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Hinderliter de Llamas and Associates (HdL) - 2026-08-01
• 1iNGT 2000 Main Street, rF�-�ornsw,oti Huntington Beach,CA vr,; 92648 City of Huntington Beach hay • ' • APPROVED AS AMENDED 7-0 File #: 26-712 MEETING DATE: 9/1/2026 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Travis Hopkins, City Manager VIA: Zack Zithisakthanakul, Chief Financial Officer PREPARED BY: Zack Zithisakthanakul, Chief Financial Officer Subject: Approve and Authorize the Execution of a Professional Services Contract with Hinderliter de Llamas and Associates (HdL) in the amount of$300,000 for Sales and Use Tax Allocation and Audit Services Statement of Issue: Hinderliter, de Llamas and Associates (HdL) provides the City with professional sales and use tax audit, recovery, and management services. HdL assists the City in identifying and correcting sales and use tax allocation errors, recovering misallocated revenues, monitoring sales tax trends, preparing revenue projections, and providing access to sales tax data and reporting tools. In addition to sales and use tax audit and recovery services, HdL will provide ongoing sales and use tax management services, including access to its web-based sales tax database, quarterly analysis and meetings with City staff, revenue projections, and consultation regarding economic and budget trends. Financial Impact: The proposed agreement establishes a total not-to-exceed amount of$300,000. Sales and Use Tax Management Services are provided at a cost of$1,167 per month, or $14,004 annually. In addition to the monthly management services fee, HdL will receive an audit fee equal to 15% of new sales and use tax revenues recovered by the City as a result of HdL's audit and recovery efforts. The 15% audit fee applies to revenues received during the first eight consecutive reporting quarters associated with an approved audit correction. Audit fees are billed only after the City has received the recovered revenues. Following the applicable eight-quarter period, 100% of the ongoing revenues resulting from the correction accrue to the City. Funding for the agreement is included in the Finance Department's operating budget. Recommended Action: City of Huntington Beach Page 1 of 2 Printed on 8/26/2026 powered by LegistarT" 449 File #: 26-712 MEETING DATE: 9/1/2026 Approve and authorize the Mayor and City Clerk to execute a $300,000 "Professional Services Contract between the City of Huntington Beach and Hinderliter De Llamas and Associates for Sales and Used Tax Allocation and Audit Services." Alternative Action(s): Do no approve the Professional Services Contract and direct staff accordingly. Analysis: The City of Huntington Beach contracts with external consultants for Sales and Use Tax Services, consistent with practice among municipalities in California and Orange County. These services include revenue forecasting, compliance audits, and business assistance to ensure accurate tax allocation and reporting. By leveraging external expertise, the City enhances its ability to monitor tax trends, and recover misallocated revenue. Additionally, such consultants maintain strong working relationships with the California Department of Tax and Fee Administration (CDTFA), the state agency responsible for administering sales and use tax. Their direct access to CDTFA data and staff allows for timely identification of tax allocation errors and efficient resolution of discrepancies. This collaboration helps ensure that the City receives its fair share of tax revenue while providing valuable resources to the City. Environmental Status: Pursuant to CEQA Guidelines Section 15378(b)(5), administrative activities of governments that will not result in direct or indirect physical changes in the environment do not constitute a project. Strategic Plan Goal: Non Applicable - Administrative Item For details, visit www.huntingtonbeachca.gov/strategicplan. Attachment(s): 1. RCA Contract Agreement Summary 2. Professional Services Agreement 3. PowerPoint Presentation City of Huntington Beach Page 2 of 2 Printed on 8/26/2026 powered by LegistarT" 450 City Council/Public Financing ACTION AGENDA September 1, 2026 Authority Services Contract between the City of Huntington Beach and RRM Design Group for On-Call Architectural Engineering and Professional Consulting Services, increasing the contract compensation by $500,000 for a not to exceed contract amount of $1,500,000. Approved 7-0 20. 26-726 Approved the language, design, donation and installation of the Sons of the American Revolution America 250 Memorial Bench on City Hall Property as approved by the Community & Library Services Commission Recommended Action: Approve the language, design, donation and installation of the Sons of the American Revolution America 250 Memorial Bench near the Veterans Memorial on City Hall property. Approved 7-0 21. 26-757 Adopted Ordinance No. 4350 amending Huntington Beach Municipal Code Chapter 10, Sections 10.04, 10.50, 10.56, 10.60, 10.64 and 10.68 relating to Vehicles and Traffic and Adopted Ordinance No. 4351 Chapter 13.08, Sections 13.08.005 and 13.08.080 relating to Beach Regulations -Approved Both Ordinances for Introduction August 18, 2026 (Vote: 7- 0) Recommended Action: A) Adopt Ordinance No. 4350, "An Ordinance of the City Council of the City of Huntington Beach Amending Sections 10.04, 10.50, 10.56, 10.60, 10.64, and 10.68 of Title 10 of the Huntington Beach Municipal Code relating to Vehicles and Traffic." B) Adopt Ordinance No. 4351, "An Ordinance of the City Council of the City of Huntington Beach Amending Sections 13.08.005 and 13.08.080 of Chapter 13.08 of the Huntington Beach Municipal Code relating to Beach Regulations." Approved 7-0 Finance 22. 26-712 Approved and Authorized the Execution of a Professional Services Contract with Hinderliter de Llamas and Associates (HdL) in the amount of $300,000 for Sales and Use Tax Allocation and Audit Services Recommended Action: Approve and authorize the Mayor and City Clerk to execute a $300,000 "Professional Services Contract between the City of Huntington Beach and Hinderliter De Llamas and Page 8 of 10 City Council/Public Financing ACTION AGENDA September 1,2026 Authority Associates for Sales and Used Tax Allocation and Audit Services." Approved as amended- strike language from contract Exbibit B - Additional Terms, Section 3. Consulting and Other Optional Services 3.1.2, Fees for performing transactional tax ballot measures estimates shall be $2,600 per report. Approved 7-0 Public Works 23. 26-727 Rejected All Bids for the Abandonment of Old Pirate Drive Private Water Well Project, CC-1624, and Direct Staff to Re-Bid the Project Recommended Action: Reject all bids for the Abandonment of Old Pirate Drive Private Water Well Project, CC-1624, and re-bid the Project. Approved 7-0 24. 26-730 Approved and Authorized Execution of Amendment No. 1 to the Cooperative Agreement No. C-1-3598 between Orange County Transportation Authority(OCTA)and Cities of Huntington Beach, Santa Ana, Tustin, and Westminster for the First Street/Bolsa Avenue Regional Traffic Signal Synchronization Program Project Recommended Action: Approve and authorize the Mayor and City Clerk to execute Amendment No.1 to the Cooperative Agreement No.C-1-3598 between Orange County Transportation Authority and Cities of Huntington Beach, Santa Ana, Tustin, and Westminster for the First Street/Bolsa Avenue Regional Traffic Signal Synchronization Program Project. Approved 7-0 ADMINISTRATIVE ITEMS 25. 26-733 Approval of Design and Language for the America 250 Plaque at Pier Plaza Recommended Action: Approve the proposed design and inscription for the America 250 Celebration plaque at the Pier Plaza Memorial. Councilmember Kennedy made a motion to take the recommended direction and return with another iteration utilizing Americas veterans past, present and future forever Americas heroes, fitted and make it prominent and bring it back for City Council vote. Page 9 of 10 WING CITY OF HUNTINGTON BEACH T��� \ RCA Contract Agreement Summary �F��BNTY CP���I GENERAL INFORMATION DATE PRESENTED REQUESTING DEPARTMENT 9/1/2026 Finance INSURANCE STATUS STAFFCONTACT(S) Pending Approval Zack Zithisakthanakul, Chief Financial Officer CONTRACT INFORMATION TOTAL COMPENSATION TERM OF CONTRACT/AGREEMENT $300,000 3 Year/Professional Service Contract VENDOR NAME+TYPE OF SERVICE Hinderliter De Llamas and Associates - this vendor will be providing the Finance Department with sales and used tax allocation and audit services. TYPE OF AGREEMENT(Professional Services,Service Agreement) Professional Services PROCUREMENT Piggybacking off an RFP that was posted on January 7, 2025 by the City of South San Francisco. SCO'E OF WORK HDL will provide the City with reports accurately depicting the City's sales tax base, used tax collections and revenues. With CDTFA HDL will recover sales and used tax on behalf of the City. OTHER:Bonds,Special Contract Terms,Emergency FCITY OF T7 HUNTINGTON BEACH 451 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND HINDERLITER DE LLAMAS AND ASSOCIATES FOR SALES AND USE TAX ALLOCATION AND 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 Hinderliter de Llamas and Associates, hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide Sales and Use Tax Audit 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 Bobby Young who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 26-18602/423027 1 of 11 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on Aki@liSt i , 20 2( (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 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 Three Hundred Thousand Dollars ($300,000) for the term of this Agreement. 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." 26-18602/423027 2 of 11 7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS A. CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. B. To the extent that CONSULTANT performs "Design Professional Services" within the meaning of Civil Code Section 2782.8, then the following Hold Harmless provision applies in place of subsection A above: - 26-18602/423027 3 of 11 "CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY and its officers, elected or appointed officials, employees, agents and volunteers, from and against any and all claims, damages, losses, expenses, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) to the extent that the claims against CONSULTANT arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT. In no event shall the cost to defend charged to CONSULTANT exceed CONSULTANT's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more other defendants to the claims and/or litigation is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, CONSULTANT shall meet and confer with CITY and other defendants regarding unpaid defense costs. The duty to indemnify, including the duty and the cost to defend, is limited as provided in California Civil Code Section 2782.8. C. Regardless of whether subparagraph A or B applies, CITY shall be reimbursed by CONSULTANT for all costs and attorney's fees incurred by CITY in enforcing this obligation. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above-mentioned insurance shall not contain a self-insured retention without the express written consent of CITY; however an insurance 26-18602/423027 4 of 11 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 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 26-18602/423027 5 of 11 C. shall promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 11. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the 26-18602/423027 6 of 11 event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 14. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. 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: 26-18602/423027 7 of 11 TO CITY: TO CONSULTANT: City of Huntington Beach Hinderliter de Llamas and Associates ATTN: Chief Financial Officer ATTN: Bobby Young 2000 Main Street 120 S. State College Blvd., Suite 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. 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 26-18602/423027 8 of 11 neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the 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. 26-18602/423027 9 of 11 24. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 28. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity 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 26-18602/423027 10 of 11 Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Council. 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 HINDERLITER DE LLAMAS AND municipal corporation of the State of ASSOCIATES California tBy: A27 Mayor Robert Gra print name ITS: (circle one)Chairman/Presiden ice President City Clerk INITIATED AND AND APPROVED: By: %t(/1 G Ty Lott Chief Financial Officer print name ITS: (circle on MEE hief Financial Officer/Asst. Secretary-Treasurer REVIEWED AND APPROVED: City Manager APPROVED AS TO FORM: ,City Attorney COUNTERPART 26-18602/423027 11 of 11 Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Council. 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 HINDERLITER DE LLAMAS AND municipal corporation of the State of ASSOCIATES California By: a or print name tr‘f/rC O ITS: (circle one)Chairman/PresidentNice President Cl Cler AND INITIATED AND APPROVED: By: If:ri Chief Financial Officer print name ITS: (circle one)Secretary/Chief Financial Officer/Asst. Secretary-Treasurer REVIEWED AND APPROVED: City Manage APPROVED AS TO FORM: /,..City Attorney COUNTERPART 26-18602/423027 11 of 11 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 SCHEDULE A PREMIUM SERVICES—Sales and Use Tax 1. Sales and Use Tax and Economic Analysis/Reports 1.1. Establish a special database with California Department of Tax and Fee Administration ("CDTFA") registration data for businesses within applicable district boundaries holding seller's permit accounts. 1.2. Consultant shall make available to CITY the HdL proprietary software program and database containing all applicable registration and quarterly allocation information for CITY business outlets registered with the Department of Tax and Fee Administration. The database will be updated quarterly. 1.3. Consultant shall provide updated reports each quarter identifying changes in allocation totals by individual businesses,business groups and by categories. Quarterly aberrations due to State audits,fund transfers,and receivables,along with late or double payments,will also be identified. 1.4. Following each calendar quarter shall provide a summary analysis for City to share with Council Members,Chamber of Commerce,other economic development interest groups and the public that analyze City's sales tax trends by major groups without disclosing confidential individual tax records. 1.5. Provide periodic updated reports endeavoring to identify and assist with budget forecasting including(i)changes in allocation totals by individual businesses,business groups and categories, and(ii)aberrations due to State audits,fund transfers,and receivables, along with late or double payments. 1.6. Consultant shall provide a presentation led by an HdL Sales Tax Principal discussing latest sales tax results, emerging retail trends, business retention needs, leveraging of economic clusters and reviewing successes in client jurisdictions with similar characteristics.This presentation will occur following each calendar quarter. 2. Allocation and Audit Recovery Services 2.1. Conduct (when mutually agreed with City) initial and on-going sales and use tax audits of businesses to help identify and correct allocation errors, and to proactively affect favorable registration, reporting or formula changes thereby generating previously unrealized sales and use tax income for the City and/or recovering misallocated tax from registered taxpayers. Common errors that will be monitored and corrected include but are not limited to: transposition errors resulting in misallocations; erroneous consolidation of multiple outlets;misreporting of"point of sale"to the wrong location;delays in reporting new outlets;misallocating use tax payments to the allocation pools or wrong jurisdiction;and erroneous fund transfers and adjustments. 2.2. Initiate contacts with sales, management and accounting officials in companies that have businesses where a probability of error exists to endeavor to help verify whether current tax receipts accurately reflect the local sales activity. Such contacts will be conducted in a professional and courteous manner. 2.3. Prepare and submit to the CDTFA information for the purpose of correcting any identified allocation errors, and follow-up with individual businesses and the CDTFA to promote recovery by the City of back or prospective quarterly payments that may be owing. 2.4. If, during the course of its audit,Consultant finds businesses located in the City's jurisdiction that are properly reporting sales and use tax but have the potential for modifying their operation to Page 1 of 2 provide an even greater share to City, Consultant may so advise City and collaborate with those businesses and City to encourage such changes. 3. Consulting and Other Optional Services Consultant may from time to time in its sole discretion, consult with City's staff, including without limitation, regarding(i)technical questions and other issues related to sales, use and transactions tax, (ii) utilization of reports to enhance business license collection efforts, (iii) sales tax projections for proposed annexations,economic development projects and budget planning,(iv)negotiating/review of tax sharing agreements, (v) establishing purchasing corporations, (vi) meeting with taxpayers to encourage self-assessment of tax obligations, and (vii) other sales, use or transactions tax revenue- related matters. Page 2 of 2 EXHIBIT"B" Sales and Use Tax Audit Services 1. Sales and Use Tax and Economic Analysis/ Reports 1.1. Fees for performing the sales tax and economic analysis Services as described above shall initially be $1,167 per month, commencing with the month of the Effective Date (hereafter referred to as "monthly fee"). The monthly fee shall be invoiced quarterly in arrears, and shall be paid by City no later than 30 days after the invoice date. 1.2. Consultant will increase the non-hourly Fees established above once a year with reference to the 12-month percent change in the most recently published annual Consumer Price Index for All Urban Consumers (CPI-U), as reported by the U.S. Bureau of Labor Statistics (the "CPI Change"). 2. Allocation and Audit Recovery Services 2.1. Fees for performing the allocation and audit recovery Services described above shall be 16.5% of all new, increased and recovered sales and use tax revenue received by the City as a result, in whole or in part, of the allocation audit and recovery services (hereafter referred to as "audit fee"). The fee shall be paid notwithstanding any related City assistance, work in parallel, and/or incurrence of attorneys' fees or other costs or expenses in connection, with the relevant Services. 2.2. The Fee described above include, without limitation, State fund transfers received for back quarter reallocations and monies received in the first eight (8) consecutive reporting quarters following completion of Consultant's allocation audit and confirmation of the corrections by the CDTFA. 2.3. These Fees shall be paid by City upon Consultant's submittal of evidence of Consultant's relevant Services in support thereof, including, without limitation, copies of relevant communications between Consultant and the CDTFA and/or taxpayers. ADDITIONAL TERMS—Sales, Use and Transactions Tax Services 3. Consulting and Other Optional Services 3.1. Fees for performing other optional services are described below: 3.1.1. Fees for performing City Staff training, public representation, or technical seminars for elected officials shall be $3,000 for one-time service and $2,000 for recurring service 3.1.2. Reserved. 3.1.3. On-site travel to the city shall be $2,600 plus any associated travel expenses per visit 3.1.4. Incremental non-core packet reporting shall be $2,600 for a one-time report and$700 for recurring reporting service 3.2. Any other consulting and optional Services not listed shall be based on the following initial hourly rates: (i)Principal - $325; (ii) Programmer- $295; (iii) Senior Analyst - $245; and (iv) Analyst- $195 4. General Provisions Relating to Fees 4.1. Fees for travel and lodging expenses will be invoiced at cost and applied to all meetings (including implementation, training, operations and support). Travel expenses only apply to out of scope travel and must therefore be pre-approved by City. 4.2. Fees will be invoiced monthly to City for Services performed during the prior month. To the extent that Consultant has commercially reasonable means to do so, Fees will be netted out of City's monthly revenue disbursement. 5. Confidentiality Information Section 7056 of the State of California Revenue and Taxation Code ("R&T Code") specifically limits the disclosure of confidential taxpayer information contained in the records of the CDTFA. Section 7056 specifies the conditions under which a city, county or district may authorize persons other than such city, county or district's officers and employees to examine state sales and use tax records. The following conditions specified in Section 7056-(b)(1) of the State of California R&T Code are hereby made part of this Agreement: 5.1. Consultant is authorized by this Agreement to examine sales, use or transactions and use tax records of the CDTFA provided to City pursuant to contract under the Bradley-Burns Uniform Local Sales and Use Tax Law R&T Code Section 7200 et.seq. 5.2. Consultant is required to disclose information contained in, or derived from, those sales or transactions and use tax records only to an officer or employee of City who is authorized by City resolution provided to the CDTFA to examine the information. 5.3. Consultant is prohibited from performing consulting services for a retailer (as defined in R&T Code Section 6015), during the term of this agreement. 5.4. Consultant is prohibited from retaining the information contained in or derived from those sales, use or transactions and use tax records after this agreement has expired. Information obtained by examination of the CDTFA records shall be used only for purposes related to collection of local sales and use tax or for other governmental functions of the City as set forth by resolution adopted pursuant to Section 7056 (b) of the Revenue and Taxation Code. The resolution shall designate the Consultant as a person authorized to examine sales and use tax records and certify that this agreement meets the requirements set forth above and in Section 7056 (b), (1)of the Revenue and Taxation Code. ® ACORD CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDlYWV) `.---- 5/22/2026 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 policy(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: WS Certificates Gallagher Brokerage&Insurance Solutions, Inc. PiiONE — FAX 50 California St (Ac.No._Ext):_415-391-2141 I{A/C,lam_ Floor 12 EMAIL ADOREss: certrequesis@ajg.com San Francisco CA 94111 INSURER(S)AFFORDING COVERAGE NAIC# __ License#;0329596 INSURER A:Berkley National Insurance Company 38911 INSURED HULCOl.1P-01 INSURER B:Hudson Excess Insurance Company 14484 Hinderliter de Llamas&Associates HdL Software, LLC. INSURER C: 120 S. State College Blvd, Suite 200 INSURERD: Brea, CA 92821 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:1565001890 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 A0DLrSUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSDIYYVD POLICY NUMBER _(lAhUDD/Yl'YY) (MMlDDIYYW) LIMITS A X COMMERCIAL GENERAL LIABILITY Y TCP702275413 5/26/2026 5/26/2027 EACH OCCURRENCE $1,000,000 TO RENTED CLAIMS-MADE X J OCCUR PREMISES(Ea occurrenc e) $1,000,000 MED EXP(My ono person) $15,000 —__ PERSONAL 8 ACV INJURY $1,000,000 GENT-AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE 52,000,000 X POLICY I l PRO- L_. .I JECT LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: S A AUTOMOBILE LIABILITY Y TCP702275413 5/26/2026 5/26/2027 COMBINED SINGLE LIMIT 5 1,000,000 ,_LE a accidenq X ANY AUTO BODILY INJURY(Per person) 5 OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE 5 AUTOS ONLY „- AUTOS ONLY (Per accident) 5 A X UMBRELLA LIAB -X OCCUR TCP702275413 5/26/2026 5/26/2027 EACH OCCURRENCE $5,000,000 EXCESS LIAO CLAIMS-MADE AGGREGATE 55.000,000 DED r X I RETENTION$Nnnn 5 WORKERS COMPENSATION I PER PEATUTE I ER AND EMPLOYERS'LIABILITY Y/N N ANYPROPRIETOR/PARTNER/EXECUTIVE EL._ EACH ACCIDENT S OFFICERIMEi.IBEREXCLUDED? j NIA -------- (Mandatory In NN) E L.DISEASE-EA EMPLOYEE $ II yes,describe under --_ - - ----- DESCRIPTIONOFOPERATIONSbe:av E.L.DISEASE-POLICY LIMIT 5 B C,bo'/Tec"FE..7: Profess on al EET1416704 5/26/2026 5/26/2027 Per Cla"nr/Aggregate 35,000,000 Lab,'y Retention 550,000 DESCRIPTION OF OPERATIONS 1 LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space smiieepV E fJ rTi TO FOrm Retroactive Date for Professional Liability-2/15/2013. Line Of Coverage:Crime 13y - — Policy#82556001 MICHAEL J.VIGLIO'I TA Effective Date 5126/2026-5/26/2027 CITY ATTOI INEY Carrier:Federal Insurance Company NAIC#20281 Crime Limit:$1,000,000 CITY OF I IUN T INGTON I3EACI I See Attached... CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Huntington Beach, it's officers,elected or appointed ACCORDANCE WITH THE POLICY PROVISIONS. officials, employees, agents, and volunteers 2000 Main Street AUTHORIZED REPRESENTATIVE Huntington Beach, CA 92648 Gallo -cage.Fr Iwauravtce.Soiutlovts Zola I ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD A`cci'RJ` CERTIFICATE OF LIABILITY INSURANCE DATE(MM7DD/YYYY) V * 08/13/2026 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(les)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Marsh Alfmity Marsh Affinity (LIC PHONE Ed): 800-74343130 I (�No): a division of Marsh USA LTC. IL ADDRESS: ADPTotaISourccOrnarsh.com PO BOX 14404 Des Moines.IA 503069686 INSURER(S)AFFORDING COVERAGE NAIC I INSURER A: AIU Insurance Company 19399 INSURED INSURER B: ADP TolalSource DE IV.Inc. INSURER C: 5800 Werdward Parkway INSURER!): Alpharetta,GA 30005 UC(F: INSURER E: Herderhter de Llamas&Associates INSURER F• 120 S State Coliege Blvd Suite 200 Brea,CA 92821 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 CR 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 INdR ADDLSUBR POL{CYEF POI�Y Xyl LTR INSD WVD IMMIDDiYY1{Y) (MMIDDlYYYY) TYPEOFINSURANCE POUCY NUMBER LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S 1 CLAIMS-WOE OCCUR PREMISEGE S{Es occurrence) MED EXP(Any one person) S PERSONAL&ADV INJURY S OENL AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE S 1 POLICY PRO JEfY LOC PRODUCTS•COMP/OP AGO S OTHER: f AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea secidera) ANY AUTO BODILY INJURY(Per person) S AU NEOONI.Y -�OESDULED BODILY enp INJURY(Per accid S _AUTOSHIRED N0NO NLY DAMAGE ONLY UTA TOS O acciden S S UMBRELLA LIAB OCCUR EACH OCCURRENCE S EXCESSUAB CLAIMS-MADE AGGREGATE S DED I (RETENTIONS S WORKERS COMPENSATION X TAIUT'E I jOS AND EMPLOYERS'LIABILITY YIN ER ANYPROPRIETOR/PARTNERIIXECUTNE E L.EACH ACCIDENT S 2,000.000 OpFFFICERMEMBEREXCLUDED? N WA X WC 051861587 CA 07101/2026 07/01/2027 01 A GMandstory rnNM) EL DISEASE-EA EMPLOYEE S 2,000. 0 N yes,describe under DESCRIPTION OF OPERATIONS below , E.L DISEASE-POLICY LIMIT S 2000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES(ACORD 101,Addltfonsl Remarks Schedule,may be attached If more space is required) All worksite employees working for Hinderlder de Llamas&Associates paid under ADP TOTAL SOURCE, INC.'s payroll,are covered under the above stated policy.Proprietor/Padner/Executive Officer/Member are not excluded as long as they are in the ADPTS payroll or have completed the SEI Participation Addendum.WAIVER OF SUBROGATION IN FAVOR OF City of Huntington Beach,its officers, elected or appointed officials,employees,agents and volunteers AS RESPECTS OF JOB PERFORMED BY Hinderliter de Llamas&Associates AS REQUIRED BY WRITTEN CONTRACT. CERTIFICATE HOLDER CANCELLATION City of Huntington Beach,its officers,elected or appointed officials, employees,agents and volunteers SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 2000 Main Street THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Huntington Beach,CA 92648 ACCORDANCE WITH THE POLICY PROVISIONS, AUTHORIZED REPRESENTATIVE J� ' ACORD 26(2016/03) ©1986-2016 ACORD CORPO ION. All rights reserved. The ACORD name and logo are registered marks of ACORD • AGENCY CUSTOMER ID; HDLCOMP-01 LOC#: A 9 0® ADDITIONAL REMARKS SCHEDULE Page 1 of AGENCY NAMED INSURED Gallagher Brokerage&Insurance Solutions,Inc. Hinderliter de Llamas&Associates HdL Software,LLC. POLICY NUMBER 120 S.State College Blvd,Suite 200 Brea,CA 92821 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE City of Huntington Beach,its officers,elected or appointed officials,employees,agents and volunteers are included as additional insured as respects General Liability and Automobile Liability to the extent provided in the attached forms,Coverage is considered Primary and Non-contributory to the extent provided in the attached forms. ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER:TCP702275413 COMMERCIAL GENERAL LIABILITY CG 20 26 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -, DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s)Or Organization(s): Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III—Limits Of Insurance: with respect to liability for "bodily injury", "property If coverage provided to the additional insured is damage" or "personal and advertising injury" required by a contract or agreement, the most we caused, in whole or in part, by your acts or will pay on behalf of the additional insured is the omissions or the acts or omissions of those acting amount of insurance: on your behalf: 1• Required by the contract or agreement;or 1. In the performance of your ongoing operations; or 2. Available under the applicable limits of insurance; 2. In connection with your premises owned by or rented to you. whichever is less. However: This endorsement shall not increase the applicable limits of insurance. 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 26 12 19 ©Insurance Services Office, Inc., 2018 Page 1 of 1 Policy Number:TCP702275413 2. Each of the following is also an insured: c. Any person or organization having proper a. Your 'Volunteer workers" only while performing temporary custody of your property if you die, duties related to the conduct of your business, but only: or your "employees", other than either your (1) With respect to liability arising out of the "executive officers" (if you are an organization maintenance or use of that property;and other than a partnership, joint venture or limited (2) Until your legal representative has been liability company) or your managers (if you are a appointed. limited liability company), but only for acts within the scope of their employment by you or while d. Your legal representative if you die, but only with performing duties related to the conduct of your respect to duties as such.That representative will business. However, none of these 'employees" have all your rights and duties under this or'Volunteer workers"are insureds for: Coverage Part. (1) "Bodily injury" or "personal and advertising 3. Any organization you newly acquire or form, other injury": than a partnership, joint venture or limited liability (a) To you, to your or members (if company, and over which you maintain ownership you are a ourpartners or joint venture), i or majority interest, will qualify as a Named Insured if your members f partnership yop are a limited re),lity there is no other similar insurance available to that company), to a co-"employee"while in the organization. However: course of his or her employment or a. Coverage under this provision is afforded only performing duties related to the conduct until the 90th day after you acquire or form the of your business, or to your other organization or the end of the policy period, 'Volunteer workers" while performing whichever is earlier; duties related to the conduct of your b. Coverage A does not apply to "bodily injury" or business; "property damage" that occurred before you (b) To the spouse, child, parent, brother or acquired or formed the organization;and sister of that co-"employee" or 'Volunteer c. Coverage B does not apply to "personal and worker" as a consequence of Paragraph advertising injury" arising out of an offense (1)(a)above; committed before you acquired or formed the (c) For which there is any obligation to share organization. damages with or repay someone else who No person or organization is an insured with respect to must pay damages because of the injury the conduct of any current or past partnership, joint described in Paragraph (1)(a) or (b) venture or limited liability company that is not shown as above;or a Named Insured in the Declarations. (d) Arising out of his or her providing or SECTION III-LIMITS OF INSURANCE failing to provide professional health care 1. The Limits of Insurance shown in the Declarations services. and the rules below fix the most we will pay (2) "Property damage"to property: regardless of the number of: (a) Owned,occupied or used by; a. Insureds; (b) Rented to, in the care, custody or control b. Claims made or''suits"brought;or of, or over which physical control is being c. Persons or organizations making claims or exercised for any purpose by; bringing "suits". you, any of your "employees", 'Volunteer 2. The General Aggregate Limit is the most we will pay workers", any partner or member (if you are afor the sum of: partnership or joint venture), or any member (if you are a limited liability company). a. Medical expenses under Coverage C; b. Any person (other than your "employee" or b. Damages under Coverage A, except damages 'Volunteer worker"), or any organization while because of "bodily injury" or "property damage" acting as your real estate manager. included in the "products-completed operations hazard";and c. Damages under Coverage B. Page 10 of 16 ©Insurance Services Office, Inc., 2012 CG 00 01 0413 INSUR ED CAW Policy Number:TCP702275413 3. The Products-Completed Operations Aggregate (3) The nature and location of any injury or Limit is the most we will pay under Coverage A for damage arising out of the 'occurrence" or damages because of "bodily injury" and "property offense. damage" included in the "products-completed b. If a claim is made or 'suit"is brought against any operations hazard". insured,you must: 4. Subject to Paragraph 2. above, the Personal And Advertising Injury Limit is the most we will pay under (1) Immediately record the specifics of the claim Coverage B for the sum of all damages because of or"suit"and the date received;and all "personal and advertising injury"sustained by any (2) Notify us as soon as practicable. one person or organization. You must see to it that we receive written notice 5. Subject to Paragraph 2. or 3. above, whichever of the claim or'Suit"as soon as practicable. applies, the Each Occurrence Limit is the most we c. You and any other involved insured must: will pay for the sum of: (1) Immediately send us copies of any demands, a. Damages under Coverage A;and notices, summonses or legal papers received b. Medical expenses under Coverage C in connection with the claim or"suit"; because of all "bodily injury"and "property damage" (2) Authorize us to obtain records and other arising out of any one'occurrence". information; 6. Subject to Paragraph 5. above, the Damage To (3) Cooperate with us in the investigation or Premises Rented To You Limit is the most we will settlement of the claim or defense against the pay under Coverage A for damages because of 'suit';and "property damage"to any one premises,while rented (4) Assist us, upon our request, in the to you,or in the case of damage by fire,while rented enforcement of any right against any person to you or temporarily occupied by you with or organization which may be liable to the permission of the owner. insured because of injury or damage to which 7. Subject to Paragraph 5.above, the Medical Expense this insurance may also apply. Limit is the most we will pay under Coverage C for d. No insured will, except at that insured's own all medical expenses because of "bodily injury" cost, voluntarily make a payment, assume any sustained by any one person. obligation, or incur any expense, other than for The Limits of Insurance of this Coverage Part apply first aid,without our consent. separately to each consecutive annual period and to 3. Legal Action Against Us any remaining period of less than 12 months, starting No person or organization has a right under this with the beginning of the policy period shown in the Coverage Part: Declarations, unless the policy period is extended after issuance for an additional period of less than 12 a. To join us as a party or otherwise bring us into a months. In that case, the additional period will be "suit"asking for damages from an insured;or deemed part of the last preceding period for purposes b. To sue us on this Coverage Part unless all of its of determining the Limits of Insurance. terms have been fully complied with. SECTION IV—COMMERCIAL GENERAL LIABILITY A person or organization may sue us to recover on CONDITIONS an agreed settlement or on a final judgment 1. Bankruptcy against an insured; but we will not be liable for damages that are not payable under the terms of Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obligations this Coverage Part or that are in excess of the under this Coverage Part. applicable limit of insurance. An agreed settlement means a settlement and release of liability signed 2. Duties In The Event Of Occurrence, Offense, Claim by us, the insured and the claimant or the Or Suit claimant's legal representative. a. You must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses;and CG 00 01 0413 ©Insurance Servic's Office, Inc.,2012 Page 11 of 16 INSUR ED COPY Policy Number:TCP702275413 4. Other Insurance (3) When this insurance is exnnss over other If other valid and collectible insurance is available insurance, we will pay only our share of the to the insured for a loss we cover under Coverages amount of the loss, if any, that exceeds the A or B of this Coverage Part, our obligations are sum of: limited as follows: (a) The total amount that all such other a. Primary Insurance insurance would pay for the loss in the absence of this insurance;and This insurance is primary except when (b) The total of all deductible and self-insured Paragraph b. below applies. If this insurance is amounts under all that other insurance. primary, our obligations are not affected unless any of the other insurance is also primary. Then, (4) We will share the remaining loss, if any, with we will share with all that other insurance by the any other insurance that is not described in method described in Paragraph c. below. this Excess Insurance provision and was not b. Excess Insurance bought specifically to apply in excess of the Limits of Insurance shown in the Declarations (1) This insurance is excess over: of this Coverage Part. (a) Any of the other insurance, whether c. Method Of Sharing primary, excess, contingent or on any other basis: If all of the other insurance permits contribution by equal shares, we will follow this method also. (i) That is Fire, Extended Coverage, Under this approach each insurer contributes Builder's Risk, Installation Risk or equal amounts until it has paid its applicable limit similar coverage for'your work"; of insurance or none of the loss remains, (ii) That is Fire insurance for premises whichever comes first. rented to you or temporarily occupied If any of the other insurance does not permit by you with permission of the owner; contribution by equal shares, we will contribute (Iii) That is insurance purchased by you to by limits. Under this method, each insurer's cover your liability as a tenant for share is based on the ratio of its applicable limit "property damage" to premises rented of insurance to the total applicable limits of to you or temporarily occupied by you insurance of all insurers. with permission of the owner;or 5. Premium Audit (iv) If the loss arises out of the a. We will compute all premiums for this Coverage maintenance or use of aircraft, "autos" Part in accordance with our rules and rates. or watercraft to the extent not subject to Exclusion g. of Section I — b. Premium shown in this Coverage Part as Coverage A — Bodily Injury And advance premium is a deposit premium only. At Property Damage Liability. the close of each audit period we will compute the earned premium for that period and send (b) Any other primary insurance available to notice to the first Named Insured. The due date you covering liability for damages arising for audit and retrospective premiums is the date out of the premises or operations, or the shown as the due date on the bill. If the sum of products and completed operations, for the advance and audit premiums paid for the which you have been added as an policy period is greater than the earned premium, additional insured. we will return the excess to the first Named (2) When this insurance is excess, we will have Insured. no duty under Coverages A or B to defend c. The first Named Insured must keep records of the insured against any "suit" if any other the information we need for premium insurer has a duty to defend the insured computation, and send us copies at such times against that 'suit". If no other insurer defends, as we may request. we will undertake to do so, but we will be entitled to the insured's rights 6. Representations against all those other insurers. By accepting this policy, you agree: a. The statements in the Declarations are accurate and complete; Page 12 of 16 ©Insurance Servirps Office, Inc., 2012 CG 00 01 0413 INSURED COPY Automobile Liability Policy No: TCP702275413 4. Loss Payment—Physical Damage 5. Other Insurance Coverages a. For any covered "auto" you own, this At our option,we may: Coverage Form provides primary a. Pay for, repair or replace damaged or insurance. For any covered"auto"you don't stolen property; own, the insurance provided by this Coverage Form is excess over any other b. Return the stolen property, at our expense. collectible insurance. However, while a We will pay for any damage that results to covered "auto" which is a "trailer" is the"auto"from the theft; or connected to another vehicle, the Covered c. Take all or any part of the damaged or Autos Liability Coverage this Coverage stolen property at an agreed or appraised Form provides for the"trailer"is: value. (1) Excess while it is connected to a motor If we pay for the "loss", our payment will vehicle you do not own;or include the applicable sales tax for the (2) Primary while it is connected to a damaged or stolen property. covered"auto"you own. 5. Transfer Of Rights Of Recovery Against b. For Hired Auto Physical Damage Coverage, Others To Us any covered "auto" you lease, hire, rent or If any person or organization to or for whom we borrow is deemed to be a covered "auto" make payment under this Coverage Form has you own. However, any "auto" that is rights to recover damages from another, those leased, hired, rented or borrowed with a rights are transferred to us. That person or driver is not a covered"auto". organization must do everything necessary to c. Regardless of the provisions of Paragraph secure our rights and must do nothing after a. above, this Coverage Form's Covered "accident"or"loss"to impair them. Autos Liability Coverage is primary for any B. General Conditions liability assumed under an "insured 1. Bankruptcy contract". Bankruptcy or insolvency of the"insured"or the d. When this Coverage Form and any other "insured's" estate will not relieve us of any Coverage Form or policy covers on the obligations under this Coverage Form. same basis, either excess or primary, we will pay only our share. Our share is the 2. Concealment, Misrepresentation Or Fraud proportion that the Limit of Insurance of our This Coverage Form is void in any case of Coverage Form bears to the total of the fraud by you at any time as it relates to this limits of all the Coverage Forms and Coverage Form. It is also void if you or any policies covering on the same basis. other "insured", at any time, intentionally 6. Premium Audit conceals or misrepresents a material fact a. The estimated premium for this Coverage concerning: Form is based on the exposures you told us a. This Coverage Form; you would have when this policy began. We b. The covered"auto"; will compute the final premium due when we determine your actual exposures. The c. Your interest in the covered"auto";or estimated total premium will be credited d. A claim under this Coverage Form. against the final premium due and the first 3. Liberalization Named Insured will be billed for the If balance, if any. The due date for the final we revise this Coverage Form to provide more coverage without additionalpremium premium or retrospective premium is the g date shown as the due date on the bill. If charge, your policy will automatically provide the estimated total premium exceeds the the additional coverage as of the day the final premium due, the first Named Insured revision is effective in your state. will get a refund. 4. No Benefit To Bailee—Physical Damage b. If this policy is issued for more than one Coverages year, the premium for this Coverage Form We will not recognize any assignment or grant will be computed annually based on our any coverage for the benefit of any person or rates or premiums in effect at the beginning organization holding, storing or transporting of each year of the policy. property for a fee regardless of any other provision of this Coverage Form. CA 00 01 10 13 ©Insurance Services Office, Inc.,2011 Page 9 of 12 POLICY NUMBER:TCP702275413 COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s)or organization(s)who are"insureds"for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Endorsement Effective Date: SCHEDULE Name Of Person(s) Or Organization(s): Information required to complete this Schedule, if not shown above,will be shown in the Declarations. Each person or organization shown in the Schedule is an"insured"for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II — Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 1013 ©Insurance Services Office, Inc., 2011 Page 1 of 1 Policy Number:TCP702275413 g. All interest on the full amount of any judgment So long as the above conditions are met, that accrues after entry of the judgment and attorneys' fees incurred by us in the defense of that before we have paid,offered to pay,or deposited indemnitee, necessary litigation expenses incurred in court the part of the judgment that is within the by us and necessary litigation expenses incurred by applicable limit of insurance. the indemnitee at our request will be paid as These payments will not reduce the limits of Supplementary Payments. Notwithstanding the insurance. Coverage A — Bodily Injury And Property Damage provisions of Paragraph 2.b.(2) of Section I — 2. If we defend an insured against a "suit" and an 9 Liability, such payments will not be deemed to be indemnitee of the insured is also named as a party to damages for "bodily injury" and "property damage" the "suit", we will defend that indemnitee if all of the and will not reduce the limits of insurance. following conditions are met: Our obligation to defend an insured's indemnitee a. The "suit" against the indemnitee seeks damages and to pay for attorneys' fees and necessary for which the insured has assumed the liability of litigation expenses as Supplementary Payments the indemnitee in a contract or agreement that is ends when we have used up the applicable limit of an "insured contract"; insurance in the payment of judgments or b. This insurance applies to such liability assumed settlements or the conditions set forth above, or the by the insured; terms of the agreement described in Paragraph f. c. The obligation to defend, or the cost of the above,are no longer met. defense of, that indemnitee, has also been SECTION II-WHO IS AN INSURED assumed by the insured in the same 'insured 1. If you are designated in the Declarations as: contract"; a. An individual, you and your spouse are insureds, d. The allegations in the "suit" and the information but only with respect to the conduct of a we know about the"occurrence"are such that no business of which you are the sole owner. conflict appears to exist between the interests of the insured and the interests of the indemnitee; b. A partnership or joint venture, you are an insured. Your members, your partners, and their e. The indemnitee and the insured ask us to spouses are also insureds, but only with respect conduct and control the defense of that to the conduct of your business. indemnitee against such "suit"and agree that we can assign the same counsel to defend the c. A limited liability company, you are an insured. insured and the indemnitee;and Your members are also insureds, but only with respect to the conduct of your business. Your f. The indemnitee: managers are insureds, but only with respect to (1) Agrees in writing to: their duties as your managers. (a) Cooperate with us in the investigation, d. An organization other than a partnership, joint settlement or defense of the"suit"; venture or limited liability company, you are an (b) Immediately send us copies of any insured. Your "executive officers" and directors demands, notices, summonses or legal are insureds, but only with respect to their duties papers received in connection with the as your officers or directors. Your stockholders suit ; are also insureds, but only with respect to their liability as stockholders. (c) Notify any other insurer whose coverage e. A trust, you are an insured. Your trustees are is available to the indemnitee;and also insureds, but only with respect to their (d) Cooperate with us with respect to duties as trustees. coordinating other applicable insurance available to the indemnitee;and (2) Provides us with written authorization to: (a) Obtain records and other information related to the"suit";and (b) Conduct and control the defense of the indemnitee in such "suit". CG 00 01 0413 ©Insurance Services Office, Inc., 2012 Page 9 of 16 INSU7 FD COPY WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 43 03 06 (Ed.4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be %of the California workers'compensation premium otherwise due on such remuneration. Schedule WAIVER OF SUBROGATION IN FAVOR OF City of Huntington Beach, its officers, elected or appointed officials,employees, agents and volunteers AS RESPECTS OF JOB PERFORMED BY Hinderliter de Llamas&Associates AS REQUIRED BY WRITTEN CONTRACT. Person or Organization City of Huntington Beach, its officers,elected or appointed officials, employees,agents and volunteers 2000 Main Street Huntington Beach, CA 92648 Job Description Notes: 1. This endorsement may be used to waive the company's right of subrogation against named third parties who may be responsible for an injury. 2. The sentence in( )is optional with the company. It limits the endorsement to apply to specific jobs of the insured,and only to the extent that the insured is required to obtain this waiver. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The Information below is required only when this endorsement is Issued subsequent to preparation of the policy.) Endorsement Effective 07/01/2026 Policy No.WC 051661587 CA Endorsement No. Insured Insurance Company AIU Insurance Company ADP TotalSource DE IV,Inc. 5800 Windward Parkway Alpharetta,GA 30005 L/C/F: Hinderliter de Llamas&Associates 120 S State College Blvd Suite 200 Brea,CA 92821 Countersigned by Q/�- 4L O1998 by the Workers'Co mpensatlon Insurance Rating Bureau of California.All rights reserved. From the WCIRB's California Workers' Compensation Insurance Forms Manual©2001. '1,10,1"T cr° CITY OF _; HUNTINGTON BEACH =-COU NTY t;#1 Lisa Lisa Lane Barnes I City Clerk September 28, 2026 Hinderliter de Llamas and Associates Attn: Bobby Young 120 S. State College Blvd., Suite 200 Brea, CA 92821 Dear Mr. Young, Attached for your records is an executed copy of the Professional Services Contract between the City of Huntington Beach and Hinderliter de Llamas and Associates for Sales and Use Tax Allocation and Audit Services, approved by the Huntington Beach City Council on September 1, 2026. Sincerely, —fivLisa Lane Barnes Elected City Clerk Enclosure LLB/ds Office: (714) 536—5227 I 2000 Main Street, Huntington Beach, CA ;2648 I www.huntingtonbeachca.gov .. Sales TaxAudi _________ _ _____ _____ __ _____ _____ _ _ _ _RA 7 45Professional• , . ���� �� _____ „___ „_ ,, Service on rac -- --- _=,-. _ ) )/1 , • _� .�,_ _ 4:kl*IDilir September 1 , 2026 17 19 09 , •• °OONTN 0 468 Sales Tax Audit Professional Service Contract • Fiscal Year 2026/27 Proposed Budget includes $52.4 million in projected sales and use tax. • The California Department of Tax and Fee Administration (CDTFA) determines all sales and use tax revenues remitted to local governments. • Hinderliter de Llamas and Associates (HdL) analyzes sales and use tax data to ensure allocations are correct for the City. • State law requires City Council authorization for specialty auditing firms, such as HdL, to verify sale and use tax information as the information is proprietary. • HdL works with the CDTFA to recover misallocated sales and use tax and has recovered an additional $13.25 million in misallocated sales and use tax over the prior 10 years. • Fee is a fixed monthly fee and a 16.5% commission on all misallocated revenue that is remitted to the City. 469 • Questions ? „, -, , . _.---4.--,.--.:n,', : , I , ,), i ,. i , , it 4111 ,t.latMliVq gi:s"i,4 'r `,-.---.:3:;;`;-,-:-:'*' ',..,;' 4._ ,... .._ . .„,... _L._ , ,, ,, ,..\;,:.... , _ . :..., ..6 ,..._ „,......,_____...:r.,..__,.4....,_ , ._ ,,,.,..,(,,,„..._:.„,,....,..,;,..,„;;.,:..,,,,,..,4‘ s ,t �f� � '•'-'..4',•,' f� � '7:4„,V.:-:-..4-:: m \`�. n ter .₹",.. a3>I'yf ''� �'w 4 , ✓ x - trr �� :vg, � . � � a 470