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HomeMy WebLinkAboutCity of Irvine - 2024-07-01 (2) �VNMTiN6T�� 2000 Main Street, Huntington Beach,CA 92648 City of Huntington Beach .:: ._. 9: = APPROVED 6-0-1 vV coUNTV CP�A� (STRICKLAND-ABSENT) File #: 24-493 MEETING DATE: 7/16/2024 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Eric G. Parra, Interim City Manager VIA: Eric Parra, Chief of Police PREPARED BY: Lt. Thoby Archer and Exec. Asst. Ingrid Ono Subiect: Approve and authorize execution of an agreement with the City of Irvine for Public Safety Helicopter Services Statement of Issue: Approval of a three-year contract agreement with City of Irvine for Public Safety Helicopter Services. Financial Impact: The proposed contract generates up to $100,000 per year in General Fund revenue for the City of Huntington Beach in exchange for Public Safety Helicopter Services for the City of Irvine. Irvine is requesting the contract be modified from calls for service and proactive patrol, to calls for service only. This would mean our helicopter would only respond for calls for service when requested by Irvine, potentially resulting in less income than previous years. The rate was increased from $800 an hour to $840 an hour last year, as allowed by the contract. This year the contract will bill at $850 an hour. Recommended Action: Approve and authorize the Mayor and City Clerk to execute the "Services Agreement for Public Safety Helicopter Support Between the City of Huntington Beach and the City of Irvine." Alternative Action(s): Do not approve and direct staff accordingly. Analysis: The City of Irvine has contracted with the City of Huntington Beach and the City of Anaheim for Public Safety Helicopter Services since 2018. The current contract with the City of Irvine for Public Safety City of Huntington Beach Page 1 of 2 Printed on 7/1.0/2024 powerelili LegistarTM File #: 24-493 MEETING DATE: 7/16/2024 Helicopter Services expired on June 30th, 2024. The City of Irvine requests a new three-year agreement for Public Safety Helicopter Services. that would allow Huntington Beach to respond and provide Public Safety Helicopter Services to the City of Irvine at an hourly rate of$850. Environmental Status: This action is not subject to the California Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) (the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical change to the environment, directly or indirectly. Strategic Plan Goal: Goal 8 - Public Safety, Strategy A - Community-wide comprehensive risk reduction program to optimize public safety's emergency response and reduce the number of calls. Attachment(s): 1. Service Agreement for Public Safety Helicopter Support Between the City of Huntington Beach and the City of Irvine for FY 24-27 2. Previous Service Agreement FY 21-24. 3. Certificate of Insurance - City of Irvine - Self Insurance City of Huntington Beach Page 2 of 2 Printed on 7/10/2024 poweretrby LegistarTM SERVICES AGREEMENT FOR PUBLIC SAFETY HELICOPTER SUPPORT BETWEEN THE CITY OF HUNTINGTON BEACH AND THE CITY OF IRVINE This Services Agreement for Public Safety Helicopter Support("Agreement") is made by and between the City of Huntington Beach, a California Municipal Corporation ("Huntington Beach") and the City of Irvine, a California Municipal Corporation ("Irvine") based on the following: A. Huntington Beach employs, maintains, trains and equips personnel capable of responding to requests for public safety helicopter services from ground based public safety personnel. B. Irvine is responsible for providing public safety services within its jurisdiction, which include public safety helicopter services. C. -Irvine requires the services of Huntington Beach to provide public safety helicopter services to its land and residents. TERM This Agreement shall commence on July 1, 2024 and end on June 30, 2027 unless terminated earlier as set forth herein. I PURPOSE 1.01 The purpose of this Agreement is to provide public safety helicopter services to Irvine's land and residents and for Irvine to pay an all-inclusive flat rate per hour for the cost of the services provided by Huntington Beach. 1.02 Nothing in this Agreement shall be interpreted to give Irvine a right to services from Huntington Beach. Huntington Beach expressly retains all rights and powers to direct, manage, maintain, train, employ, equip, operate and control all equipment, facilities, properties and personnel in providing public safety helicopter services to Irvine pursuant to this Agreement. Irvine acknowledges and agrees that the efficient use of public safety helicopter services requires a timely and prioritized response of a helicopter. Irvine agrees that Huntington Beach will have the sole discretion to determine the priority of calls for service and when an assignment of an air crew to a call will be terminated. 1.03 Notwithstanding anything in the Agreement to the contrary,Irvine expressly retains all rights and powers to direct, manage, maintain, train, employ, equip, operate and control all equipment,facilities,properties and personnel in providing ground based public safety services to its land and residents. 24-14562/340287 1 II SERVICES • • 2.01 Huntington Beach will furnish Irvine with public safety helicopter services that will include a helicopter aircrew comprised of a pilot and tactical flight officer that are both sworn • peace officers and specially trained to conduct public safety helicopter services. Huntington Beach • and the helicopter aircrews retain the sole and exclusive discretion as to the specific type,nature, timing and duration of the services performed pursuant to this Agreement. • 2.02 Huntington Beach certifies that all helicopter aircrews providing public safety helicopter services to Irvine under this Agreement currently possess,and shall maintain for the life of this Agreement,all permits,licenses,certifications,and training required from any federal,state or local governmental entity to provide public safety helicopter services. 2.03 In no event shall Huntington Beach or the helicopter aircrew be responsible for the direction and control of ground based public safety personnel and equipment of Irvine during the course and scope of the public safety helicopter services performed pursuant to this Agreement. 2.04 In the event of a natural disaster or local or regional emergency,Huntington Beach • shall take all reasonable steps to provide Irvine with public safety helicopter service that is • dedicated to the exclusive use of Irvine. This shall include an obligation on the part of Huntington Beach to"hold over"any on-duty and/or"call in" any off-duty helicopter aircrew(s) or personnel necessary to provide Irvine with public safety helicopter service that is dedicated to the exclusive use of Irvine. Additionally, in the event of a natural disaster or local or regional emergency, Huntington Beach shall provide Irvine with a first right of refusal to have public safety helicopter services prior to allowing or releasing said public safety helicopter services to other governmental agencies for use or deployment during said natural disaster or local or regional emergency. III COMPENSATION 3.01 Irvine shall pay Huntington Beach for the public safety helicopter services provided on an hourly basis in accordance with the provisions of this Section. Huntington Beach's total compensation for all services performed in accordance with this Agreement shall not exceed Three Hundred Thousand Dollars and no/100 ($300,000.00)without prior written authorization from Irvine. Furthermore,Huntington Beach's total compensation in any single Fiscal Year(defined as July 1st through June 30'')shall not exceed One Hundred Thousand Dollars and no/100 ($100,000.00)without prior written authorization from Irvine. 3.02 Huntington Beach shall provide public safety helicopter services to Irvine at an all-inclusive flat rate as set forth in this Agreement. Irvine shall incur no other direct or indirect costs or fees for the services provided by Huntington Beach under this Agreement. Huntington Beach shall bill Irvine for all public safety helicopter services provided under this Agreement in tenth of an hour increments. Services Agreement For Public Safety Helicopter Support 2 3.03 Huntington Beach shall submit monthly invoices to Irvine describing the public safety helicopter services provided in the preceding month. Huntington Beach will also provide Irvine with a monthly statement detailing all calls for service and time spent on routine patrol over Irvine's jurisdiction. The monthly statement shall include the names of the helicopter aircrew who performed the services, a brief description of the services performed and/or the specific task performed,the date the services were performed, the number of hours spent on all services billed on an hourly basis in tenth of an hour increments. 3.04 Irvine's Chief of Police, or the Chiefs designee(the"Chief'), shall notify the Huntington Beach Air Support Unit Commander("Unit Commander")within twenty(20) days of receipt of the monthly statement of any disputed calls for service or time spent on routine patrol over Irvine's jurisdiction. The Unit Commander and the Chief will review the public safety helicopter service provided by Huntington Beach on an as needed basis to ensure that it coincides with the service level desired by Irvine. The Unit Commander and the Chief will be responsible for cooperatively resolving any disputes over services provided under this Agreement and adjusting the service level to coincide with that desired by Irvine. 3.05 Should Huntington Beach provide over One Thousand(1000)hours of public safety helicopter services to Irvine in any single Fiscal Year under this Agreement,Huntington Beach acknowledges and agrees that it shall not receive any compensation for said services without the prior written authorization from Irvine. 3.06 Huntington Beach shall provide public safety helicopter services to Irvine at an all-inclusive flat rate of Eight Hundred Fifty Dollars($850)per hour of service for the first year of service. Commencing on July 1, 2024,the hourly fee for Air Support Services shall be adjusted on July 1 of each year based on the change in the Metropolitan Consumer Price Index. The change will be conducted using the"Consumer Price Index for All Urban Consumers (CPI- U), for the Los Angeles-Riverside-Orange County, California area; All items not seasonally adjusted, 1982-1984=100 reference base." The adjustment will be based on the current contract rate using the January index of the current year and the January index of the preceding year. The Huntington Beach Police Chief shall adjust the fees set forth in the MOU by such percentage change and rounded to the next highest dollar amount. Should the Consumer Price Index be revised or discontinued,the Police Chief shall use the revised or a comparable index as approved by the City Council. IV • IRVINE DUTIES 4.01 Irvine shall pay Huntington Beach an all-inclusive flat rate per hour for the cost of the services provided by Huntington pursuant to Paragraph 3.01 — 3.06 of this Agreement, for services provided by Huntington Beach under this Agreement. The public safety helicopter services performed by the Huntington Beach shall be deemed to commence as of the date and time the aircraft is dispatched to, or arrives over, the airspace of Irvine, whichever occurs first. These services shall continue until the aircrew notifies Irvine that the assignment is complete or that the assignment must be terminated due to a higher priority assignment. Huntington Beach helicopter aircrew shall be responsible to notify Irvine's dispatch center that the assignment is complete or Services Agreement For Public Safety Helicopter Support 3 that the assignment must be terminated due to a higher priority assignment. Services performed by Huntington Beach aircraft for Irvine shall be defined as: A. A direct request for public safety helicopter services by Irvine where a Huntington Beach aircraft is dispatched to or arrives over the incident (operationally identified as a"D-1" call)or; B. Any public safety call generated by Irvine and monitored by a Huntington Beach helicopter aircrew in which the aircraft arrives over the incident (operationally identified as a"D-2" call)after being requested. Irvine may authorize its ground based public safety supervision to cancel a response by a Huntington Beach aircrew. 4.02 Irvine agrees to comply with the FAR Part 91 and Operations Manual section 4085 in making calls for services,which establishes priority for calls to Huntington Beach. 4.03 Irvine agrees to install within its communications/dispatch center any radio equipment necessary to communicate directly with Huntington Beach on the designated frequency (800 MHz Talk Group) agreed upon by Huntington Beach and Irvine. All costs associated with said installation shall be paid by Irvine. V INDEMNIFICATION AND WAIVER 5.01 Irvine agrees that Huntington Beach should be fully protected from any loss,injury, damage, claim, lawsuit, cost or expense arising out of, or in any way related, to the performance of services pursuant to this Agreement that is in excess of Huntington Beach's requirement to carry and maintain certain policies of insurance and name Irvine as an additional insured as set forth below in section VI. Subject to Huntington Beach's requirement to carry and maintain certain policies of insurance and name Irvine as an additional insured as set forth below in section VI, the provisions of this Agreement should be construed and interpreted to provide the fullest possible protection to Huntington Beach. Irvine acknowledges that Huntington Beach would not provide services in the absence of the commitments of Irvine as specified in this Agreement. Huntington Beach acknowledges that Irvine would not enter into this Agreement in the absence of Huntington Beach's commitment and obligation to carry and maintain certain policies of insurance and name Irvine as an additional insured as set forth below in section VI. 5.02 To the fullest extent permitted by law, Irvine shall indemnify, defend and hold harmless Huntington Beach, its boards, officers, agents and employees (collectively, the "Indemnified Parties") from and against any and all claims (including, without limitation, claims for bodily injury,death or damage to property),demands,obligations,damages,actions,causes of action, suits, losses,judgments, fines, penalties, liabilities, costs and expenses(including,without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate Services Agreement For Public Safety Helicopter Support 4 (directly or indirectly) to any services provided under this Agreement including, but not limited to, activities that relate in any way to this Agreement(including the negligent and/or willful acts, errors and/or omissions of Irvine, its council members, officers, agents, employees, and anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them)that is in excess of Huntington Beach's requirement to carry and maintain certain policies of insurance and name Irvine as an additional insured as set forth below in section VI. Notwithstanding the foregoing, nothing herein shall be construed to require Irvine to indemnify the Indemnified Parties from any Claim arising from the negligence or willful misconduct of the Indemnified Parties. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. 5.03 Huntington Beach shall defend, indemnify and hold harmless Irvine and its officers, employees, contractors, agents and representatives, with respect to any claim, loss, liability, damage, lawsuit, cost or expense that arises out of, or is in any way related, to the negligence or willful misconduct by Huntington Beach, including its boards, officers, agents and employees, within the Irvine's jurisdiction. The obligation of Huntington Beach.pursuant to this section extends, without limitation, to any injury, death, loss or damage which occurs within Irvine's jurisdiction and which is sustained by any third party,any employee or contractor of Irvine and to such contractor's employees. VI INSURANCE 6.01 Without limiting Huntington Beach's indemnification of Irvine, and prior to commencement of Work,Huntington Beach shall obtain,provide and maintain at its own expense during the term of this Agreement,policies of insurance of the type and amounts described below and in a form satisfactory to Irvine. 6.01.1 Proof of Insurance. Huntington Beach shall provide certificates of insurance to Irvine as evidence of the insurance coverage required herein. Insurance certificates and endorsement must be approved by Irvine's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with Irvine at all times during the term of this contract. Irvine reserves the right to require complete, certified copies of all required insurance policies,at any time. Huntington Beach shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Work hereunder by Huntington Beach, his agents, representatives, employees or subconsultants. The cost of such insurance shall be included in Huntington Beach's bid. 6.01.2 Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California,with an assigned policyholders' Rating of A-(or higher)and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the Irvine's Risk Manager. Services Agreement For Public Safety Helicopter Support 5 6.01.3 Coverage Requirements. 6.01.3.1 Workers' Compensation Coverage. Huntington Beach shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least one million dollars ($1,000,000)) for Huntington Beach's employees in accordance with the laws of the State of California,Section 3700 of the Labor Code. Any notice of cancellation or non-renewal of all Workers' Compensation policies must be received by Irvine at least thirty (30) calendar days (ten(10) calendar days written notice of non-payment of premium)prior to such change. Huntington Beach shall submit to Irvine, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of Irvine, its officers,agents,employees and volunteers. 6.01.3.2 Aircraft Liability Coverage. Huntington Beach shall maintain commercial aircraft liability insurance in an amount not less than twenty-five million dollars ($25,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation,blanket contractual liability including war risk and premises liability insurance to include property damages incidental to the operations of the named insured 6.01.3.3 Automobile Liability Coverage. Huntington Beach shall maintain automobile insurance covering bodily injury and property damage for all activities of the Huntington Beach arising out of or in connection with Work to be performed under this Agreement,including coverage for any owned,hired,non-owned or rented vehicles,in an amount not less than one million dollars($1,000,000) combined single limit for each accident. 6.01.4 Other Insurance Provisions or Requirements. The policies are to contain, or be endorsed to contain,the following provisions: 6.01.4.1 Additional Insured. Endorsement naming the City of Irvine as respects the Aircraft Liability coverage with primary non-contributory and severability of interest language. 6.01.4.2 Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against Irvine, its elected or appointed officers,agents,officials,employees and volunteers or shall specifically allow Huntington Beach or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Huntington Beach hereby waives its own right of recovery against Irvine, and shall require similar written express waivers and insurance clauses from each of its subconsultants. This waiver of subrogation extends to hull loss and property damage. 6.01.4.3 Enforcement of Contract Provisions. Huntington Beach acknowledges and agrees that any actual or alleged failure on the part of the Irvine to inform Huntington Beach of non-compliance with any requirement imposes no additional obligations on the Irvine nor does it waive any rights hereunder. 6.01.4.4 Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or Services Agreement For Public Safety Helicopter Support 6 other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 6.01.4.5 Notice of Cancellation. Huntington Beach agrees to oblige its insurance agent or broker and insurers to provide to Irvine with thirty (30) days notice of cancellation (except for nonpayment for which ten (10)days notice is required) or nonrenewal of ' coverage for each required coverage. 6.01.5 Timely Notice of Claims. Huntington Beach shall give Irvine prompt and timely notice of claims made or suits instituted that arise out of or result from Huntington Beach's performance under this Agreement. 6.01.6 Additional Insurance. Huntington Beach shall also procure and maintain, at its own cost and expense, any additional kinds of insurance,which in its own judgment may be necessary for its proper protection and prosecution of the Work. VII MISCELLANEOUS PROVISIONS 7.01 Each of the Parties to this Agreement shall immediately notify the other of any litigation or claim that is asserted by or against either party regarding this Agreement. In the event of any dispute or legal action arising under this Agreement,the prevailing party shall not be entitled to attorney's fees. 7.02 Each of the Parties to this Agreement shall cooperate with one another in the defense of any lawsuit or claim filed against either party, arising out of, or in any way related, to this Agreement,as well as any effort of Huntington Beach to collect money from persons or entities responsible for any request for public safety helicopter services. 7.03 The public safety helicopter services provided by Huntington Beach under this Agreement shall not be assigned, transferred, contracted or subcontracted out without the prior written approval of Irvine. 7.04 Each of the Parties to this Agreement may terminate this Agreement without cause upon sixty (60)days prior written notice. 7.05 The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 7.06 If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 7.07 This Agreement may be modified or amended only by a written document executed Services Agreement For Public Safety Helicopter Support 7 by both Huntington Beach and Irvine. 7.08 The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 7.09 This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 7.10 A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein,whether of the same or a different character. 7.11 Except as specifically authorized under this Agreement,the services to be provided under this Agreement shall not be assigned, transferred, contracted or subcontracted out without the prior written approval of Huntington Beach and Irvine. 7.12 This Agreement may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one instrument. 7.13 The Parties shall at their own cost and expense comply with all statutes,ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal,whether now in force or hereinafter enacted. 7.14 The Parties each represent that they are an equal opportunity employer and they shall not discriminate against any subcontractor, employee or applicant for employment because of race,religion,color,national origin, handicap, ancestry,sex or age. 7.15 All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally,or on the third business day after the deposit thereof in the United States mail,postage prepaid, first-class mail, addressed as hereinafter provided. All notices, demands, requests or approvals from Huntington Beach to Irvine shall be addressed to Irvine at: Attn: Michael Kent Irvine Police Department 1 Civic Center Plaza Irvine, CA 92606 Phone: (949) 724-7000 • Services Agreement For Public Safety Helicopter Support 8 All notices, demands, requests or approvals from Irvine to Huntington Beach shall be addressed to Huntington Beach at: Attention: Eric Parra Huntington Beach Police Department 2000 Main Street P,O. Box 70 Huntington Beach, CA 92648 Phone: 714-536-5903 Fax: 714-536-5605 IN WITNESS WHERE OF,the parities hereto have caused this Agreement to be executed on the dates written below. CITY OF IRVINE CITY OF HUNTINGTON 'ACH Date: Jul 2,2024 Date: 1 1 2_ 1 Michael Kent 0.• , $j k0 Chief of Police, City of Irvine Ma City of Huntington Beach ATTEST: ATTEST: Date:e: Jul 2,2024 Date: 4,51.Z 291 Carl Petersen X2-1441../City Clerk, City of Irvine C , City of Huntington Beach APPROVED AS TO FORM: APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY OFFICE OF THE CITY ATTORNEY Date: Jul 2,2024 Date: Jeffrey Melching City Attorney, City of Irvine tty ttorney, City of Huntington Beach Services Agreement For Public Safety Helicopter Support 9 Signature: 9ter7.70 Michael ken Signature: Michael Kent(Jul 2,202412:46 PDT) Email: jmelching@rutan.com Email: mkent@cityofirvine.org Signature: ""' i„� Email: cpetersen@cityofirvine.org HB PD Police Air Support Irvine Contract July 2024 to 2027 Final Audit Report 2024-07-02 Created: 2024-06-28 By: Wendy Hill(WHill@cityofirvine.org) Status: Signed Transaction ID: CBJCHBCAABAAdYief9ObJzE2dDvnCDERgX9OgrfBFAY2 "HB PD Police Air Support Irvine Contract July 2024 to 2027" Hi story t Document created by Wendy Hill (WHill@cityofirvine.org) 2024-06-28-4:25:12 PM GMT C'+ Document emailed to Jeffrey Melching (jmelching@rutan.com)for signature 2024-06-28-4:28:52 PM GMT f Email viewed by Jeffrey Melching (jmelching@rutan.com) 2024-07-02-5:18:21 PM GMT 6a Document e-signed by Jeffrey Melching (jmelching@rutan.com) Signature Date:2024-07-02-5:18:57 PM GMT-Time Source:server P.+ Document emailed to mkent@cityofirvine.org for signature 2024-07-02-5:18:59 PM GMT ,t Email viewed by mkent@cityofirvine.org 2024-07-02-7:46:26 PM GMT 14) Signer mkent@cityofirvine.org entered name at signing as Michael Kent 2024-07-02-7:46:51 PM GMT !Sa Document e-signed by Michael Kent(mkent@cityofirvine.org) Signature Date:2024-07-02-7:46:53 PM GMT-Time Source:server E4 Document emailed to Carl Petersen (cpetersen@cityofirvine.org)for signature 2024-07-02-7:46:55 PM GMT j Email viewed by Carl Petersen (cpetersen@cityofirvine.org) 2024-07-02-8:22:34 PM GMT Es Adobe Acrobat Sign £5 Document e-signed by Carl Petersen (cpetersen@cityofirvine.org) Signature Date:2024-07-02-8:23:00 PM GMT-Time Source:server O Agreement completed. 2024-07-02-8:23:00 PM GMT El Adobe Acrobat Sign is- 1�' Cityof Huntington Beach 2000 II : g Main Street H., ;,,,,.. Huntington Beach, California 92648 Certificate of Self Insurance Memorandum Number: FY 24/25, No. 009 This evidence of coverage is used as a matter of information only and confers no rights upon the Certificate Holder. This evidence of coverage does not amend, extend or alter the coverage afforded by the memoranda listed below. Certificate Holder: City of Irvine Coverage Effective: 07/01/24 Coverage Expires: 06/30/25 This is to certify that the City of Huntington Beach is self-insured for general liability claims. Sufficient cash reserves to afford coverage for uninsured losses are maintained at $ 1,000,000. Type of Coverage: General Liability, Comprehensive Auto Liability, Employer's Liability, Workers' Compensation Coverage Limit of Liability/Coverage: $ 1,000,000 Combined Single Limit per Occurrence Certificate Requested By: Ingrid Ono, Police Department Description of Operation, Vehicle or Property: This certificate is issued to and additonally insures the Certificate Holder, its agents, officers, representatives and employees as proof of the City of Huntington Beach's self-insurance status in conjuction with the Services Agreement for Public Safety Helicopter Support between the City of Huntington Beach and the City of Irvine. It is provided to Ingrid Ono of the City of Huntington Beach Police Department at 2000 Main Street, Huntington Beach, CA (92648). Should any of the above coverage for the Covered Party be changed or withdrawn prior to the expiration date issued above, the City of Huntington Beach will mail a 30-day written notice to the Certificate Holder but, failure to mail such notice shall impose no obligation or liability of any kind upon the City of Huntington Beach, its agents, officers or employees. If you have any questions, contact: DeAnna Soria, Risk Manager (714) 536-55 Authorized Representative: -''(-t s ity City of Huntington Beach III . 10 2000 Main Street Hunt;V ach Huntington Beach, California 92648 Additional Insured Endorsement Memorandum Number: FY 24/25, No. 009 This evidence of additional insured status is provided to the person or organization shown in the schedule below. The coverage is provided on a primary and non-contributory basis. SCHEDULE Named of Person or Organization: The City of Irvine, its elected or appointed officers, agents, officials, employees and volunteers. Coverage Effective: 07/01/24 Coverage Expires: 06/30/25 Type of Coverage: General Liability Limit of Liability/Coverage: $ 1,000,000 Combined Single Limit per Occurrence Endorsement Requested By: Ingrid Ono, Police Department Description of Operation, Vehicle or Property: This additional insured endorsement is issued in conjunction with the Services Agreement for Public Safety Helicopter Support between the City of Huntington Beach and the City of Irvine. It is provided to Ingrid Ono of the City of Huntington Beach Police Department at 2000 Main Street, Huntington Beach, CA (92648). Should any of the above coverage for the Covered Party be changed or withdrawn prior to the expiration date issued above, the City of Huntington Beach will mail a 30-day written notice to the Certificate Holder but, failure to mail such notice shall impose no obligation or liability of any kind upon the City of Huntington Beach, its agents, officers or employees. If you have any questions, contact: DeAnna Soria, Risk Manager (714) 536 519 Authorized Representative: .4s-,_,) ,013 ING � 9OC�. ......... City of Huntington Beach " - ���°eA 2000 Main Street ♦ Huntington Beach, CA 92648 4 E : ® (714) 536-5227 • www.huntingtonbeachca.gov ®97 _ aa9 vta,F \ Office ftathe i Clerk C°LINTY 0s as Robin Estanislau, CtYC Clerk July 26, 2024 Irvine Police Department Attn: Michael Kent, Chief of Police 1 Civic Center Plaza Irvine, CA 92606 Dear Mr. Kent: Enclosed is a fully executed copy of the Services Agreement for Public Safety Helicopter Support between the City of Huntington Beach and the City of Irvine, approved by the Huntington Beach City Council on July 16, 2024. Sincerely, rU 9"67614) Robin Estanislau, CMC City Clerk RE:ds Enclosure Sister City: Anjo, Japan DocuSign Envelope ID:7E6DBE9E-486A-467F-8586-DE407FEF1825 SERVICES AGREEMENT FOR PUBLIC SAFETY HELICOPTER SUPPORT BETWEEN THE CITY OF HUNTINGTON BEACH AND THE CITY OF IRVINE This Services Agreement for Public Safety Helicopter Support("Agreement") is made by and between the City of Huntington Beach, a California Municipal Corporation (the City of Huntington Beach) and the City of Irvine, a California Municipal Corporation (the City of Irvine)based on the following: A. The City of Huntington Beach employs, maintains, trains and equips personnel capable of responding to requests for public safety helicopter services from ground based public safety personnel. B. The City of Irvine is responsible for providing public safety services within its jurisdiction,which include public safety helicopter services. C. The City of Irvine request the services of the City of Huntington Beach to provide public safety helicopter services within its borders and would like to enter into a three year contract starting July 1,2021 and ending on June 30,2024. TERM This Agreement shall commence July 1, 2021 and end on June 30, 2024 unless terminated earlier as set forth herein. I. PURPOSE 1.01 The purpose of this Agreement is for the City of Huntington Beach to provide certain public safety helicopter services to the City of Irvine in exchange for the City of Irvine f payment of an all-inclusive flat rate per hour for the cost of the services provided by the City of Huntington Beach. 1.02 Nothing in this Agreement shall be interpreted to require the City of Huntington Beach to provide helicopter services based upon a schedule or need for service from the City of Irvine. The City of Huntington Beach expressly retains all authority, right and power to direct, schedule, deploy, manage, maintain, train, employ, equip, operate and control all equipment, facilities, properties and personnel in providing public safety helicopter services pursuant to this Agreement. The City of Irvine acknowledges and agrees that the efficient use of public safety helicopter services requires a timely and prioritized response of the City of Huntington Beach's helicopter. The City of Irvine agrees that the City of Huntington Beach will have the sole discretion to determine the use of its helicopter including the priority of calls for service and when an assignment of a helicopter air crew to a call will be acted upon by the City of Huntington Beach and the service terminated. 1.03 Notwithstanding the terms of helicopter services provided in this Agreement, the fb 21-9824/260274 1 124 DocuSign Envelope ID:7E6DBE9E-486A467F-8586-DE407FEF1825 City of Irvine expressly retains all rights and powers to direct,manage, maintain, train, employ, equip, operate and control all equipment, facilities, properties and personnel in providing ground based public safety services. II. SERVICES , 2.01 The City of Huntington Beach will provide the City of Irvine with public safety helicopter services that will include the City of Huntington Beach helicopter and aircrew comprised of a pilot and tactical flight officer that are both sworn peace officers and specially trained to provide public safety helicopter services. The City of Huntington Beach Police Department retains the sole and exclusive discretion as to the specific type, nature, timing and duration of the services performed pursuant to this Agreement, including the City of Huntington Beach terminating a helicopter deployment at its sole discretion because of a higher priority assignment. 2.02 The City of Huntington Beach certifies that all helicopter aircrews providing public safety helicopter services to the City of Irvine under this Agreement currently possess, and will maintain all permits, licenses, certifications, and training required from any federal, state or local governmental entity to provide public safety helicopter services. 2.03 In no event shall the City of Huntington Beach or the helicopter aircrew be responsible for the direction and control of ground based public safety personnel and equipment of the City of Irvine during the course and scope of the public safety helicopter services performed pursuant to this Agreement. III. COMPENSATION 3.01 The City of Irvine shall pay the City of Huntington Beach for the public safety helicopter services provided on an hourly basis in accordance with the provisions of this Section. 3.02 The City of Huntington Beach shall provide public safety helicopter services to the City of Irvine at an all-inclusive flat rate with no other direct or indirect cost as set forth in this Agreement. The City of Huntington Beach shall bill the City of Irvine for all public safety helicopter services provided under this Agreement in tenth of an hour increments. 3.03 The City of Huntington Beach shall submit monthly invoices to the City of Irvine describing the public safety helicopter services provided in the preceding month. The City of Huntington Beach will also provide the City of Irvine with a monthly statement detailing all calls for service over the City of Irvine. The monthly statement shall include the names of the helicopter aircrew who performed the services, a brief description of the services performed and/or the specific task performed,the date the services were performed,the number of hours spent on all services billed on an hourly basis in tenth of an hour increments. 3.04 The City of Irvine's Chief of Police, or designee, shall notify the City of Huntington Beach Air Support Unit Commander("Unit Commander")within twenty(20)days of receipt of the monthly statement of any disputed calls for service. The Unit Commander and 2 21-9824/260274 125 DocuSign Envelope ID:7E6DBE9E-486A-467F-8586-DE407FEF1825 the City of Irvine Police Chief will review the public safety helicopter service provided by the City of Huntington Beach on an as needed basis to ensure that it coincides with the service level desired by the City of Irvine. The Unit Commander and the City of Irvine Chief of Police will be responsible for cooperatively resolving any disputes over services provided under this Agreement and adjusting any service levels to coincide with the levels and costs of the City of Irvine. 3.05 The City of Huntington Beach shall provide public safety helicopter services to the City of Irvine at an all-inclusive flat rate of Eight Hundred Dollars ($800)per hour of service (Hourly Rate)for the first two years and then increase to Eight Hundred Thirty Five Dollars ($835)for service for the third year as defined in Section 4 below. On July 1 of each year this Agreement is in effect,the rate for service shall increase based on the change in the"Consumer Price Index for All Urban Consumers(CPI-U),for the Los Angeles-Riverside-Orange County, California area; all items not seasonally adjusted, 1982-1984=100 reference base." The adjustment will be based on the current contract rate using the January index of the current year and the January index of the preceding year.The City of Huntington Beach Police Chief shall adjust the fees set forth in the Agreement by such percentage change and rounded to the next highest dollar amount. Should the Consumer Price Index be revised or discontinued,the Police Chief shall use the revised or a comparable index as approved by the City of Huntington Beach City Council. In no event,however,shall the amount payable under this Agreement be reduced below the Hourly Rate in effect immediately preceding such adjustment. The maximum adjustment increase to the Hourly Rate, for any year where an adjustment is made pursuant to this Section, shall not exceed five percent(5%) of the Hourly Rate in effect immediately preceding such adjustment. IV. RESPECTIVE DUTIES 4.01 The City of Irvine shall pay the City of Huntington Beach an all-inclusive flat rate per hour for the cost of the services pursuant to Paragraph 3.01 — 3.05 of this Agreement. The public safety helicopter services shall be deemed to commence as of the date and time the aircraft is dispatched to, or arrives over,the airspace of the City of Irvine,whichever occurs first. These services shall continue until the aircrew notifies the City of Irvine that the assignment is complete or that the assignment must be terminated due to a higher priority deployment. The City of Huntington Beach helicopter aircrew shall be responsible to notify the City of Irvine's dispatch center that the assignment is complete or that the assignment must be terminated due to a higher priority deployment. The City of Irvine may authorize its ground based public safety supervision to cancel a response by the City of Huntington Beach aircrew. 4.02 Services performed by the City of Huntington Beach aircraft for the City of Irvine shall be defined as: A. A direct request for public safety helicopter services by the City of Irvine where the City of Huntington Beach aircraft is dispatched to or arrives over the incident or; B. Any public safety call generated by the City of Irvine and monitored by the 3 21-9824/260274 126 DocuSign Envelope ID:7E6DBE9E-486A-467F-8586-DE407FEF1825 n City of Huntington Beach helicopter aircrew in which the aircraft arrives over the incident after being requested. 4.02 The City of Irvine agrees to install within its communications/dispatch center any radio equipment necessary to communicate directly with the City of Huntington Beach on the designated frequency (800 MHz Talk Group) agreed upon by the City of Huntington Beach and the City of Irvine. All costs associated with said installation shall be paid by the City of Irvine. V. INDEMNIFICATION AND WAIVER 5.01 The City of Irvine agrees that the City of Huntington Beach shall be fully protected and indemnified from any loss, injury, damage, claim, lawsuit, cost or expense arising out of, or in any way related to,the performance of services pursuant to this Agreement. Subject to the City of Huntington Beach's requirement to carry and maintain certain policies of insurance and name the City of Irvine as an additional insured as set forth below, the provisions of this Agreement should be construed and interpreted to provide the fullest possible indemnification to the City of Huntington Beach. The City of Irvine acknowledges that the City of Huntington Beach would not provide services in the absence of the commitments of the City of Irvine as specified in this Agreement. The City of Huntington Beach acknowledges that the City of Irvine would not enter into this Agreement in the absence of the City of Huntington Beach's commitment and obligation to carry and maintain certain policies of insurance and name the City of Irvine as an additional insured. 5.02 To the fullest extent permitted by law, the City of Irvine shall indemnify, defend and hold harmless the City of Huntington Beach, its boards, officers, agents and employees (collectively, the"Indemnified Parties") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses,judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate (directly or indirectly) to any services provided under this Agreement including, but not limited to, activities that relate in any way to this Agreement. This indemnity shall apply to all claims,and liability regardless of whether any insurance policies are applicable. 5.03 The City of Huntington Beach shall defend, indemnify and hold harmless the City of Irvine and its officers,boards, employees, contractors, agents and representatives,with respect to any claim, loss, liability, damage, lawsuit, cost or expense that arises out of, or is in any way related to, the negligence or willful misconduct of the City of Huntington Beach in providing police air support services to Irvine pursuant to this Agreement. The obligation of the City of Huntington Beach pursuant to this section extends, without limitation, to any injury, death, loss or damage which occurs within the City of Irvine's jurisdiction and which is sustained by any third party,any employee or contractor of Irvine, or any such contractor's employees. 4 21-9824/260274 127 DocuSign Envelope ID:7E6DBE9E-486A-467F-8586-DE407FEF1825 VI. INSURANCE 6.01 Without limiting the City of Irvine indemnification of the City of Huntington Beach, the City of Huntington Beach shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to the City of Irvine. 6.01.1 Proof of Insurance. The City of Huntington Beach shall provide certificates of insurance to the City of Irvine as evidence of the insurance coverage required herein. Insurance certificates and endorsement must be approved by the City of Irvine's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with the City of Irvine at all times during the term of this contract. The City of Irvine reserves the right to require complete, certified copies of all required insurance policies,at any time. The City of Huntington Beach shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the services hereunder by the City of Huntington Beach, his agents,representatives,employees or.subconsultants. 6.01.3 Coverage Requirements. 6.01.3.1 Aircraft Liability Coverage. The City of Huntington Beach shall maintain commercial aircraft liability insurance in an amount not less than twenty-five million dollars ($25,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation,blanket contractual liability including war risk and premises liability insurance to include property damages incidental to the operations of the named insured. 6.01.4 Other Insurance Provisions or Requirements. The policies are to contain,or be endorsed to contain,the following provisions: 6.01.4.1 Additional Insured. Endorsement naming the City of Irvine as respects the Aircraft Liability coverage with primary non-contributory and severability of interest language. 6.01.4.2 Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against the City of Irvine, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow the City of Huntington Beach or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. 6.01.4.3 Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage,or a waiver of any type. 5 21-9824/260274 128 DocuSign Envelope ID:7E6DBE9E-486A-467F-8586-DE407FEF1825 6.01.4.5 Notice of Cancellation. The City of Huntington Beach agrees to oblige its insurance agent or broker and insurers to provide to the City of Irvine with thirty (30) days notice of cancellation (except for nonpayment for which ten (10) days notice is required)or nonrenewal of coverage for each required coverage. 6.01.5 Timely Notice of Claims. The City of Huntington Beach shall give the City of Irvine prompt and timely notice of claims made or suits instituted that arise out of or result from the City of Huntington Beach's performance under this Agreement. 6.01.6 Additional Insurance. The City of Huntington Beach shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection. VII. MISCELLANEOUS PROVISIONS 7.01 Each of the Parties to this Agreement shall immediately notify the other of any litigation or claim that is asserted by or against either party regarding this Agreement. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorney's fees. 7.02 Each of the Parties to this Agreement shall cooperate with one another in the defense of any lawsuit or claim filed against either party,arising out of, or in any way related,to this Agreement, as well as any effort of the City of Huntington Beach to collect money from persons or entities responsible for any request for public safety helicopter services. 7.03 The public safety helicopter services provided by the City of Huntington Beach under this Agreement shall not be assigned, transferred, contracted or subcontracted out without the prior written approval of the City of Irvine. 7.04 Each of the Parties to this Agreement may terminate this Agreement for any reason upon sixty(60)days prior written notice. 7.05 The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 7.06 If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 7.07 This Agreement may be modified or amended only by a written document executed by both the City of Huntington Beach and the City of Irvine. 7.08 The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 6 21-9824/260274 129 DocuSign Envelope ID:7E6DBE9E-486A-467F-8586-DE407FEF1825 7.09 This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 7.10 A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term,covenant or condition contained herein,whether of the same or a different character. 7.11 Except as specifically authorized under this Agreement, the services to be provided under this Agreement shall not be assigned,transferred,contracted or subcontracted out without the prior written approval of the City of Huntington Beach and the City of Irvine. 7.12 This Agreement may be executed in any number of counterparts, each of which shall be an original,but all of which together shall constitute one instrument. 7.13 The Parties shall at their own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal,whether now in force or hereinafter enacted. 7.14 The Parties each represent that they are an equal opportunity employer and they shall not discriminate against any subcontractor, employee or applicant for employment because of race,religion, color,national origin,handicap,ancestry, sex or age. 7.15 All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first-class mail, addressed as.hereinafter provided. All notices, demands, requests or approvals from the City of Huntington Beach to the City of Irvine shall be addressed to the City of Irvine at: Attn:Chief Mike Hamel The City of Irvine Police Department 1 Civic Center Plaza The City of Irvine, CA 92606-5207 Phone:949-724-7000 All notices, demands, requests or approvals from the City of Irvine to the City of Huntington Beach shall be addressed to the City of Huntington Beach at: Attention: Chief Julian Harvey The City of Huntington Beach Police Department 2000 Main Street P.O.Box 70 The City of Huntington Beach, CA 92648 Phone: 714-536-5903 7 21-9824/260274 130 DocuSign Envelope ID:7E6DBE9E-486A-467F-8586-DE407FEF1825 IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed on the dates written below. CITY OF THE CITY OF IRVINE THE CITY OF HUNTINGTON BEACH, A municipal corporation of the State of California l 8/4/2021 G� ���/ Date: Date: LA ocuSIgned'by: iG (ka�,tl, efouPPolice,the City of Irvine Mayor ATTEST: ATTEST: 8/4/2021 41,/k / Date: Date: e—/DooccuSus_lgneddd bbyy: `ICit ' 4 b47D:•• City Clerk' INITIATED AND APPROVED: Date: 8-(Z Z,/ . • %ce Chief /' APPROVED AS TO FORM: APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY OFFICE OF THE CITY ATTORNEY Date: August 3,2021 Date: 1 ' ik k : L--_-- -_ City t,'1ey,the of Irvineity Attorney,the City of.Huntington Beach 8 21-9824/260274 131 ,, /1 i CSu City of Huntington Beach 2000 Main Street Huntington Beach, California 92648 Certificate of Self Insurance Memorandum Number: FY 21/22, No. 021 This evidence of coverage is used as a matter of information only and confers no rights upon the Certificate Holder. This evidence of coverage does not amend, extend or alter the coverage afforded by the memoranda listed below. Certificate Holder: City of Irvine Coverage Effective: 07/01/21 Coverage Expires: 06/30/22 This is to certify that the City of Huntington Beach is self-insured for general liability claims. Sufficient cash reserves to afford coverage for uninsured losses are maintained at$1,000,000. Type of Coverage: General Liability, Comprehensive Auto Liability, Employer's Liability, Workers' Compensation Coverage Limit of Liability/Coverage: $1,000,000 Combined Single Limit per Occurrence Certificate Requested By: Ingrid Ono, Police Department Description of Operation,Vehicle or Property: This certificate is issued to and additonally insures the Certificate Holder, its agents, officers, representatives and employees as proof of the City of Huntington Beach's self-insurance status in conjuction with the Services Agreement for Public Safety Helicopter Support between the City of Huntington Beach and the City of Irvine. It is provided to Ingrid Ono of the City of Huntington Beach Police Department at 2000 Main Street, Huntington Beach, CA (92648). Should any of the above coverage for the Covered Party be changed or withdrawn prior to the expiration date issued above, the City of Huntington Beach will mail a 30-day written notice to the Certificate Holder but, failure to mail such notice shall impose no obligation or liability of any kind upon the City of Huntington Beach, its agents, officers or employees. If you have any questions, contact: DeAnna Soria, Risk Manager (714) 536-55( ALAuthorized Representative: ;; t ..- APPROVED` AS TO FORM By:\ / �- sue'' ,A MICHAEL E.GATES CITY ATTORNEY ore' OF HUNTINGTON BEACH 132 IS-1-111iitY City g of Huntington Beach II � 2000 Main Street Nun IF Huntington Beach, California. 92648 Additional Insured Endorsement Memorandum Number: FY 21/22, No. 021 This evidence of additional insured status is provided to the person or organization shown in the schedule below.The coverage is provided on a primary and non-contributory basis. SCHEDULE . I Named of Person or Organization: The City of Irvine, its elected or appointed officers, agents officials, employees and volunteers. Coverage Effective: 7/1/21 Coverage Expires: 6/30/22 Type of Coverage: General Liability Limit of Liability/Coverage: $1,000,000 Combined Single Limit per Occurrence Endorsement Requested By: Ingrid Ono, Police Department Description of Operation, Vehicle or Property: This additional insured endorsement is issued in conjunction with the Services Agreement for Public Safety Helicopter Support between the City of Huntington Beach and the City of Irvine. It is provided to Ingrid Ono of the City of Huntington Beach Police Department at 2000 Main Street, Huntington Beach, CA(92648). Should any of the above coverage for the Covered Party be changed or withdrawn prior to the expiration date issued above, the City of Huntington Beach will mail a 30-day written notice to the Certificate Holder but, failure to mail such notice shall impose no obligation or liability of any kind upon the City of Huntington Beach, its agents, officers or employees. If you have any questions, contact: DeAnna Soda, Risk Manager (714) 536- 5'19 Authorized Representative: 0 133