HomeMy WebLinkAboutC-8008-2 - PSA for Utility Rate AnalysisI
PROFESSIONAL SERVICES AGREEMENT
WITH HF&H CONSULTANTS, LLC FOR
UTILITY RATE ANALYSIS
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and
entered into as of this 20th day of March, 2017 ("Effective Date"), by and between the
CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"),
and HF&H CONSULTANTS, LLC, a California limited liability company ("Consultant'),
whose address is 201 N. Civic Drive, Suite 230 Walnut Creek, CA 94596, 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 provide an Utility Rate Analysis ("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:
TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on March 31, 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 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.
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 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 not exceed Forty Five Thousand Two
Hundred Sixty Dollars and 001100 ($45,260.00), 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 forthose costs or expenses specifically
identified in Exhibit B 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.
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Compensation for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B.
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 John Farnkoph 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 Municipal Operations Department.
City's Utilities Director 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.
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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 Consultant or any
of Consultant's employees or agents, to be the agents or employees of City. Consultant
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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 C, 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.
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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.
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.
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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.
23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the Project.
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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: George Murdoch, Utilities Director
Municipal Operations 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: John Farnkoph
HF&H Consultants, LLC
201 N. Civic Drive, Suite 230
Walnut Creek, CA 94596
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
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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.
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.
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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]
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: x ?11
Aaron C. arp
City ney
ATTEST:
Date:
By:
Leilani I. Brown
City Clerk
CI FoR`%
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
Z BY:
0320 I orge Murdoch
Utilities Director
CONSULTANT: HF&H Consultants, LLC,
a California limited liability company
Date: Z 1 x4dl c U' :�-
By: 44-11- 4��
Jo n Farn ko f
Senior Vice President / Secretary
Date:
Richard J. Simo son
Vice President
[END OF SIGNATURES]
Attachments: Exhibit A - Scope of Services
Exhibit B - Schedule of Billing Rates
Exhibit C - Insurance Requirements
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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: Zv/( Date:
By: By:
Aaron C. arp George Murdoch
City hey Utilities Director
ATTEST: CONSULTANT: HF&H Consultants, LLC,
Date: a California limited liability company
Date:
By: By:
Leilani I. Brown John Farnkopf
City Clerk Senior Vice President / Secretary
Date:
By:
Richard J. Simonson
Vice President
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
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EXHIBIT A
SCOPE OF SERVICES
Task 1. Initiate Project
A telephonic kickoff meeting will be held to start the project. The meeting will cover
the following topics:
• Evaluate any changes in the City's current policies, goals, and objectives that
affect updating the sewer rate analysis and rate development.
• Review any regional issues concerning Orange County Sanitary District and
neighboring districts and cities.
• Confirm the escalation factors and other assumptions in the current model related
to growth and customer loadings.
• Review the current rate structure and potential modifications including the need for
a multi -unit charge and non -water customer sewer use charge.
• Identify required data including operating and capital budgets and operational
reports, and customer billing characteristics.
• Review the status and capabilities of the customer billing system.
• Other related topics.
The direction received will be summarized in a brief memo, including a list of data.
Task 2. Update Model
The existing model will be used as the basis for the update. The model will
substantially retain its structure but will be revised as needed for the City's future use.
• Re -analyze revenues and revenue requirements.
• Review current rate classes and rate structure.
• Examine proposed rate structure alternatives.
• Re -analyze and update projected maintenance, repair and replacement costs of
assets, which will be built into the rate analysis.
• Determine a monthly sewer service charge that fully supports operations and
maintenance, replacement, capital improvements, and reserve policies.
• Revise the electronic rate model that may be readily controlled to take into account
alternative scenarios.
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Task 3. Prepare Report
The January 12, 2016 report will be updated with the exclusion of the sections
pertaining to the recycled water rates. The following areas will be updated including the
tables and figures:
1. Executive Summary
2. Introduction
3. Projected Revenue Requirements (FY 2017-18 to FY 2022-23)
Revenue Requirements
Salaries
Benefits
Operations and Maintenance
Internal Services Allocation
Operating Reserve Expense
Capital Reserve Expense
Miscellaneous Costs
Revenue Increases
Fund Balance
Minimum Fund Balance
Target Fund Balance
4. Sewer Rate Design
Proposed Rate Structure
Include Multi -Unit Charge
Non -Water Customer Sewer Use Charge
Current and Proposed Customer Bill Comparisons
Comparison with Neighboring Agencies
Appendix
Sewer Rate Model
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A draft report will be submitted for staff review and revised to address comments.
The revised draft report will be presented to the City Council at the time staff receives
authorization by the City Council to mail Proposition 218 notices to rate payers.
Task 4. Implementation
In addition to the project report in Task 3, we will assist City Staff with the
development and review of the following documents that are required as part of
implementing new sewer rates:
• Staff reports, presentations, Proposition 218 notices, ordinances, and resolutions.
Versions of these documents from the prior rate study will be updated where
possible.
As with the previous study, we will conduct telephonic/internet-based meetings
with City Staff throughout the project (the kickoff meeting is in Task 1). In addition, we
will attend applicable public meetings, hearings, and work sessions with committees, the
community, and City Council to present recommendations. The budget anticipates one
Finance Committee meeting and two City Council meetings.
Task 5. Contingency
We have included a contingency, which can be used for an additional meeting,
analysis of additional alternatives, or similar unforeseen activity. The contingency also
includes an allowance for project management, which includes contract administration,
invoicing, and scheduling.
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EXHIBIT B
SCHEDULE OF BILLING RATES
-_
--
_
Hourly rates
azbb
4,150
Task 1. Initiate Project
Preparation
2
6
8
Klckaff Meeting (telephonic)
2
2
4
Prepare meeting notes
1
2
3
Task 1 hours
5
10
15
Task 1fees
$1,275
$1,500
$2,775
Task 2. Update Model
Revenue requirement projections
6
20
26
Rate structure design
6
10
16
Customer bill comparisons
2
6
8
Review with Staff (by phone)
2
2
4
Revise model
4
8
12
Task 2 hours
20
46
66
Task 2fees
$5,100
Woo
$12,000
Task 3. Prepare Report
Prepare draft report
20
4
24
Review with Staff (by phone)
2
2
4
Revise draft report and model
4
4
8
Review with Staff (by phone)
1
1
2
Prepare final report
2
2
4
Task 3 hours
29
13
42
Task 3 fees
$7,395
$1,950
$9,345
Task 4. Implementation
Finance Committee meeting (on site)
8
8
16
Council presentation (on site)
16
8
24
Prepare notice, ordinance, resolution
4
2
6
Council protest hearing (on she)
8
8
16
Task 4 hours
36
26
8
Task 4 fees
$9,180
$3,900
$13,080
Task 5. Contingency
Meeting:, analysis, etc.
8
6
16
Project management
4
4
8
12
12
24
Task 5 hours
Task 5 fees
$3,060
$1,800
$4,860
Task 1- 5 hours
102
107
209
Task 1- 5 fees
$26,010
$16 050
$42 060
Direct expenses (Travel, mise)
$0
0
3,200
Few Total Feand nses
Total Not to Exceed: $45,260.00
HF&H Consultants, LLC Page B-1
EXHIBIT C
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. Coverage 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.
HF&H Consultants, LLC Page C-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 specked 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 Agreement. City
reserves the right to require complete, certified copies of all required
insurance policies, at any time.
HF&H Consultants, LLC Page C-2
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.
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.
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.
HF&H Consultants, LLC Page C-3
CERTIFICATE OF INSURANCE
CHECKLIST
City of Newport Beach
This checklist is comprised of requirements as outlined by the City of Newport Beach. *
Date Received: 11/1/16 Dept./Contact Received From: Joan
Date Completed: 11/1/16 Sent to: Joan By: Alicia
Company/Person required to have certificate: HF&H Consultants, LLC
Type of contract:
I. GENERAL LIABILITY
EFFECTIVE/EXPIRATION DATE: 9/6/16-9/6/17
A.
INSURANCE COMPANY: Sentinel Insurance Company LTD
B.
AM BEST RATING (A-: VII or greater): A+: XV
C.
ADMITTED Company (Must be California Admitted):
Is Company admitted in California?
® Yes ❑ No
D.
LIMITS (Must be $1 M or greater): What is limit provided?
2M/4M
E.
ADDITIONAL INSURED ENDORSEMENT — please attach
® Yes ❑ No
F.
PRODUCTS AND COMPLETED OPERATIONS (Must
(What is limits provided?)
include): Is it included? (completed Operations status does
F.
PRIMARY & NON-CONTRIBUTORY WORDING (For Waste
not apply to Waste Haulers or Recreation)
® Yes ❑ No
G.
ADDITIONAL INSURED FOR PRODUCTS AND
G.
HIRED AND NON -OWNED AUTO ONLY:
COMPLETED OPERATIONS ENDORSEMENT (completed
H.
NOTICE OF CANCELLATION:
Operations status does not apply to Waste Haulers)
® Yes ❑ No
H.
ADDITIONAL INSURED WORDING TO INCLUDE (The City
its officers, officials, employees and volunteers): Is it
included?
® Yes ❑ No
I.
PRIMARY & NON-CONTRIBUTORY WORDING (Must be
included): Is it included?
® Yes ❑ No
J.
CAUTION! (Confirm that loss or liability of the named insured
is not limited solely by their negligence) Does endorsement
include "solely by negligence' wording?
❑ Yes ® No
K.
ELECTED SCMAF COVERAGE (RECREATION ONLY):
® N/A ❑ Yes ❑ No
L.
NOTICE OF CANCELLATION:
❑ N/A ® Yes ❑ No
II. AUTOMOBILE LIABILITY
EFFECTIVE/EXPIRATION DATE: 9/6/16-9/6/17
A.
INSURANCE COMPANY: Sentinel Insurance Company LTD
B.
AM BEST RATING (A-: VII or greater) A+: XV
C.
ADMITTED COMPANY (Must be California Admitted):
Is Company admitted in California?
® Yes ❑ No
D.
LIMITS - If Employees (Must be $1M min. BI & PD and $500,000
UM, $2M min for Waste Haulers): What is limits provided?
2M
E.
LIMITS Waiver of Auto Insurance / Proof of coverage (if individual)
(What is limits provided?)
N/A
F.
PRIMARY & NON-CONTRIBUTORY WORDING (For Waste
Haulers only):
® N/A ❑ Yes ❑ No
G.
HIRED AND NON -OWNED AUTO ONLY:
❑ N/A ❑ Yes ® No
H.
NOTICE OF CANCELLATION:
0 N/A 9 Yes ❑ No
Ul. WORKERS' COMPENSATION
EFFECTIVE/EXPIRATION DATE: 9/6/16-9/6/17
A. INSURANCE COMPANY: Hartford Casualty Insurance Company
B. AM BEST RATING (A-: VII or greater): A+: XV
C. ADMITTED Company (Must be California Admitted): ® Yes ❑ No
D. WORKERS' COMPENSATION LIMIT: Statutory ® Yes ❑ No
E. EMPLOYERS' LIABILITY LIMIT (Must be $1M or greater) 1 M
F. WAIVER OF SUBROGATION (To include): Is it included? ® Yes ❑ No
G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM: ® N/A ❑ Yes ❑ No
H. NOTICE OF CANCELLATION: ❑ N/A ® Yes ❑ No
ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED
IV. PROFESSIONAL LIABILITY EFF: 9/6/16-9/6/17 CARRIER: HOUSTON CASUALTY
RATING: A+: XV NON -ADMITTED LIMIT: 2M ❑ N/A ® Yes ❑ No
V POLLUTION LIABILITY
V BUILDERS RISK
HAVE ALL ABOVE REQUIREMENTS BEEN MET?
IF NO, WHICH ITEMS NEED TO BE COMPLETED?
Approved:
11/1/16
Agent of Alliant Insurance Services Date
Broker of record for the City of Newport Beach
® N/A ❑ Yes ❑ No
® N/A ❑ Yes ❑ No
04 0
RISK MANAGEMENT APPROVAL REQUIRED (Non -admitted carrier rated less than _;
Self Insured Retention or Deductible greater than $ ) ❑ N/A ❑ Yes ❑ No
Reason for Risk Management approval/exception/waiver:
Risk Management approval needed due to Professional Liability carrier being non -admitted Sheri Approved
Approved:
Risk Management Date
* Subject to the terms of the contract.
HF&HCON-01 DPAHLKE
ACORO; DATE (aUUDD1YYY17
CERTIFICATE OF LIABILITY INSURANCE 911/2016
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(les) must 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 endoreeme s .
PRODUCER License tf 0757776 ••Ly.:%' ..
{� ,
HUB International Insurance Services Inc.
P. O. Box 5076
San Ramon, CA 94583 (' cc
FEJ (:, JC111'
I'ry'
CONrAST Alvaro SaP Iz
NAME:
PxGx o Sao. (925) 415-1104 Nd; 925 854.8028
E -MA L
ADOREss. cal.opu hubintemational.com
INSURER(SJ AFFORDING COVERAGE
NAIC4
INSURER A:Sentinel Insurance Company, Ltd.
11000
INSURED
HF&H Consultants, LLC
Regg Penovich :;1/J (-' �;'
201 North Civic Drive, Suite 230 :.
Walnut Creek, CA 94596
INSURER a: Hartford Casuahy Insurance Company
29424
INSURER C: Houston Casualty Company
42374
INSURER O:
INSURER E:
INSURER P;
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TD 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.
I�jn
TYPE OF INSURANCEADOL
SUM
POLICY NUMBER
Po DYE�lumloo,
MM/DPOUC
LIMITS
A
GENERAL UABOATY
EACH OCCURRENCE $ 2.000,000
TWINMERCIAL
CLAIMS -MADE ❑X OCCUR
X
67SBABH9166
09/06/2016
09/0612017
PREMISES Es amumemal $ 1,000.000
MEDEXP(Aryaneper>on) a 10,000
PERSONAL B ADV INJURY $ 2,000.000
GEN L AGGREGATE MIT PER;
GENERAL AGGREGATE $ 4,000,000
POLICY ❑ PRoT ❑ LOC
PRODUCTS - COMPIOP AGG $ 4,000,000
$
OTHER;
AUTOMOBILE LIABILITY
COMBINED SINGLE LIMIT $ 2,000,00
Ea ae ddent
BODILY INJURY (Per peraw) $
A
ANY AUTO
67SBABHO155
0910612016
09/0612017
BODILY INJURY (Per a aAdmtj $
ALL OBED SCHEDULED
08
X HIRED AUTOS X AUTOSWNED
Pa,mnderc)$
$
X
UMBRELLA UAB
X
OCCUR
EACH OCCURRENCE $ 3.000,00
AGGREGATE $ 3,000,000
A
EXCESS IJAB
CLAIMS- DE
67SBABH9166
0910672016
0910612017
DED I
I RETENTION$ 10,000
1 $
B
WORKERS COMPENSATION
ANDEMPLOYERTLIABILrrf YIN
ANY PROPRIETOPUPARTNERIEXECUTIVE
OFFICEMEMBER EXCLUDED?
(Mandatory in NH)
NIA
X
67WECZR5765
0910672016
09/06/2017
X STATUrE ER
EL EACH ACCIDENT $ 1,000,00
E.L DISEASE -EA EMPLOY $ 1,000,00
El. DISEASE -POLICY LIMIT $ 1-,000,000
If yes, describe under
DESCRIPTION OF OPERATIONS below
C
Professional Llab.
H716108408
0910612016
09706/2017
OOcurrancelAggregete 2,000,00
C
Retro Date: 87171989
H71610MOR
0970612016
0910612017
Retention: 10,000
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remado Schedule, may be aaeehed xmeee apses Is requImA
City of NewportBeach and its officers, officials, employees, and agents are additional Insured with respects to the General Liability policy per attached form
SS0008 04105, primary/nan-contributorywording Included. Walverof Subrogation applies in regards to the Workers Compensation policy per attached form
WC040306 04184.
Should the policies be cancelled before the expiration date, Hub International insurance Services Inc (Hub), Independent of any rights which may he afforded
within the policies to the certificate holder named below, will provide to such certificate holder notice of such cancellation within thirty (30) days of the
cancellation data, except In the event the cancellation is due to non-payment of premium, In which case Hub will provide to such certificate holder notice of
such cancellation within ten (10) days of the cancellation date.
City of Newport Beach
Attn: George Murdoch, Municipal Operations Director
Municipal Operations Department
100 CIVIC Center Drive - PO Box 1768
Newport Beach, CA 92658
ACORD 26 (2014101)
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
®1988-2014 ACORD
The ACORD name and logo are registered marks of ACORD
reserved.
Named Insured: HF&H Consultants, LLC
Policy Number: 57SBABH9155
Policy Term: 08/06/2016 to 09/06/2017
(b) Rented to, in the care, custody or
control of, or over which physical
control is being exercised for any
purpose by you, any of your
"employees", "volunteer workers",
any partner or member (if you are
a partnership or joint venture), or
any member (rf you are a limited
liability company).
b. Real Estate Manager
Any person (other than your "employee" or
"volunteer worker"), or any organization
while acting as your real estate manager.
c. Temporary Custodians Of Your
Property
Any person or organization having proper
temporary custody of your property if you
die, but only:
(1) With respell to liability arising out of the
maintenance or use of that properly; and
(2) Until your legal representative has
been appointed.
d. Legal Representative If You Die
Your legal representative If you die, but
only with respect to duties as such. That
representative will have all your rights and
duties under this insurance.
e. Unnamed Subsidiary
Any subsidiary and subsidiary thereof, of
yours which is a legally incorporated entity
of which you own a financial interest of
more than 50% of the voting stock on the
effective date of this Coverage Part.
The insurance afforded herein for any
subsidiary not shown in the Declarations
as a named Insured does not apply to
injury or damage with respect to which an
insured under this insurance is also an
insured under another policy or would be
an insured under such policy but for its
termination or upon the exhaustion of its
limits of insurance.
3. Newiy Acquired Or Formed Organization
Any organization you newly acquire or form,
other than a partnership, joint venture or
limited liability company, and over which you
maintain financial interest of more than 50% of
the voting stock, will qualify as a Named
Insured if there is no other similar insurance
available to that organization. However:
a. Coverage under this provision is afforded
only until the 180th day after you acquire
or form the organization or the end of the
policy period, whichever is earlier, and
Form SS 00 08 04 05
BUSINESS LIABILITY COVERAGE FORM
b. Coverage under this provision does not
apply to:
(1) "Bodily injury" or "property damage"
that occurred; or
(2) "Personal and advertising injury"
arising out of an offense committed
before you acquired or formed the
organization.
4. Operator Of Mobile Equipment
With respect to "mobile equipment' registered in
your name under any motor vehicle registration
law, any person is an insured while driving such
equipment along a public highway with your
permission. Any other person or organization
responsible for the conduct of such person is
also an insured, but only with respect to liability
arising out of the operation of the equipment, and
only if no other insurance of any kind is available
to that person or organization for this liability,
However, no person or organization is an insured
with respect to:
a. "Bodily injury" to a ce "employee" of the
person driving the equipment; or
b. "Property damage" to property owned by,
rented to, in the charge of or occupied by
you or the employer of any person who is
an insured under this provision.
5. Operator of Nonowned Watercraft
With respect to watercraft you do not own that
is less then 51 feet long and is not being used
to carry persons for a charge, any person is an
Insured while operating such watercraft with
your permission Any other person or
organization responsible for the conduct of
such person is also an insured, but only with
respect to liability arising out of the operation
of the watercraft, and only if no other
insurance of any kind is available to that
person or organization for this liability.
However, no person or organization is an
insured with rasped to:
a. "Bodily injury" to a co -"employee" of the
person operating the watercraft; or
b. "Property damage" to property owned by,
rented to, in the charge of or occupied by
you or the employer of any person who is
an insured under this provision.
Written Contract, Written Agreement Or
Permit
The person(s) or organization(s) identified in
Paragraphs a. through f. below are additional
insureds when you have agreed, in a written
Page 11 of 24
BUSINESS LIABILITY COVERAGE FORM
Named Insured: HF&H Consultants, LLC
Policy Number: 57SBABH9155
Policy Term: ogiowo.16 to 09/06/2017
contract, written agreement or because of a
(e) Any failure to make such
permit Issued by a state or political
inspections, adjustments, tests or
subdivision, that such person or organization
servicing as the vendor has
be added as an additional insured on your
agreed to make or normally
policy, provided the injury or damage occurs
undertakes to make in the usual
subsequent to the execution of the contract or
course of business, in connection
agreement, or the issuance ofthe permit.
with the distribution or sale of the
A person or organization is an additional
products;
(f) Demonstration, installation,
insured under this provision only for that
period of time required by the contract,
servicing or repair operations,
agreement or permit.
except such operations performed
However, no such person or organization is an
at the vendor's premises in
connection with the sale of the
additional insured under this provision if such
product;
person or organization Is Included as an
additional insured by an endorsement issued
(g) Products which, after distribution
by us and made a part of this Coverage Part,
or sale by you, have been labeled
including all persons or organizations added
or relabeled or used as a
container, part or ingredient of any
as additional insureds under the specific
additional insured coverage grants in Section
other thing or substance by or for
F. — Optional Additional Insured Coverages.
the vendor, or
a. Vendors
(h) "Bodily injury" or "property
damage" arising out of the sole
Any person(s) or organization(s) (referred to
negligence of the vendor for Its
below as vendor), but only with respect to
own acts or omissions or those of
"bodily injury" or "property damage" arising
Its employees or anyone else
out of "your products" which are distributed
acting on Its behalf. However, this
or sold in the regular course of the vendors
exclusion does not apply to:
business and only if this Coverage Part
'bodily
(1) The exceptions contained in
provides coverage for injury"
"property
Subparagraphs (d) or (f); or
damage" included within thea
"products -completed operations hazard".
(it) Such inspections, adjustments,
(1) The insurance afforded to the vendor
tests or servicing as the vendor
is subject to the following additional
has agreed to make or normally
exclusions:
undertakes to make in the usual
course of business, in
This insurance does net apply to:
connection with the distribution
(a) "Bodily injury" or "property
or sale of the products.
damage" for which the vendor is
(2) This insurance does not to any
obligated to pay damages by
izpiy
insured person organization from
reason of the assumption of
whom you have acquired such products,
cq
liability in a contract or agreement.
b' g
or any ingredient, part or container,
This exclusion does not apply to
entering into, accompanying or
liability for damages that the
containing such products.
vendor would have in the absence
b. Lessors Of Equipment
of the contract or agreement;
(b).Any express warranty
(1) Any person or organization from
unauthorized by you;
whom you lease equipment; but only
with respect to their liability for "bodily
(c) Any physical or chemical change
injury", "properly damage" or
in the product made intentionally
"personal and advertising injury"
b the vendor;
y
caused, in whole or in part, by your
(d) Repackaging, except when
maintenance, operation or use of
unpacked solely for the purpose of
equipment leased to you by such
inspection, demonstration, testing,
person or organization,
or the substitution of parts under
instructions from the manufacturer,
and then repackaged in the
original container;
Page 12 of 24 Form SS 00 08 04 05
Named Insured: HF&H Consultants, LLC
Policy Number: 57SBABH9155
Policy Term: 09!06!2016 to 09/06/2017
BUSINESS LIABILITY COVERAGE FORM
(2)
With respect to the insurance afforded
e. Permits Issued By State Or Political
to these additional insureds, this
Subdivisions
insurance does not apply to any
(1) Any state or political subdivision, but
"occurrence" which takes place after
only with respect to operations
you cease to lease that equipment.
performed by you or on your behalf for
c. Lessors Of Land Or Premises
which the state or political subdivision
(1)
Any person or organization from
has Issued a permit.
whom you lease land or premises, but
(2) With respect to the insurance afforded
only with respect to liability arising out
to these additional insureds, this
of the ownership, maintenance or use
insurance does not apply to:
of that part of the ]arid or premises
(a) "Bodily injury", "property damage"
leased to you.
or "personal and advertising
(2)
With respect to the insurance afforded
injury" arising out of operations
to these additional insureds, this
performed for the state or
insurance does not apply to:
municipality; or
(a) Any "cocurrence" which takes
(b) "Bodily injury" or "property damage"
place afteryou cease to lease that
included within the "products -
land or be a tenant in that
completed operations hazard",
premises; or
f. Any Other Party
(b) Structural alterations, new
(1) Any other person or organization who
construction or demolition
is not an insured under Paragraphs a.
operations performed by or on
through e. above, but only with
behalf of such person or
respect to liability for "bodily Injury",
organization.
"property damage" or "personal and
d. Architects, Engineers Or Surveyors
advertising injury" caused, in whole or
(1)
Any architect, engineer, or surveyor, but
in part, by your ads or omissions or
only with respect to liability for "bodily
the acts or omissions of those acting
injury", "property damage" or "personal
on your behalf:
and advertising Injury' caused, in whole
(a) In the performance of your
or in part, by your acts or omissions or
ongoing operations;
the acts or omissions of those acting on
(b) In connection with your premises
your behalf.
owned by or rented to you; or
(a) In connection with your premises;
(c) In connection with "your work" and
or
included within the ",products -
(b) In the performance of your
completed operations hazard", but
ongoing operations performed by
only if
you or on your behalf.
(t) The written contract or written
(2)
With respect to the insurance afforded
agreement requires you to
to these additional insureds, the
provide such coverage to
following additional exclusion applies:
such additional insured; and
This insurance does not apply to
(it) This Coverage Part provides
'bodily injury", "property damage" or
coverage for "bodily injury" or
.personal and advertising injury"
"property damage" included
arising out of the rendering of or the
within the "products -
failure to render any professional
completed operations hazard".
services by or for you, including:
(2) With respect to the insurance afforded
(a) The preparing, approving, or
to these additional insureds, this
failure to prepare or approve,
insurance does not apply to:
maps, shop drawings, opinions,
"Bodily injury", "property damage" or
reports, surveys, field orders,
"personal and advertising Injury"
change orders, designs or
arising out of the rendering of, or the
drawings and specifications; or
failure to render, any professional
(b) Supervisory, inspection,
architectural, engineering or surveying
architectural or engineering
services, including:
activities.
Form SS 00 08 04 05 Page 13 of 24
BUSINESS LIABILITY COVERAGE FORM
(a) The preparing, approving, or
failure to prepare or approve,
maps, shop drawings, opinions,
reports, surveys, field orders,
change orders, designs . or
drawings and specifications; or
(b) Supervisory, inspection,
architectural or engineering
activities.
The limits of insurance that apply to additional
insureds are described In Section D. — Limits
Of Insurance.
How this insurance applies when other
insurance is available to an additional insured
Is described In the Other Insurance Condition
in Section E. — Liability And Medical Expenses
General Conditions.
No person or organization is an insured with
respect to the conduct of any current or past
partnership, joint venture or limited liability
company that is not shown as a Named Insured in
the Declarations.
LIMITS OF INSURANCE
1. The Most wo will Pay
The Limits of Insurance shown in the
Declarations and the rules below fix the most
we will pay regardless of the number of
a. Insureds;
b. Claims made or "suits" brought; or
c. Persons or organizations making claims or
bringing "suits".
2. Aggregate Limits
The most we will pay for.
a. Damages because of "bodily injury" and
"property damage" included in the
"products -completed operations hazard" is
the Products -Completed Operations
Aggregate Limit shown in the
Declarations,
b. Damages because of all other "bodily
injury", "property damage" or "personal
and advertising injury", including medical
expenses, is the General Aggregate Limit
shown in the Declarations.
This General Aggregate Limit applies
separately to each of your "locations"
owned by or rented to you.
"Location" means premises involving the
same or connecting lots, or premises
whose connection is.interrupted only by a
street, roadway or right-ofrway of a
railroad.
Named Insured: HFBH Consultants, LLC
Policy Number: 57SBABH9155
Policy Term: 09/06/2016 to 09/W2017
This General Aggregate limit does not
apply to `property damage" to premises
while rented to you or temporarily
occupied by you with permission of the
owner, arising out of fire, lightning or
explosion.
3. Each Occurrence Limit
Subject to 2.a. or 2.1b above, whichever
applies, the most we will pay for the sum of all
damages because of all "bodily injury",
"property damage" and medical expenses
arising out of any one "occurrence" is the
Liability and Medical Expenses Limit shown in
the declarations.
The most we will pay for all medical expenses
because of "bodily injury" sustained by any
one person is the Medical Expenses Limit
shown in the Declarations.
4. Personal And Advertising Injury Limit
Subject to 2.1b. above, She most we will pay for
the sum of all damages because of all
"personal and advertising injury" sustained by
any one person or organization is the Personal
and Advertising Injury Limit shown in the
Declarations.
S. Damage To Premises Rented To You Limit
The Damage To Premises Rented To You
Limit is the most we will pay under Business
Liability Coverage for damages because of
'property damage" to any one premises, while
rented to you, or in the case of damage by fire,
lightning or explosion, while rented to you or
temporarily occupied by you with permission of
the owner.
In the case of damage by fire, lightning or
explosion, the Damage to Premises Rented To
You Limit applies to all damage proximately
caused by thesame event, whether such
damage results from fire, lightning or explosion
or any combination of these.
6. How Limits Apply To Additional Insureds
The most we will pay on behalf of a person or
organization who is an additional insured
underthis Coverage Part is She lesser of.
a. The limits of insurance specified in a
written contract, written agreement or
permit issued by a state or political
subdivision; or
b. The Limits of Insurance shown in the
Declarations.
Such amount shall be a part of and not in
addition to the Limits of Insurance shown In
the Declarations and described in this Section.
Page 14 of 24 Form SS 00 08 04 05
..- __...----.... _..
Policy Number. 57SBABH9155
Policy Term: 09/06/2016 to 09/06/2017
(6) When You Are Added As An
Additional insured To Other
Insurance
That is other insurance available to
you covering liability for damages
arising out of the premises or
operations, or products and completed
operations, for which you have been
added as an additional insured by that
(7) When You Add Others As An
Additional Insured To This
Insurance
That is other insurance available to an
additional insured.
However, the following provisions
apply to other insurance available to
any person or organization who is an
additional insured under this Coverage
ParL
(a) Primary Insurance When
Required By Contract
This insurance is primary if you
have agreed in a written contract,
written agreement or permit that
this insurance be primary. If other
insurance is also primary, we will
share with all that other insurance
by the method described in c.
below.
(b) Primary And Non -Contributory
To Other Insurance When
Required By Contract
If you have agreed in a written
contract, written agreement or
permit that this insurance is
primary and non-contributory with
- the additional insured's own
insurance, this insurance is
primary and we will not seek
contribution from that other
insurance.
Paragraphs (a) and (b) do not apply to
other insurance to which the additional
insured has been added as an
additional Insured.
When this insurance is excess, we will
have no duty under this Coverage Part to
defend the insured against any "suit" if any
other insurer has a duty to defend the
insured against that "suit". If no other
insurer defends, we will undertake to do
so, but we will be entitled to the insured's
rights against all those other insurers.
Form SS 00 08 04 05
BUSINESS LIABILITY COVERAGE FORM
When this insurance is excess over other
insurance, we will pay only our share of
the amount of the loss, If any, that
exceeds the sum of.
(1) The total amount that all such other
insurance would pay for the loss in the
absence of this Insurance; and
(2) The total of all deductible and self-
insured amounts under all that other
insurance.
We will share the remaining loss, if any, with
any other insurance that is not described in
this Excess Insurance provision and was not
bought specifically to apply in excess of the
Limits of Insurance . shown in the
Declarations of this Coverage Part
c. Method Of Sharing
If all the other insurance permits
contibution by equal shares, we will follow
this method also. Under this approach,
each insurer contributes equal amounts
until it has paid its applicable limit of
insurance or none of the loss remains,
whichever comes first.
If any of the other insurance does not permit
contribution by equal shares, we will
contribute by limits. Under this method, each
insurer's share is based on the ratio of its
applicable limit of insurance to the total
applicable limits of insurance of all insurers.
8. Transfer Of Rights Of Recovery Against
Others To Us
a. Transfer Of Rights Of Recovery
If the insured has rights to recover all or
part of any payment, including
Supplementary Payments, we have made
under this Coverage Part, those rights are
transferred to us. The insured must do
nothing after loss to impair them. At our
request, the insured will bring "suit" or
transfer those rights to us and help us
enforce them. This condition does not
10 rviecical
b. Waiver Of Rights Of Recovery (Waiver
Of Subrogation)
If the insured has waived any rights of
recovery against any person or
organization for all or part of any payment,
including Supplementary Payments, we
have made under this Coverage Part, we
also waive that right, provided the insured
waived their rights of recovery against
such person or organization in a contract,
agreement or permit that was executed
prior to the injury or damage.
Page 17 of 24
t�
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
WAIVER OF OUR RIGHT TO RECOVER FROM
OTHERS ENDORSEMENT - CALIFORNIA
Policy Number: 57 WEC ZR5765 Endorsement Number:
Effective Date: 09/06/16 Effective hour is the some as stated on the Information Page of the policy.
Named Insured and Address: HF&H CONSULTANTS LLC
201 N CIVIC DR STE 230
WALNUT CREEK, CA 94596
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
premium otherwise due on such remuneration.
Person or Organization
ANY PERSON OR ORGANIZATION
FROM WHOM YOU ARE REQUIRED
BY WRITTEN CONTRACT OR
AGREEMENT TO OBTAIN THIS
WAIVER OF RIGHTS FROM US.
SCHEDULE
2 % of the California workers' compensation
Job Description
AS REQUIRED BY WRITTEN
CONTRACT.
Countersigned by
Authorized Representative
Form WC 0403 06 (1) Printed in U.S.A.
Process Date: 08/26/16 Policy Expiration Date: 09/06/17