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HomeMy WebLinkAboutMGT of America Consulting, LLC - 2024-08-03 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND MGT OF AMERICA CONSULTING, LLC FOR SB90 STATE MANDATED REIMBURSEMENT CLAIMS SERVICES THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and MGT OF AMERICA CONSULTING, LLC, hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide SB90 State Mandated Reimbursement Claims Services; and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Guy Burdick who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 24-15228/354345 1 of 12 3. TERM., TIME OF PERFORMANCE Ti4\t1‘?Sk--- e is of the essence of this Agreement. The services of CONSULTANT are to commence on 3 , 200 (the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than three (3) years from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. In the event the Commencement Date precedes the Effective Date,CONSULTANT shall be bound by all terms and conditions as provided herein. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement,a fee, including all costs and expenses,not to exceed Nineteen Thousand Five Hundred Dollars ($19,500). 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." 24-15228/354345 2 of 12 7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion,whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS A. CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses,judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors,if any)negligent(or alleged negligent)performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT,its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. B. To the extent that CONSULTANT performs"Design Professional Services"within the meaning of Civil Code Section 2782.8,then the following Hold Harmless provision applies in place of subsection A above: 24-15228/354345 3 of 12 "CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY and its officers, elected or appointed officials, employees, agents and volunteers, from and against any and all claims, damages, losses, expenses, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) to the extent that the claims against CONSULTANT arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT. In no event shall the cost to defend charged to CONSULTANT exceed CONSULTANT's proportionate percentage of fault. However,notwithstanding the previous sentence, in the event one or more other defendants to the claims and/or litigation is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, CONSULTANT shall meet and confer with CITY and other defendants regarding unpaid defense costs. The duty to indemnify, including the duty and the cost to defend, is limited as provided in California Civil Code Section 2782.8. C. Regardless of whether subparagraph A or B applies, CITY shall be reimbursed by CONSULTANT for all costs and attorney's fees incurred by CITY in enforcing this obligation. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above-mentioned insurance shall not contain a self-insured retention without the express written consent of CITY;however an insurance 24-15228/354345 4 of 12 policy "deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. A claims-made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason,CONSULTANT agrees to purchase an extended reporting provision of at least two (2)years to report claims arising from work performed in connection with this Agreement. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 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; 24-15228/354345 5 of 12 B. state that the policy is currently in force; and C. shall promise that such policy shall not be suspended, voided or canceled by either party,reduced in coverage or in limits except after thirty(30)days' prior written notice;however,ten(10)days'prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense,hold harmless and indemnification obligations as set forth in this Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 11. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by 24-15228/354345 6 of 12 CITY shall be made in writing,notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and,unfinished documents, exhibits, report, and evidence shall, at the option of CITY,become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of-CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 14. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16. , NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant,or by enclosing the same in a sealed envelope,postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. 24-15228/354345 7 of 12 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 CONSULTANT: City of Huntington Beach MGT of America Consulting,LLC ATTN: Chief Financial Officer ATTN: Guy Burdick 2000 Main Street 3600 America River Drive, Suite 150 Huntington Beach, CA 92648 Sacramento, CA 92865 17. CONSENT When CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any 24-15228/354345 8 of 12 provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of 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 24-15228/354345 9 of 12 scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 24. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its •attorney's fees from the nonprevailing party. 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 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 • 24-15228/354345 10 of 12 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 parry's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. 24-15228/354345 11 of 12 CONSULTANT, CITY OF HUNTINGTON BEACH, MGT IMPACT SOLUTIONS, LLC " a municipal corporation of the State of California By: Director/Chief A. Trey Traviesa (Pursuant To HBMC0.03.100) print name ITS: (circle one)Chainnan/PresidentNice President APPROVED AS TO FORM: AND By: !Coda u oda . l�1, x 0 City Attorney Q.�. Carla Luke, CFO print name Date ITS: (circle one)Secretary/Chief Financial Officer/Asst. Secretary—Treasurer RECEIVE AND FILE: COUNTERPART City Clerk Date 24-15228/354345 12 of 12 CONSULTANT, CITY OF HUNTINGTON BEACH, MGT OF AMERICA CONSULTING, LLC a municipal corporation of the State of California RSA' NC- t) iu4By: 10#1/t 3L-1 C. O ;r, c- Director/Chief (Pursuant To HBMC§3.03.100) print name ITS: (circle one)Chairman/PresidentNice President APPROVED AS TO FORM: AND By: City Attorney print name Dat ID �3 [(a" ITS: (circle one)Secretary/Chief Financial Officer/Asst. 1 Secretary—Treasurer RECEIVE AND FILE: COUNTERPART City Clerk Date 1012.11,2,L1 24-15228/354345 12 of 12 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) MGT Consulting will provide the following services to the City: • Identify all possible SB 90 claiming opportunities. • Prepare and file all eligible annual SB 90 claims with the SCO. • Prepare and file all eligible first time or new SB 90 claims that are due during the fiscal year of the contract. • Provide assistance with SCO desk reviews and up to four hours assistance in responding to field audits. • Assist the City of with knowledge transfer and training on the eligible components of each State mandated program. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: NEW CLAIMS • 1.1 Establish a schedule and approach needed to complete all new or first-time claims due within the fiscal year. • 1.2 Assist department staff in understanding the specific mandated requirements for each new SB 90 program, and how the City complies with the specific reimbursable portions of each program. • 1.3 Prepare all necessary department ICRPs associated with the new SB'90 program. • 1.4 Prepare claims and perform a quality assurance review of the City's new SB 90 claim(s)to ensure the costs are supported by appropriate source documentation. EXHIBIT A • 1.5 Provide the completed claims and ICRPs to the City for review and signature prior to the claiming deadline. • 1.6 File the signed claims with the SCO prior to the deadline. ANNUAL CLAIMS: DUE TO THE STATE BY FEBRUARY 15TH • 2.1 Establish schedule and approach needed to complete all annual claims due to the state by February 15th. • 2.2 Work with department staff in describing how the City complies with the specific mandated programs and help the City determine eligible costs. • 2.3 Meet with staff to discuss data collection needs and establish deadlines for data to be due. • 2.4 Prepare all necessary department wide ICRPs as they apply to the eligible SB 90 programs • 2.5 Prepare claims from the City for SB 90 programs and review the claims for completeness,propriety, and eligibility of costs. • 2.6 Perform a quality assurance review of the City's SB 90 claims to ensure they mesh with the associated department ICRPs. • 2.7 Discuss any potential or necessary changes with the appropriate City staff member. • 2.8 Provide the completed claims and ICRPs to the City for review and signature prior to the claiming deadline. • 2.9 File the signed claims with the SCO prior to the deadline. C. CITY'S DUTIES AND RESPONSIBILITIES: D. WORK PROGRAM/PROJECT SCHEDULE: EXHIBIT A EXHIBIT "B" Payment Schedule (Fixed Fee Payment) 1. CONSULTANT shall be entitled to monthly progress payments toward the fixed fee set forth herein in accordance with the following progress and payment schedules. 2023-2024 Annual & New2024-2025 Annual & New2025-2026 Annual & New Claims in FY 2024-2025 Claims in FY 2025-2026 Claims in FY 2026-2027 $6,500 $6,500 $6,500 Fixed fee, billable on a semi-annual basis 2. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall 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. 3. CONSULTANT shall submit to CITY an invoice for each monthly progress 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. 4. 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 Exhibit B 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 ACTION OF THE MANAGERS OF MGT IMPACT SOLUTIONS,LLC TAKEN BY UNANIMOUS WRITTEN CONSENT IN LIEU OF A SPECIAL MEETING THE UNDERSIGNED, being all of the Managers of MGT IMPACT SOLUTIONS, LLC, a Florida limited liability company (the "Company"), hereby consent to and approve the following resolutions, which action shall have the same force and effect as if taken at a special meeting of the Managers of said Company duly called and held: WHEREAS, as part of the Company's ongoing business, the Company regularly enters into binding contracts to provide various services to governmental agencies and other general businesses (collectively, the "Contracts"). Notwithstanding anything herein to the contrary, the Contracts authorized to be executed and delivered hereunder shall only include Contracts that have either been previously approved by the Mangers of the Company or approved in connection with the Company's budget. NOW THEREFORE,BE IT RESOLVED, that the following officers and/or employees of the Company are each hereby appointed as the Company's "Designee"to review, negotiate and sign all documentation on behalf of the Company in connection with the Contracts: A. Trey Traviesa Chief Executive Officer and President Carla Luke Chief Financial Officer,Treasurer,and Secretary Philip Alphonse Vice President Robert Holloway Senior Vice President Patrick Dyer Vice President FURTHER RESOLVED,that each Designee is hereby authorized and directed to execute and deliver any and all documents related to the Contracts with such changes as the parties may approve, such approval to be conclusively evidenced by their execution and delivery of same on behalf of the Company. FURTHER RESOLVED,that each Designee is hereby empowered and directed to do or cause to be done any and all such acts and things and has full power and authority to perform all acts and to make disbursements,and to sign,seal,execute,deliver,acknowledge,file,record and perform any and all agreements, contracts, papers, affidavits, applications, documents, certificates and all other documents in connection with the Contracts as with the advice of counsel may be necessary, appropriate, or desirable in order to carry out and to effect the full intent and purpose of the foregoing resolutions. FURTHER RESOLVED, that this written consent may be executed in counterparts, each of which shall be deemed an original all of which, taken together, shall constitute one and the same instrument. A signed copy, including by DocuSign or other electronic or digital signature, of this written consent delivered by facsimile, e-mail, or other means of electronic transmission shall be deemed to have the same legal effect as deliver of an original signed copy of this written consent. 1 FURTHER RESOLVED,that this written consent to such action be filed with the minutes of the proceedings of the Company. [Signature Page Follows] • • • IN WITNESS WHEREOF, the consent of the Managers of MGT IMPACT SOLUTIONS,LLC, effective this 16 day of August ,2024. MANAGERS: A. Trey Traviesa Philip Alphonse A�EP CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDIYYYY) 10/9/2024 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 pollcy(les)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER CONTANAME:CT Stephanie Maes Alliant Insurance Services,Inc. PHONE FAX 32 Old Slip INC.No.Est): IA/0.Nol; New York NY 10005 ADD ess: Stephanie.Maes@alllant.com INSURER(S)AFFORDING COVERAGE NAIL# License/1:812008 INSURER A:Hartford Fire Insurance Compan 19682 INSURED MGTCONS-01 INSURERS:Trumbull Insurance Company 27120 TVG-MGT Holdings,LP MGT Impact Solutions,LLC INSURER C:Hartford Casualty Insurance Co 29424 4320 West Kennedy Blvd INSURER D:Houston Specialty Ins Co 12936 Tampa FL 33609 INSURER E:Westfield Specialty Insurance 16992 INSURER F: COVERAGES CERTIFICATE NUMBER:255464775 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADOL SUER POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD 4WD POLICY NUMBER (MMIDD/YYYYI (MMIDDIYYYYI LIMITS A X COMMERCIAL GENERAL LIABILITY Y Y 1000NCG6832 5/12/2024 5/12/2025 EACH OCCURRENCE $1,000,000 CLAIMS-MADEX OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) $300,000 MED EXP(Any one Corson) $10,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 X POLICY I I PRO- LOC PRODUCTS-COMP/OP AGG $2,000.000 OTHER: $ B AUTOMOBILE LIABILITY Y Y 10UENCG6748 5/12/2024 5/12/2025 COMBINED SINGLE LIMIT $1000,000 (Ea accident) ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS X HIRED x NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY _ AUTOS ONLY (Per accident) Comp/Coll Ded. $1,000 C X UMBRELLA LIAB X OCCUR 10XHUDL6029 5/12/2024 5/12/2025 EACH OCCURRENCE $10,000,000 EXCESS LIAR CLAIMS-MADE AGGREGATE S 10,000,000 DEO X RETENTION$1npn() A WORKERS COMPENSATION Y 10WBAR7J14 5/12/2024 5/12/2025 X STATUTE ERH AND EMPLOYERS'LIABILITY Y I N ANYPROPRIETOR/PARTNERIEXECUTIVE N N/A E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBEREXCLUDED? �""--"-- (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE S 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE•POLICY LIMIT $1,000,000 D Professional Liability MEO-HS-0005133-01 5/12/2024 5/12/2025 Per Cialm/Aggregate $5,000,000 E Cyber PCE-338405W-01 5/12/2024 5/12/2025 Per Cialm/Aggregate $5,000,000 Tech E&O Per Clalm/Aggregate $6,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) Crime/Fidelity Bond:Policy#652517299,Continental Casualty Company,5/12/2024-5/12/2025 Limit:$3,000,000.Policy includes Employee Theft,ERISA and Client's Property. APPROVED AS TO FORM City of Huntington Beach is included as Additional Insured with regards to the General Liability,Auto Liability as required by written contrac s ect to the policy terms and conditions. By: Waiver of Subrogation applies with regards to the General Liability,Auto Liability,Workers'Compensation as reqtkwatimittte®AfI $subject to the policy terms and conditions. See Attached... CITY ATTORNEY CERTIFICATE HOLDER CANCELLATION CI i Y OF FIUNTINOTON BCACI I SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Huntington Beach 2000 Main Street AUTHORIZED REPRESENTATIVE Huntington Beach CA 92648 01988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD • • AGENCY CUSTOMER ID:MGTCONS-01 LOC If::^ 7 AR o ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED Alliant Insurance Services,Inc. TVG-MGT Holdings,LP MGT Impact Solutions,LLC POLICY NUMBER 4320 West Kennedy Blvd Tampa FL 33609 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE 30 days notice of cancellation applies,except non payment of premium which Is 10 days,with regards to the General Liability,Auto Liability,Workers' Compensation and Umbrella/Excess Liability In accordance with the terms and conditions of the policy. ACORD 101 (2008101) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD