019I01/0112020. 1000,000 ANYPROPRIETOR/PARTNERIEXECUTIVE EL_EACHACCIDENT $ OFFICER/MEMBER EXCLUDED? NIA ` (Mandatory in NH) E.L.DISEASE-EA EMPLOYE 1,000,000 € If yes describe under 1 DESCRIPTION OF OPERATIONS below I E.L.DISEASE-POLICY LIMIT 1,000,000 { 1 i DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may re t City of Huntington Beach its agents,officers and employess is named 6-M VOW ` additional insured per written contract.Coverage is primary and non- rt I contributory as it applies to General Liability.30 day Notice of �1_ Cancellation is provided except 10 days for Non-Payment of premium' ' MICHAEL E.GATES CITY ATTORNEY CITY OF HUNTINGTON BEACH CERTIFICATE HOLDER LLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Huntington Beach 2000 Main St. Huntington Beach,CA 92648 AUTHORIZED REPRESENTATIVE I ACORD 25(2016/03) ©1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD General Liability Supplementary b. release attachments; Payments but only for bond amounts within the available Limit Of Insurance.We do not have to (continued) furnish these bonds. C. reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of such claim or suit,including actual loss of earnings up to$1000 a day because of time off from work. D. costs taxed against the insured in the suit,except any: 1. attorney fees or litigation expenses;or 2. other loss,cost or expense; in connection with any injunction or other equitable relief. E. prejudgment interest awarded against the insured on that part of a judgment we pay.If we make an offer to pay the applicable Limit Of Insurance,we will not pay any prejudgment interest based on that period of time after the offer. F. interest on the full amount of a judgment that accrues after entry of the judgment and before we have paid,offered to pay or deposited in court the part of the judgment that is within the applicable Limit Of Insurance. Supplementary Payments does not include any fine or other penalty. These payments will not reduce the Limits Of Insurance. Our obligation to make these payments ends when we have used up the applicable Limit Of Insurance. Coverage Territory This insurance applies anywhere,provided the insure&responsibility to pay damages,to which this insurance applies,is determined in a suit on the merits brought in the United States of America (including its possessions and territories),Canada or Puerto Rico,or in a settlement to which we agree. Who Is An Insured Sole Proprietorships If you are an individual,you and your spouse are insureds;but you and your spouse are insureds only with respect to the conduct of a business of which you are the sole owner. If you die: persons or organizations having proper temporary custody of your property are insureds;but they are insureds only with respect to the maintenance or use of such property and only for acts until your legal representative has been appointed;and your legal representatives are insureds;but they are insureds only with respect to their duties as your legal representatives.Such legal representatives will assume your rights and duties under this insurance. .ea. ..` Reference Copy WNW Insurance Form 80-02-2000(Rev.4-01) Contract Page 5 of 32 Who Is An Insured (continued) i Partnerships Or Joint If you are a partnership(including a limited liability partnership)or a joint venture,you are an Ventures insured.Your members,your partners and their spouses are insureds;but they are insureds only with respect to the conduct of your business. Limited Liability If you are a limited liability company,you are an insured.Your members and their spouses are Companies insureds;but they are insureds only with respect to the conduct of your business.Your managers are insureds;but they are insureds only with respect to their duties as your managers. Other Organizations If you are an organization(including a professional corporation)other than a partnership,joint venture or limited liability company,you are an insured.Your directors and officers are insureds; but they are insureds only with respect to their duties as your directors of officers.Your stockholders and their spouses are insureds;but they are insureds only with respect to their liability as your stockholders. .� # -.}. •�n� �'3ii' -.l'£.+.�}'.^ �'-•t.�... _"'33 ,n�t• "�'i .�C.�Y'-'i;.•. - ._ "9. .-S'tr• �� ��si� Si3_TcY.Y"b^.•..-'-•��:"s'R "' Employees Your employees are insureds;but they are insureds only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However,no employee is an insured for: A. bodily injury,advertising injury or personal injury: 1. to you,to any of your directors,managers,members,officers or partners(whether or not an employee)or to any co-employee while such injured person is either in the course of his or her employment or while performing duties related to the conduct of your business; 2. to the brother,child,parent,sister or spouse of such injured person as a consequence of any injury described in subparagraph A.1.above;or 3. for which there.is any obligation to share damages with or repay someone else who must pay damages because of any injury described in subparagraphs A.1.or A.2. above. With respect to bodily injury only,this limitation does not apply to: you or to your directors,managers,members,officers,partners or supervisors as insureds;or your employees,as insureds,with respect to such damages caused by cardio- pulmonary resuscitation or first aid services administered by such an employee;or B. property damage to any property owned,occupied or used by you or by any of your directors,managers,members,officers or partners(whether or not an employee)or by any of your employees. This limitation does not apply to property damage to premises while rented to you or temporarily occupied by you with permission of the owner. "�-',.rs :�e .�'�--�=� R.:-... M .. -tea.aatssYe � c�3'- ......__z,. -.rrr,_.:.__:�'^ ..�"•;s.=—.«-�„•-�.-k•x.3�"�3;a Liability Insurance Reference Copy Form 80-02-2000(Rev.4-01) Contract Page 6 of 32 General Liability Who Is An Insured (continued) Volunteers Persons who are volunteer workers for you are insureds;but they are insureds only for acts within the scope of their activities for you and at your direction. Real Estate Managers Persons(other than your employees)or organizations acting as your real estate managers are insureds;but they are insureds only with respect to their duties as your real estate managers. Permissive Users Of With respect to mobile equipment registered in your name under a motor vehicle registration law: Mobile Equipment A. persons driving such equipment on a public road with your permission are insureds;and B. persons or organizations responsible for the conduct of such persons described in subparagraph A.above are insureds;but they are insureds only with respect to the operation of the equipment and only if no other insurance of any kind is available to them. However,no person or organization is an insured with respect to: bodily injury to any co-employee of the person driving the equipment;or property damage to any property owned or occupied by or loaned or rented to you,or in your charge or the charge of the employer of any person who is an insured under this provision. Vendors Persons or organizations who are vendors of your products are insureds;but they are insureds only with respect to their liability for damages for bodily injury or property damage resulting from the distribution or sale of your products in the regular course of their business and only if this insurance applies to the products-completed operations hazard. However,no such person or organization is an insured with respect to any: assumption of liability by them in a contract or agreement.This limitation does not apply to the liability for damages for bodily injury or property damage that such vendor would have in the absence of such contract or agreement; representation or warranty unauthorized by you; physical or chemical change in your products made intentionally by the vendor; repackaging,unless unpacked solely for the purpose of inspection,demonstration or testing, or the substitution of parts under instruction from the manufacturer and then repacked in the original container; failure to make such inspections,adjustments,tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business in connection with the distribution or sale of your products; demonstration,installation,servicing or repair operations,except such operations performed at the vendor's premises in connection with the sale of your products;or of your products which,after distribution or sale by you,have been labeled or relabeled or used as a container,ingredient or part of any other thing or substance by or for the vendor. Reference Copy WNW Insurance Form 80-02-2000(Rev.4-01) Contract Page 7 of 32 Who Is An Insured Vendors Further,no person or organization from whom you have acquired your products,or any container, (continued) ingredient or part entering into,accompanying or containing your products,is an insured under this provision. Lessors Of Equipment Persons or organizations from whom you lease equipment are insureds;but they are insureds only with respect to the maintenance or use by you of such equipment and only if you are contractually obligated to provide them with such insurance as is afforded by this contract. However,no such person or organization is an insured with respect to any: damages arising out of their sole negligence;or occurrence that occurs,or offense that is committed,after the equipment lease ends. Lessors Of Premises Persons or organizations from whom you lease premises are insureds;but they are insureds only with respect to the ownership,maintenance or use of that particular part of such premises leased to you and only if you are contractually obligated to provide them with such insurance as is afforded by this contract. However,no such person or organization is an insured with respect to any: damages arising out of their sole negligence; occurrence that occurs,or offense that is committed,after you cease to be a tenant in the premises;or structural alteration,new construction or demolition operations performed by or on behalf of them. �.-e'vrsk,..wv-°^- 'a�cn; :�n�..,..z3'�.Taw-•.. ... - .. , _ .. a y..` 'w'�a `` a� '�r'';"''mt° '" =fa33�,�".' zue�. Subsidiary Or Newly If there is no other insurance available,the following organizations will qualify as named insureds: Acquired Or Formed a subsidiary organization of the first named insured shown in the Declarations of which,at Organizations the beginning of the policy period and at the time of loss,such first named insured controls, either directly or indirectly,more than fifty(50)percent of the interests entitled to vote generally in the election of the governing body of such organization;or a subsidiary organization of the first named insured shown in the Declarations that such first named insured acquires or forms during the policy period,if at the time of loss such first named insured controls,either directly or indirectly,more than fifty(50)percent of the interests entitled to vote generally in the election of the governing body of such organization. Limitations On Who Is An A- Except to the extent provided under the Subsidiary Or Newly Acquired Or Formed Insured Organizations provision above,no person or organization is an insured with respect to the conduct of any person or organization that is not shown as a named insured in the Declarations. B. No person or organization is an insured with respect to the: 1. ownership,maintenance or use of any assets;or 2. conduct of any person or organization whose assets,business or organization; Reference Copy Liability Insurance Form 80-02-2000(Rev.4-01) Contract Page 8 of 32 General Liability Who Is An Insured Limitations On Who Is An you acquire,either directly or indirectly,for any: Insured bodily injury or property damage that occurred;or (continued) advertising injury or personal injury arising out of an offense first committed; in whole or in part,before you,directly or indirectly,aquired such assets,business or organization. Limits Of Insurance The Limits Of Insurance shown in the Declarations and the rules below fix the most we will pay, regardless of the number of: insureds; claims made or suits brought;or persons or organizations making claims or bringing suits. The Limits Of Insurance apply separately to each consecutive annual period and to any remaining period of less than twelve(12)months,starting with the beginning of the policy period shown in the Declarations,unless the policy period is extended after issuance for an additional period of less than twelve(12)months.In that case,the additional period will be deemed part of the last preceding period for purposes of determining the Limits Of Insurance. General Aggregate Limit Subject to the Each Occurrence Limit,the General Aggregate Limit is the most we will pay for the sum of: damages for bodily injury and property damage,except damages included in the products-completed operations hazard;and medical expenses. .. -. - . . ,_, —T��y�-� �_^=�t�"�� �sc ... ,;�,t�*sv,"� � " '.?�?-.;e: .z� ea?'�`,.,.am-•rs: r�ai Products-Completed Subject to the Each Occurrence Limit,the Products-Completed Operations Aggregate Limit is the Operations Aggregate most we will pay for the sum of damages for bodily injury and property damage included in the Limit products-completed operations hazard. Advertising Injury And The Advertising Injury And Personal Injury Aggregate Limit is the most we will pay for the sum of Personal Injury Aggregate damages for advertising injury and personal injury. Limit Each Occurrence Limit The Each Occurrence Limit is the most we will pay for the sum of- damages for bodily injury and property damage;and medical expenses; arising out of any one occurrence. Any amount paid for damages or medical expenses will reduce the amount of the applicable aggregate limit available for any other payment. Liability Insurance Reference Copy Form 80-02-2000(Rev.4-01) Contract Page 9 of 32 Conditions (continued) Transfer Or Waiver Of We will waive the right of recovery we would otherwise have had against another person or Rights Of ReCoery organization,for loss to which this insurance applies,provided the insured has waived their rights Agamsf Ofhers of recovery against such person or organization in a contract or agreement that is executed before such loss. To the extent that the insures rights to recover all or part of any payment made under this insurance have not been waived,those rights are transferred to us.The insured must do nothing after loss to impair them.At our request,the insured will bring suit or transfer those rights to us and help us enforce them. This condition does not apply to medical expenses. -.� �- ��"-�'"`xt _.,�=r �,•� . :,ram _-�� :A,�° � �,.���..�° a����.�,� „� Liability insurance Reference Copy Form 80-02-2000(Rev.4-01) Contract Page 24 of 32 l t. Conditions Duties In The Event Of F. Knowledge of an occurrence or offense by an agent or employee of the insured will not Occurrence, Offense, constitute knowledge by the insured,unless an officer(whether or not an employee)of any Claim Or Suit insured or an officer's designee knows about such occurrence or offense. (continued) G. Failure of an agent or employee of the insured,other than an officer(whether or not an employee)of any insured or an officer's designee,to notify us of an occurrence or offense that such person knows about will not affect the insurance afforded to you. H. If a claim or loss does not reasonably appear to involve this insurance,but it later develops into a claim or loss to which this insurance applies,the failure to report it to us will not violate this condition,provided the insured gives us immediate notice as soon as the insured is aware that this insurance may apply to such claim or loss. Legal Action Against Us No person or organization has a right under this insurance to: join us as a party or otherwise bring us into a suit seeking damages from an insured;or sue us on this insurance unless all of the terms and conditions of this insurance have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured obtained after an actual: trial in a civil proceeding;or arbitration or other alternative dispute resolution proceeding; but we will not be liable for damages that are not payable under the terms and conditions of this insurance or that are in excess of the applicable Limits Of Insurance. Other Insurance If other valid and collectible insurance is available to the insured for loss we would otherwise cover under this insurance,our obligations are limited as follows. Pnmary Insurance; This insurance is primary except when the Excess Insurance provision described below applies. If this insurance is primary,our obligations are not affected unless any of the other insurance is also primary.Then,we will share with all that other insurance by the method described in the Method of Sharing provision described below. Excess Insurance This insurance is excess over any other insurance,whether primary,excess,contingent or on any other basis: A. that is Fire,Extended Coverage,Builder's Risk,Installation Risk or similar insurance for your work; B. that is insurance that applies to property damage to premises rented to you or temporarily occupied by you with permission of the owner; C. if the loss arises out of aircraft,autos or watercraft(to the extent not subject to the Aircraft, Autos Or Watercraft exclusion); Reference Copy Liability insurance Form 80-02-2000(Rev.4-01) Contract Page 22 of 32 BRUTZ-1 OP in:JA .a►�o�RO CERTIFICATE LIABILITY INSURANCE DATE(MMIDD/YYW) 05/06/2019 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 858-571-9030 CONTACT SummerJ.Gorsica Ahem Insurance Brokerage PHONE 858571-9030 FAX 9655 Granite Ridge Dr.,#500 (A/C,No Ext: A/C summerJ.Gorsica No):858'571-9010 San Diego,CA 92123 E-MeuL sgorsiCa@ahernirtsurance.com INSURE S AFFORDING COVERAGE NAIC# INSURERA:Federal Insurance Company 20281 fgrutzk INSURED INSURER 8:Preferred Employers Ins.Co. 10900 Ser�or WW�eberbLj p Rounsfry 21650 Oxnard Stree Suite 500 INSURER C: Woodland Hills,CA 91367 INSURER D: INSURER E' INSURER F' COVERAGES CERTIFICATE NUMBER: REVIIJION 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. ILTR NSR TYPE OF INSURANCE ADD SUB POLICY EFF POLICY EXP POLICY NUMBER LIMITS A X COMMERCIAL GENERAL L.IABILnY EACH OCCURRENCE S 1,000,000 CLAIMS-MADE X OCCUR X 36027902 06/01/2018 06/01/2019 p' AGE TO RENTED S 1,000,000 X Comm Package 10,D00 MED EXP An one erson S PERSONAL&ADV INJURY S 1,000,000 GEN'LAGGREGATELIMRAPPLIESPER: GENERAL AGGREGATE S 2-000-000 POLICY❑PER& XD LOc INCLUDED PRODUCTS-COMPIOPAGG S OTHER: A s AUTO MOBILE LIABILITY COMBINEDSINGL.ELIMIT S 1,000,000 ANY AUTO 73584127 06/01/2018 06/01/2019 BODILY INJURY Per ersan S OWNED SCHEDULED AUTOS ONLY AUTOS EEpp BODILY INJURY Per accident S Ix AUTOS ONLY. X AIOJTNOSONLY PROPP.ERdTnDAMAGE S A X UMBRELLALIAB M OCCUR EACH OCCURRENCE S 1,000,000 EXCESS LIAB CLAIMS-MADE 79895100 06/01/2018 06/01/2019 AGGREGATE S 1,000,000 DED I I RETENTIONS B WORKERS COMPENSATION PERTUTE OTH- AND EMPLOYERS'LIABIIJTY X ANY PROPRIETOR/PARTNERIEXECUTIVE Y/N NIS7212-4 01/01/2019 01/01/2020 STA ER 1,000,000 OFFICERIMEMBER EXCLUDED? N/A E.L.EACH ACCIDENT S (Mandatory in NH) 1000 0 If yes,describe under E.L.DISEASE-EA EMPLOYE , S > 00 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT S 1,000,000 7 . i I DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may b4�Ba�begj(mg?6 Mfred) City of Huntington Beach its agents,officers and employess is named aASP K VtU/�$ FOW 7 additional insured per written contract Coverage is primary and non- contributory as it applies to General Liability.30 day Notice of Cancellation is provided except 10 days for Non-Payment of premium., E.GATES CITY ATTORNEY CITY OF HUNTINGTON BEACH CERTIFICATE HOLDER CANCELLATI N 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. 2000 Main St Huntington Beach,CA 92648 AUTHORGEED REPRESENTATIVE ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD I BRUTZ-1 OP ID:KP ,4CORO" CERTIFICATE OF LIABILITY INSURANCE DA05/06/201TE Y) 05/06/201.9 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 858-571-9030 CONTAcT Susan B.Kilano Ahem Insurance Brokeragge PHONE 858-571-9030 FAx 858-571-9010 9655 Granite Ridge Dr.,#500 IA/C,No,Ext): (AIC,No): San Diego,CA 92123 E-MAIL skilano@aheminsurance.com Susan B.Kllano INSURERS AFFORDING COVERAGE NAIC# INSURER A:Hudson Specialty Insurance Co. rutNSUR D INSURER B- z�Cus Gubner Rozansky Seror Vyeber LLP INSURER C: 21650 Oxnard Street Suite 600 Woodland Hills,CA 91367 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE DDL UBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) S MED EXP(Any oneperson) S PERSONAL BADV INJURY S GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY❑JEa LOC PRODUCTS-COMPlOPAGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ ANY AUTO BODILY INJURY Per-person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY BOORDILY INJURY Per accident S AUTOS ONLY ALOITNOS ONLDY PPerr acOLd(DAMAGE $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS,LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ WORKERS COMPENSATION STERTUTE I I OTH- AND EMPLOYERS'LIABILITY Y I N A ER ANY PROPRIETORIPARTNERIEXECUTIVE ❑ E.L.EACH ACCIDENT S MFaridaiory in NH)IXCLUDED? - N/A E.L.DISEASE-EA EMPLOYE S If yes,describe under DESCRIPTION OF OPERATIONS below I E.L.DISEASE-POLICY LIMIT A Claims Made TL4000540 03/08/2019 03/08/2020 PER CLAIM 5,000,000 ! Lawyers Prof Liab AGGREGATE 5,000,000 i DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached if more space is required) j Deductible:$175,000 per claim/$300,000 annual aggregate CERTIFICATE HOLDER CANCELLATION CITYHUN 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. AUTHORIZED REPRESENTATIVE I 1"'-"'{�� & ® ACORD 25(2016/03) v� ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD I ITY OF HUNTI GT N C Professional Service Approval Form PART 1 Date: 6/6/2019 Project Manager Name: Carlos Marquez CE'VE Requested by Name if different from Project Manager: Department: Choose One JUN 06 201 PARTS I OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST 13f'I5fJ T @I'tmelllt BY THE REQUESTING DEPARTMENT AND SIGNED BY THE CITY MANAGER, FOR APPROV L, BEFORE PROCEEDING WITH THE SOLICITATION OR CONTRACT PROCESS. PART I MUST BE FILED WITH ALL APPROVED CONTRACTS. 1) Briefly provide the purpose for the agreement: Bankruptcy legal counsel to recover outstanding lease payments due to the City as a result of Ruby's Huntington Beach LTD., bankruptcy filing 2) Estimated cost of the services being sought: $30,000.00 3) Are sufficient funds available to fund this contract? ® Yes ❑ No If no, please explain: i 4) Check below how the services will be obtained: I i ❑ A Bid solicitation process in accordance to the MC 3.03.060 procedures will be conducted. ❑ MC 3.03.08(b)-Other Interagency Agreement procedure will be utilized. ® MC 3.03.08-Contract Limits of$30,000 or less exempt procedure will be utilized. 5) Is this contract generally described on the list of professional service contracts approved by the City Council? If the answer to this question is "No," the contract will require approval from the City Council.) j ®Yes ❑ No 4 �`h "Fisc I Services Manager Signature(Purchasing Approval) Date 1 6) Amount, Business Unit(8 digits)and Object Code(5 digits)where funds are budgeted (Please note that a budget check will occur at the object code level): Account number Contractual Dollar Amount Business unit. object# Fiscal Year Fiscal Year Fiscal Year Fiscal Year 18-19 10080501.69365 $30000 $ $ $ $ $ $ $ $ $ $ $ OJ " Budg ppro al Date Depart nature(s) Date Chief FinanciarOfficgr Signature Date Assistant City Manager's Signature Mate APPROVED'RJ DENIED ❑ 11 City Manager' nature - Date professional service approval form.brutzkus.gubner.v3-part i 2016.doc REV:February 2015 I ITY OF HUNTINGTON EACH Professional Service Approval Form g: PART 11 y Date: 6/6/2019 Project Manager: Carlos Marquez RECEIVED Requested by Name if different from Project Manager: Department: Economic Development JUN 06 2019 F THE ONAL SERVICES CONTRACTS APPROVAL FOM COMPLETED IBYOTHE REQUESTING IDEPARTMENT AND SIGNED FOR APPROVAL. PANWApanment BE FILED WITH ALL APPROVED CONTRACTS. 1) Name of consultant: Brutzkus Guber Rozanksy Seror Weber LLP 2) Contract Number: OBD (Contract numbers are obtained through Finance Administration x 5630) 3) Amount of this contract: $30,000 Account number Contractual Dollar Amount Business unit. object# Fiscal Year Fiscal Year Fiscal Year Fiscal Year 18-19 10080501.69365 $30,000 $ $ $ $ $ $ $ $ $ $ $ 4) Is this contract less than$50,000? ® Yes ❑ No 5) Does this contract fall within$50,000 and$100,000? ❑Yes ® No 6) Is this contract over$100,000? ❑ Yes ® No (Note: Contracts requiring City Council Approval need to be signed by the Mayor and City Clerk. Make sure the appropriate signature page is attached to the contract.) 7) Were formal written proposals requested from at least three available qualified consultants? ®Yes ❑ No € 8) Attach a list of consultants from whom proposals were requested (including a contact telephone number.) € 9). Attach Exhibit A, which describes the proposed scope of work. l € 10) Attach Exhibit B, which describes the payment terms of the contract. 6A, Departni6nt Head Date I Fiscal Se nager(Purchasing) Date r Budget pproval Signature Date i Chief Financial bffice4r designee) Signature Date i professional service approval form.brutzkus.gubner.0-part ii 2016.doc List of RFP Submittals • Brutzkus,Gubner • Best, Best,& Krieger • Gupta Evans&Associates • Nixon Peabody LLP • Nossaman LLP • Shulman Hodges& Bastian LP • Stradling Yocca Carlson &Rauth