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HomeMy WebLinkAboutClearsource Financial Consulting - 2021-11-01 PROFESSIONAL SERVICES CONTRACT BETWEEN TIME CITY OF HUNTINGTON BEACH AND CLEARSOURCE FINANCIAL CONSULTING FOR FOR COST ALLOCATION PLAN AND USER FEE STUDY 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 . a ClearSource Financial Consulting hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide Cost Allocation Plan and User Fee Study: 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 Terry Madsen who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 21-10590e69857 05119-204133 1 Of 13 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on 2011 (the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than (3) three 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 Fifty Eight Thousand Seven Hundred Forty Dollars($58,740.00). 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional 21-10590/2M57 05119-204133 2 of 13 compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD Of- PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." 7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY Upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. 1-I01-D 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' even 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. CONSUL:I-ANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall 21-10590n_69857 05119-204133 3 of 13 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: "CONSULTAN'T 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. 21-1059OP69857 05119-204133 4 of 13 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 CONS ULTAN'I°s professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above- mentioned insurance shall not contain a self-insured retention without the express written consent of CITY; however an insurance policy "deductible" of Ten Thousand Dollars (SI0,000.00) 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 21-10590209857 05119--204133 5 of I 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 indemnity 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; D. state that the policy is currently in force; and C. shall promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice: however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANf'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 hercinabove required. 21.10590/269857 05I19-204133 6 of 13 11- INDEPENDENT CONTRACTOR CONSULTANT is. and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation. unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJLCT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and unfinished documents, exhibits, report. and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 21-105901269857 05119-204133 7 of 13 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 CONSUL,TANf's agent (as designated in Section I hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail-return receipt requested: TO CITY: TO CONS UI I-ANT: City of Huntington Beach ClearSource Financial Consulting A'I"FN: Sunny Rief ATTN: Terry Madsen 2000 Main Street 7960 13. Soquel Drive, Suite 363 Huntington Beach, CA 92648 Aptos, CA 95003 21-10590rz69857 05/19-204133 8 of 13 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 exctuded 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 OP 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 shalt not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act 21-10590269857 05/19-204133 9 of I') 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 Huwinglon 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. 21-10590R69857 05/19 204133 10 of 13 2=4. 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 attorncv's fees from the nonprevailing party. 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 28. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise. have been made by that party or anyone acting on that party's behalf. which are not embodied in this Agreement. and that that party has not executed this Agreement in reliance on any representation, inducement. 21-10590269857 05119-204133 11 of 13 promise, agreement, warranty. fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. IN WITNESS WHEREOF. the parties hereto have caused this Agreement to be executed by and through their authorized officers. 21-10590rz69357 05119-204133 12 of 13 CONSULTANT, CITY OF HUNTINGTON BEACH, CLEARSOURCE FINANCIAL, a municipal corporation of the State of CONSULTING ` California p _ 1 City Manager Intnamc INITIATED AND APPROVED: ITS: (circle one)Chaimresidcn ice President APJD n0� � Ch1 nancial Officer By: / APPROVED AS FORM: no c ITS: (circle one Secretary hief Financial Officcr/Asst. 1 Attorney 01/t Secretary—Treasurtt r'W Date RECEIVE AND FILE: 4gion., City Clerk �3 Date 21-10590269857 05119-204133 13 of 13 PROPOSED WORK EXHIBIT A CLEARSOURCE WORK PLAN COST ALLOCATION PLAN (YEAR ONE) ClearSource presents the following step-by-step current needs but may include modification of work plan to complete the Cast Allocation Plan existing tools if City personnel prefer to sustain envisioned by the City of Huntington Beach. existing tools. ClearSource will remain flexible. Task 1 1 Study Orientation Task 2 1 Development of Critical The purpose of this task is to generate common Inputs understanding of objectives, known issues that The purpose of this task is to develop the must be addressed by study end, participant necessary foundation for subsequent roles, expected procedural requirements, quantitative analysis. Particular focus will be schedule and pre-established dates,and data generating necessary data and documentation collection and development procedures. of inputs and assumptions as required by the TASK 1.1 1 PROJECT KICK-OFF application of plan outcomes. (For example, an OMB 2 CFR Part 225 compliant plan requires a Consultants will prepare for, attend, and specific inventory of information that may not facilitate one event with City personnel to be as essential if applications are entirely initiate the project. (This event will be held internal to the City.) concurrently with events scheduled for the User Fee Study.) TASK 2.1 1 GATHER, ANALYZE, AND DEVELOP FINANCIAL INPUTS TASK 1.2 1 ASSESSMENT OF PREVAILING METHODS Consultants will mine the City's financial reporting to access organizational and line-item ClearSource will evaluate prevailing cost detail to support costs, allocation factors, allocation models, methods,and applications. workload metrics, and accounting structure in Particular attention will be paid to annual the cost allocation model. procedures, internal opinions and impacts, and balance of workload with the requirements of TASK 2.2 1 DEVELOP ALLOCATION FACTORS the City's uses for overhead, including internal Consultants will pull published statistics that transfers/reimbursements and external agency may be useful as bases for distributing costs reimbursement. ClearSource will also review and where necessary,develop and document readily available budgetary documents to gain a alternate data sets to serve as distribution working knowledge of City structure and methods. Targeted meetings with accounting practices. representatives from support services TASK 1.3 1 PLAN FOR NEW MODEL departments may be useful to influence data accessibility and relevance in the cost allocation After project kick-off, ClearSource will plan, such as work order records, inventories, determine a plan for generating current indirect and other volumetric or organizational tools. cost allocations for the host of uses identified by the City. This will likely include development of a new Excel-based model in alignment with CLEARSOURCE Proposol to the CITY OF HUNTINGTON BEACH SECTION 5 PROPOSED WO ' K PLAN Task 3 1 Cost Allocation Model The model will be built to accommodate change in the organization: the ability to add or remove The purpose of this task is to generate the direct and indirect costs and to adapt to a range quantitative model to allocate indirect costs of activities, from simple to complex. Citywide. Structure and detail of the final Furthermore, the model will be built to enable model will be dependent upon the ultimate continuous updates, as the City elects to application of its results, as a plan submitted for maintain and update its cost allocation cognizant agency approval in compliance with practices in-house in future years. OMB 2 CFR Part 225 and/or the State Controller's Office for Cost Claiming will require TASK 3.2 1 COMPARISON OF OUTCOMES aspects unnecessary in applications where cost ClearSource will generate a comparison of recovery is expected to be entirely internal to outcomes under the updated Cost Allocation the agency. Plan to prior year outcomes, including TASK 3.1 1 MODEL DEVELOPMENT explanation for substantive differences. ClearSource will develop an Excel-based model Task 4 1 Reporting and Deliverable to distribute indirect service costs Citywide. The Tools model is expected to identify: The purpose of this task is to provide the formal Citywide fund and accounting structure and documentation encompassing the work and fiscal year data for allocation outcomes outcomes of the study, as well as deliver the Z Allocable indirect service centers tools developed throughout the study for the City's ownership and future use. Z Allocation bases and related distribution factors for indirect service centers TASK 4.1 1 DRAFT REPORT Direct service centers ClearSource will prepare a narrative description of the study, describing key data and Z) Primary and secondary allocations assumptions, and impacts.The report will Resulting annual cost allocations include tables and charts to explain findings, and it will include the complete quantitative Resulting indirect service rates analysis as the justification for updated indirect Resulting interfund transfers cost allocations and associated rates and transfers. Reports will be issued in portable The model will establish a specific methodology document format (PDF)for digital distribution for deriving overhead costs that will properly and any necessary printing by the City. reimburse the General Fund. The model will be developed to accommodate iterations, should For a cost allocation plan in compliance with an internal "full cost" method be desirable in OMB 2 CFR Part 225,the report/quantitative certain applications,while maintaining an analysis will include: iteration with decisions necessary for Z Description of each allocated central service state/federal compliance in indirect cost reimbursement. = Identification of the units rendering services and the units receiving services CLEARSOURCE Proposal to the CITY OF HUNTINGTON BEACH SECTION 5 PROPOSED" • ' PLAN :D Items of expense included in the allocated consultants,City personnel, and City cost of service Councilmembers. Method used to distribute the cost of TASK 5.11 CITY STAFF INTERACTION service to benefitted units In addition to the project kick-off event Schedule showing the allocation of each described in Task 1,ClearSource anticipates at service to the specific benefitted units least two additional site visits to engage with Z Organizational chart designated City personnel managing cost allocation practices, held in conjunction with TASK 4.2 1 FINAL REPORT events for the Comprehensive User Fee Study: Upon review and feedback from the City staff, : An interim review session upon initial consultants will revise the draft report and completion of the cost allocation model accompanying outcomes to incorporate :D A second interim review session to review direction received.The final report will be the draft report issued for the City's implementation and as a data source for incorporation in the User Fee The City specifically identifies a "management Study. Reports will be issued in PDF for digital group"as a potential body for these types of distribution and any necessary printing by the reviews,in addition to the Finance Department City beyond the requested bound and unbound as the primary copies delivered by consultants. TASK 5.2 1 CITY COUNCIL INTERACTION TASK 4.3 1 MODEL/WORK PAPER DELIVERY At City management discretion, ClearSource Upon issuance of the final report,ClearSource anticipates one event with the City Council to will deliver editable versions of all models, present the draft report and receive feedback documentation,and associated work papers to and direction on cost allocation proposals that the City for future use.Models will be delivered would impact the City's budgetary and financial in Microsoft Excel and FOR Documentation will practices. If desired,this event may occur be delivered in Microsoft Word and PowerPoint during the same agenda as the first session for and in PDF.Additional work papers developed the Fee Study. will be delivered in the format in which they Consultants will prepare materials for this were created and in PDF. session,present the plan (or elements relevant Task 5 1 Engagement for City Council input), and respond to City Council inquires. The purpose of this task is to facilitate a meaningful level of interaction between CLEARSOURCE WORK PLAN USER AND REGULATORY FEE STUDY (YEAR ONE) ClearSource presents the following step-by-step comprehensive User and Regulatory Fee Study work plan to complete the initial envisioned by the City of Huntington Beach. CLEARSOURCE Proposal to the CITY OF HUNTINGTON BEACH SECTION 5 PROPOSED WORK PLAN Task 1 I Study Orientation however, it does not have to represent the final structure of fees, as quantitative analysis in The purpose of this task is to generate common Tasks 2 and 3 will also inform recommended fee understanding of objectives, known issues that structures, must be addressed by study end, participant It is important for us to state that discussion of roles,expected procedural requirements, fee remodeling is intended to indicate our schedule and pre-established dates,and data willingness to enact substantive change, should collection and development procedures. Most the City desire it. Unless our cost of service significantly, this task includes a major upfront results indicate an absolute requirement that effort to examine prevailing fees for known structures be altered,we are also amenable to issues and to discuss initial and potential continuance of prevailing practices, modified to modifications to structures and practices. current costs of service and other influences. In TASK 1.1 1 PROJECT KICK-OFF short, we are flexible to conditions on the ground once we arrive. Consultants will prepare for, attend, and facilitate one event with City personnel to Task 2 1 Development of Critical initiate the project. Events may be combined or Inputs separated into a series of meetings with involved internal stakeholders. The purpose of this task is to develop the TASK 1.2 1 ASSESSMENT OF PREVAILING FEES necessary foundation for subsequent quantitative analysis. We will focus much of our Prior to project kick-off, ClearSource will initial work to develop the body of data that will evaluate prevailing schedules of fees under inform every downstream element of the review. Assessment will include subjective project. effectiveness of current structures, in such terms as perceived cost recovery, perceived TASK 2.1 GATHER, ANALYZE, AND DEVELOP equity among different applicants/projects, FINANCIAL DATA alignment of fee categories with the manner in Consultants will access detailed budget data which work is performed currently, perceived or from City staff and publicly available resources known competitiveness in the region, feasibility to describe: and accuracy of billing within current technology or practices, and other Revenues:Our preference is to examine a considerations. three- to five-year history of fee-related TASK 1.3 1 INITIAL FEE STRUCTURE revenues at the lowest level of detail REMODELING possible.To the extent applicable, fund/reserve performance will be included. After project kick-off, ClearSource will draft an personnel Costs and Organization:This initial fee schedule, with categories and includes listing of full-time equivalent proposed charge bases only, stemming from employees, salary and benefit costs, roles initial conversations, proposed solutions based and lines of reporting, part-time personnel, on industry standards or regional influences,or and contracted personnel. initial concepts suggested by ClearSource.This initial fee schedule will be used as the basis for = Operating Costs: Line-item expenditures developing critical data inputs in Task 2; will be examined from the currently CLEARSOURCE proposal to the CITY OF HUNTINGTON REACH SECTION 5 PROPOSED" • ' adopted budget. Additional examination of department to enable review and eventual periodic expenses or capital investments concurrence. will be researched. Fee schedules for any TASK 2.4 1 ACQUIRE AND ANALYZE contacted personnel will be acquired and VOLUMETRIC STATISTICS FOR SERVICES interpreted. And, internal charges or estimation for central services and/or Consultants will gather from departmental general governmental overhead will be personnel any existing data sets that will inform included. workload/activity levels for the fee-related services under review. This includes data such TASK 2.2 1 GATHER, ANALYZE, AND DEVELOP as numbers of applications and/or permits ANNUAL LABOR TIME opened, in process, and closed over a pre- determined time period. Project attributes, Consultants will determine availability of any such as valuations or other sizing may be existing labor time-tracking information within necessary. Acquisition of statistical information the Department.With or without tracked data, from City databases will likely be requested ClearSource will conduct individual or group throughout the study as issues for further interviews using a questionnaire structure analysis arise. developed for this study to enable individual contributors to estimate a distribution of their TASK 2.5 1 RECONCILE ESTIMATES AND annual time across core functions of service. KNOWN DATA Upon implementing time estimates developed To the degree possible,ClearSource will through this process, ClearSource will follow-up attempt to reconcile the body of information remotely with any individuals where further used: annual time, service time estimates, and information is warranted.Annual labor time profiles will be circulated to project leads service volumes,to ensure a reasonable portrayal of workload and related costs for and/or management within the department to these services. enable review and eventual concurrence. TASK 2.3 1 GATHER, ANALYZE,AND DEVELOP Task 3 1 Cost of Service Analysis SERVICE TIMES The purpose of this task is to generate the Consultants will determine availability of any quantitative analyses that comprise the "cost of existing labor time-tracking information for service' basis required by California law for different fee-related service categories. With or cities to impose these fees as a matter of City without tracked data, ClearSource will circulate Council discretion. The result of this series of a questionnaire to appropriate personnel, analysis is the maximum fee amount that may linked to the remodeled fee structure be imposed as a fee for service. developed in Task 1, to estimate average or a TASK 3.1 1 FULLY BURDENED HOURLY RATE range of service times for fee-related services. MODEL Where information is under-developed with staff input, ClearSource will apply our industry ClearSource will develop a model to compute experience to populate the analysis. Service fully burdened hourly rates for work performed time estimates will be circulated to project in each division and/or department contributing leads and/or management within the to the fee-related services under review. (It is possible that direct service providers exist CLEARSOURCE Proposal to the CITY OF HUNTINGTON BEACH SECTION 5 PROPOSED" • ' outside the responsible department for a structured to follow any proposed remodeled particular fee category. To portray an accurate fee structure,as well as any additional services "full cost of service,"time for each contributor for which new fees will be considered. should be considered, unless a separate The cost of service model will enable revenue stream is in place for those other comparison to existing fee levels to determine divisions/departments.) prevailing cost recovery levels. From that point, Fully burdened hourly rates will be developed internal discussions may ensue as to three ways: as a composite rate for the appropriate or desired changes to fees and fee participating division, composite rates for levels to enhance cost recovery, if in line with classes(subsets)of contributors within each City policies,goals, or values. participating division, and individual rates for each contributor. Rates will also be expressed in The cost of service model will also structured multiple ways: per available hour, per to enable calculation revenue impacts, if productive hour,and per direct service hour to adequate data is available. enable flexibility in how the City prefers to Task 4 1 Fee Development and value increments of time. Impact Analysis The ClearSource model will be built to illustrate the "full cost of service," encompassing labor The purpose of this task is to develop the costs, non-labor operating costs,departmental updated schedule of fees for Citywide direct administration, central services/general services.This task will be influenced by the cost governmental administration, periodic of service results developed in Task 3, regional investments, and a reserve funding competiveness, and local values and/or City requirement, if applicable.These costs will also policy. be expressed by function of service within each TASK 4.1 1 REGIONAL FEE COMPARISON division.The ClearSource model will enable the City to include or exclude these cost layers in its ClearSource will prepare a limited-scope final outcome, should current or eventual policy comparison of fees to up to ten municipalities direct away from full cost recovery. selected by the City, neighboring or elsewhere in California. Comparison will be limited to fee Finally, the ClearSource model will be able to categories of particular interest and will be best compare total annual cost of service for each accommodated in areas, such as development division against annual revenues available to review, by creating profiles for an array of provide a global view of cost recovery for "typical" projects in the community. Rather programs.This can inform any overall revenue than comparing fee to fee, in many cases, impacts that may be warranted. identifying attributes for a sample project TASK 3.2 1 ACTIVITY COST OF SERVICE MODEL subject to multiple fees is a more meaningful comparison. ClearSource will develop a model to compute the cost of service at the activity level for fee- TASK 4.2 1 COST RECOVERY POLICY related services.This will involve applying fully Consultants will work with departmental burdened hourly rates to service time estimates management to develop targeted cost recovery and incorporating project-specific direct at the activity level for eventual proposal to the expenses applicable.The analysis will be CLEARSOURCE Proposal to the CITY OF HUNTINGTON BEACH SECTION 5 PROPOSED WORK PLAN City Council. Cost recovery targets will be tools developed throughout the study for the applied to activity costs of service to inform a City's ownership and future use. proposed fee amount. Subsidy amounts will be TASK 5.1 1 DRAFT REPORT identified. TASK 4.3 1 FEE SCHEDULE ClearSource will prepare a narrative description of the study,describing key data and Consultants will develop a master fee schedule assumptions,cost of service outcomes, fee for the City, useful in presenting proposals,as proposals, and impacts.The report will include well as communicating fee descriptions,fee tables and charts to explain findings, and it will amounts, and charge bases to other City include the complete quantitative analysis as departments,who may have responsibility for the justification for proposed fees. Reports will maintaining Citywide schedules of fees. If be issued in portable document format(PDF) desired, the master fee schedule developed can for digital distribution and any necessary also include a tool for subsequent annual printing by the City. inflationary adjustments to the established fee It is expected that City personnel will review an structures. initial iteration of the draft report, and TASK 4.4 1 COMPARATIVE FEE IMPACTS ClearSource will modify it before it becomes a Where fee structures are remodeled document delivered to the City Council and extensively, ClearSource will prepare targeted available to the public. schedules comparing changes to fees, TASK 5.2 1 PRESENTATION/SUMMARY individually and for a selection of sample MATERIALS projects. This comparison assists in presenting and communicating changes to fee structure, ClearSource will develop presentation or and also, it enables further testing of the summary packet far use inn communicating reasonableness and accuracy of substantial Proposals to the City Council and any stakeholders. changes to fee approach. TASK 4.5 1 REVENUE IMPACTS TASK 5.3 1 STAFF REPORT AND NOTICING ASSISTANCE Upon finalizing fee proposals, ClearSource will attempt to quantify revenue impacts of ClearSource will assist City staff in the proposals, depending on data availability and preparation of the staff report delivered to the City Council as part of the normal agenda reliability on past workload at the activity level. Subsidies by other funds will be identified. If process. Consultant will also assist in the applicable, fund/reserve performance will be drafting of a notice of the public hearing at projected, as feasible from available data. which fee proposals will be considered for approval. Task 5 1 Reporting and Deliverable TASK 5.4 1 FINAL REPORT Tools Upon review and feedback from the City The purpose of this task is to provide the formal Council, consultants will revise the draft report documentation encompassing the work and and accompanying fee proposals to incorporate outcomes of the study, as well as deliver the direction received from Councilmembers. The CLEARSOURCE proposal to the CITY OF HUNTINGTON BEACH SECTION 5 PROPOSED WORK PLAN final report will be issued for the City's public In addition to the project kick-off event hearing process for implementation of fee described in Task 1, ClearSource anticipates proposals. Reports will be issued in PDF for additional site visits to engage with digital distribution and any necessary printing departmental personnel, such as: by the City beyond the requested bound and unbound copies delivered by consultants. = Events to develop data, particularly annual time from individual contributors. TASK 5.5 i MODEL/WORK PAPER DELIVERY An interim review session upon initial Upon issuance of the final report,ClearSource completion of the cost of service analysis. will deliver editable versions of all models, documentation, and associated work papers to A second interim review session to review the City for future use. Models will be delivered the initial iteration of the draft report. in Microsoft Excel and PDF. Documentation will TASK 6.2 i CITY COUNCIL INTERACTION be delivered in Microsoft Word and PowerPoint and in PDF. Additional work papers developed ClearSource anticipates two events with the will be delivered in the format in which they City Council: were created and in PDF. One meeting to present the draft report Task 6 1 Engagement and receive feedback and direction on proposals. The purpose of this task is to facilitate a A public hearing to adopt the proposed fees meaningful level of interaction between contained in the final report. consultants, City personnel, and City Councilmembers with the goal of successful Consultants will prepare materials for these approval, implementation, and ongoing sessions, present the study, and respond to City maintenance of study proposals. Council inquiries and/or enable Councilmember TASK 6.1 1 DEPARTMENTAL INTERACTION dialogue with supplemental information. CLEARSOURCE WORK PLAN USER AND REGULATORY FEE STUDY (YEARS TWO AND THREE) ClearSource presents the following step-by-step schedule and pre-established dates, and data work plan to complete the Fee Schedule collection and development procedures. Updates in subsequent fiscal years envisioned by the City of Huntington Beach. TASK 1.1 PROTECT KICK-OFF Consultants will prepare for, attend, and Task 1 1 Study Orientation facilitate one event with City personnel to The purpose of this task is to generate common initiate the project. Events may be combined or understanding of objectives, known issues that separated into a series of meetings with must be addressed by study end, participant involved internal stakeholders. roles, expected procedural requirements, CLEARSOURCE Proposal to the CITY OF HUNTINGTON BEACH SECTION 5 "PROPOSED • ' PLAN TASK 1.2 1 FEE SCHEDULE ASSESSMENT Task 4 1 Fee Schedule Update After project kick-off, ClearSource will draft an The purpose of this task is to develop the initial fee schedule, following the City's existing updated schedule of fees for Citywide direct formats and content, and flagging fees eligible services. Existing formats of the fee schedule for inflationary or other adjustments identified will be retained, and it is expected that prior through project commencement meetings. cost recovery policy will be targeted, with select Task 2 1 Development of Critical exceptions were identified and justified. Inputs Task 5 1 Reporting and Deliverable The purpose of this task is to develop the Tools necessary foundation for preparing a The purpose of this task is to provide the formal condensed update to Citywide user and documentation encompassing the work and regulatory fee schedules for the 2018-2019 outcomes of the effort. Fiscal year. TASK 5.1 1 DRAFT MEMORANDUM OF FEE TASK 2.1 1 DEVELOP UNIFORM INFLATIONARY PROPOSALS FACTOR ClearSource will prepare a narrative description Consistent with prevailing City code and/or of the effort, describing key data and industry best practices,consultants will assumptions and fee proposals. The report will generate the uniform inflationary factor that be issued in memorandum format and will be will be applied to eligible fees across the issued in portable document format(PDF) for Citywide fee schedules. digital distribution and any necessary printing TASK 2.2 1 DEVELOP ALTERNATIVE by the City. INFLATIONARY FACTOR FOR EXCEPTED FEE It is expected that City personnel will review an CATEGORIES initial iteration of the draft memorandum, and For any areas requiring or deemed eligible, ClearSource will modify it before it becomes a ClearSource will develop alternative inflationary document delivered to the City Council and factors in targeted program areas and/or fee available to the public. sections. TASK 5.2 1 PRESENTATION/SUMMARY Task 3 1 Minor Cost of Service MATERIALS Analysis ClearSource will develop a presentation or summary packet for use in communicating For minor changes necessitated by the City in proposals to the City Council and any select fee categories, ClearSource will develop stakeholders. abbreviated quantitative analysis to support small changes in accordance with previously TASK 5.3 1 STAFF REPORT AND NOTICING established cost of service methods for those ASSISTANCE categories. ClearSource will assist City staff in the preparation of the staff report delivered to the City Council as part of the normal agenda CLEARSOURCE Proposal to the CITY OF HUNTINGTON BEACH SECTION 5 PROPOSED" • ' process.Consultant will also assist in the consultants, City personnel, and City drafting of a notice of the public hearing at Councilmembers with the goal of successful which fee proposals will be considered for approval, implementation, and ongoing approval. maintenance of study proposals. TASK 5.4 I FINAL MEMORANDUM OF FEE TASK 6.1 1 DEPARTMENTAL INTERACTION CHANGES In addition to the project kick-off event Upon review and feedback from the City described in Task 1,ClearSource anticipates one Council, consultants will revise the draft additional site visits to engage with memorandum and accompanying fee proposals departmental personnel to review the initial to incorporate direction received from iteration of the memorandum of fee proposals. Councilmembers. The final memorandum will be issued for the City's public hearing process TASK 6.2 j CITY COUNCIL INTERACTION for implementation of fee proposals. It will be ClearSource anticipates two events with the issued in PDF for digital distribution and any City Council: necessary printing by the City. One meeting to present the draft TASK 5.5 1 MODEL/WORK PAPER DELIVERY memorandum of fee proposals and receive ClearSource will deliver editable versions of all feedback and direction. models, documentation, and associated work A public hearing to adopt the proposed fees papers to the City for future use. Models will be contained in the final memorandum. delivered in Microsoft Excel and PDF. Documentation will be delivered in Microsoft Consultants will prepare materials for these Word and PowerPoint and in PDF. sessions, present the fee update effort,and respond to City Council inquiries and/or enable Task 6 1 Engagement Councilmember dialogue with supplemental information. The purpose of this task is to facilitate a meaningful level of interaction between PROJECT SCHEDULE For the initial year of the three-year project, Exhibit 6 illustrates the estimated time for ClearSource forecasts to deliver final draft completion of our previously described work reporting for the Cost Allocation Plan and User plan tasks,timing of deliverables, and a sample and Regulatory Fee Study 120 days from timeline for implementation procedures. project commencement. These reporting documents will enable final presentation,final It important to note that California law edits based on management and/or legislative requires a 60-day period after City Council review and input, and any necessary public approval (public hearing) before modified procedure thereafter along the City's timeline and/or new development review fees may go into effect. and legislative priorities. CLEARSOURCE Proposal to the CITY OF HUNTINGTON REACH SECTION 5 PROPOSED" • ' COVID•19 & FUTURE CONDITIONS j During the the work and proceedings of the project and COVID-19 pandemic response and its aftermath, implementation of its results. We will be guided the ClearSource consulting team will remain by the City on its preferred operations with flexible to serve the City within the formats it respect to these event formats, prefers and requires, as our society adapts and reacts to changing stay-at-home orders,social From our perspective, the adaptations needed distancing guidelines, and the changing to work within changing COVID-19 protocols and the evolution of agency workplaces should workplace emerging from pandemic operations. have no diminishing effect on our team's We will accommodate either in-person and performance or expected schedule of the onsite events when needed and participate in study. or facilitate live video conferencing to conduct CLEARSOURCE Proposal to the CITY OF HUNTINGTON BEACH SECTION S PROPOSED" • ' EXHIBIT 6 1 PROJECT TIMELINE FOR THE COST ALLOCATION PLAN AND USER AND REGULATORY FEE STUDY ® ®® Cost Allocation Plan(Year One 1 Study Or"entat.on - 2 Development of Critical Inputs 3 Cost Al!otat,on Model S Reporting and Deliverable Tools 5 Engagement with City personnel w,th City Council ri User and Rernlatory Fee Study[Year Oncj I Study On entat-.on - 2 Development of Critical Inputs 3 Cost of Service Analysis a Fee Development and Impact analysis 5 Reporting and Deliverable Tools - 6 Formal Engagement w,th City Personnel with City Council Fee Schedule update lwbseouent YeaJ 1 Study Orientation - 2 Development of Critical Inputs - 3 Minor Cost of Service Analysis - a Fee Schedule Update 5 Reporting and Deliyerable Tools _ 6 Formal Engagement. with City Personnel _ with City Count.1 �. Engagement event,tentative liming shown(actuat timing to De derecmmed at project Commencement) * Delivery of final draft report,ready for legrslative approval procedures and Public rev,ew CLEARSOURCE Proposal to the CITY OF HUNTINGTON BEACH SECTION S COST PROPOSAL EXHIBIT B EKH IBIT 7 1COST DETAIL BY STUDY TASK FOR THE COST ALLOCATION PLAN AND USER AND REGULATORY FEE STUDY M Cost Allocation Plan(Year One) 1 Study Orientation 2 $165 $ 330 2 Development of Critical Inputs 12 $165 $ 1,980 3 Cost Al location Model 30 $165 $ 4,950 4 Reporting and Del iverable Tools and Training 8 $165 $ 1,320 5 Engagement 4 $165 $ 660 t User and Reeulatory Fee Study(Year Two) 1 Study Orientation 12 $165 $ 1,980 2 Development of Critical Inputs 24 $165 $ 3960 3 Cost of Service Analysis 8o $165 $ 13,200 4 Fee Development and Impact Analysis 60 $165 S 9,900 5 Reporting and Del iverable Tools and Tra ining 28 $165 S 4,620 6 Engagement 20 $165 $ 3,300 User and Regulatory Fee Study 224 $ 36,960 Total for Comprehensive Study(Year One) :r $ 46,200 Fee Schedule Update(Year Two) 1 Study Orientation 2 $165 $ 330 2 Development of Critical Inputs 4 $165 $ 660 3 Minor Cost of Service Analysis 4 $165 $ 660 4 Fee Schedule Update 12 $165 $ 1980 5 Reporting and Deliverable Tools and Training B $165 $ 1,320 6 Formal Engagement 8 $165 $ 1,320 Fee Schedule Update(Year Two) 38 5 6,270 Fee Schedule Update(Year Three 1 Study Orientation 2 $165 $ 330 2 Development of Critical Inputs 4 $165 $ 660 3 Minor Cost of Service Analysis 4 $165 $ 660 4 Fee Schedule Update 12 $165 S 1.980 5 Reporting and Deliverable Tools and Training 8 $165 5 1.320 6 Formal Engagement 8 $165 $ 1.320 Total"Not-to-Exceed"for the Project(Three Years) 356 5 Fee Schedule Update(Year Three) 38 S 6,270 CLEARSOURCE Proposal to the CITY OF HUNTINGTON BEACH SECTION 6 EXHIBIT "B" Payment Schedule (Hourly Payment) A. Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: SEE ATTACHED EXHIBIT B B. Travel. Charges for time during travel are not reimbursable C. Billin 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. Exhibit B NEB CLEAR-1 CERTIFICATE OF LIABILITY INSURANCE °110122100211 I 1B122ngzt 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 pelicy(Ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the forme 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 andorsomenl a. PRO°UCSR 831.3374661 Wit CT Arlo[Rittenhouse Williams Clarion Pacific Insurance /ONE 2035 N..Pacific Ave. N9 EX ,831-337.4661 PA Na;81 31-612.1810 Santa Cruz,CA 95060 I6s,ar 0 pac-r s .cow- Ryon Doane INSURCRIMAIFFORDINGCOVERAGE 10 INSURER A:Travelers Praperly Casually Co 25674 INSURED su raD;NationwideMutualInsuranceCo 23787 Cloarso Madsen Financial Consulting Philadelphia Indemnity 18058 Tarry Madsen var: c P Y Apto Sequel Dr.slo:8363 WSU E ° Aplos,CA 95003 g_ISSURERR; INSURER F: COVERAGES E NUMBER, REVISIONNUMBER, 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. IH9R TYPE OF INSURANCE N au� POLICY NUMBER POLICY 1, PD ICY EAP LIMITS B X COMMERCIALGENER�A��LLIABILIrY OCCURRENCE $ 2.000,000 CLAIMS-MADE LJ OCCUR X X ACID 3029102473 12/0912020 12/09/2021 -$ DAMAGET Ro EN ° 300,000 lEesc enrol— D n 5,000 APPROVED-AS TO FORM WINJVBY 9 2.000.000 OEHLAGGRE ELIA9TAPP1 F.3 PER: O,LT 4.000.000 X 1'000Y j LPr l I= BY: __ - PRODUCTS- P 4,000,000 OTHER' M AEL E. GAT B hOMOBILE LIABARY CI COMBINED SINGLE LNUTnFI 2,000,000 ANrAUTO CP36; 12473 U�NGTON 12/0912020 12109I2021 ��6CNEDULEOAUT06WS ONLY X ns�lo'�wourC� .a IAnI[ UMBRELLA LIAR1-1 OCCUR �)+ EXCESS LUa CLADdSdQOE ADDREGAIC DED RETENTIONS A WORKERS COYPENSATIDN X 6 R OTN. AND EMPLOYERS'LIAMUTY yy//LN1 ANYPROPMETM?Aq TNERA:%ECUnVE X UB-8M759710-21.42.G 01t0112021 01/01/2022 1,000,000 pffICFpIMEMSEy EXCLOOEO] u HIA AIDE_ PERA (nice w"In nn) 1,000,000 R dIOPIM URdd! EL,gI5FA8E=EAE $ roes 1,000,000 C Professional Llab PHS01584535 12/0912020 12109/2021 lOccurence 2,000,000 Aggregate 2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES IADDRD 101,AdAdwul Ramrb SFASdnlq mFy M FaxhFd ll mars FPASF b rpWgdl The City of Huntington Beach Is named as additional insured with respect to itI(To operations of the named Insured as required by written contract. Attached we of subrogation apply to GL&WC.30 day notice of ca ncellatlon to be mailed to Certificate holder; 10 day notice for non- payment of premium. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Huntington Beach ACCORDANCE WITH THE POLICY PROVISIONS. 2000 Main Street Huntington Beach, CA92648 A_UTTHOIRIZZEDDRREPPRESENTAINE U ACORD 25(2016/03) ®1988.2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD BUSINESSOWNERS PB 60 03 04 11 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - MUNICIPALITIES OR PUBLIC AGENCY - INSURED PROVIDING PROFESSIONAL SERVICES This endorsement modifies insurance provided underthe following: PREMIER BUSINESSOWNERS LIABILITY COVERAGE FORM The following is added to Section II. WHO IS AN professional services, advice of instruction, subject INSURED: to the following additional exclusion: The municipality and/or public agency designated in This insurance, including any duty we have to the Schedule of this endorsement is also an insured, defend"suits", does not apply to"bodily injury", but only with respect to liability for'bodily injury', '.property damage"or"personal and advertising `property damage'or'personal and advertising injury"that arises out of, in whole or in part, or is a injury'caused ,in whole or in part, by your acts or result of, in whole or in part,the active or primary omissions or the acts or omissions of those acting negligence of the municipality and/or public agency on your behalf in connection with your operations, designated in the Schedule of this endorsement, other than the rendering of or the failure to render whether or not such negligence has been assumed by you in a contract or agreement. All terms and conditions of this policy apply unless modified by this endorsement. SCHEDULE Municipality and/or Public Agency: THE CITY OF HUNTINGTON BEACH 2000 MAIN STREET HUNTINGTON BEACH,CA 92648 PB 60 03 04 11 Page 1 of 1 ACP BPO 3029102473 INSURED COPY 47 02679 TRAVELERS WORKERS COMPENSATION AND ONE TONER SQUARE EMPLOYERS LIABILITY POLICY HARTFORD CT 06183 ENDORSEMENT WC 04 03 06 (01) - 016 POLICY NUMBER: UB-8N759710-21-42-G WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. THE ADDITIONAL PREMIUM FOR THIS ENDORSEMENT SHALL BE S.00% OF THE CALIFORNIA WORKERS' COMPENSATION PREMIUM OTHERWISE DUE ON SUCH REMUNERATION. SCHEDULE PERSON OR ORGANIZATION JOB DESCRIPTION CITY OF HUNTINGTON BEACH 2O00 MAIN FINANCIAL STREET HUNTINGTON BEACH, CA 92648 CONSULTING DATE OF ISSUE: 10-19-21 ST ASSIGN: Page 1 of 1 BUSINESSOWNERS PB 04 97 07 07 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: PREMIER BUSINESSOWNERS COMMON POLICY CONDITIONS SCHEDULE Name Of Person Or Organization: CITY OF HUNTINGTON BEACH In condition K TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US, under paragraph 2. Applicable to Businessowners Liability Coverage, the following paragraph is added: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or your worts dome under a contract with that person or organization and included in the'products-completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. All terms and conditions of this policy apply unless modified by this endorsement. Includes copyrighted material of Insurance Services Office. Inc.,with its permission. ®ISO Properties, Inc.,2004 PB 04 97 07 07 Page 7 of 7 ACP BPO 3029102473 INSURED COPY 47 00842 EBIX Insurance No. S200004665 AGREEMENT FOR SERVICES BETWEEN THE CITY OF SANTA CLARA, CALIFORNIA, AND CLEARSOURCE FINANCIAL CONSULTING PREAMBLE This Agreement is entered into as of the City's execution date (Effective Date) between the City of Santa Clara, California, a chartered California municipal corporation (City) and ClearSource Financial Consulting, a California corporation (Contractor). City and Contractor may be referred to individually as a 'Party" or collectively as the "Parties" or the "Parties to this Agreement." RECITALS A. City desires to secure the services more fully described in this Agreement, at Exhibit A, entitled "Scope of Services"; B. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses and desire to provide certain goods and/or required services of the quality and type which meet objectives and requirements of City; and, C. The Parties have specified herein the terms and conditions under which such services will be provided and paid for. The Parties agree as follows: AGREEMENT TERMS AND CONDITIONS 1. AGREEMENT DOCUMENTS The documents forming the entire Agreement between City and Contractor shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference: Exhibit A — Scope of Services Exhibit B — Schedule of Fees Exhibit C — Insurance Requirements This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes and replaces any previous agreements, representations and understandings, Agreement with ClearSource Financial Consulting Page 1 of 18 Rev. 07-01-18 whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control. 2. TERM OF AGREEMENT Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on the Effective Date and terminate on December 31 . 2023. 3. SCOPE OF SERVICES & PERFORMANCE SCHEDULE Contractor shall perform those Services specified in Exhibit A within the time stated in Exhibit A. Time is of the essence. 4. WARRANTY Contractor expressly warrants that all materials and services covered by this Agreement shall be fit for the purpose intended, shall be free from defect and shall conform to the specifications, requirements and instructions upon which this Agreement is based. Contractor agrees to promptly replace or correct any incomplete, inaccurate or defective Services at no further cost to City when defects are due to the negligence, errors or omissions of Contractor. If Contractor fails to promptly correct or replace materials or services, City may make corrections or replace materials or services and charge Contractor for the cost incurred by City. 5. QUALIFICATIONS OF CONTRACTOR - STANDARD OF CARE Contractor represents and maintains that it has the expertise in the professional calling necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and City expressly relies upon Contractor's representations regarding its skills and knowledge. Contractor shall perform such Services and duties in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California. 6. CONFLICT OF INTEREST (FORM 700) In accordance with the California Political Reform Act (Government Code section 81000 et seq.) and the City's Conflict of Interest Code, Contractor shall cause each person who will be principally responsible for providing the service and deliverables under this Agreement as having to file a Form 700 to do each of the following: A. Complete and file the Form 700 no later than thirty (30) calendar days after the date the person begins performing services under the Agreement Agreement with ClearSource Financial Consulting Page 2 of 18 Rev. 07-01-18 and all subsequent Form 700s in conformance with the requirements specified in the California Political Reform Act; and B. File the Form 700 with the City's Clerk Office. 7. COMPENSATION AND PAYMENT In consideration for Contractor's complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled "SCHEDULE OF FEES." The maximum compensation of this Agreement is set forth in Exhibit B, which is subject to budget appropriations and includes all payments that may be authorized for Services and for expenses, supplies, materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor's expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstance. 8. TERMINATION A. Termination for Convenience. City shall have the right to terminate this Agreement, without cause or penalty, by giving not less than Thirty (30) days' prior written notice to Contractor. B. Termination for Default. If Contractor fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, City may terminate this Agreement immediately upon written notice to Contractor. C. Upon termination, each Party shall assist the other in arranging an orderly transfer and close-out of services. As soon as possible following the notice of termination, but no later than ten (10) days after the notice of termination, Contractor will deliver to City all City information or material that Contractor has in its possession. 9. ASSIGNMENT AND SUBCONTRACTING City and Contractor bind themselves, their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written approval of City. Contractor shall not hire subcontractors without express written permission from City. Contractor shall be as fully responsible to City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons directly employed by it. Agreement with ClearSource Financial Consulting Page 3 of 18 Rev. 07-01-18 10. NO THIRD PARTY BENEFICIARY This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever. 11. INDEPENDENT CONTRACTOR Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of City. Contractor has full rights to manage its employees in their performance of Services under this Agreement. 12. CONFIDENTIALITY OF MATERIAL All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, documents, discussions or other information developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of City, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to Contractor which is otherwise known to Contractor or becomes generally known to the related industry shall be deemed confidential. 13. OWNERSHIP OF MATERIAL All material, which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, designs, technology, programming, works of authorship and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of City but Contractor may retain and use copies thereof. City shall not be limited in any way or at any time in its use of said material. However, Contractor shall not be responsible for damages resulting from the use of said material for work other than Project, including, but not limited to, the release of this material to third parties. 14. RIGHT OF CITY TO INSPECT RECORDS OF CONTRACTOR City, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for four (4) years from the date of final payment for goods or services provided under this Agreement, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to City. Any expenses not so recorded shall be disallowed by City. Contractor shall bear the Agreement with ClearSource Financial Consulting Page 4 of 18 Rev. 07-01-18 cost of the audit if the audit determines that there has been a substantial billing deviation in excess of five (5) percent adverse to the City. Contractor shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing. Contractor agrees to assist City in meeting City's reporting requirements to the State and other agencies with respect to Contractor's Services hereunder. 15. HOLD HARMLESS/INDEMNIFICATION A. To the extent permitted by law. Contractor agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and attorney's fees in providing a defense to any such claim or other action, and whether sounding in law, contract, tort, or equity, in any manner arising from, or alleged to arise in whole or in part from, or in any way connected with the Services performed by Contractor pursuant to this Agreement — including claims of any kind by Contractor's employees or persons contracting with Contractor to perform any portion of the Scope of Services — and shall expressly include passive or active negligence by City connected with the Services. However, the obligation to indemnify shall not apply if such liability is ultimately adjudicated to have arisen through the sole active negligence or sole willful misconduct of City. the obligation to defend is not similarly limited. B. Contractor's obligation to protect, defend, indemnify, and hold harmless in full City and City's employees, shall specifically extend to any and all employment-related claims of any type brought by employees, contractors, subcontractors or other agents of Contractor, against City (either alone, orjointly with Contractor), regardless of venue/jurisdiction in which the claim is brought and the manner of relief sought. C. To the extent Contractor is obligated to provide health insurance coverage to its employees pursuant to the Affordable Care Act ("Act") and/or any other similar federal or state law, Contractor warrants that it is meeting its obligations under the Act and will fully indemnify and hold harmless City for any penalties, fines, adverse rulings, or tax payments associated with Contractor's responsibilities, under the Act. 16. INSURANCE REQUIREMENTS During the term of this Agreement, and for any time period set forth in Exhibit C, Contractor shall provide and maintain in full force and effect, at no cost to City, insurance policies as set forth in Exhibit C. Agreement with ClearSource Financial Consulting Page 5 of 18 Rev. 07-01-18 17. WAIVER Contractor agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Neither City's review, acceptance nor payments for any of the Services required under this Agreement shall be constructed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement. 18. NOTICES All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows: City of Santa Clara Attention: Finance Department 1500 Warburton Avenue Santa Clara, CA 95050 and by e-mail at MMcCahan@SantaClaraCA.gov, and manager@santaclaraca.gov And to Contractor addressed as follows: ClearSource Financial Consulting 7960 B Soquel Drive, Suite 363 Aptos, CA 95003 and by e-mail at tmadsen@clearsourcefinancial.com The workday the e-mail was sent shall control the date notice was deemed given. An e-mail transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following business day. 19. COMPLIANCE WITH LAWS Contractor shall comply with all applicable laws and regulations of the federal, state and local government, including but not limited to "The Code of the City of Santa Clara, California" ("SCCC"). In particular, Contractor's attention is called to the regulations regarding Campaign Contributions (SCCC Chapter 2.130), Lobbying (SCCC Chapter 2.155), Minimum Wage (SCCC Chapter 3,20), Business Tax'Certificate (SCCC section 3.40.060), and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered. Additionally Contractor has read and agrees to comply with City's Ethical Standards (http://santaclaraca.gov/home/showdocument?id=58299). Agreement with ClearSource Financial Consulting Page 6 of 18 Rev. 07-01-18 20. CONFLICTS OF INTEREST Contractor certifies that to the best of its knowledge, no City officer, employee or authorized representative has any financial interest in the business of Contractor and that no person associated with Contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Contractor is familiar with the provisions of California Government Code section 87100 and following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise City if a conflict arises. 21. FAIR EMPLOYMENT Contractor shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law. 22. NO USE OF CITY NAME OR EMBLEM Contractor shall not use City's name, insignia, or emblem, or distribute any information related to services under this Agreement in any magazine, trade paper, newspaper or other medium without express written consent of City. 23. GOVERNING LAW AND VENUE This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California. 24. SEVERABILITY CLAUSE In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect. 25. AMENDMENTS This Agreement may only be modified by a written amendment duly authorized and executed by the Parties to this Agreement. Agreement with ClearSource Financial Consulting Page 7 of 18 Rev. 07-01-18 26. COUNTERPARTS This Agreement may be executed in counterparts each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives CITY OF SANTA CLARA, CALIFORNIA a chartered California municipal corporation AP ved a�t�o� Dared 1 ,Liii DOYLE D ANN J ANTANA �l Clty Attorney City Man r 1500 Warburton Avenue Santa Clara, CA 95050 Telephone (408) 615-2210 Fax (408) 241-6771 -CITY CLEARSOURCE FINANCIAL CONSULTING a California corporation Dated: iL rr, 1 By (Signature): ~b '' -- - Name: T�lll se Title: President _ Principal Place of 7960 B Soquel Drive, Suite 363 Business Address: Aptos. CA 95003 Email Address: tmadsen clearsourcefinancial.00m Telephone: _L831) 2B8-0608 Fax 8( 31) 684-7646 "CONTRACTOR" Agreement with ClearSource Financial Consulting Page 8 of 18 Rev 07-01-18 EXHIBIT A SCOPE OF SERVICES The Services to be performed for the City by the Contractor under this Agreement are set forth below. 1. INTRODUCTION 1.1. Contractor shall prepare and deliver an Overhead Cost Allocation Plan (CAP) by March 31, 2021 . and a Comprehensive Cost of Services Study by no later than April 15, 2021 , and biennially thereafter by February 15th, as set forth herein. 1.2. To the extent not inconsistent with this Agreement between the City and Contractor including this Scope of Services, the City's SOQ # 20-21-30 (including subsequent updates), Contractor's proposal response dated October 29, 2020 and Contractor's oral demonstration materials dated November 30, 2020 are hereby incorporated by reference herein, and shall supplement this Scope of Services and be subject to the terms and conditions of the Agreement. 2. SCOPE OF SERVICES 2.1. Overhead Cost Allocation Plan 2.1.1. Contractor shall work with City staff to define the purpose, uses, and goals for a CAP, ensuring that the development of the plan will be both accurate and appropriate for the City's current needs. 2.1.2. Contractor shall develop a Cost Allocation Model for calculating the full costs of providing each City service. The requirements of the model shall allow for the following: 2.1.2.1. The addition or removal of direct and overhead costs so that the overhead cost allocation plan can be developed from a simple plan to a progressively more inclusive plan. 2.1.2.2. The ability for City staff to continuously update the model and overhead cost allocation plan from year-to-year as the organizational structure changes and the costs change. 2.1.2.3. Model shall segregate separate overhead rates for Stadium Authority General and Administrative costs and Information Technology Internal Services Fund allocations. 2.1.3. Contractor shall work with the Finance Department in developing service provisions, cost categories and allocation criteria for current and future programs. 2.1.4. Contractor shall make recommendations to the Finance Department regarding the inclusion or deletion of cost categories for current and Agreement with ClearSource Financial Consulting/Exhibit A Page 9 of 18 Rev. 07-01-18 future programs based upon industry best practices and applicable law. 2.1.5. Contractor shall meet individually with City Departments that provide support services to other City Departments, explaining the overall process and gathering information about the services provided by the department to the other City Departments. 2.1.6. Contractor shall submit to City a Draft Cost Allocation Plan and participate in up to three presentations to City staff and the City Council, as deemed necessary by City. This may include answering questions that may arise from City Council presentation or general public outreach questions regarding methodology or development of the Draft. Contractor will collect and respond to comments and concerns from the City and incorporate those comments into the Final Cost Allocation Plan as directed by the City. 2.1.7. Prior to printing the final report, Contractor will provide City with a PDF of the final report. City will review the final report in PDF prior to requesting Contractor to print five (5) bound copies and one (1) unbound copy, as well as electronic copies in both Microsoft Word and PDF. 2.1.8. Consult with City staff should the need arise to defend the overhead cost allocation plan as a result of audits or other challenges. 2.2. Comprehensive Cost of Services Study 2.2.1. Contractor shall conduct a comprehensive review of the City's fee and rate structure with the goal of establishing a consistent and objectively based fee and rate structure that meets the needs of the City and citizenry. 2.2.1.1. Each fiscal year, the City adopts a Municipal Fee Schedule. This schedule includes all charges established via license, permit fees, selected utility charges, and any other charges for goods and services and use of City- owned or operated facilities. Each City department has its own set of fees and/or charges that pertain to the services that department provides. The most current Municipal Fee Schedule can be found here: https://www.santaclaraca.gov/home/showdocument?id=67 706. 2.2.2. Contractor shall meet with City staff and conduct interviews as needed to gain an understanding of the City's processes, operations, and types of services offered by each department. 2.2.3. Contractor shall identify, document, and include in the report to the City the total cost of providing each City service consistent with all applicable laws, statutes, rules, and regulations governing the Agreement with ClearSource Financial Consulting/Exhibit A Page 10 of 18 Rev. 07-01-18 collection of fees, rates, and charges by public entities. Total cost can include, but is not limited to, staff time spent on providing the service as well as usage of materials, supplies, or City-owned equipment. The staff time shall be broken down by position classification and the amount of time. 2.2.4. Contractor shall utilize the Overhead Cost Allocation Plan to calculate the indirect costs of providing City services, where applicable. 2.2.5. Contractor shall compare service costs with existing recovery levels. This should include any service area where the City is currently charging for services as well as areas where the City should charge for services. 2.2.6. Contractor shall review the current adopted fee schedule and make a recommendation on the cost recovery percentage and subsidy level. Contractor shall identify the fees and charges necessary to recover 100% of the City's costs for each City service and the associated percent change in the fee to achieve 100% cost recovery. Contractor shall identify any restrictions that would prohibit the City from recovering its full costs for a particular fee and any policy decisions to set fees at less than cost recovery based on factors such as market conditions, accessibility goals, and fee comparisons to surrounding local jurisdictions. The analysis should include the rationale for recommended changes to the fees and charges, whether an increase or decrease. The identification of new fees and charges should also be explained. 2.2.7. Contractor's final product will be a report that identifies the current fee(s) and recommended fee(s). The report must also identify percentage change, cost recovery percentage, and fee comparisons with other cities in Santa Clara County or cities that are comparable to the City of Santa Clara. If the fees and charges recommendation vary greatly from comparable jurisdictions, please provide explanation and background as to the variance. 2.2.8. Contractor shall participate in up to three presentations to City staff and the City Council, as deemed necessary by City. This may include answering questions that may arise from City Council presentation or general public outreach questions regarding methodology or development of the Draft. Contractor will collect and respond to comments and concerns from the City and incorporate those comments into the final report as directed by the City. 2.2.9. Prior to printing the final report, Contractor will provide City with a PDF of the final report. City will review the final report in PDF prior to requesting Contractor to print twelve (12) bound copies and one (1) unbound copy, and provide electronic copies in PDF, Microsoft Word, and/or Microsoft Excel. Agreement with ClearSource Financial Consulting/Exhibit A Page 11 of 18 Rev. 07-01-18 2.3. Support 2.3.1. Contractor shall be available to City staff should the need arise to defend the final report and address any recommended changes to the fees and charges as a result of audits or other challenges. Agreement with ClearSource Financial Consulting/Exhibit A Page 12 of 18 Rev. 07-01-18 EXHIBIT B SCHEDULE OF FEES 1. MAXIMUM COMPENSATION 1.1. The maximum compensation the City will pay the Contractor for all professional fees, costs and expenses provided under this Agreement shall not exceed One Hundred Thousand Dollars ($100,000) during the term of the Agreement, subject to the annual appropriation of funds. 1.2. Any additional professional fees, costs and expenses requested by the City that would exceed the preceding maximum amount will be addressed in an Amendment to the Agreement. 2. FEES 2.1. Fiscal Year 2020-21 Contractor shall deliver a full overhead cost allocation plan and a cost of service-based master schedule of Citywide user and regulatory fees for a firm fixed price of $49,950 as set forth below. Description Fixed Price Overhead Cost Allocation Plan $18,000 Comprehensive Cost of Services Study $31,950 Total $49,950 2.2. Subsequent Biennial Updates. Should the City request Contractor to perform subsequent biennial updates of the work, rates and maximum consulting fees will be mutually negotiated at that time. Contractor shall obtain written approval from the City prior to commencing any updates to the cost allocation plan and cost of services master schedule. 3. RATES FOR ADDITIONAL SERVICES 3.1. For the personnel specifically assigned to the project, the following hourly rates will only be utilized to the extent the City requests Contractor to perform services outside the defined scope of services. Description Hourly Rate Project Manager $150 per hour Principal Consultant $150 per hour Senior Consultant $150 per hour 3.2. The above hourly rates shall apply until December 31 , 2021 . Any increase to the hourly rates may not exceed three percent (3%) over the prior year's fees, subject to the City's approval. Agreement with ClearSource Financial Consulting/Exhibit B Page 13 of 18 Rev. 07-01-18 4. INVOICING Contractor will issue monthly progress reports to the City. Accompanying monthly invoices will be based on progress recorded to the project following the major tasks described in the work plan as approved by the City. City will pay Contractor within thirty (30) days of City's receipt of an approved invoice. Agreement with ClearSource Financial Consulting/Exhibit B Page 14 of 18 Rev. 07-01-18 EXHIBIT C INSURANCE REQUIREMENTS Without limiting the Contractor's indemnification of the City, and prior to commencing any of the Services required under this Agreement, the Contractor shall provide and maintain in full force and effect during the period of performance of the Agreement and for twenty-four (24) months following acceptance by the City, at its sole cost and expense, the following insurance policies from insurance companies authorized to do business in the State of California. These policies shall be primary insurance as to the City of Santa Clara so that any other coverage held by the City shall not contribute to any loss under Contractor's insurance. The minimum coverages, provisions and endorsements are as follows: A. COMMERCIAL GENERAL LIABILITY INSURANCE 1 . Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following: $1,000.000 Each Occurrence $2,000.000 General Aggregate $2,000,000 Products/Completed Operations Aggregate $1 ,000,000 Personal Injury 2. Exact structure and layering of the coverage shall be left to the discretion of Contractor; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form. 3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Contractor to comply with the insurance requirements of this Agreement: a. Coverage shall be on a "pay on behalf' basis with defense costs payable in addition to policy limits; b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and C. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability. B. BUSINESS AUTOMOBILE LIABILITY INSURANCE Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1,000,000) each accident using, or providing coverage at Agreement with ClearSource Financial Consulting/Exhibit C Page 15 of 18 Rev. 07-01-18 least as broad as, Insurance Services Office form CA 00 01 . Liability coverage shall apply to all owned (if any), non-owned and hired autos. C. WORKERS' COMPENSATION 1. Workers' Compensation Insurance Policy as required by statute and employer's liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1 ,000,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodily Injury by disease. 2. The indemnification and hold harmless obligations of Contractor included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers' Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s). 3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents. D. PROFESSIONAL LIABILITY Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against negligent acts, errors or omissions of the Contractor. Covered services as designated in the policy must specifically include work performed under this agreement. Coverage shall be in an amount of not less than one million dollars ($1,O00,000) per claim or two million dollars ($2,000,000) aggregate. Any coverage containing a deductible or self-retention must first be approved in writing by the City Attorney's Office. E. COMPLIANCE WITH REQUIREMENTS All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy. 1 . Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Contractor's work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85. or the combination of CG 20 10 03 97 and CG 20 37 10 01 , or its equivalent. 2. Primary and non-contributing. Each insurance policy provided by Contractor shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution Agreement with ClearSource Financial Consulting/Exhibit C Page 16 of 18 Rev. 07-01-18 from, any other insurance which the indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Contractor's insurance. 3. Cancellation. a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non-payment of premiums shall be effective until written notice has been given to City at least ten (10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least ten (10) days prior to the effective date of non-renewal. b. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least thirty (30) days prior to the effective date of non- renewal. 4. Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through E of this Exhibit C, above. F. ADDITIONAL INSURANCE RELATED PROVISIONS Contractor and City agree as follows: 1 . Contractor agrees to ensure that subcontractors, and any other party involved with the Services, who is brought onto or involved in the performance of the Services by Contractor, provide the same minimum insurance coverage required of Contractor, except as with respect to limits. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement. Contractor agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review. 2. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required Agreement with ClearSource Financial Consulting/Exhibit C Page 17 of 18 Rev. 07-01-18 by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. 3. The City reserves the right to withhold payments from the Contractor in the event of material noncompliance with the insurance requirements set forth in this Agreement. G. EVIDENCE OF COVERAGE Prior to commencement of any Services under this Agreement, Contractor, and each and every subcontractor (of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Contractor shall file with the City all certificates and endorsements for the required insurance policies for City's approval as to adequacy of the insurance protection. H. EVIDENCE OF COMPLIANCE Contractor or its insurance broker shall provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement. Upon City's request, Contractor shall submit to City copies of the actual insurance policies or renewals or replacements. Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be provided by email to: ctsantaclara@ebix.com. Or by mail to: EBIX Inc. City of Santa Clara — Finance Department P.O. Box 100085 — S2 Duluth, GA 30096 Telephone number: 951-766-2280 Fax number: 770-325-0409 I. QUALIFYING INSURERS All of the insurance companies providing insurance for Contractor shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives. Agreement with ClearSource Financial Consulting/Exhibit C Page 18 of 18 Rev. 07-01-18 Request Date Requester Name Rief Sunny Department* FINANCE Protect Manager Name' Rwt 5unrr, PARTS 1 OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED BY THE CITY MANAGER, FOR APPROVAL, BEFORE PROCEEDING WITH THE SOLICITATION OR CONTRACT PROCESS. PART 1 MUST BE FILED WITH ALL APPROVED CONTRACTS. Briefly provide the purpose for the agreement' Consulting services for a comprehensive fee schedule update cost of service for specific fees and cost allocation plan Estimated cost of the services being sought* 5 40 r`t Are sufficient funds available to fund this contract?' • Yes No If no, please explain" Check below how the services will be obtained: A Bid solicitation process in accordance to the MC 3.03.060 procedures will be conducted • MC 3 03 08(bi-Other Interagency Agreement procedure will be utilized MC 3 03 08-Contract Limits of S30.000 or less exempt procedure will be utilized. MC 8.61 040(B)(1)-Contract is below simplified acquisition threshold exempt procedure for FEMA/Umform Guidance/Federal Grant Funded. Check if applicable for contract provisions: FEMA/Umform Guidance/Federal Grant Funded(please also indicate on RLS) Other Interagency Agreement Attachment' I-City of Santa Clara SOQ 2020-10-01.pdf LIMB 2-ClearSource Proposal to Santa Clara_2020-11-29.pdf 6.43MB 3-Cby of Santa Clara Notice of Intended Awartl 2020-12-01.pdf 176 96KB 4-ClearSource-Santa Clara Agreement_Executed 2020-01-06.pdf 1 04MB Is this contract generally described on the list of professional service contracts approved by the City Council?If the answer to this question is"No,"the contract will require approval from the City Council.)* * Yes Na 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) Business Unit . Fiscal Year* Dollar Amount Description(auto-populates if account number is Object Code* valid)` 10040101.69365 2021-2022 $46.200 00 Other Professional Services t 0040101.69365 2022-2023 S 6.270.00 Other Professional Services 10040101.69365 2023-2024 S 6,270.00 Other Professional Services Approval Department Head Approval Department Head Approver Rief Sunny Date 10/8/2021 Department Head Action* No Action Taken Approve Reject Action Notes Purchasing Approval Purchasing Approver LitvaY tlym, Date 103/102t Purchasing Action* No Action Taken Approve Reject Action Notes Budget Approval Budget Approver !hibenheim Serena Date 1 On 11 r2021 Budget Action" No Action Taken Approve Reject Action Notes CFO Approval CFO Approver Riet Sunny Date 10!1112021 CFO Action' No Action Taken Approve Reject Action Notes City Manager Approval City Manager Approver Hopkins Travis Date 10 122021 City Manager Action" No Action Taken Approve Reject Action Notes Professional t✓ PART II Request Date 10112f2021 Requester Name* Rief. Sunny Department FINANCE Project Manager Name* Rief. Sunny PARTS 1 &2 OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED FOR APPROVAL.PART 1 8 2 MUST BE FILED WITH ALL APPROVED CONTRACTS. Link to the related Laserfiche form(s)here Name of consultant:* Clearsource Financial Consulting Amount of this contract: S 58.740.00 Account Number and Contractual Dollar Amount Business Unit. Fiscal Year* Dollar Amount* ' Description(auto-populates if account number is Object Code; valid)' 10040101.69365 2021-2022 S 46.200.00 Other Professional Services 10040101,69365 2022-2023 S 6.270.00 Other Professional Services 10040101.69365 2023-2024 S 6,270.00 Other Professional Services Were formal written proposals requested from at least three available qualified consultants?' Yes • No If no, please explain* Attach a list of consultants from whom proposals were requested(including a contact telephone number.)` Clearsource Proposal to HUNTINGTON BEACH_2021-10-07.pdf 630 22KB Attach Exhibit A,which describes the proposed scope of work.* ClearSource Proposal to HUNTINGTON BEACH_2021-10-07.pdf 630.22KB Attach Exhibit B,which describes the payment terms of the contract.* ClearSource Proposal to HUNTINGTON BEACH 2O21-10-07.pdf 630.22KB Approval Department Head Approval Department Head Approver Bulosan. Dahle Date 10122021 Department Head Action No Action Taken Approve Reject Action Notes Purchasing Approval Purchasing Approver Litvak Glynis Date 10,122021 Purchasing Action" No Action Taken Approve Reject Action Notes Budget Approval Budget Approver Bubenheim Serena Date 10,1 22021 Budget Action"' No Action Taken Approve Reject Action Notes CFO Approval CFO Approver Riet Sunny Date 1013/2021 CFO Action No Action Taken Approve Reject Action Notes ' City of Huntington Beach 2000 Main Street ♦ Huntington Beach, CA 92648 _ (714) 536-5227 ♦ Nv�vw.huntingtonbeachca.gov Office of the City Clerk Robin Estanislau, City Clerk November 9, 2021 ClearSource Financial Consulting Attn: Terry Madsen 7960 B. Soquel Drive, Suite 363 Aptos, CA 95003 Dear Mr. Madsen: Enclosed is a fully executed original of the "Professional Services Contract between the City of Huntington Beach and ClearSource Financial Consulting for Cost Allocation Plan and User Fee Study." Sincerely, e � q4�4414j� Robin Estanislau, CIVIC City Clerk RE:ds Enclosure Sister Cities: Anjo, Japan • Waitakere, New Zealand