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HomeMy WebLinkAboutBig Swann Consulting, LLC - 2026-08-18 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND BIG SWANN CONSULTING,LLC FOR ON-CALL EVALUATION, PLANNING AND IMPLEMENTATION OF ARTIFICIAL INTELLIGENCE 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 BIG SWANN CONSULTING,LLC. hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide on-call evaluation,planning and implementation of artificial intelligence 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 Colby Michell Swami who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 26-18513/422411 1 of 12 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. 1'RRM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on AT St , 2024O(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 one (1) year 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 Thirty Thousand Dollars ($30,000)per year. S. 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. 26-18513/422411 2 of 12 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 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. 26-18513/422411 3 of 12 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. 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 26-18513/422411 4 of 12 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 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. 26-18513/422411 5 of 12 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. 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 26-18513/422411 6 of 12 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 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 26-18513/422411 7 of 12 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 BIG SWAN CONSULTING,LLC ATTN: Director of Information ATTN: Colby Michell Swann Technology Services 1046 Addington Road 2000 Main Street Hendersonville, TN 37075 Huntington Beach, CA 92648 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. 26-18513/422411 8 of 12 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. IN FFRPRETATION 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 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 26-18513/422411 9 of 12 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. 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. 26-18513/422411 10 of 12 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. 29. EFFECTIVE DA 1'h This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. 26-18513/422411 11 of 12 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. CONSULTANT, CITY OF HUNTINGTON BEACH, BIG SWAN CONSULTING, LLC a municipal corporation of the State of Californ' By: Director/Chief print name (Pursuant To HBMC§3.03.100) ITS: (circle one)Chairman/PresidentNice President AND APPROVED AS TO FORM: By: A City Attorney print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Date $/it ) Z4 Secretary—Treasurer RECEIVE AND FILE: City Clerk Date 202-6 COUNTERPART 26-18513/422411 12 of 12 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. CONSULTANT, CITY OF HUNTINGTON BEACH, BIG SWAN ONSULTING, LLC a municipal corporation of the State of California By: Colby M. Swann Director/Chief print name (Pursuant To HBMC,¢3.03.100) ITS: (circle one)ChairmantEresideVice President AND APPROVED AS TO FORM: By: r A City Attorney print name / ITS: (circle one)Secretary/Chief Financial Officer/Asst. Date $ / it ) -7-i%2-4 Secretary—Treasurer RECEIVE AND FILE: City Clerk Date COUNTERPART 26-18513/422411 12 of 12 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) SEE ATTACHED EXHIBIT A B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: SEE ATTACHED EXHIBIT A C. CITY'S DUTIES AND RESPONSIBILITIES: D. WORK PROGRAM/PROJECT SCHEDULE: EXHIBIT A EXHIBIT A Scope of work Big Swann Consulting Services 1. Project Purpose The purpose of this engagement is to help the CITY move from opportunity assessment into practical execution.The work will focus on identifying the highest-value Al and workflow opportunities, shaping those opportunities into workable solutions,supporting implementation planning, and providingthe coordination,scripting, prompting, and team engagement needed to successfully put those solutions into use. In addition to solution design,the Consultant will provide practical project coordination and execution support to help initiatives maintain momentum.This includes organizing work, facilitating cross-functional collaboration,tracking progress, identifying and helping resolve blockers, supporting decision-making, and assisting the Client in moving priority projects from planning through implementation. • This engagement is intended to support outcomes such as: • Automated or semi-automated workflows that reduce routine manual effort • Improved handling of high-volume customer,constituent, or internal service interactions • Better project coordination and execution across business and technology teams • Stronger recordkeeping, knowledge management, and information retrieval supported by Al • Al-assisted scripts, prompts,templates, and toot configurations for recurring operational tasks • Practical staff training that enables effective and responsible adoption of Al- enabled workflows 2. Proposed Outcomes • A prioritized portfolio of Al and workflow improvement opportunities • Designed future-state workflows for selected initiatives • Practical implementation plans and project sequencing recommendations • Al prompts, scripts,templates, and tool guidance for recurring operational functions • Improved process design for knowledge management, record keeping, and administrative work • Project coordination support that helps maintain momentum and advance implementation • Training materials and Live enablement sessions for staff • A practical roadmap for pilots, phased implementation, and future expansion 3.Scope of Services A. Focused Discovery and Current-State Review The engagement will begin with a focused discovery period designed to quickly understand priority workflows, operational challenges, customer interactions, and organizational constraints. Discovery will remain practical and proportionate, emphasizing rapid movement into solution design and execution. Activities may include: • Project kickoff and alignment with leadership and designated stakeholders • Review of selected workflows, business processes, systems, documents,forms, and recurring service interactions • Identification of manual tasks, bottlenecks, repetitive work, and process inefficiencies • Identification of dependencies involving technology, governance, data readiness, or cross-functional teams B. Use Case Selection and Prioritization The Consultant will help identify opportunities best suited for near-term implementation by evaluating organizational value, customer or employee impact, implementation complexity,technical readiness, and available resources. Activities may include: • Evaluating candidate Al and workflow improvement opportunities • Recommending quick wins, pilot initiatives, and longer-term implementation priorities • Identifying which initiatives are ready to advance immediately and which require additional planning or process improvements C. Solution Design and Workflow Development For selected initiatives,the Consultant will support solution design and future-state workflow development that translates opportunities into practical operating models. Activities may include: • Designing future-state workflows • Defining where At should assist,where human review remains appropriate,and where automation should or should not be used • Establishing business rules, exception handling, review checkpoints, and process handoffs • Supporting business requirements and coordination with IT, vendors, or other departments D.Al Scripting, Prompt Development, and Tool Configuration The Consultant will develop practical Al assets that improve consistency, quality, and operational efficiency. Activities may include: • Developing prompts for recurring operational tasks • Creating conversational scripts and AI-assisted workflows • Structuring knowledge bases,SOPs, FAQs,templates,and response frameworks • Recommending governance practices, quality review processes, and human oversight E.Project Coordination and Implementation Support The Consultant will provide practical project coordination to help initiatives maintain momentum and progress efficiently from planning through implementation_ Activities may include: • Assisting with project planning, prioritization, and work sequencing • Coordinating across Leadership, business units, IT,vendors, and other stakeholders as appropriate • Facilitating meetings, documenting decisions, and tracking action items • Monitoring project status, milestones, risks,dependencies,and blockers • Supporting pilot planning, phased implementation, and organizational readiness • Refining project plans and solution designs as implementation progresses • Helping maintain accountability and momentum to advance priority initiatives F. Learning Design and Team Enablement Successful adoption is a core objective of the engagement.The Consultant will help staff understand and confidently use Al-enabled tools and workflows. Activities may include: • Developing training materials,job aids, and practical playbooks • Designing and facilitating live workshops and working sessions • Training staff on prompts,workflows,governance, and appropriate Al use • Incorporating user feedback to improve adoption and training effectiveness 4. Illustrative Priority Areas Potential areas of focus may include: • Customer service automation and self-service support • Intake, request processing,and workflow simplification • Al-assisted responses to common inquiries • Knowledge management and document retrieval • Record summarization and document processing • Internal administrative workflow automation • Research, drafting, and content generation support • Staff productivity and operational efficiency improvements • Cross-functional project coordination and implementation support S. Deliverables Deliverables wilt be practical, implementation-focused, and may include: • Engagement brief and prioritized work plan • Current-state workflow and process summaries • Prioritized Al and workflow improvement portfolio • Future-state workflow designs • AI prompts, scripts,templates, and implementation guidance • Project plans, action-item tracking, decision logs, and dependency management materials • Pilot readiness and implementation planning artifacts • Training materials,job aids, and live enablement sessions • Final project summary, recommendations, implementation roadmap, and next-step priorities 6_Any Project Timeline Estimated Duration: 10-12 weeks Timing Illustrative Focus Weeks 1-2 Kickoff, discovery,workflow review, and identification of priority use cases Weeks 3-4 Use case evaluation, prioritization, implementation planning and project sequencing Weeks 5-7 Future-state workflow design, scripting and prompt development, and implementation design support Weeks 8-10 Refinement of solution assets,working coordination, readiness support, and initialteam enabLement Weeks 11-12 Training delivery, handoff materials, refinements, and final recommendations/next steps 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: $100 PER HOUR B. Travel Charges for time during travel are not reimbursable. C. Billin 1. All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 2. Each month's bill should include a total to date. That total should provide,at a glance, the total fees and costs incurred to date for the project. 3. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULTANT may be required to be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 4. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in,or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 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. ACCOR G7® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 04/15/2026 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(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s), PRODUCER CONTACT NAME BIBERK PHONE 844-472-0967 844-472-0967 — [A/c.No): 203-654-3613 P.O. Box 113247 goonE customerservice@biBERK.com Stamford, CT 06911 ADDRESS: _ INSURER(S)AFFORDING COVERAGE NAIL# INSURERA: National Liability&Fire Insurance Company 20052 INSURED INSURER B: Big Swann Consulting LLC INSURER C: 1046 Addington Rd INSURER D: Hendersonville,TN 37075 INSURERE: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPEOF INSURANCE ADOL`SUER POLICY EFF POLICY EXP INSD I VIVO POLICY NUMBER JMWDDIVYYYLIMMIDD/YYYYL LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE TO RENTED 1 CLAIMS-MADE ( l OCCUR PREMISES(Ea occurrence) $ MED EXP(Any one person) S PERSONAL&ADV INJURY $ GENL AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRO- POLICY JET LOC I PRODUCTS-COMP/OP AGG $ OTHER: ( s AUTOMOBILE LIABILITY COMBINED SINGLEUMIT (Ea accident) ANY AUTO BODILY INJURY(Per person) S OWNED SCHEDULED BODILY INJURY(Per accident S AUTOS ONLY AUTOS ) HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) $ UMBRELLA LIAB _OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE S _ DED F I RETENTION$ _ $ WORKERS COMPENSATION IERI 1H AND EMPLOYERS LIABILITY Y I N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE EL.EACH ACCIDENT S OFFICERMEMBER OCCLUDED? NIA (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE S II yes,describe under DESCRIPTION OF OPERATIONS below I EL.DISEASE-POLICY LIMIT $ A Professional Liability (Errors & X N8PL424238 04/16/2026 04/16/2027 Per Occurrence/ $1,000,000/ Omissions): Claims-Made Aggregate $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) City of Huntington Beach California is listed as additional insured as it pertains to professional liabil }�pROVEO AS TO FOR By.: MICHAEL J.VIGLIOTTA CITY ATTORNEY CERTIFICATE HOLDER CANCELLATION WY OF HUNTINGTON BEACH SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Huntington Beach California THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 2000 Main Street ACCORDANCE WITH THE POLICY PROVISIONS. Huntington Beach, CA 92648 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Form W-9 Request for Taxpayer Give form to the (Rev.March 2024) Identification Number and Certification requester. Do not Department of the Treasury send to the IRS. Internal Revenue Service Go to www.irs.gov/FormW9 for instructions and the latest information. Before you begin.For guidance related to the purpose of Form W-9,see Purpose of Form,below. 1 Name of entity/individual.An entry is required.(For a sole proprietor or disregarded entity,enter the owner's name on line 1,and enter the business/disregarded entity's name on line 2.) Colby Mitchell Swann 2 Business name/disregarded entity name,if different from above. Big Swann Consulting, LLC a3a Check the appropriate box for federal tax classification of the entity/individual whose name is entered on line 1.Check 4 Exemptions(codes apply only to only one of the following seven boxes. certain entities,not individuals; a see instructions on page 3): c ✓❑ Individual/sole proprietor ❑ C corporation ❑ S corporation ❑ Partnership 0 Trust/estate ai 0 LLC.Enter the tax classification(C=C corporation,S=S corporation,P=Partnership) . . . . Exempt payee code(if any) •o Note:Check the"LLC"box above and,in the entry space,enter the appropriate code(C,S,or P)for the tax classification of the LLC,unless it is a disregarded entity.A disregarded entity should instead check the appropriate Exemption from Foreign Account Tax o 2. box for the tax classification of its owner. Compliance Act(FATCA)reporting 0 Other(see instructions) code(if any) au 3b If on line 3a you checked"Partnership"or"Trust/estate,"or checked"LLC"and entered"P"as its tax classification, m and you are providing this form to a partnership,trust,or estate in which you have an ownership interest,check (Applies to accounts maintained a' this box if you have any foreign partners,owners,or beneficiaries.See instructions ❑ outside the United States.) a) 5 Address(number,street,and apt.or suite no.).See instructions. Requester's name and address(optional) 1046 Addington Road 6 City,state,and ZIP code Hendersonville,TN 37075 7 List account number(s)here(optional) Part I Taxpayer Identification Number(TIN) Enter your TIN in the appropriate box.The TIN provided must match the name given on line 1 to avoid Social security number backup withholding.For individuals,this is generally your social security number(SSN).However,for a resident alien,sole proprietor,or disregarded entity,see the instructions for Part I,later.For other - - entities,it is your employer identification number(EIN).If you do not have a number,see How to get a or TIN,later. Employer identification number Note:If the account is in more than one name,see the instructions for line 1.See also What Name and Number To Give the Requester for guidelines on whose number to enter. 4 1 - 5 2 7 6 1 4 3 Part II Certification Under penalties of perjury,I certify that: 1.The number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to me);and 2.I am not subject to backup withholding because(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue Service(IRS)that I am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that I am no longer subject to backup withholding;and 3.I am a U.S.citizen or other U.S.person(defined below);and 4.The FATCA code(s)entered on this form(if any)indicating that I am exempt from FATCA reporting is correct. Certification instructions.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return.For real estate transactions,item 2 does not apply.For mortgage interest paid, acquisition or abandonment of secured roperty,cancellation of debt,contributions to an individual retirement arrangement(IRA),and,generally,payments other than interest and dividends,you re, t required to sign the certification,but you must provide your correct TIN.See the instructions for Part II,later. Sign Signature of I(y1,fi Here U.S.person ( Date 7/20/2026 General Instructions New line 3b has been added to this form.A flow-through entity is required to complete this line to indicate that it has direct or indirect Section references are to the Internal Revenue Code unless otherwise foreign partners,owners,or beneficiaries when it provides the Form W-9 noted. to another flow-through entity in which it has an ownership interest.This Future developments.For the latest information about developments change is intended to provide a flow-through entity with information related to Form W-9 and its instructions,such as legislation enacted regarding the status of its indirect foreign partners,owners,or after they were published,go to www.irs.gov/FormW9. beneficiaries,so that it can satisfy any applicable reporting requirements.For example,a partnership that has any indirect foreign What's New partners may be required to complete Schedules K-2 and K-3.See the Partnership Instructions for Schedules K-2 and K-3(Form 1065). Line 3a has been modified to clarify how a disregarded entity completes this line.An LLC that is a disregarded entity should check the Purpose of Form appropriate box for the tax classification of its owner.Otherwise,it should check the"LLC"box and enter its appropriate tax classification. An individual or entity(Form W-9 requester)who is required to file an information return with the IRS is giving you this form because they Cat.No.10231X Form W-9(Rev.3-2024)