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HomeMy WebLinkAboutHDL Coren & Cone - 2026-01-01 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND HDL COREN & CONE FOR MUNICIPAL PROPERTY TAX AUDIT 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 HDL Coren & Cone, a California corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide municipal property tax auditing 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 Nichole Cone-Morishita who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 1 of 12 25-17492/296709 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 January 1, 2026 (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 Ninety Five Thousand Dollars (95,000.00). 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 2of12 25-17492/296709 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. 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 3 of 12 25-17492/296709 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: "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. 4 of 12 25-17492/296709 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 policy "deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. A claims-made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification 5 of 12 25-17492/296709 of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and 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. 6of12 25-17492/296709 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 CONSUI,TANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the 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. 7 of 12 25-17492/296709 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and.CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail-return receipt requested: TO CITY: TO CONSULTANT: City of Huntington Beach HDL Coren& Cone ATTN: Chief Financial Officer ATTN: Nichole Cone-Morishita 2000 Main Street 120 S. State College Blvd. #200 Huntington Beach, CA 92648 Brea, CA 92821 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. 8 of 12 25-17492/296709 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or 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 9of12 25-17492/296709 which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses-incurred by CONSULTANT. 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. 10 of 12 25-17492/296709 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, 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. 11 of 12 25-17492/296709 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. CONSULTANT, CITY OF HUNTINGTON BEACH, a municipal corporation of the State of HDL Coren& Cone California By: 1tY Manager er print name INITIATED AND APPROVED: ITS: (circle one)Chairman/PresidentNice President AND Chief Financial Officer By: APPROVED AS TO FORM: print name ITS: (circle one)Secretary/Chief Financial Officer/Asst. t City Attorney Secretary—Treasurer Date RECEIVE AND FILE: frj-e() City Clerk Date 3. 31 - �t COUNTERPART 12 of 12 25-17492/296709 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. CONSULTANT, CITY OF HUNTINGTON BEACH, a municipal corporation of the State of HDL Coren& Cone California By: PAVtil-- City Manager ?Mak J. vl e• print name INITIATED AND APPROVED: ITS: (circle one)Chairman eresiden' ice President ,, AND 2���,� • Cit,,vc Chief Financial Officer By: APPROVED AS TO FORM: N t(it4 a Ut- . avte - r�to�3t�► print name ITS: (circle one)Secreta Chief Financial Offic)/Asst. Ci Attorney Secretary—Treasurer Date RECEIVE AND FILE: City Clerk Date COUNTERPART 12 of 12 25-17492/296709 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) SEE ATTACHED EXHIBIT A B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: C. CITY'S DUTIES AND RESPONSIBILITIES: D. WORK PROGRAM/PROJECT SCHEDULE: EXHIBIT A January 6,2026 EXHIBIT A City of Huntington Beach HdLe Coren & Cone PROPERTY TAX MANANGEMENT, INFORMATION AND AUDIT SERVICES SCOPE OF SERVICES Services provided include property tax management service, secured and unsecured parcel audits, budget projections, and Successor Agency support. Reports and Manafiement Analyses (1) HdL Coren & Cone (HdLCC) will provide the following reports. Reports are also available from prior years if required. • A five-year history of the values within the City, and custom (city defined) geographic areas; • A listing of the largest value changes, positive and negative between tax years; • An annual parcel listing of properties with parcel number changes between tax years identifying parcel splits and combines; • A listing of the major property owners for the City including the combined assessed values of their property and property use code designation; • A listing and summary of property transfers which occurred since the lien date ordered by month; • A listing of parcels that have not changed ownership since the enactment of Proposition 13; • A comparison of property within the City by county use-code designation; • A multiple year comparison of growth by use code designation over a 5-year period; • A listing by parcel of new construction activity to identify non-residential parcels with new construction activity and to provide reports for use in the City's preparation of Proposition 4 and 111 State Appropriation Limit calculations; • A listing of absentee owner parcels; (1) Reports are based upon property tax information obtained from your county and supplemented by additional information from third parties.Some reports are dependent upon the availability of county data in electronic format. • Calculate an estimate of property tax revenue anticipated to be received for the current fiscal year by the City based upon the initial information provided by the County and subject to modification. This estimate shall not be used to secure the indebtedness of the City. • Analyses based on geo areas designated by the City to include assessed valuations and square footage computations for use in economic analysis and community development planning. • Tracking of Proposition 8 reductions and restorations • Median sale price data for current year and prior years for comparison • One and five-year budget projections for the city general fund and special districts. This report is interactive for tax modeling. • Newsletter summary for public and elected distribution. Successor Agency Services Successor Agency Services including but not limited to: • Annual tax increment projections • Cash flow analysis for the Successor Agency by Project Area • Review of Redevelopment Obligation Payment Schedules (ROPS) as requested. • Monitor the County distribution of tax-sharing revenues to the taxing entities of the former redevelopment agency. • Coordinate, as needed, with the Auditor-Controller the relationship between the tax- sharing, debt service and other obligations of former redevelopment agency. • Prepare, as requested, estimates of pass through and residual revenue payments to the City and City sub-entities, if any. Monthly/Quarterly Reports and System Updates • A listing of property tax appeals filed on properties in the City where data is available for purchase from the Clerk of the Board. • A listing of property transfers that have occurred since the last report will be available through the web-based application and updated on a monthly basis. Web-Based Application • HdLCC provides a web-based application to clients as a user-friendly tool to access the City's property tax data. HdLCC provides updates to the data portion of the product on monthly basis to reflect changes in ownership, updated appeals filings, and deed recordings. • As modifications and enhancements are made to the program, clients receive the enhanced version at no additional cost.Training will be provided to city staff within the first two months after the execution of the agreement for property tax management and audit services and is available annually for new staff members or staff requiring a refresher course. If additional training sessions are required,the fees in the compensation section under hourly fees will be charged. Identification and Correction of Errors HdL Coren & Cone has the technology, methodology and trained staff to analyze all secured parcels within the City to identify costly errors resulting in the misallocation of property taxes. The company audits the secured and unsecured property tax rolls to ensure that each is coded to the appropriate taxing entity. The company performs an analysis of the Assessor Rolls to identify all parcels on both the secured and unsecured tax rolls and verify that parcel assessed valuations and the resulting taxes are correctly allocated to the City. This analysis is accomplished through the use of specialized computer software, GIS maps, assessor maps, city maps, city records, other pertinent documents, and field investigations. Fee for Services HdLCC shall provide the Base Services described above for a fixed annual fee of$29,300 (invoiced quarterly). The fee is based on the number of parcels in the City of Huntington Beach (62,582 parcels). The Base Fixed Fee shall be adjusted annually by the California Consumer Price Index (CCPI)for all items as determined by the California Department of Industrial Relations as measured February to February by the California All Urban Consumers index. On-Going Consultation During the term of the contract, we serve as the resource staff to the County or agency on questions relating to property tax. This includes being "on-call" to assist with any property tax issues. On-going consultation would include but not be limited to inquiries resolved through use 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: Partner $250 per hour Principal $225 per hour Programmer $200 per hour Associate $175 per hour Senior Analyst $125 per hour Analyst $90 per hour Administrative $70 per hour B. Travel. Charges for time during travel are not reimbursable C. Billing 1. All billing shall be done quarterly 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 1 Exhibit B • 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. 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 Agreement No.2025.07.11.168 Professional Services Agreement This Professional Services Agreement("Agreement") is dated Tuesday,August 19,2025 for reference purposes arid is executed by the City of Brea, a California municipal corporation ("City"),and I-idL Coren & Cone a Consultant("Consultant"). RECITALS A. City desires to retain-Consultant as an independent contractor to provide the following Professional Services: Property Tax Auditing Services and Statistical Reporting of the City's Annual Comprehensive Financial Report for Administrative Services. B. Contractor represents that it is duly licensed,fully authorized by law,and has the necessary experience and qualifications,to provide such services. NOW,THEREFORE,the parties agree as follows: AGREEMENT 1.Scope of Services. Consultant shall perform the services referenced in the Recitals and more specifically described in the Scope of Services set forth in the attached Exhibit A,and as otherwise required by this Agreement,all to City's satisfaction(collectively,"Services"). 2.Compensation A. City shall pay for the Services satisfactorily performed,in accordance with Scope of Services and Fee Schedule set forth in the attached Exhibit A and Exhibit B. B. In no event shall the total amount paid for the Services over the term Of this Agreement exceed a fixed fee of$18,150 paid in quarterly installments and the revenue sharing amount of twenty-five percent(25%)of all actual revenues generated and collected including all adjustments for property tax consulting and audit services. This revenue sharing amount covers and is inclusive of all labor, Materials,.and;any and all other costs incurred by Consultant in performing the Services.The Base Fixed Fee shall be adjusted annually by the California Consumer Price Index (CCPI)California All Urban Consumers index for all items as determined by the California Department of Industrial Relations as measured from February to February,no less than 2%and no greater than 5%annually. C. Unless the Fee Schedule calls for payment of a.one-time flat fee,periodic payments for undisputed work shall be made within 30 days of receipt of an invoice which includes a description of work performed. D. Unless the Fee Schedule calls for payment on a different schedule,Consultant shall invoice City on a monthly basis. 3.Additional Work. A written amendment to this Agreement shall be executed for any contingency work that increases the Contract Amount by more than 10%.,subject to approval by the City Manager. 4.Term. A. The term:of this Agreement shall commence Monday,September 1,2025("Effective Date"). Unless extended or earlier terminated as provided herein,this Agreement shall expire on:Saturday, August 31,2030. City may extend the term of this Agreement by giving written notice to Contractor within 30 days prior to the then-scheduled expiration date for up to two (2) additional one-year terms which will be:in the sole discretion of the: City Manager,or designee. 5.Time of Performance. A. Consultant shall commence the Services on the above Effective Date,timely complete all performance milestones, if any,and shall complete the Services within the tern!Of this agreement. B. Force Majeure. Neither party shall.be considered in default of this Agreement for,delays in performance caused by a force majeure event. As used in.this Agreement, the term"force majeure event"means circumstances beyond the reasonable control of the non-performing party and includes the following: abnormal weather conditions; floods;earthquakes; fire; epidemics;war;riots and other civil disturbances; strikes, lockouts,work slowdowns,and.other labor disturbances;sabotage;or judicial restraint. Consultant's lack of financial capability,shall not constitute a force majeure event unless directly attributable to any of the foregoing events. C. Should a force majeure event occur,,the non-performing party shall,within a'reasonable time of being prevented from performing,give written notice to the other party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. 6:Maintenance.of Records. Books,documents,papers,accounting records,and other evidence pertaining to the Services,including costs incurred,shall be maintained by Consultant and made available for review by City at`all reasonable times during the term of this Agreemenit:and for four(4)years from the date of final payment by City. 7.Standard of Care. Contractor's Services shall be performed in accordance with the generally accepted professional standards of practice and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently performing similar services under • similar conditions in southern California.Contractor shall maintain all professional licenses and certifications required to lawfully perform the Services. 8:Compliance with Law. A. Consultant shall comply with all applicable laws including Cal/OSHA requirements. B. Consultant shall obtain a City of Brea business license. C. Consultant shall comply with all applicable provisions included in the attached Special Provisions Section. 9. Assignment and Subcontracting. A. Consultant shall not assign or transfer this Agreement or any rights or obligations under, or any interest in this Agreement,or subcontract any required performance hereunder,without the prior written consent of City,which may be withheld for any reason. City shall be deemed to have approved Consultant's utilization of subcontractors identified in Consultant's proposal fer'the Services. B. Any attempt to soassign,transfer,orsubcontract without City's prior Written consent shall be void and,shall constitute grounds for City's termination of this Agreement. Authorized subcontracts shall'contain a provision making the subcontractor subject to all requirements of this Agreement otherwise applicable to the Consultant. C. If use of a subcontractor is approved, then City may withhold 5%of each monthly payment to. Consultant. Such retention shall be released upon City's receipt of an unconditional release of all claims signed by any such subcontractor, as to work performed to date. 10.Independent Contractor. A. Consultant is retained as an independent contractor and is not an employee of City.No .employee-or agent of Consultant is or shall become an employee of City. B. Consultant will determine the means, methods,and details by which Consultant's personnel will perform the Services. Consultant shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services arid compliance with the customary professional standards. C. Consultant's personnel shall not wear or display any City uniform,badge, identification number,or other information identifying such individual as an employee of City. Consultant's personnel shall not use any City e-mail address or City telephone number in the performance of the Services.Consultant shall acquire and maintain at its sole cost and expense such vehicles,equipment and supplies as Consultant's personnel require to perform the Services. Consultant shall perform the Services off of City premises at locations of Consultant's choice,except as otherwise may from time to tirtie.be necessary in order for.Consultant's personnel to receive projects from City, review plans on file at City,pick up or deliver any work product,or as may be necessary to inspect or visit City locations. City may make a computer available to Consultant from time to time for Consultant's personnel to obtain information about or to check on the status of projects pertaining to the Services. • D. Consultant shall be responsible for and pay all wages,salaries,benefits and other amounts-due to Consultant's personnel in connection with the Services Consultant shall be responsible for all reports and obligations respecting such additional personnel,including Social Security taxes,other retirement or pension benefits,income tax withholding,unemployment insurance,disability insurance, and workers'compensation insurance, Consultant and its officers,employees,agents,and subcontractors shall not become entitled to,and hereby waive any claims to,any wages,salaries, compensation,benefit or any incident of employment by City,including eligibility to enroll in, or reinstate to membership in,the California Public Employees Retirement System("PERS")or any other retirement program, as an employee of City,and entitlement to any contribution to be paid by City for employer cbntributions-or employee contributions for PERS benefits or any other retirement benefits. 11.CalPERS Compliance. The parties.acknowledge that City.is a local agency member of CalPERS,and as such has certain pension reporting and contribution obligations to CalPERS on behalf of qualifying employees. Consultant agrees-that, in providing its employees and any other personnel to City to perform the Services,Consultant shall assure compliance with the Public.Employees' Retirement Law (Government Code Section 20000 et seq.),the regulations of CalPERS,and the Public Employees' Pension Reform Act of2013 (Government Code Section 7522 et seq.).Without limitation to the foregoing,Consultant shall assure_compliance with regard to personnel who have active or inactive membership in CalPERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City to be'in violation of the applicable retirement laws-and regulations. 12.Insurance. Unless otherwise permitted or waived in writing by City's Risk-Manager Consultant shall not commence work until it has secured all insurance,required under this section.and.provided evidence thereof that is acceptable.to City.In addition,Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. A.Commercial General Liability i. Consultant shall take out and maintain, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companiesacceptable to City. ii. Coverage for Commercial General Liability insurance shall be least as broad as the following: a. Insurance Services Office Commercial General Liability coverage(Occurrence Form CG 00-01)or exact equivalent. iii. Commercial General'Liability Insurance must include coverage for the following: a. Bodily Injury.and Property Damage b. Personal Injury/Advertising Injury c. Premises/Operations Liability d. Products/Completed Operations Liability e. Aggregate Limits that Apply per Project f. Contractual Liability with respect to this Agreement g. Broad Form Property Damage h. Independent Consultant's Coverage iv. The policy shall contain no endorsements or provisions limiting coverage for(1)contractual liability;(2),cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability;or(4)contain any other exclusion contrary to this Agreement. v. The policy shall be endorsed to name City,its elected and appointed officials,officers, employees, agents,servants,designated volunteers and agents serving as independent contractors in the role of City officials,as additional insureds using ISO endorsement forms CG 20 l0 10 01 and 20 37 10 01,or endorsement forms providing the exact same coverage. vi. The general liability coverage may utilize deductibles or provide coverage excess of a selfmsured retention,only if approved by City's Risk Manager in writing,and further provided that such deductibles shall not apply to coverage of the additional insureds B..Autotnobile Liability i. Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned,non-owned and hired vehicles, in a form and with insurance companies acceptable to City. ii. Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number.CA 00 01 covering automobile liability(Coverage symbol 1,any auto). iii. The policy shall be endorsed to name City,its officials,officers,employees,agents, servants, designated volunteers and agents serving as independent Consultant in the role of City officials,as additional insureds. iv. Subject to City's written approval, the automobile liability coverage may utilize deductibles or provide coverage excess of a self-insured retention,provided that.such deductibles.shall not apply to coverage of the additional,insureds. C. Workers' Compensation/Employer's Liability i. Consultant certifies that Consultant is aware of the provisions of Labor Code Section 3700 which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code,and he/she/it will comply with such provisions before commencing work under this Agreement. ii. Consultant shall maintain full compensation insurance for its employees in accordance with the Workers' Compensation.and Insurance Act(Labor Code Section 3200 et seq.)and Employer's Liability Coverage in amounts indicated herein. Consultant shall require all subcontractors to obtain and maintain workers' compensation coverage of the same type and limits as specified in this section. D. Professional Liability(Errors.and Omissions) Consultant shall maintain professional liability or errors and omissions insurance appropriate to its profession,in a form and with insurance companies acceptable to City and with the limits:required herein.This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy coverage form specifically designed to protect against acts, errors or omissions of Consultant in the performance of professional services."Covered Professional Services" as designated in the policy must specifically include work performed under this Agreement.The policy must"pay on behalf of the insured and:must include a provision establishing the insurer's duty to defend. E. Cyber Liability If Cyber Liability is included in the Minimum Policy Limits Required below,then Consultant shall Maintain cyber liability insurance providing protection against claims and liabilities arising from: i. Errors and omissions in connection with maintaining security ofCity Data(as defined below); ii. Data breach including theft,destruction,and/or unauthorized use.of City Data; iii. Identity theft including bank charges assessed; and iv. Violation of privacy rights due to a breach of City Data. F. Minimum Policy Limits Required i. A.M. Best's Rating Each policy of insurance required herein shall be from a company or companies having a current A.M. Best's rating of no less than A:V1I and admitted and authorized to transact the business of insurance in the State of California. it. The following insurance limits are required for this Agreement: a. Commercial General Liability $1,000,000 per occurrence/$2,000,000 aggregate for bodily injury,personal injury, and property damage b. Automobile Liability $1,000,000 per occurrence(any auto)..for bodily injury and property damage c. Worker's Compensation.and Employers Liability In the amount:required by California law for Workers'Compensation Limit. $1,000,000 per occurrence for Employer's Liability d. Professional Liability $2,000,000 per claim and aggregate(errors and omissions) e, Cyber Liability Cyber Liability.Insurance is not required for this Agreement. ii.Defense costs shall be payable in addition to the limits. iii.Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement,or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as additional insured pursuant to this Agreement. G. Proof of Insurance Within five days of execution of this Agreement,.but prior to commencement of the Services; Consultant shall file with City evidence of insurance.from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG.00 01 (or insurer's equivalent) signed by the insurer's representative and.Certificate of Insurance (Acord Form 25-5 or equivalent),together with required original endorsements.All evidence of insurance shall be signed by a properly authorized officer,agent,or qualified representative of the insurer,and shall certify the names of the insured, any additional insureds, where appropriate,the type and amount of the insurance,the location and operations to which the insurance applies,and the expiration date of such insurance. H. Policy Provisions Required i. The required policies of insurance shall require that the City be provided at least 30 days prior written notice of cancellation of any policy required by this Agreement,except that the policies shall provide at least 10 days prior written notice of cancellation of any such policy due to nonpayment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement,Consultant shall deliver renewal certificate(s)including the required endorsement(s)to City at least 10 days prior to the effective date of cancellation or expiration. ii. The Commercial General Liability Policy and Automobile Liability Policy shall each contain a provision stating that Consultant's policy is primary insurance and that any insurance,.self- insurance or other coverage maintained by City or any additional insureds shall not be called upon to contribute to any loss. iii. The retroactive date(if any.)of each policy is to be no later than the effective date of this Agreement. If a"claims-made"professional liability policy is provided, it shall include an extended reporting period of not less than three years. iv. All required insurance coverages, except for the professional and cyber liability coverage,shall contain or be endorsed to provide a waiver of subrogation in favor of City,its elected and appointed officials,officers,employees,agents, servants,designated volunteers and agents serving as independent contractors in the role of City officials("City Parties"), or shall specifically require Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City Parties;and shall require similar written express waivers and insurance clauses from each of its subcontractors. v. The limits set forth herein shall apply separately to each insured against whom claims are made or suits ate brought,except with respect to the limits of liability.Further the limits set forth herein shall not be construed to relieve Consultant from liability in excess of such coverage,nor shall it limit Consultant's indemnification obligations to City or preclude City from taking such other actions available to City under other provisions of this Agreement or law. I. Additional Insurance Provisions i. The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant,and any approval of such insurance by City,are not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by Consultant pursuant to this Agreement, including the provisions concerning indemnification. ii. If at any time during the term of this Agreement,any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced,City has the right but riot the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may terminate this Agreement for cause. iii. City may require Consultant to provide for inspection by City, complete copies of all insurance policies in effect for the duration of the Agreement. iv. No City official,officer,employee,agent or volunteer shall be personally responsible for any liability arising under or by virtue of this Agreement. v. The insurance Obligations under this Agreement shall be: (1)all the insurance coverage and/or limits carried by or available to Consultant;or(2) the minimum insurance coverage requirements and/or limits shown in this Agreement; whichever is greater. Any insurance proceeds in excess of or broader than the minimum required coverage and/or minimum required limits,which are applicable to.a given loss,shall be available to City.No representation is'made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of Consultant under this Agreement. J. Subcontractor Insurance Requirements Consultant shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to City that it has secured all insurance required:under this section. Policies of commercial general liability insurance provided by such subcontractors shall be endorsed to name City, its elected and appointed officials,officers,employees,agents, servants,designated volunteers and agents serving as independent contractors in the role of City officials as additional insureds.using ISO form CG 20 38 04 13 or an endorsement providing the same coverage. If requested by Consultant,City may approve different scopes or minimum limits of insurance for particular subcontractors. 13.Indemnification. A. Other than in the performance of professional services;and to the fullest extent permitted by law,Contractor shall defend(with counsel reasonably approved by City),indemnify and hold City,its elected and appointed officials,,officers,attorneys, agents,employees,servants, designated volunteers,successors,assigns and those City agents serving as independent contractors in the role of City officials(collectively"Indemnitees")free and harmless with respect to any and all claims,demands,causes of action,costs,expenses, liabilities,losses,damages,liens, stop notices and/or injury of any kind,in law oregnity;to property or persons,including bodily injury,wrongful death,personal injury and property damage,and destruction,or unauthorized access to,disclosure,use,and/or theft of electronic data(collectively,"Claims'')in any manner and to the extent.arising out of,pertaining to,Or incidental to any act,error,omission,or willful misconduct of Contractor,its owners,officials,officers,employees,subcontractors,contractors or agents(and/or any entity or individual for whom Contractor shall bear legal liability)in. connection with the performance of the Services including the payment of all.damages,expert witness fees and attorney's fees.and other related costs and expenses actually incurred in connection with such defense. Contractor's obligation to indemnify shall not be restricted to insurance proceeds,if any,received by Contractor,or by City or any of the other Indemnitees. Contractor shall have no liability hereunder for claims and liabilities arising out of the sole,active negligence of any of the Indemnitees. B. Professional Services.To the fullest extent permitted by law,Contractor shall,at its sole cost and expense,protect,defend,hold harmless and indemnify the Indemnitees,from and against any and all Claims,whether actual,.alleged or threatened,to the extent arising out of; pertaining to,,or relating to,in whole or in part,the,negligence, recklessness or willful misconduct of Contractor,and/or its officers,agents,employees,subcontractors,contractors or their officers, agents,servants or employees(and/or any entity or individual for whom Contractor shall bear legal liability)in the performance of professional services under this Agreement. Contractor shall defend the Indemnitees in any action or actions filed in connection With any Claims with counsel of the Indemnitees'choice, and shall pay all costs and expenses,including all attorneys' fees and experts' costs,actually incurred in connection with such defense. C. Contractor's obligations under this Section shall survive the expiration or termination of this Agreement. 1.4.Laws and Venue. This Agreement shall be,governed by and interpreted in accordance with the laws of the State of California without regard for change of venue laws. If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in the Superior Court of the County of Orange, or in the U:S.District Court,Central District„State of California. Consultant must comply with the claim procedures set forth in the Government Claims act(Government Code Section 810 et seq.)prior to filing any lawsuit against,C.ity. iS.Termination. A. City may terminate any portion or all of the Services or this Agreement with or without cause by giving 10 days' prior, written notice to Consultant. In such event,City shall be immediately given title to and possession of all Work Product(as defined below)and original field notes,drawings and specifications, written reports and'all other documents produced or developed pursuant to this Agreement. Provided Consultant is not then in breach,City shall pay Consultant for any portion of the Services satisfactorily completed prior to termination. If termination occurs prior to completion of any specific task for which a payment request has not been received,the charge for Services performed shall be the reasonable value of such Services, based on an amount agreed to by the parties. City shall not be liable for any costs other than the charges or portions thereof which arc specified herein: Consultant shall not be entitled to payment for unperformed Services,and shall not be entitled to damages or compensation resulting from such termination. B. Consultant may terminate this Agreement only for cause and by serving written notice of termination to'City, provided Consultant has first served City with a written notice of default and demand to cure,and City has failed to cure such default within 30'days of receipt of such notice. 16. Ownership of Work Product. A. All draft and final reports,documents,and other written material, and any and all images,reports,writings,ideas,concepts,designs including website designs,source code,object code,electronic data and files,and/or other media whatsoever created or developed by Contractor in the performance of this Agreement(collectively,"Work Product")shall be considered to be"works made for hire" for the benefit of City.All Work Product and any and all intellectual property rights arising from their creation,including all copyrights and other proprietary rights,shall be and remain the property of City without restriction or limitation upon their use,duplication or dissemination by City upon final payment being made,provided that any such use shall be at City's sole risk.Contractor shall not obtain or attempt to obtain copyright protection as to any of the Work Product.Contractor agrees that the compensation set forth in Section 2 of this Agreement includes conveyance to City of ownership of all Work Product,including intellectual property rights,as provided in this Section 16. "Work Product'''. shall not include intellectual property;or any thing or idea protected by intellectual property rights,lawfully owned or possessed by (contractor] prior to the effective date of this Agreement. B. Contractor hereby assigns to City all rights of ownership to the Work Product,including any and all related intellectual property and proprietary rights,that are not otherwise vested in City pursuant to subsection A above. C. Contractor warrants and represents that it has secured all necessary licenses,consents or approvals necessary to the production of the Work Product,and that upon final payment or Contractor's default,City shall have full legal title to the Work Product,and full legal authority and the right to use and reproduce the Work Product for any purpose. Contractor shall defend, indemnify and.hold City,and the other Indemnitees harmless from any and all losses,claims or liabilities in any way related to a claim that City's use of any of the Work Product violates federal,state or local laws,or any contractual provisions,or any rights or laws relating to trade names,licenses,franchises, copyrights,patents or other means of protecting intellectual property rights and/or interests in products,ideas or inventions.Contractor shall bear all costs arising from the use of patented,copyrighted,trade secret or trademarked documents,materials, equipment,devices or processes in connectionwith its provision of the Work Product produced under this Agreement. In the event the use of any of the Work Product or other deliverables hereunder by City is held to constitute an infringement and the use of any of the same is enjoined,Contractor,at its expense,shall: (a)secure for City the right to continue using the Work Product and other deliverables by suspension of any injunction,or by procuring a license or licenses for City;or(b)modify the Work Product and other deliverables so that they become noninfringing while remaining in compliance with the requirements of this Agreement;or(c) provide the City with a full and complete refund of all sums paid under this Agreement. Contractor's obligations under this Section shall survive the expiration or termination of this Agreement:. 17.Data Security. A. As used in this Agreement,"City Data" means any and all information and data provided or made accessible,directly or indirectly,to Contractor by City,or otherwise acquired from City, in connection with Contractor's performance of the Services..As between the Contractor and the City, any and all City Data is solely owned by City.Contractor is granted a limited,non- exclusive,and revocable license to use City Data solely as necessary to perform the Services.At. no time shall Contractor use City Data for its own purposes,or sell,disclose or disseminate City Data,except as required by law or to provide the Services.At all times herein,Contractor shall protect and maintain the security of City Data using methods providing not less,than the level of security Contractor uses for its own confidential data,and that otherwise comply with recognized industry data security standards applicable to similar kinds of governmental data and information.. B. To the extent any City Data consists of personal information as defined in California Consumer Privacy Act(Civil Code Section 1798.1.00 et seq.),Contractor shall comply with that statute and with Civil Code Section.1798.80.et seq.,including providing the required notifications in the event of any unauthorized access or disclosure of personal information stored, maintained,accessed,used or transmitted by Contractor in connection with this Agreement. Notwithstanding the foregoing,Contractor shall within 24 hours notify the City Representative by telephone and in writing of any unauthorized access of City Data.Thereafter,Contractor shall render any assistance to City and law enforcement as necessary to ascertain the nature and extent of such unauthorized access. C. Contractor shall not store City Data using cloud-based storage without City's prior, written consent,unless the use of such,storage is clearly described in the Scope of Services. Where permitted herein,any and all cloud-based storage shall be on servers and other hardware located within the continental United States,and shall be in compliance with ISO/IEC 27001 -27018,as applicable,unless otherwise agreed to in writing by the City Representative.Cloud storage using Amazon Web Service or Microsoft Azure shall be deemed to satisfy the requirements of this subsection C. 18.Party_Representatives. City hereby designates Monica Lo,or such person's designee,as the City Representative for this Agreement. Consultant hereby designates Nichole Cone-Morishita,or such person's designee,as Consultant's Representative for this Agreement, unless and until written notice of a new representative acceptable to City is provided to City. The foregoing representatives shall be authorized to provide consent where required herein,and to make other administrative decisions that will be binding on their respective party,except as otherwise specifically required herein. 19.Notices. Any notices, invoices,or other documents related to this Agreement shall be deemed received on: (a) the day of delivery, if delivered by hand during the receiving party's regular business hours or by e- mail before or during the receiving parry's regular business hours;(b) the business day after delivery, if delivered by e-mail after the receiving party's regular business hours;or(c)on the second business day following deposit in the United States mail,certified mail with return receipt requested and postage prepaid,to the addresses listed below,or to such other addresses as the parties may, from time to time, designate in writing. City Consultant City of Brea HdL Coren& Cone 1 Civic Center Circle 120 South State College Blvd., Ste. 200 Brea,CA 92821 Brea,CA 92821 United States USA Faith Madrazo Nichole Cone-Morishita faithm@CityofBrea.gov ncone@hdlcepropertytax.com (714)671-4486 (714)879-5000 20.Third Party Rights. Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than City and Consultant. 21.Conflicts of Interest. A. Consultant covenants that it presently has no interest,and shall not acquire any interest,direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services.Consultant certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of City. B. Consultant further covenants that, in the performance of this Agreement,no subcontractor or person having any interest,direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services shall be employed. Consultant has provided City with a list of all City-approved subcontractors and the key personnel for such subcontractors that are retained or to be retained by Consultant in connection with the performance of the Services,to assist City in affirming compliance with this Section. C. Consultant maintains and warrants that it has not employed nor retained any company or person,other than a bona fide employee working solely for Consultant,to solicit or secure this Agreement. Further,Consultant warrants that it has not paid nor has it agreed to pay any company or person,other than a bona fide employe;working solely for Consultant, any fee,commission, percentage.brokerage fee,gift or other consideration contingent upon or resulting from the award or making of this Agreement. If required,Consultant further agrees to file,or shall cause its employees or subcontractors to file,a Statement of Economic Interest with the City Clerk as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to terminate this Agreement without liability.No.director,official, officer or employee of City,during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 22.Severability. The enforceability, invalidity or illegality of any provision(s)of this Agreement shall not render the remaining provisions unenforceable, invalid or illegal. 23.Successors and.Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors,administrators and assigns of the parties. 24.Non-Waiver. None of the provisions of this Agreement shall be considered waived by either party. unless such waiver is specified in writing,and any such waiver shall be limited to that set of circumstances and not to any future circumstances unless another written waiver is executed. 25.Time of Essence.. Time is of the essence in each and every provision of this Agreement. 26.City's Right to Employ Other Consultant's. City reserves its right to employ other Consultant's to provide the Services.or similar services. 27.Exhibits. The attached Exhibit A and Exhibit B are incorporated herein by reference. In the event of any conflict or inconsistency between the provisions of this Agreement and any Exhibit. the provisions of this Agreement shall govern. 28.Entire Agreement. This Agreement represents the entire understanding of the parties as to the Services,and supersedes and cancels any prior or contemporaneous oral or written understanding,promises or representations with respect to those matters. Each party acknowledges that no representations, inducements,promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void.This Agreement may not be modified or altered except in writing signed by both parties.This is an integrated agreement. [SIGNATURES ON FOLLOWING PAGE[ TO EXECUTE THIS AGREEMENT.the Parties have caused their authorised representatives to sign belovt,. Digital Signatures arc acceptable if they conform to all requirements of California Government Code Section 16.5. HdL Conn&Come tut_ Cib4 By: Ry: ktht _ .. Paula Cone Nkhole Cone-Morhhita President Chief Finance Officer prnnerw`hadccpropertytax.com ncone4hdlccpropertytalt.com Date Signed:__ 3 2 7-5 Date Signed: t Slt ll orpration pursuant to California Corporations Code Sedtun 313.both signature fines must be executed unless the signatory holds at least one of the oiTicr>designated ore each line I smtted liability company Pursuant to California Corporations Code Season 17703 Oltdl.both signature Imes must be executed unless the snicks of incorporation sate that the firm is managed by only one mttssaga I `°Y:: Cityof Brea ' T-°! r Attest(if over S50.000) By B Kristin Gri Victoria Popescu City Manager Kr istinGra`CityofBrea.gov Date Signed: N 17----G7 Date Signed: ()(Z1� .a L4\111Ll l A SCOPE OF WORK 0 TECHNICAL Approach Using HdLCC's custom software, a data set of all parcels in the City or Agency will be established. This data is prepared from the Orange County Lien Date Rolls that is purchased annually in July. HdLCC updates the original County roll with any transfers in ownership,which have occurred between the lien date and the current month and updates the ownership information (name and mailing address), date of transfer, sale price, and document (deed) number monthly. Audit Method and Approach To achieve the highest audit and recovery results, HdLCC employs the following audit techniques and programs. a. Identification and Correction of Errors HdLCC has the technology, methodology and trained staff to analyze all secured parcels and unsecured assessments within the City and Successor Agency to identify costly errors resulting in the misallocation of property taxes. Our firm will conduct an analysis to identify and verify, in both the City and within redevelopment project areas,parcels which are mis-assigned by Tax Rate Area(TRA)and will provide the correct TRA designation to the proper County agency. The company has the ability to audit the secured and unsecured property tax rolls two ways,first reviewing the entire county to find parcels miscoded to other jurisdictions: and second, reviewing the parcels within the city, county or agency to ensure that each is coded to the appropriate taxing entity. To date, we have recovered in excess of$100 million in net revenue for our client agencies in 44 counties statewide.Our advanced technology, accuracy and track record have placed us in a unique position to be hired by cities to find additional revenues after audits have been performed by prior consultants. In addition, by filing audit results with the County Assessor in a timely manner,we can assure that the repetitive errors from previous years will not continue. Upon approval of the contract. the company will perform an analysis of the Assessor Rolls to identify all parcels on both the secured and unsecured tax rolls and verify that parcel assessed valuations and the resulting taxes are correctly allocated to the City or its Successor Agency. This analysis is accomplished through the use of specialized computer software,assessor maps,city GIS maps,city records,other pertinent documents,and field investigations. The review will include the lien date secured and unsecured data for the current tax year as well as historical data back for a total of two(2)tax years and be performed no less than every other year. The Orange County Assessor has always considered unsecured property addresses a confidential field of information and therefore does not include this data on the lien date database sold to outside purchasers. Addresses are a critical field of data required for auditing unsecured property as it is reported based on situs address.This makes performing reviews on the unsecured(business property)a challenge because if the County fails to indicate where the property is located as a field in their database,it is impossible to challenge its incorrect assignment. In recent years we have been able to augment the unsecured roll addresses supplied from outside sources to bring the percentage of unsecured records to 70%. Audits will only be able to be performed on unsecured assessments with situs addresses. b. Reports and Analytical Services HdLCC furnishes a variety of reports detailing property and revenue trends for the entire city and for custom defined geographic areas.These reports can be used for budgeting purposes. planning.economic development and public information. Among the reports available are top 25. 50. 100-property owner/taxpayer listings. multiple ownership properties, non-owner occupied parcels. identification of property ownership transfers for tracking of reassessments. We also provide the City with quarterly reports of successful,pending and historical assessment appeals. HdL Coren & Cone will reconcile the annual Auditor/Controller Assessed Valuations Report and will furnish a breakdown of assessed values within the City and Successor Agency. The identification of escaping revenue through the use of property tax data sets has been a targeted focus for HdLCC during the past 30 years. With the reduction of tax revenues through legislated Educational Revenue 7►� & F.aipenSe tC RFP NO 20' i 4 42.01 -Gales Prp'r 9 Hei L Coren r� arld Other Tax 3n1:1 Repnrl ng Semites fru the ON cf tire; a TECHNICAL Augmentation Fund (ERAF), cities, counties, agencies and special districts have been focusing on ways to increase the limited resources already stretched thin.The use of the secured roll will assist in identifying owners of rented residential, commercial. or industrial properties that do not have a business license with the City should one be required. The company will provide the following reports based on the current year lien date rolls and will provide the reports annually,quarterly or monthly as appropriate: Reports are also available from prior years if requested. • A five-year history of the values within the City, and custom (city defined) geographic areas: • A listing of the largest value changes.positive and negative between tax years; • An annual parcel listing of properties with parcel number changes between tax years identifying parcel splits and combines: • A listing of the major property owners for the City including the combined assessed values of their property and property use code designation; • A listing and summary of property transfers which occurred since the lien date ordered by month; • A listing of parcels that have not changed ownership since the enactment of Proposition 13: • A comparison of property within the City by county use-code designation; • A multiple year comparison of growth by use code designation over a 5-year period: • Using building permits(if provided)or roll value added from new improvements, HdLCC will identify non-residential parcels with new construction activity and provide reports for use in preparing Proposition 4 and 111 State Appropriation Limit calculations. • Calculate an estimate of property tax revenue anticipated to be received for the current fiscal year by the City based upon the initial information provided by the County and subject to modification. This estimate shall not be used to secure the indebtedness of the City. • Analyses based on geo areas designated by the City to include assessed valuations and square footage computations for use in economic analysis and community development planning. • Tracking of Proposition 8 reductions and restorations • Median sale price data for current year and prior years for comparison • One and five-year budget projections for the city general fund, Successor Agency, special districts, and Vehicle License Fee in Lieu revenues. This report is interactive for tax modeling. • Newsletter summary for public and elected distribution. c. Information Provided Quarterly or Monthly • HdL Coren &Cone prepares reports including a listing of property tax appeals filed on properties in the city and former RDA project areas. These reports are prepared for both the City General Fund and Successor Agency and include a history of all appeals filed;the disposition of those appeals, successful appeals, pending appeals.and a report to assist the City/Successor Agency in determining the potential impact of pending appeals. • A listing of property transfers that have occurred since the last report will be available through the Hc11.9 Cry en & Cone k"`,ponsr tc R P No 04 22 01 -F k'.Proper 8!.Sin�.ss urpnse 10 and Othet Tax and Reporting`+ereIr•4 ti the CON r Sre4 © TECHNICAL software provided and updated on a monthly basis.This data will include the new owner/seller of the property, new mailing address if not the situs address, the date of sale, the sale price when verified, document number,and transaction type. • The average and median single family sale price report is sent to all clients quarterly and includes the same data for all client agencies within the same County. d. Property Tax Application and Database HdLCC will provide Brea staff with access to the firm's web-based property tax software which affords city staff a user-friendly tool for parcel look-up and will display parcel ownership, valuation, sales, and building/land characteristic information and links with the County GIS maps. HdLCC provides updates to the data portion of the product on a monthly basis to reflect changes in ownership.updated appeals filings,and deed recordings. As modifications and enhancements are made to the program, clients receive the enhanced version of the software at no additional cost. Training will be provided to city staff within the first two months after the execution of the agreement for property tax management and audit services and is available annually for new staff members or staff requiring a refresher course. If additional training sessions are required.the fees in the compensation section under hourly fees will be charged. The help manual available within the program is easy to navigate and user friendly. HdLCC staff is available Monday through Friday. 8 a.m. to 5 p.m. to answer questions and assist staff on the use of the software. Assistance is available either by phone or via email. The City will be granted a site license for the application, providing no limit to the number of users. HdLCC will not charge an annual maintenance fee for the software program. Periodically, as the program changes and product enhancements are developed,upgrades or new releases of the software are issued at no additional cost to the client. i P.-- Allili 4iiiiiiiiiiii="111111111111111alg3"1:3 Q •• ,' Mw r. aya*.. • •...... . a0}. I - 9, • I ' • r� • a . , . r „ _ _ ...... __ ,......„ _ , .w-w « w... .w....+�• a .�.a a,...ow ..� • 1 r a . .`. I . . if Ala Wilma.*I. •1:N.IY.aI ..IF./ ..i., e.. �` ......... w •� .. ....owe w.» M.N. ». Sant Demi. Ilsim d Ws . ,...,.. .. ..air. M.r. .wrar .... * ... ,. .41. i , • Olt Jr' ...t.,: ..n H„1(.'+ '1. ,� Cone Response to RFP r O 2025 04 22 01 -53ie; Propeft', B•.,svwsc LrcerneED ll L + ants OthPr Ti.anti R'porteng Souroces for th?ON or bre3 0 TECHNICAL e. Successor Agency Services Successor Agency Services including but not limited to: • Annual tax increment projections and. as requested. cash flow analysis for the Successor Agency by Project Area. • Review of Redevelopment Obligation Payment Schedules(ROPS) as requested. • Provide property tax information to the Oversight Board at the direction of the Successor Agency. • Provide access to the Oversight Board to City and former redevelopment agency documents at the direction of the Successor Agency. • Monitor the County distribution of tax-sharing revenues to the taxing entities of the former redevelopment agency. • Advice and consultation on the City/Successor Agency's preparation of required reports. such as revenue projections; review of Recognized Obligation Payment Schedules (ROPS), submittals to the Oversight Board and/or County or State agencies,and new or revised legislative requirements. • Analysis of legislative and judicial matters impacting Redevelopment Property Tax Trust Fund (RPTTF) revenues to the Successor Agency and to the City. Prior to their dissolution, redevelopment agencies were the major beneficiaries of the$80 million HdLCC audit revenue recovered because most of the corrections involved the miscoding of parcels in a city's general fund that belonged in a redevelopment project area,and because all of the tax increment revenue went to the former redevelopment agency. Recoveries for successor agencies offer limited advantages to their cities. Audit recoveries provide the Successor Agency additional revenue to wind down their obligations more quickly, and may add to the residual distribution for all the taxing entities in project areas. The City. like the other taxing entities,would receive its share(approximately 16.6%for Brea)of any residual revenue payments after the Last and Final ROPS obligations have been satisfied. Given these circumstances, most cities and successor agencies do not opt for property tax audits of former redevelopment project areas. For cities there are opportunities to capture property tax revenue incorrectly going to jurisdictions outside the city as well as former redevelopment project areas. Under these circumstances our audit services are provided on a contingency basis as described below. For successor agencies the audits will be performed as Additional Services with the timing and manner of payment to be determined upon authorization to proceed. Hd + .. {- (( F ,pcn• k e tc Fa No 2c 04 2201 -Sak,, Prcp ct� 6, rws>�cNn�e L- )i t �� :y: k� Il 3ind ")the' Tar.and Reporting Sergi ices frx the Oh,nt Brea 0 TECHNICAL Task Staff Annual Hours 1 Acquisition of data from the Assessor.Auditor Administrative 8 Controller and Clerk of the Board 2 Data decoded and read into HdLCC system Programmer 10 3 Post updated data set on Web-based HdLCC Programmer Property Tax Portal 5 4 Secured and unsecured audits performed Administrative 16 5 Data Reconciliation and processing for Administrative deliverables 10 6 Print and prepare reports Administrative, Programmer 5 Analyze information for meeting, prepare 7 newsletter, produce additional handouts, Principal prepare reports _ 6 8 Update database with sales transactions Administrative monthly 36 9 Programmer, Admin, Revenue projections Principal 15 10 Residual Revenue Projections Administrative, Principal 10 11 Addendum Report preparation Administrative 10 12 Ongoing requests, software training, special Programmer,Admin, projects Principal 40 _ 13 Legislative Updates Administrative, Principal 8 Total Hours 179 Pro•osed Schedule Proposed Work Plan/Staffing Schedule The methodology that the company follows in identifying,correcting and recovering property tax errors includes the following: Task I Establishment of County Data Set Task II Identify and Correct Errors Task III Prepare Reports Task IV Ongoing Analysis During the term of the contract. we serve as the resource staff to the City on questions relating to property tax. This includes being "on-call" to assist with any property tax issues. On-going consultation would include but not be limited to inquiries resolved through use of the City data base. All requests for information based upon the County's property tax data sets are provided without additional costs. Special reports, additional research,or requests requiring additional computer programming may entail some additional costs. Attendance at City and/or Successor Agency meetings will be billed at our hourly rates. Optional services will only be provided upon written notice to proceed by the City. y r Hes onv:tr•PFa r�r 2i 5(4'2 nl -Saps.Property E imess��cr�nse CO HtiL+ r r�r� (7t 1 '�r7 r' and(AN,' T ry and >c"i,'re=tot the ON of&ea © TECHNICAL Timeline for Property Tax Analysis and Audit Services • County assessment rolls are purchased annually in July. • The property data program will be available for access via the internet within 30 days of the execution of the agreement. Parcel data will be updated monthly to include the most current ownership information due to parcel transfers. • The first secured audit will be performed and submitted to the Assessor no later than 60 days from the date of the contract.Future audits will be performed no less than once every two years and submitted no later than March 1". • The unsecured audits for the City will be completed and submitted to the County Assessor for corrective action within 120 days of receipt of county rolls.The City will receive file copies of submittals simultaneous with submissions to the County Assessor. • Data collection from the county assessor's and auditor controller's offices for reports is performed in August and September each year and preliminary reports will be delivered to the City prior to the end of January annually. • The final tax ratio percentages are available from the auditor controller's office annually in February/March. Final reports will be prepared and delivered prior to the end of April annually. f. Legislative Updates HdLCC monitors and reports on issues related to property tax and coordinates with City Staff in connection with passed and potential property tax legislation and regulations. g. Consultation Annual reports presented by a principal or associate of the firm to any City staff member interested in the detailed analysis including property tax revenue estimates performed by HdLCC of the City's annual property assessed values released by the assessor. Since property data is not confidential. these reports can be shared with staff. Understanding the budget implications of the data released in late summer and presented in late Fall is timely for mid-year budget reviews. HdLCC also serves as the City's property tax staff for consultation and questions related to budgeting, revenue collection,the mechanics of property tax allocation and potential changes in the legislation that may impact local agencies. Training is provided free of charge on the use of the web-based software which is updated monthly with ownership changes and appeal information where available. R ;pens.,to RFP No 2(i.S O4 22.01 - iah ;art B�.sa ss Licnn:e HdL'� �, , .� ��. C�:�r�-- �` 14 and Oth,-r Tar and Peorxt ng the t, eit3 0 TECHNICAL Statistical Re•orts for the Annual Com•rehensive Financial Re•ort (ACFR) The HdLCC CAFR Package containing the following reports will be supplied to the City annually prior to the end of October for the current fee of the package: • Use category summary for current fiscal year • Property tax dollar breakdown for current fiscal year • Roll summary for current fiscal year • Net taxable assessed value for last ten fiscal years • Assessed value of taxable property by secured, unsecured and nonunitary for last ten fiscal years • Assessed value of taxable property by category for last ten fiscal years • Top ten property tax payers for current fiscal year • Top ten property tax payers ten fiscal years ago • Direct and overlapping property tax rates for last ten fiscal years • Demographic and economic statistics for last ten calendar years • Single family residential sales value history • Computation of direct and overlapping bonded debt HdLCC will order this report from California Municipal Statistics, Inc.and provide to the City. C l Retpcnse to l+FP No 2025 04 2201 -Sale, Proper t, 3,„ones,t41) and other Tax and Reportlrws Services fry the C r "rrea EXHIBIT B FEE SCHEDULE 0 COST A. Property Tax Services Based on the number of parcels within Brea(14,230),our standard fixed fee(the"Base Fixed Fee")for property tax services is$4,53750 per quarter.($18.150 per year).The Base Fixed Fee shall be adjusted annually by the California Consumer Price Index (CCPI) California All Urban Consumers index for all items as determined by the California Department of Industrial Relations as measured from February to February.'no less than 2%and no greater than" annually In addition to the Base Fixed Fee,we will receive a contingent fee of 25%of net tax revenues recovered for the City through the audits we perform. Net tax revenues mean the taxes received by the City through our audit efforts. 's 18,150 base fixed fee amount shall be billed quarterl' B. Additional Services Work that is requested by the City that is beyond the scope of services in this proposal shall be charged on a time and material basis. No work shall be performed without prior written approval by the City. Fees for these services are as follows: Hourly Rate Partner $250 Principal $225 Programmer $200 Associate $175 Senior Analyst $125 Analyst $90 Administrative $70 B. Statistical Reports for the Annual Comprehensive Financial Report (ACFR) HdLCC ACFR Package $1,445 HdL� _L 01 - i -rop ct 6usirwss t icen.e411) l� - ,erwc+'fc,, r 8,?a REQUEST FOR PROPOSALS Sales,Property,Business License,and Other Tax and Reporting Services 2025.04.22.01 STANDARD FORM I PRICE FORM HdL Coren&Cone I , (Proposer's Company Name) Separate and describe your tasks, and associated costs, for the Scope of Services requirements. Attach additional pages if necessary. Please note that pricing Must Be All-Inclusive. EACH PROPOSAL MUST BE INCLUSIVE OF ALL COSTS TO PERFORM THE REQUIRED SERVICES. Any and all costs of labor, transportation,materials, software, equipment, proprietary licenses, and any and all other fees, costs, taxes, insurance, and expenses necessary to comply with the requirements of this RFP and to provide the Services,must be included in the proposal price. Tasks Description Rate 1 Property tax consulting and audit services S 18,150 2 Annual Comprehensive Financial Reports Statistical Section S_1,445 3 S 4 5 5 S 6 S 7 S 8 S 9 S 10 S Proposal Total.Costs(add above lines) S 19.595 Additional comments/remarks: