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HomeMy WebLinkAboutC-8351-1 - PSA for City of Newport Beach Revenue ForecastAMENDMENT NO. TWO TO PROFESSIONAL SERVICES AGREEMENT WITH BEACON ECONOMICS, LLC FOR CITY OF NEWPORT BEACH REVENUE FORECAST THIS AMENDMENT NO. TWO TO PROFESSIONAL SERVICES AGREEMENT ("Amendment No. Two") is made and entered into as of this 5th day of October, 2018 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and BEACON ECONOMICS, LLC, a California limited liability company ("Consultant'), whose address is 5777 West Century Blvd, Suite 895, Los Angeles, California 90045, and is made with reference to the following: RECITALS A. On December 22, 2016, City and Consultant entered into a Professional Services Agreement ("Agreement') to engage Consultant to prepare a Revenue Forecast ("Project'). B. On March 6, 2018, City and Consultant entered into Amendment No. One to reflect additional Services not included in the Agreement, and to increase the total compensation. C. The parties desire to enter into this Amendment No. Two to extend the term of the Agreement to allow for the completion of Work as outlined in the Agreement and Amendment No. One. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: "The term of this Agreement shall commence on the Effective Date, and shall terminate on December 31, 2019, unless terminated earlier as set forth herein. 2. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] Beacon Economics, LLC Amendment No. Two Page—1 IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date:17-013 /Zo►$ By:. �f.Aaron C. Harp PAW tZ•3-14 City Attorney ATTEST: Date: ��-10) bp By: —k k I Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: By: ° F=aM Dnj n Matusiewicz Director of Finance CONSULTANT: Beacon Economics, LLC, a California limited liability company Signed in Counterpart By: Sherif Hanna Member Date: an Signed in Counterpart Christopher Thornberg Member [END OF SIGNATURES] Beacon Economics, LLC Amendment No. Two Page 2 IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date:_ 12-1 3 / Zo 1'8 By:- ,'' A Y"A; .pol•.Aaron C. Harp ftm m -S-14 City Attorney ATTEST: Date: By: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: By: Dan Matusiewicz Director of Finance CONSULTANT: Beacon Economics, LLC, a California limited liabilityompany, Date: /--) - 5-- /J i Member Date By:, % 2 7 - -)0/ e Christopher Thornberg Member [END OF SIGNATURES] Beacon Economics, LLC Amendment No, Two Page 2 t Ln AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT v WITH BEACON ECONOMICS, LLC FOR CITY OF NEWPORT BEACH REVENUE FORECAST THIS AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT ("Amendment No. One") is made and entered into as of this 6th day of March, 2018 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and BEACON ECONOMICS, LLC, a California limited liability company ("Consultant"), whose address is 5777 West Century Blvd, Suite 895, Los Angeles, CA 90045, and is made with reference to the following: RECITALS A. On December 22, 2016, City and Consultant entered into a Professional Services Agreement ("Agreement") to engage Consultant to prepare a Revenue Forecast ("Project"). B. The parties desire to enter into this Amendment No. One to reflect additional Services not included in the Agreement, and to increase the total compensation. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. SERVICES TO BE PERFORMED Exhibit A to the Agreement shall be supplemented to include the Scope of Services, attached hereto as Exhibit A and incorporated herein by reference ("Services" or "Work"). Exhibit A to the Agreement and Exhibit A to this Amendment No. One shall collectively be known as "Exhibit A." The City may elect to delete certain Services within the Scope of Services at its sole discretion. 2. COMPENSATION TO CONSULTANT Exhibit B to the Agreement shall be supplemented to include the Schedule of Billing Rates, attached hereto as Exhibit B and incorporated herein by reference ("Services" or "Work"). Exhibit B to the Agreement and Exhibit B to Amendment No. One shall collectively be known as "Exhibit B." Section 4.1 of the Agreement is amended in its entirety and replaced with the following: "City shall pay Consultant for the Services on a time and expense not -to - exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall be Seventy Thousand Two Hundred Dollars and 00/100 ($70,200.00). Additionally, the City has allocated a contingency amount of Four Thousand Eight Hundred Dollars and 00/100 ($4,800.00) for unexpected costs for a total not to exceed of Seventy Five Thousand Dollars and ($75,000.00). No billing rate changes shall be made during the term of this Agreement without the prior written approval of City, and no portion of the contingency shall be expended without prior written approval of City's Project Administrator." The total amended compensation reflects Consultant's additional compensation for additional Services to be performed in accordance with this Amendment No. One, including all reimbursable items and subconsultant fees, in an amount not to exceed Thirty Thousand Dollars and 00/100 ($30,000.00). 3. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] Beacon Economics, LLC Page 2 IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: !I (p W By: Aaron C. Harp City Attorney ATTEST: 3 g Date: By: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: 3 -L -r By: 6 Da atusiewicz Director of Finance CONSULTANT: Beacon Economics, LLC, a California limited liability company Date: Signed in Counterpart 0 Sherif Hanna Member Date: Signed in Counterpart By: Christopher Thornberg Member [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Beacon Economics, LLC Page 3 IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: to/lS CITY OF NEWPORT BEACH, a California municipal corporation By: By: Aaron C. Harp 02 .2-1-13 Dan Matusiewicz City Attorney Director of Finance ATTEST: By: Leilani I. Brown City Clerk Attachments: CONSULTANT: Beacon Economics, LLC, a California limited liabilit company Date: n 2' (a - /; Date: By: Chn opher Thornberg Member [END OF SIGNATURES] Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Beacon Economics, LLC Page 3 i:►:4:r1=311AU SCOPE OF SERVICES Beacon Economics, LLC Page A-1 EXHIBIT A SCOPE OF SERVICES Supplemental Work for an Economic Impact Analysis of Newport Beach Harbor Beacon Economics, LLC ("Consultant") proposes to conduct on behalf of the City of Newport Beach ("City") an economic impact analysis of Newport Beach Harbor (the "Harbor'). The Harbor, its hard infrastructure, and its large interconnected surrounding business community have demonstrable and significant impacts on the local economy, generating jobs, tax revenues, and increased economic productivity for the City, Orange County, and beyond. The purpose of this analysis is to quantify that impact and describe it in terms of specific economic, fiscal, and social indicators relevant to the prosperity and vitality of the local community and the local economy. This economic impact study has three technical components: (1) First, it will evaluate economic impacts of the Harbor in terms of jobs and output generated; (2) Second, it will evaluate fiscal impacts of the Harbor in terms of tax revenues to local, state, and national governments; and (3) Third, it will evaluate the social impact of the Harbor on the local community of the City in terms of recreational and cultural amenities among other inputs. The broader architecture of the final report is described below. Strategic Approach The final Economic Impact Report will include: A. Discussion & Overview of the history of Newport Bay and the Newport Bay economy. B. Economic Impact Analysis: Narrative discussion of direct, indirect, and induced economic, fiscal, and social impacts including graphs, tables, and charts. In addition to the Minnesota IMPLAN Group's Impacts for Planning ("IMPLAN") analysis further detailed below, Consultant will include the following analyses to estimate impacts not addressed by IMPLAN: i. Home Values and Private Dock Access Analysis: Consultant will use regression analysis to assess the impact of the Harbor on the Assessed Valuation of residential properties with private dock access; and ii. Where there is insufficient data available on specific sub -sectors or entities of interest, Consultant will include discussion of such entities and leverage whatever additional private data is available to supplement narrative discussion with quantitative analysis where possible. Where data may be available from private entities like for example the Newport Beach Dory Fleet or Pearson's Port, the City is expected to facilitate the timely provision of that data if it is to be used in this analysis. C. Estimate of loss (economic, fiscal, social) if navigability of the Harbor is not maintained. Methodology: Impact Regions Economic impacts will be measured at the U.S., state, and county levels of geography. Thus, this analysis will show the economic impact for the following regions: • Orange County • The State of California • The United States Methodology: Data collection Given presumed data availability, Consultant has devised the below methodology for collecting data on expenditures attributable to the Harbor in order to evaluate economic, fiscal, and social impacts of the Harbor. Using this methodology, the Consultant team will offer a working definition of "the Harbor" and what it includes; that definition will drive Consultant's economic impact analysis. Public expenditures & revenues: City will be responsible for providing the Consultant team with all relevant available data related to public revenues and expenditures in association with the Harbor at the City or County level. This data is expected to include: (1) Relevant City taxes (i.e., property taxes generated through upland properties; Tidelands fees generated from residential docks, commercial marinas, moorings, etc.); (2) Relevant County taxes (i.e., Possessory Interest Tax); (3) Expenditures and/or revenues associated with the Harbor's leases, moorings, mega -yacht anchorage, and Harbor Patrol and Lifeguards. As discussed, the City will assemble the available financial data as described above for years 2015-2016 and 2016-2017 and deliver to Consultant for analysis. The City will also use reasonable efforts to facilitate the delivery of data associated with the annual Christmas Boat Parade from the Newport Beach Chamber of Commerce, the official host of the Parade, to Consultant so that Consultant's economic impact analysis accounts for this event in its estimation of impacts. If possible, this and any other holiday event data made available will be used to devise a visitor spending estimate to be included as an additional input in total expenditures. The City will also (as discussed and agreed upon) provide Consultant with business license data with regard to all businesses within 0.25 mile of Newport Bay. Other data including business data and Federal spending data: In order to devise a dataset reflective of expenditures attributable to the Harbor, Consultant will do the following to estimate the expenditures of businesses associated with the Harbor: 1. Consultant will use California Employment Development Department (EDD) resources to acquire data on business establishments by industry in Newport Beach, 2. Consultant will leverage Info USA as well as other resources to identify by NAICS code the types of businesses in Newport Beach whose sustained activities are tied to the Harbor's continued operation as a functioning Harbor. This will require Consultant analysts to devise a data -driven definition for "the Harbor" indicating which business activities will be attributed to the Harbor and thus inform its impact. This may also require a brief literature review to ensure Consultant's definition aligns with generally accepted industry definitions and parameters. 3. Consultant will then use the Economic Census data to estimate the aggregate spending of the subset of businesses it determines to be fundamentally tied to the Harbor. Consultant will adjust its aggregate spending estimate for inflation so its reflective of 2017 dollars. Where expenditure data is not readily available for items for which the City desires empirical estimates, Consultant will, at its own discretion, discuss with the City possible alternative methodological approaches for deriving an estimate. For example, as discussed, Consultant will derive an estimate on Marine Construction and Maintenance by using public expenditure data for a sufficiently similar Marina to identify a rough correlate for private spending on Newport Beach Harbor scaled appropriately. Unless otherwise required by law, the data provided by City shall be subject to Section 18 of the Agreement. Methodology: Components 1 & 2 Consultant uses an expenditures -based methodology to evaluate economic and fiscal impacts: • Quantifying the Economic Impact: The economic impact of the Harbor will be determined by translating expenditure data into a direct impact, and then, by applying an economic multiplier, the indirect and induced economic impacts will be determined. This analysis will include impacts associated with the Harbor in the context of both job creation and economic output or productivity. • Determining the Fiscal Impact: The fiscal benefits to government agencies that are derived from the Harbor will also be determined based on expenditure data and in terms of the secondary tax implications for induced and indirect economic activity. The economic and fiscal impacts of the Harbor will be simultaneously estimated using Input -Output models. We will use Minnesota IMPLAN Group's Impacts for Planning (IMPLAN) input-output model. Impact studies operate under the basic assumption that any increase in spending has three effects: 1. First, there is a direct effect on the industry itself (the industry under observation or the target industry), resulting from the additional output of goods or services. 2. Second, there is a chain of indirect effects on all the industries whose outputs are used by the industry under observation. These are the impacts generated by a business' supply chain. 3. Third, there are induced effects that arise when employment increases and household spending patterns are expanded. These impacts follow from the additional income that is earned in the course of producing this output, both by employees in the target industry and in those supplying it. As mentioned, to determine the economic and fiscal impacts of the Harbor, this analysis will utilize an expenditure -based approach, whereby Consultant will model the impact in the local economy by looking at the pattern of expenditures and modeling them as changes in demand for the sectors supplying those inputs. For example, a $5 million purchase of construction services would be modeled as a $5 million increase in demand in the construction industry. Other costs such as labor costs, legal expenses, and administrative expenses will be modeled as changes in demand in each of their respective sectors. This approach will allow Consultant to capture the full scope of the impacts generated by the Harbor. Using the IMPLAN model, Consultant will estimate the direct, indirect, and induced economic and fiscal impacts on a number of indicators as detailed below: 1. Employment: Consultant will estimate the number of full-time equivalent jobs that are created as a result of Harbor activities and their distribution across a spectrum of broad industry clusters. 2. Output: Consultant will estimate the increase in productivity and its distribution across a spectrum of broad industry clusters. 3. Tax Revenues: Consultant will estimate the fiscal benefits of Harbor activities for government agencies. Estimates will be presented for the three impact regions noted above (Orange County, the State of California, and the United States), subject to data limitations. Home Values and Private Dock Access Analysis: In addition to those economic and fiscal impacts estimated using the IMPLAN analysis, Consultant will leverage regression analysis to assess the impact on the Assessed Valuation of residential properties with private dock access. Consultant will put forward an estimate on the additional economic value generated by the Harbor's provision of private dock access and any associated fiscal impacts. Estimate of economic loss: Consultant will use the results of the impact analysis to estimate the economic and fiscal loss if navigability of the Harbor is not maintained. Consultant will roughly quantify the extent to which the industries under analysis in this study can be assumed to be directly reliant on the Harbor's navigability. Using those estimates and accounting for varying multiplier implications of the industries, Consultant will estimate the anticipated economic and fiscal loss if the navigability of Newport Beach Harbor is not maintained. To the extent possible, Consultant will include discussion of social impacts in its estimation of loss. Methodology: Components 3 Evaluating the Social Impact: Lastly, Consultant will evaluate the social impact of the Harbor on the Newport Beach community. Items to be addressed may include (1) recreational amenities; (2) tourist attractions including major events (i.e., Newport Beach Christmas Boat Parade); and (3) cultural amenities contributing to the vitality of the Newport Beach community (i.e., Pearson's Port and other historical and/or cultural entities operating in association with the Harbor). DELIVERABLES & TIMELINE Consultant will provide the following deliverables according to the general timeline below. This timeline is based on the date project work will commence. The Consultant team will work closely with the City to ensure a specific calendar schedule is immediately established. Preliminary Estimates — Tables that include preliminary results of the impact analysis will be delivered for the City's evaluation. Because data collection for this impact analysis is atypical, a specific delivery date for preliminary estimates will be determined upon execution of this agreement. Typically, preliminary estimates can be delivered within 30 days of receipt of all necessary data from the Cit v where that data is mutually determined to be complete and in full. Draft Economic Impact Report — A written, comprehensive analysis of the expected economic, fiscal, and social impacts on the Region will be delivered for review and comment 30 days following the approval by the City of Preliminary estimates. Final Economic Impact Report — A written, comprehensive analysis of the economic, fiscal, and social impacts of the Harbor, integrating comments and feedback, will be prepared and delivered. The report will address any issues raised during the draft review period. The final report will be up to 30 pages (including appendices) in length and will include visual depictions of the economic analysis through graphs, charts, and tables. The final report will be delivered two Q weeks after receipt of final Citv comments. As aforementioned, the project schedule for this study is dependent on Consultant's timely receipt of all necessary data from the City or reasonably facilitated by the City. Any delay in the receipt of data will likely result in a delay of the final deliverable. With regard to the three deliverables listed above, specific delivery dates can be determined upon execution of the agreement and pending the date by which the City agrees to ensure the transfer of all necessary data for this analysis. Contingency: The contingency amount is allocated for unexpected additional costs and analysis related to the Economic Input Analysis of Newport Beach Harbor. IJ:/:1L=3i SCHEDULE OF BILLING RATES Beacon Economics, LLC Page B-1 EXHIBIT B SCHEDULE OF BILLING RATES Economic Impact Report: Not -To -Exceed (NTE): $25,200.00 Contingency: Not -To -Exceed (NTE): $4,800.00 Total Not -to -Exceed (Amendment No. One): $30,000.00 rf� QD1 PROFESSIONAL SERVICES AGREEMENT v WITH BEACON ECONOMICS, LLC FOR CITY OF NEWPORT BEACH REVENUE FORECAST THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement') is made and entered into as of this 22nd day of December, 2016 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and BEACON ECONOMICS, LLC, a California limited liability company ("Consultant'), whose address is 5777 West Century Boulevard, Suite 895, Los Angeles, California 90045, and is made with reference to the following: RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City desires to engage Consultant to prepare a Revenue Forecast ('Project'). C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the professional services described in this Agreement. D. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The term of this Agreement shall commence on the Effective Date, and shall terminate on October 5, 2018, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall diligently perform all the services described in the Scope of Services and Schedule of Billing Rates attached hereto as Exhibit A and incorporated herein by reference ("Services" or "Work"). City may elect to delete certain Services within the Scope of Services at its sole discretion. 3. TIME OF PERFORMANCE 3.1 Time is of the essence in the performance of Services under this Agreement and Consultant shall perform the Services in accordance with the schedule included in Exhibit A. In the absence of a specific schedule, the Services shall be performed to completion in a diligent and timely manner. The failure by Consultant to strictly adhere to the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely manner may result in termination of this Agreement by City. 3.2 Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant's reasonable control. However, in the case of any such delay in the Services to be provided for the Project, each party hereby agrees to provide notice within two (2) calendar days of the occurrence causing the delay to the other party so that all delays can be addressed. 3.3 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator as defined herein not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant's control. 3.4 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by hand -delivery or mail. 4. COMPENSATION TO CONSULTANT 4.1 City shall pay Consultant for the Services on a time and expense not -to - exceed basis in accordance with the provisions of this Section and Exhibit A. Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed Forty Five Thousand Dollars and 001100 ($45,000.00), without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 4.2 Consultant shall submit monthly invoices to City describing the Work performed the preceding month. Consultant's bills shall include the name of the person who performed the Work, a brief description of the Services performed and/or the specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on all Work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty (30) calendar days after approval of the monthly invoice by City staff. 4.3 City shall reimburse Consultant only for those costs or expenses specifically identified in Exhibit A to this Agreement or specifically approved in writing in advance by City. 4.4 Consultant shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work" means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit A. Beacon Economics, LLC Page 2 5. PROJECT MANAGER 5.1 Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated Eric Meux to be its Project Manager. Consultant shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel. 5.2 Consultant, at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of Services upon written request of City. Consultant warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 5.3 If Consultant is performing inspection services for City, the Project Manager and any other assigned staff shall be equipped with a cellular phone to communicate with City staff. The Project Manager's cellular phone number shall be provided to City. 6. ADMINISTRATION This Agreement will be administered by the Finance Department. City's Director of Finance or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES To assist Consultant in the execution of its responsibilities under this Agreement, City agrees to provide access to and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant's Work schedule. 8. STANDARD OF CARE 8.1 All of the Services shall be performed by Consultant or under Consultant's supervision. Consultant represents that it possesses the professional and technical personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with community professional standards and with the ordinary degree of skill and care that would be used by other reasonably competent practitioners of the same discipline under similar circumstances. All Services shall be performed by qualified and experienced personnel who are not employed by City. By delivery of completed Work, Consultant certifies that the Work conforms to the requirements of this Agreement, all applicable federal, state and local laws, and legally recognized professional standards. Beacon Economics, LLC Page 3 8.2 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force and effect during the term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Consultant to practice its profession. Consultant shall maintain a City of Newport Beach business license during the term of this Agreement. 8.3 Consultant shall not be responsible for delay, nor shall Consultant be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, acts of God, or the failure of City to furnish timely information or to approve or disapprove Consultant's Work promptly, or delay or faulty performance by City, contractors, or governmental agencies. 9. HOLD HARMLESS 9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers and employees (collectively, the "Indemnified Parties') from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorneys' fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims'), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, any Work performed or Services provided under this Agreement including, without limitation, defects in workmanship or materials or Consultant's presence or activities conducted on the Project (including the negligent, reckless, and/or willful acts, errors and/or omissions of Consultant, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable, or any or all of them). 9.2 Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorneys' fees in any action on or to enforce the terms of this Agreement. 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. 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the Work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. No civil service status or other right of employment shall accrue to Consultant or its employees. Nothing in this Agreement shall be deemed to constitute approval for Beacon Economics, LLC Page 4 Consultant or any of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the Work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance of the Work or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the Services. 11. COOPERATION Consultant agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the Work to be performed. City agrees to cooperate with the Consultant on the Project. 12. CITY POLICY Consultant shall discuss and review all matters relating to policy and Project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. 13. PROGRESS Consultant is responsible for keeping the Project Administrator informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 14. INSURANCE Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit B, and incorporated herein by reference. 15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the Services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint -venture or syndicate or co -tenancy, which shall result in changing the control of Consultant. Control means fifty percent (50%) or more of the voting power or twenty-five percent (25%) or more of the assets of the corporation, partnership or joint -venture. Beacon Economics, LLC Page 5 16. SUBCONTRACTING The subcontractors authorized by City, if any, to perform Work on this Project are identified in Exhibit A. Consultant shall be fully responsible to City for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between City and any subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law. City is an intended beneficiary of any Work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and City. Except as specifically authorized herein, the Services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City. 17. OWNERSHIP OF DOCUMENTS 17.1 Each and every report, draft, map, record, plan, document and other writing produced, including but not limited to, websites, blogs, social media accounts and applications (hereinafter "Documents"), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Additionally, all material posted in cyberspace by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents, including all logins and password information to City upon prior written request. 17.2 Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant, and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. 17.3 All written documents shall be transmitted to City in formats compatible with Microsoft Office and/or viewable with Adobe Acrobat. Beacon Economics, LLC Page 6 18. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the Services in this Agreement, shall be kept confidential unless City expressly authorizes in writing the release of information. 19. INTELLECTUAL PROPERTY INDEMNITY Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement or alleged infringement of any United States' letters patent, trademark, or copyright, including costs, contained in Consultant's Documents provided under this Agreement. 20. RECORDS Consultant shall keep records and invoices in connection with the Services to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Consultant shall allow inspection of all Work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 21. WITHHOLDINGS City may withhold payment to Consultant of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue Work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or designee with respect to such disputed sums. Consultant shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 22. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the Work accomplished by Consultant, the additional design, construction and/or restoration expense shall be borne by Consultant. Nothing in this Section is intended to limit City's rights under the law or any other sections of this Agreement. Beacon Economics, LLC Page 7 23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 24. CONFLICTS OF INTEREST 24.1 Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the Work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 24.2 If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. 25. NOTICES 25.1 All notices, demands, requests or approvals, including any change in mailing address, to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first- class mail, addressed as hereinafter provided. 25.2 All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: Dan Matusiewicz, Director of Finance Finance Department City of Newport Beach 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92658 25.3 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Attn: Sherif Hanna Beacon Economics, LLC 5777 West Century Boulevard, Suite 895 Los Angeles, CA 90045 Beacon Economics, LLC Page 8 26. CLAIMS Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this Agreement, Consultant shall submit to City, in writing, all claims for compensation under or arising out of this Agreement. Consultant's acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Agreement except those previously made in writing and identified by Consultant in writing as unsettled at the time of its final request for payment. Consultant and City expressly agree that in addition to any claims filing requirements set forth in the Agreement, Consultant shall be required to file any claim Consultant may have against City in strict conformance with the Government Claims Act (Government Code sections 900 et seq.). 27. TERMINATION 27.1 In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, and thereafter diligently take steps to cure the default, the non -defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 27.2 Notwithstanding the above provisions, City shall have the right, at its sole and absolute discretion and without cause, of terminating this Agreement at any time by giving no less than seven (7) calendar days' prior written notice to Consultant. In the event of termination under this Section, City shall pay Consultant for Services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 28. STANDARD PROVISIONS 28.1 Recitals. City and Consultant acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 28.2 Compliance with all Laws. Consultant shall, at its own cost and expense, comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. Beacon Economics, LLC Page 9 28.3 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 28.4 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 28.5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 28.6 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 28.7 Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. 28.8 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 28.9 Controlling Law and Venue. The laws of .the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 28.10 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, sexual orientation, age or any other impermissible basis under law. 28.11 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees. 28.12 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. [SIGNATURES ON NEXT PAGE] Beacon Economics, LLC Page 10 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY OF NEWPORT BEACH, CITY ATTORNEY'S OFFICE a California municipal corporation Date: I aZIIS 6 Date: / "?, - / g - /!o By:-2;97By Aaron C. Harpatusiewicz City Attorney Director of Finance ATTEST: CONSULTANT: Beacon Economics, LLC, Date: Z Z a California limited liability company Date: /,--) - x? /- / .. C By: 'Y ani I. rown City CIA 1`;�T By: / Sherift Hanna Managing Partner [END OF SIGNATURES] Attachments: Exhibit A - Scope of Services and Schedule of Billing Rates Exhibit B - Insurance Requirements Beacon Economics, LLC Page 11 EXHIBIT A SCOPE OF SERVICES AND SCHEDULE OF BILLING RATES Beacon Economics, LLC Page A-1 SCOPE OF WORK Beacon will provide the City with a forecast for the following variables: Taxable Sales Forecast — A forecast of taxable sales in the City that extends out five years. This forecast will include an analysis of the underlying drivers of taxable sales such as population, consumer spending, prices, and income. Assessed Valuation Forecast — A forecast of the assessed valuation of property in the City that extends out five years. This forecast will include an analysis of the underlying drivers of property valuation, namely property prices and transaction volumes. Building Permit Forecast—A forecast of building permit values in the city that extends out five years. This forecast will include an analysis of the underlying drivers of building permit values such as population, prices, and income. Transient Occupancy Tax Forecast — A forecast of transient occupancy tax revenues in the City that extends out five years. This forecast will include an analysis of the underlying drivers of transient occupancy tax revenues including hotel occupancy, room rates, and overall consumer spending. Narrative Write -Up —A concise write up explaining the forecast conclusions. In each subsequent forecast, there will be a discussion of what has changed and why. Statistical Section —A comprehensive analysis of the City's population and economy to be included with the full Annual Report*. As part of the narrative write-up, this section will utilize the American Community Survey, one of the most comprehensive socioeconomic data sources outside of the decennial census, in addition to other data sources. This section will cover a wide range of economic and demographic statistics such as: unemployment rate, key industries (e.g. financial and insurance firms, retail shopping and tourism), household income, consumer and business spending, workforce quality (educational attainment), housing market, population growth and others. *Mid -Year Update to include Revenue Forecast only. Presentation — As an option, upon the City's request, Beacon Economics Founding Partner, Dr. Chris Thornberg can present the material at a time and location jointly determined by Beacon and the City. Each forecast that Beacon delivers would be based on its own proprietary, econometric forecast models. A model will be customized specifically for this project and Beacon will use the most updated, City -specific data available. The detail and speed with which Beacon can deliver its forecasts will be greatly enhanced by data provided by the City. The City will need to provide the necessary historical data for variables to be forecast. As part of this agreement, Beacon will schedule detailed discussions with the City about tax and other data that the City has at its disposal, which it may be able to provide to Beacon for use in this forecasting project. Beacon may need to meet with City staff, via conference call, up to one hour after the updated historical data is provided to ensure that all necessary inputs are available to effectively forecast each of the variables above. SCHEDULE The Initial Forecast for the first Cycle can be delivered within 45 days of the Effective Date of this agreement and receipt of the historical data from the City. The Mid -Cycle Forecast can be delivered approximately six months thereafter, provided that Beacon has received the updated data by 30 days before the delivery date, unless an alternate date is requested, in which case a mutually agreed upon date will be determined. PROFESSIONAL FEES St PAYMENT TERMS Beacon proposes to provide the City with the Revenue Forecast Report at the following prices. • 2016 Report (Full and Mid -Year) $14,500 • 2017 Optional Report (Full and Mid -Year) $12,000 • 2018 Optional Report (Full and Mid -Year) $12,000 Presentations * 2016 Presentation $2,500 • 2017 Presentation with 2 or 3 year agreement $1,500 • 2018 Presentation with 3 year agreement gratis the following • In addition to the base fees, the City will reimburse Beacon for V reasonable out-of- pocket expenses incurred by Beacon as a direct result of fulfilling the scope of this Agreement: travel related expenses in conjunction with a presentation. EXHIBIT B INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES 1. Provision of Insurance. Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Consultant agrees to provide insurance in accordance with requirements set forth here. If Consultant uses existing coverage to comply and that coverage does not meet these requirements, Consultant agrees to amend, supplement or endorse the existing coverage. 2. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 3. Coveracie Requirements. A. Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its City Council, boards and commissions, officers, agents, volunteers and employees. B. General Liability Insurance. Consultant shall maintain commercial general liability insurance, and if necessary umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate. The policy shall cover liability arising from premises, operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). C. Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. Beacon Economics, LLC Page B-1 D. Professional Liability (Errors & Omissions) Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of one million dollars ($1,000,000) per claim and two million dollars ($2,000,000) in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the Effective Date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the Services required by this Agreement. 4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: A. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its City Council, boards and commissions, officers, agents, volunteers and employees or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants. B. Additional Insured Status. All liability policies including general liability, excess liability, pollution liability, and automobile liability, if required, but not including professional liability, shall provide or be endorsed to provide that City, its City Council, boards and commissions, officers, agents, volunteers and employees shall be included as insureds under such policies. C. Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self- insurance maintained by City. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days notice of cancellation (except for nonpayment for which ten (10) calendar days notice is required) or nonrenewal of coverage for each required coverage. 5. Additional Agreements Between the Parties. The parties hereby agree to the following: A. Evidence of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Beacon Economics, LLC Page B-2 Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant sixty (60) calendar days advance written notice of such change. If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant's compensation. C. Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. D. Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. E. Self-insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self- insurance will not be considered to comply with these requirements unless approved by City. F. City Remedies for Non -Compliance. If Consultant or any subconsultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Consultant's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Consultant or reimbursed by Consultant upon demand. G. Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Contract, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. Beacon Economics, LLC Page B-3 H. Consultant's Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. Beacon Economics, LLC Page B-4