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C-4226 - PSA for Bond Counsel Services (Assessment District 103)
PROFESSIONAL SERVICES AGREEMENT WITH MEYERS, NAVE, RIBACK, SILVER & WILSON FOR BOND COUNSEL SERVICES \1 THIS AGREEMENT is made and entered into as of this A�hday of , 2009 ("Effective Date"), by and between the CITY OF NEWPORT BEACHI, a Municipal Corporation ("City"), and MEYERS, NAVE, RIBACK, SILVER & WILSON, a California Professional Law Corporation, whose address is: 555 12TH Street, Suite 1500, Oakland, California 94607("Consultant"), 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 is planning to form Assessment District No. 103 (Peninsula Point) ("AD 103") and to issue bonds in connection therein. C. City desires to engage Consultant to act as Bond Counsel in connection with the proposed AD 103 (the "Project"). D. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement. E. The principal attorney with the Consultant for purposes of the Project shall be Samuel Sperry. F. 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 upon either the issuance of the Bonds and completion of all Project work or on 31 st day of December 2010, whichever is sooner. 2. SERVICES TO BE PERFORMED; EXCLUDED SERVICES Consultant shall diligently perform all the services described under the heading "Services Included" in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference. The City may elect to delete certain tasks of the Scope of Services at its sole discretion. Consultant shall not be responsible for the services described under the heading "Services Excluded" in Exhibit A. 3. TIME OF PERFORMANCE Time is of the essence in the performance of services under this Agreement and the services shall be performed to completion in a diligent and timely manner. The failure by Consultant to perform the services in a diligent and timely manner may result in termination of this Agreement by City. 4. COMPENSATION TO CONSULTANT Consultant's compensation for all work performed in accordance with this Agreement, contingent upon issuance of the bonds, shall be the total sum of Twenty - Five Thousand Dollars and no/100 ($25,000.00). The total sum shall not be exceeded without prior written authorization from City. In the event that no Bonds are sold, Consultant shall only be entitled to be reimbursed for reimbursable items set forth herein and shall not be entitled to any fees or other compensation under this Agreement. 4.1 City shall reimburse Consultant for those costs or expenses specifically approved in this Agreement, or specifically approved in writing in advance by City. Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Consultant: A. Document reproduction charges, overnight delivery and messenger charges, telecommunication charges, printing costs, filing fees, and long distance telephone calls. B. Actual costs and/or other costs and/or payments specifically authorized in advance in writing and incurred by Consultant in the performance of this Agreement. C. Actual costs for Consultant's travel between Consultant's office in Oakland, California and Newport Beach, California after the fifth (5th) trip following the Effective Date. Consultant shall bear all travel costs for Consultant's first five (5) trips between Consultant's office in Oakland and Newport Beach following the Effective Date. 4.2 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. Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit B. No billing rate changes shall be made during the term of this Agreement. 2 5. PROJECT MANAGER 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 Samuel Sperry to be its Project Manager. Consultant shall not remove or reassign the Project Manager without the prior written consent of City. City's approval shall not be unreasonably withheld. 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. 6. ADMINISTRATION This Agreement will be administered by the Administrative Services Department. Dan Matusiewicz shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his authorized representative 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, where applicable, 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. All services shall be performed by qualified and experienced personnel who are not employed by City, nor have any contractual relationship with City. By delivery of completed work, Consultant certifies that the work conforms to the requirements of this Agreement and all applicable federal, state and local laws and the professional standard of care. 8.2 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force in 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, 9 lockouts, accidents, or 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 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, attorney's 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, Consultant's presence or activities conducted on the Project (including the negligent 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). 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 attorney's 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 the 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. 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 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 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. C! 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 and/or his duly authorized designee 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, a policy or policies of liability insurance of the type and amounts described below and in a form satisfactory to City. A. Certificates of Insurance. Consultant shall provide certificates of insurance with original endorsements to City as evidence of the insurance coverage required herein. Insurance certificates must be approved by City's Risk Manager prior to commencement of performance or issuance of any permit. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. B. Signature. A person authorized by the insurer to bind coverage on its behalf shall sign certification of all required policies. C. 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. D. Coverage Requirements. i. Workers' Compensation Coverage. Consultant shall maintain Workers' Compensation Insurance and Employer's Liability Insurance for his or her employees in accordance with the laws of the State of California. In addition, 5 Consultant shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with the laws of the State of California for all of the subcontractor's employees. Any notice of cancellation or non -renewal of all Workers' Compensation policies must be received by City at least thirty (30) calendar days (10 calendar days written notice of non-payment of premium) prior to such change. The insurer shall agree to waive all rights of subrogation against City, its officers, agents, employees and volunteers for losses arising from work performed by Consultant for City. ii. General Liability Coverage. Consultant shall maintain commercial general liability insurance in an amount not less than one million dollars ($1,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation, contractual liability. If commercial general liability insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement, or the general aggregate limit shall be at least twice the required occurrence limit. iii. Automobile Liability Coverage. Consultant shall maintain automobile insurance covering bodily injury and property damage for all activities of the 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 for each occurrence. iv. Professional Errors and Omissions Insurance. Consultant shall maintain professional errors and omissions insurance, which covers the services to be performed in connection with this Agreement in the minimum amount of five million dollars ($5,000,000). E. Endorsements. Each general liability and automobile liability insurance policy shall be endorsed with the following specific language: i. The City, its elected or appointed officers, officials, employees, agents and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the Consultant. ii. This policy shall be considered primary insurance as respects to City, its elected or appointed officers, officials, employees, agents and volunteers as respects to all claims, losses, or liability arising directly or indirectly from the Consultant's operations or services provided to City. Any insurance maintained by City, including any self-insured retention City may have, shall be considered excess insurance only and not contributory with the insurance provided hereunder. iii. This insurance shall act for each insured and additional insured as though a separate policy had been written for each, except with respect to the limits of liability of the insuring company. L iv. The insurer waives all rights of subrogation against City, its elected or appointed officers, officials, employees, agents and volunteers. V. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its elected or appointed officers, officials, employees, agents or volunteers. vi. The insurance provided by this policy shall not be suspended, voided, canceled, or reduced in coverage or in limits, by either party except after thirty (30) calendar days (10 calendar days written notice of non-payment of premium) written notice has been received by City. F. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claim made or suit instituted arising out of or resulting from Consultant's performance under this Agreement. G. Additional 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. 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 cotenancy, 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. 16. SUBCONTRACTING The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience and competence of Consultant. Assignments of any or all rights, duties or obligations of the Consultant under this Agreement will be permitted only with the express written consent of City. Consultant shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of City. 17. OWNERSHIP OF DOCUMENTS Each and every report, draft, document and other writing produced (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 7 such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents to City upon prior written request. Documents 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. 18. CONFIDENTIALITY All Documents, including drafts, notes and communications that result from the services in this Agreement, shall be kept confidential unless City authorizes in writing the release of information. 19. RECORDS Consultant shall keep records and invoices in connection with the work 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. 20. 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 his/her 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. 0 21. 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 expense shall be borne by Consultant. Nothing in this paragraph is intended to limit City's rights under the law or any other sections of this Agreement. 22. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 23. CONFLICTS OF INTEREST The 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. 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. 24. NOTICES All notices, demands, requests or approvals 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. All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: Dan Matusiewicz Administrative Services Department City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92663 Phone: (949) 644-3126 Fax: (949) 644-3339 All notices, demands, requests or approvals from CITY to Consultant shall be addressed to Consultant at: Attn: Samuel Sperry 9 Meyers, Nave, Riback, Silver & Wilson, a PLC 55512 TH Street, Suite 1500 Oakland, CA 94607 Phone: (510) 808-2000 Fax: (510) 444-1108 25. TERMINATION 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. Notwithstanding the above provisions, City shall have the right, at its sole discretion and without cause, of terminating this Agreement at any time by giving 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. 26. 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. 27. 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. 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 10 agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 29. 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. 30. 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. 31. 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. 32. 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. 33. 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. 34. 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 of race, religion, color, national origin, handicap, ancestry, sex or age. 11 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first written above. APPROVED AS TO FORM: CITY OF NEW WORT �E�Q►CH, al C OFFICE OF THE CITY ATTORNEY A Municiporporati Corporation 'j By: By: Myne � �ttqty cp, Edward D. Sel h, Mayor Assistant City for the City of Newport Beach ATTEST: ,�EPU7Y CONSULTANT: CM 2 BY: eilani Brown, J �' Corporate Officer) City Clerk Title: Jape 41, willia ffis Managing Principal �—W PpR� PrintNa�e: OI ecce r By. `g4,Foar'� (Financial 0 icer) Title: C Print Name: 6'Vj4 L ell 4-e IIL.\- Attachments: Exhibit A — Scope of Services Exhibit B — Extra Work Billing Rates `m EXHIBIT A SCOPE OF SERVICES Services Included The legal services to be provided by the Firm shall include: (a) attending negotiation sessions and otherwise assisting City Staff in the negotiation with utility companies; (b) preparation of the resolutions, notices, affidavits and other documents required by the Municipal Improvement Act of 1913 (the "1913 Act"), the Improvement Bond Act of 1915, and by Section 4 of Article XIIID of the California Constitution governing the proceedings for establishment of the Assessment District and for authorization of issuance, sale, execution and delivery of the Bonds; (c) examining the proceedings related to the formation of the assessment district; (d) appearing at all hearings related to the proceedings, and attending any other meetings where attendance is requested by the City; (e) reviewing and examining the map showing the boundaries of the district; (f) reviewing the method and formula utilized by the Assessment Engineer for the apportionment of the special assessment; (g) reviewing the "Report" of the Assessment Engineer; (h) participating with the City's financing team to determine the structure of any bond or similar debt issuance; (i) assisting in the review of those sections of the official statement, if any, to be disseminated in connection with the issuance of any series of bonds related to authority and security for the bonds, tax -exemption, legal opinion, litigation, summary of bond indenture, bond purchase agreement or notice of sale and other supporting documentation relating to the offering for sale of any bonds or similar indebtedness; 0) consulting with any underwriter and their respective legal counsel, participating in the sale of, or security for, any bonds or similar indebtedness; (k) consulting with any trustee, fiscal agent or paying agent, and their respective legal counsel, participating in the sale of, or security for, any bonds or similar indebtedness; (1) assisting in any assessment ballot proceedings; A-1 (m) subject to the completion of the proceedings to Counsel's satisfaction, issuing an approving legal opinion attesting to the validity of the proceedings and the issuance of bonds or similar indebtedness, which legal opinion will be addressed to the City and will be delivered by Counsel on the date the bonds are exchanged for their purchase price (the "Closing"); (n) providing any necessary supplemental legal opinions as to the applicability of the registration requirements of federal securities laws and other matters related to the issuance of bonds, similar indebtedness, or related funding; provided, however, such opinions do not include the rendering of a 10(b)5 opinion regarding any official statement or similar documents; (o) providing advice and instruction to the City and its staff in connection with any of the foregoing; (p) following a successful sale of the Bonds, preparation of the Bonds and customary closing documents to be executed by or on behalf of the City and required to effect delivery of the Bonds (including the Tax Certificate) and coordination of the closing; (q) rendering of Meyers Nave's customary final legal opinion on the validity of the Bonds and the tax-exempt status of interest thereon; and, (r) preparation of a transcript of proceedings and closing for the City and such other participants as designated by the City. Services Excluded (a) preparation or processing of any agreements to be entered into with utility companies, although Consultant will, at the request of City staff, review and comment on any such agreement; (b) preparation of the following required items, which shall be the responsibility of City staff or the City's consulting engineer retained to provide assessment engineering services (the "Assessment Engineer"), although Consultant will, at the request of the person or persons having responsibility for such items, review and provide comments on same: (i) the AD 103 boundary map; (ii) the written engineer's report, containing the matters specified by Section 10204 of the 1913 Act, as supplemented by Section 4 of Article XIIID of the California Constitution; (iii) the preparation or mailing of individual assessment ballots or, following City Council action to levy assessments, the preparation or mailing of individual notices of recording of assessments, provided that Consultant will provide the form of notice of hearing to be mailed with the assessment ballots, a A-2 blank form of assessment ballot, and the form of notice of recording of assessments; and (iv) the list of cash payments received by the City during the cash payment period preceding issuance of the Bonds; (c) services for the recording of the boundary map, assessment diagram and notice of assessment in the records of the Orange County Recorder; (d) services to publish the notice of assessment in the newspaper customarily used by the City for legal publications; (e) preparation of a Preliminary Official Statement ("POS") or an Official Statement ("OS"), which shall be the responsibility of the City's retained Disclosure Counsel ("Disclosure Counsel"), although Consultant will review those sections of the POS and the OS set forth in paragraph (i) under the heading "Services Included" above in this Exhibit A; (f) preparation of the continuing disclosure undertaking of the City, which shall be the responsibility of Disclosure Counsel, although Consultant will, at the request of City staff or Disclosure Counsel, review and comment on same; (g) any services pertaining to the utility undergrounding improvement project itself or the work relating to the conversion of individual service connections from overhead to underground locations, including but not limited to bidding documents or procedures, contract documents, plans and specifications, establishment of easements, rights of way or other property interests required for implementation of the improvement project or individual service connections, or award of contract or contracts; (h) any determination with respect to satisfaction of the California Environmental Quality Act with respect to the improvement project or individual service connections; (i) any form of financial advice or guidance, these services being the responsibility of the City's financial advisor, or, following the issuance, sale and delivery of the Bonds, guidance with respect to compliance with the arbitrage or rebate provisions of federal income tax law; (j) any services relating to administration of the assessment liens (including but not limited to calculation or submission to the Orange County Auditor of annual installments to be collected on the tax roll, calculation or handling of payoffs, apportionments in the event of parcel divisions, or monitoring of delinquencies on assessment installments or collection efforts or foreclosure on account of delinquencies); and (k) any services relating to the administration of the Bonds following the issuance, sale and delivery thereof, including but not limited to compliance with A-3 continuing disclosure obligations, procedures for advance redemption of Bonds, or registration or transfer of ownership of the Bonds." 1235991.1 A-4 EXHIBIT B SCHEDULE OF BILLING RATES FOR EXTRA WORK Senior Counsel and other Shareholders ...................... $300.00 Associate Attorney....................................................... $250.00 Paralegal..................................................................... $ -.00- Legal Secretary .................................................. $ -.00- B-1 DOCSOC/ 1330982v2/022459-0020 ACORD CERTIFICATE OF LIABILITY INSURANCE OP ID RS ]_DATF�"DIFYYYY) ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MEYER-2 0716 09 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION MaeCorkle Insurance Service ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE CA License 40606920 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1650 Borel Place, Suite 100 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. San Mateo CA 94402 1 X COMMERCIAL GENERAL LIABILITY V 3590-43-09 CLAIMS MADE OCCUR 05/01/09 05/01/10 Phone: 650-349-2364 Fax:650-349-4631 IINSURERS AFFORDING COVERAGE NAIC# —._......... INSURED Meyers, Naves Riback, Silver & Wilson A Professional Corp Public Management Advisors ...___ -- ......... INSURERA: Vigilant Insurance Co. INSURER B: Federal_ Insurance Co INSURER RER C: _ 555 -12th Street Suite 1580 Oakland CA 946 0/ INSURER o: - INSURER E: L:L)VtKAlitb THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. O,�IL�YEFFECTIVE jPOL1CY-EXhIFiATRS� ...... .............._----- LTR NSRD TYPE OF INSURANCE POLICY NUMBER DATE MMIDD DATE MMIDD/YY LIMITS NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, L. Administrative Services Dept. GENERAL LIABILITYEACH -- 3300 Newport Boulevard OCCURRENCE S 1000000 A X 1 X COMMERCIAL GENERAL LIABILITY V 3590-43-09 CLAIMS MADE OCCUR 05/01/09 05/01/10 DAMXGETT__RENTED—.....___: PREMISES (Ea occurence) .. _...._....._ i $ 100000_ MED EXP (Any one person) i $ 10000 PERSONAL & ADV INJURY 1$1000000 I ! 1$2000000 GENERAL AGGREGATE GEN'LAGGREGATE LIMITAPPLIES PER: POLICY JECT LOC I �PRODUCTS_ COMPIOPAGG $ 2000.000 F Emp Ben. 1000000 AUTOMOBILE LIABILITY ANY AUTO I COMBINED SINGLE LIMIT (Ea accident) $ 1000000 ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per person) $ B B ! i X X HIRED AUTOS 7355-71-30 NON -OWNED AUTOS 17355-71-30 05/01/09 1 05/01/10 05/01/09 05/01/10 _ _. . $ ( BODILY INJURY (Per accident) :PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO ' - 1; ! OTHER THAN EA ACC j AUTO ONLY: AGG $ $ B EXCESSIUMBRELLA LIABILITY X OCCUR 17 CLAIMS MADE ! 7987-19-39 I ! EACH OCCURRENCE 05/01/09 05/01/10 AGGREGATE $10000000 1$10000000 DEDUCTIBLE ; $ RETENTION S WORKERS COMPENSATION ANDX B i EMPLOYERS' LIABILITY ANY PROPRIETORrPARTNERIEXECUTIVE 7172-64-27 STORY LIMITS ER -------- 05/01/09 05/01/10 E.L. EACH ACCIDENT i ----- ----- 1$1000000 OFFICERIMEMBER EXCLUDED? 1 If yes, describe under j I SPECIAL PROVISIONS below E.L. DISEASE EA EMPLOYEE, ----- E.L. DISEASE - POLICY LIMIT _. $ 1000000 }---- I$ 10 0 0 0 0 0 OTHER I A 'PROPERTY 3590-43-09 05/01/09 05/01/101 Blanket $5,096,000 BPP $5,000 Ded. DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS RE: work done under contract. City of Newport Beach, its elected or appointed officers, officials, employees, agents and volunteers is named additional insured as their interests may appear. This insurance is primary and non-contributory. *10 day notice of intent to cancel due to nonpayment of premium shall apply. WC -Blanket waiver of subrogation attached. CERTIFICATE HOLDER CANCELLATION C.•ITNBOO SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 3 0 * DAYS WRITTEN:-- City of Newport Beach NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, L. Administrative Services Dept. 3300 Newport Boulevard Imo° Newport Beach CA 92663 REPRESEWF —•••—^ AUTHORIZED REPRESENTATIVE ACORD 25 (2001109) © ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. AcoRD 25 (2001/08) Liability Insurance Endorsement Policy Period MAY 1, 2009 TO MAY 1, 2010 Effective Date MAY I, 2009 Policy Number 3590-43-093LE Insured MEYERSNAVE RIBACK SILVER& WILSON Name of Company VIGILANT INSURANCE COMPANY Date Issued JUNE 3, 2009 This Endorsement applies to the following forms: GENE RAL LIABILITY Under Who is An Insured, the following provision is added: Who Is An Insured SeheduledPerson Or Subject to all of the terms and conditions of this insurance, any person or organization shown in the Organization Schedule, acting pursuant to a written contract or agreement between you and such person or organization, is an insured; but they are insureds only with respect to liability arising out of your operations, or yourpremiscs, if you are obligated, pursuant to such contract or agreement, to provide them with such insurance as is afforded by this policy. However, no such person or organization is an insured with respect to any: assumption of liability by them in a contract or agreement. This limitation does not apply to the liability for damages for injury or damage, to which this insurance applies, that the person or organization would have in the absence of such contract or agreement. damages arising out of their sole negligence. Schedule PERSONS OR ORGANIZATIONSTHAT )'OU ARE OBLIGATED, PURSUANT TO WRITTEN CONTRACTOR AGREEM ENTBETWEEN YOU AND SUCH PERSON OR ORGANIZATION,TO PROVIDE WITH SUCH 1NSURANCEAS 1S AFFORDED BY THIS POLICY; BUT THEY ARE INSUREDS ONLY IF AND TO THE MINIMUM EXTENTTHAT SUCH CONTRACTOR AGREEMENT REQUIRESTHE PERSON OR ORGANIZATIONTO BE AFFORDED STATUS AS AN INSURED. HOW EVER, NO PERSON OR ORGANIZATION 1S AN INSURED UNDER THIS PROVISION' WHO IS MORE SPECIFICALLY DESCRIBED UNDER ANY Liability Insurance Additional Insured -Scheduled FWfelt- ft{,ai ftfjy continued Form 60-02-2367iRev, 8-04) Endorsement Page I Liability Endorsement (continued) OTHER PROVISIONOFTHE WHO IS AN INSURED SUCTION OF THIS POLICY (REGARDLE-SSOF ANY LIMITAT)ONAPPLICABLE-THERE-TO). All other lennsnnd conditions remain unchanged. Authorized Representative /at; Liability Insurance Additional Insured -Scheduled PersCROO Mftborc0p y last page Form 80-02-2367(Rev. 8-04) Endorsement Page 2 Conditions Duties In The Event Of F. Knowledge of an occurrence or offense by an agent or employee of the insured will not Occurrence, Offense, constitute knowledge by the insured, unless an officer (whether or not an employee) of anv Claim Or Suit insured or an officer's designee knows about such occurrence or offense. (continued) G. Failure of an agent or employee of Ibe insured, other than an officer (whether or not an employee) of any insured or an officer's designee, to notify us of an occurrence or offense that such person knows about will not affect the insurance afforded to you. 11. If a claire or loss dues not reasonably appear to involve this insurance, but it later develops irno it claim or loss to which this insurance applies, the failure to report it to us will not violate this condition, provided (lie insured gives us immediate notice as soon as the insured is aware that this insurance may apply to such claim or loss. Legal Action Against Us No person or organization has a right under this insurance to: join its its a party or otherwise brinVg. us into it suit seeking damages from an insured; or site us on this insuranuc unless all of the terms and conditions of(his insurance have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured obtained after an actual: • irial in a civil proceeding; or • arbitrulion or other alternative dispute resolution proceeding; but we will not be liable for damages that are not payable under the terms and conditions of this insurance or that are in excess of the applicable Limits Of Insurance. Other insurance If other valid and collectible insurance is available to (tic insured for loss we would otherwise cover under this insurance, our obligations are limited as follows. Primary insurance This insurance is primary except when the Excess Insurance provision described below applies. If this insurance is primary, our obligations are not affected unless any of the other insurance is also primary. Then, we will share with all that other insurance by the method described in the Method of Sharing provision described below. Excess Insurance This insurance is excess over any other insurance, whether primary, excess, contingent or on auv. other basis: A. that is Dire, Extended Coverage, Builder's Risk, Installation Risk or similar insurance for your work; 13. that is insurance that applies to property damage to premises rented to you or temporarily occupied by you with permission of the owner; C. if the loss arises out of aircraft, autos or watercraft (to the extent not subject to the Aircraft, Autos Or Watercraft exclusion); Liability Insurance Form 80-02-2000 (Rev. 4-01) Contract Page 22 of 32 ' CHUBB Conditions Other Insurance (continued) General Liability 1). that is insurance: 1. provided to you by any person or organization working under contract or agreement for you; or 2. under which you arc included as an insured; or Li. that is insurance under any Property section of this policy. When this insurance is excess, we will have no duty to defend the insured against any suit if any other insurer has a duty to defend such insured against such suit. 11'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. When this insurance is excess over other insurance, we will pay only our share of the amount of loss, if any, that exceeds the sum of the total: • amount that all other insurance would pay for loss in the absence of this insurance; and of all deductible and self-insured amounts under a]1 other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this ] xccss Insurance provision and was not negotiated specifically to -apply in excess of the Limits of Insurance shown in the Declarations of this insurance. Method of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. I Inder this method each insurer contributes equal amounts until it has paid its applicable limits of insurance or none of the loss remains, whiclicver comes first. If any of the other insurance does not permit eontrlhulion by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limits of insurance to the total applicable limits of insurance of all insurers. Premium Audit We will compute all premiums for this insurance in accordance with our rules and rates. in accordance with the Listimatcd Premiums section of the Premum Sutrunary, premiums shown with an asterisk (") are estimated premiums and are subject to audit. In addition to or in lieu of such desicnation in the Premium Summary, premiums may be designated as estimated premiums elsewhere in this policy. In that case, these premiums will also besubject to audit, and the second paragraph of the Estimated Premiums section of the Premium Summary will apply. Separation Of insureds Except with respect to the Lints Of Insuranec, and any rights or duties specifically assigned in this insurance to the first named insured, this insurance applies: as if each named insured were the only named insured; and • separately to each insured against whom claim is made or suit is brought. Liability Insurance Form 80.02-2000 (Rev. 4-01) Contract Page 23 of 32 Conditions (continued) Transfer Or Waiver Of We will waive the right of recovery we would otherwise have had against another person or Rights Of Recovery organization, for loss to which this insurance applies, provided the insured has waived their rights Against Others of recovery against such person or organization in a contract or agreement that is executed before Stich loss. To [tic extent that the iustrred's rights to recover all or part of any payment made under this insurance have not been waived, those rights tn-e transferred to us. The insured must do nothin.0 after loss to impair them. At our request, the insured will bring suit or transfer those rights to us and hc-Ip us enforce them. This condition docs not apply to medical expenses. Liability Insurance Form 80-02-2000 (Rev. 4-011 Contract Page 24 of 32 POLICY NUMBER: 3590-4309 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ CAFEFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS (FORM B) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIA131LITY COVERAGE PART. SCHEDULE Name of Pelson or Organization: City of Newport Beach The City, its elected or appointed officers, officials, employees, agents and volunteers (If no entry appears above, information required to complete this endorsement will he shun n in the Declarations as applicable to this endorsement.) WHO IS AN INSURED (Section 11) is amended to include as an insured the person or organization shorn in the schedule, bit onh with respect to liability arising our of "your «vork" for that insured by or for you. CG 20 10 1185 Copyright, Insurance Services Office, Inc., 1984 WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY WC 99 03 04 (Ed. 7-08) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following "attaching clause" need be completed only when this endorsement is issued subsequent to preparation of the policy ) This endorsement, effective on 05/01/09 at 12:01 A. M. standard time, forms a part of (DATE) Policy No. (10)7172-64-27 of the FEDERAL INSURANCE COMPANY (NAME OF INSURANCE COMPANY) issued to MEYERS NAVE RIBACK SILVER & WILSON, A PROFESSIONAL CORP. Endorsement No. Authorized Representative 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. The additional premium for the blanket waiver offered by this endorsement shall be 1.00 % of total California premium. Schedule Person or Organization Job Description BLANKET WAIVER -ANY PERSON OR ORGANIZATION ALL CALIFORNIA OPERATIONS FOR WHOM THE NAMED INSURED HAS AGREED BY WRITTEN CONTRACT TO FURNISH THIS WAIVER Reference Copy WC 99 03 04 (Ed. 7-08) MFYFNAV-nl ATP ACORD.- CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDNYYY) MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH 6/26/2009 PRODUCER (800) 877-4560 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Diversified Risk/Hub International License #0757776 400 Taylor Blvd., Suite #300 ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Pleasant Hill, CA 94523 INSURERS AFFORDING COVERAGE NAIC # INSURED Meyers Nave Riback Silver & Wilson INSURER A: Underwriters at Lloyd's, London 555 12th Street, Suite 1500 Oakland, CA 94607 INSURER B: - INSURER C: INSURER D: INSURER E: DAMAGE TO RENTED PREMISES Ea occurence COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR DD' LTR N R POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION DATE MM DD YY DATE (MM/DDfYYI LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES Ea occurence $ MED EXP (Any one person) $ CLAIMS MADE 0 OCCUR PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ POLICY Pft0 LOC AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT (Ea accident) $ ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANY AUTO $ AUTO ONLY: AGG EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ AGGREGATE $ OCCUR ❑ CLAIMS MADE $ DEDUCTIBLE $ RETENTION $ WORKERS COMPENSATION AND EMPLOYERS,LIABILITY WC STATU- OTH- TORY LIMITS ER E.L. EACH ACCIDENT $ ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. DISEASE - EA EMPLOYEE $ OFFICERIMEMBER EXCLUDED? If yes, describe under E.L. DISEASE - POLICY LIMIT 1 $ SPECIAL PROVISIONS below OTHER A Errors & Omissions E00644602008 8/21/2008 8/21/2009 Per Claim & Aggregate: 5,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS In the event of cancellation for non-payment of premium, a 10 -day notice will apply. For Errors and Omissions coverage, the Aggregate Limit is the total insurance available for all covered claims reported within the policy period. $100,000 deductible applies to each and every claim submitted under the policy. Re: AD 103 Project. City of Newport Beach Attn: Dan Matusiewicz Administrative Services Department 3300 Newport Boulevard Newport Beach, CA 92663 - SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE AGUKU ZO (2UU1/Ud) © ACORD CORPORATION 1988 Fax #: CERTIFICATE OF INSURANCE CHECKLIST City of Newport Beach This checklist is comprised of requirements as outlined by the City of Newport Beach. Date Received: 7/8/2009 Dept./Contact Received From: Shauna Oyler Date Completed: 7/9/2009 Sent to: Shauna Oyler By: Jennifer King Company/Person required to have certificate: Meyers, Nave, Riback, Silver & Wilson I. GENERAL LIABILITY A. INSURANCE COMPANY: Vigilant Insurance Company 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? $IMM/$2MM/$2MM E. PRODUCTS AND COMPLETED OPERATIONS (Must $1,000,000 E. include): Is it included? ® Yes ❑ No F. ADDITIONAL INSURED WORDING TO INCLUDE (The ❑ Yes ® No F. City its officers, officials, employees and volunteers): Is it included? ® Yes ❑ No G. PRIMARY & NON-CONTRIBUTORY WORDING (Must be ❑ Yes ❑ No G. included): Is it included? ® Yes ❑ No H. CAUTION! (Confirm that loss or liability of the named endeavor wording. insured is not limited solely by their negligence) Does endorsement include "solely by negligence" wording? ❑ Yes ® No I. NOTIFICATION OF CANCELLATION: Although there is a provision that requires notification of cancellation by certified mail; per Lauren Farley, the City will accept the endeavor wording. II. AUTOMOBILE LIABILITY A. INSURANCE COMPANY: Federal Insurance Company 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 min. BI & PD and $500,000 UM): What is limits provided? $1,000,000 E. ADDITIONAL INSURED WORDING TO INCLUDE (The City its officers, officials, employees and volunteers): Is it included? ❑ Yes ® No F. PRIMARY & NON-CONTRIBUTORY WORDING (For Waste Haulers only): Is it included? N/A ❑ Yes ❑ No G. NOTIFICATION OF CANCELLATION: Although there is a provision that requires notification of cancellation by certified mail; per Lauren Farley, the City will accept the endeavor wording. III. WORKERS' COMPENSATION A. INSURANCE COMPANY: Federal Insurance Company AM BEST RATING (A: VII or greater): LIMITS: Statutory A++:XV WAIVER OF SUBROGATION (To include): Is it included? ❑ Yes ® No HAVE ALL ABOVE REQUIREMENTS BEEN MET? IF NO, WHICH ITEMS NEED TO BE COMPLETED? ❑ Yes ® No Auto: Additional Ipred Endorsein i was not provide WC: Waiver of Sug iqi not provided I 07 Note: This appear e a firm providing a profession 1 service, they need to provide the City with evidence of Professional Liabilty coverage. ! � i CITY OF NEWPORT BEACH JUN n q 1(109 • CITY COUNCIL STAFF REPORT June 9, 2009 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCILe, �Q,�6 FROM: Public Works Department Iris Lee, Senior Civil Engineer 949 - 644 -3323 or ilee @city.newport- beach.ca.us SUBJECT: Proposed Assessment District No. 103 — Area Generally Bounded by G Street, East Balboa Boulevard, Channel Road, and Ocean Boulevard Recommendations: Adopt the following Resolutions for Proposed Assessment District No. 103: Resolution No. 2009 - Adopting a Map Showing the Proposed Boundaries of, and Making Appointments for, Proposed Assessment District No. 103. • b. Resolution No. 2009- Declaring Intention to Order the Conversion of Certain Existing Overhead Electrical and Communication Facilities to Underground Locations in Proposed Assessment District No. 103, Describing the District to be Assessed to Pay the Costs and Expenses thereof by Reference to Approved Boundary Map, Providing for the Issuance of Bonds, and Declaring Intention to take Several Related Steps in Furtherance of Implementing the Proposed Underground District. c. Resolution No. 2009- _ Giving Preliminary Approval to the Report of the Assessment Engineer for Assessment District No. 103 and an Underground Utilities District, Setting a Time and Place for a Public Hearing thereon, and Directing the Mailing of Notices of Hearing and Assessment Ballots to the Affected Property Owners. 2. Approve the Professional Service Agreement with Meyer Nave to provide bond counsel services at a not to exceed price of $25,000 and authorize the Mayor and City Clerk to execute the Agreement. History: Owners of property located in Proposed Assessment District No. 103 submitted petitions to the City, in Spring 2005, requesting the formation of a special assessment district to underground overhead utilities. On April 25, 2005, the assessment engineer • certified that owners representing approximately 62 percent of the assessable property area within Proposed Assessment District No. 103 had signed a petition for undergrounding overhead utilities. Proposed Assessment Dect No. 103 -for Undergrounding Utilities and Designs as an Underground Utilities District June 9, 2009 Page 2 Discussion:', • Assessment District No. 103 is being proposed for the conversion of existing overhead utilities to underground locations. The property owners within the boundary of the proposed Assessment District will bear the cost of the improvements and their associated proceedings. The Municipal Improvement Act of 1913 governs the procedures used to create the Assessment District. Bonds issued under the Improvement Bond Act of 1915 carry up to a 40 -year term and are issued to finance assessments not paid in cash within 30 days after confirmation of the assessment. Staff is recommending a 15 -year term for this District. Federal Income Tax Component of Contribution Tax (ITCC) has been eliminated pursuant to Council direction. The ITCC is a tax assessed whenever private party contributions in aid of construction (CIAC) are made. To date, Underground Utility Districts have not been assessed this tax as underground utility districts are viewed as providing public benefit by increasing community aesthetics and public safety. To date, City Council has approved a total appropriation of $301,800 for the preliminary stages of this project, including $64,000 to retain the firm of Harris & Associates as the assessment engineer, and $135,800 and $102,000 to SCE and AT &T, respectively, to prepare the engineering drawings for the District. If the District is formed, these costs • will be incorporated into the project costs. If the District fails to form, the City will be responsible for these costs. The total assessment for Proposed Assessment District No. 103 is estimated as follows: ITEM COST Cost of Design and Construction $5,084,887 Incidental Costs and Expenses $348,113 Financing (Bond) Costs $812,000 Estimated Total Cost: $6,245,000 Estimated cost does not include the Federal Income Tax Component of Contribution (ITCC) tax, which is a betterment tax. Bond Reserve for this district is estimated at six (6) percent. Property owners paying their assessments in full during the 30 -day cash payment period waive the financial cost of issuing and servicing the bonds and receive a discount of approximately 13 percent. In an effort to reduce costs and minimize disruptions in the area, City staff is planning on a concurrent project to replace water lines within District limits. The timing of these projects will enable a savings to both the assessment district and the City because of shared repaving costs. In addition to the payment of the assessment, each property owner will be responsible • for the costs of connecting the main service conduit in the public right -of -way to the Proposed Assessment District No. 1D3 —for Undergrounding Utilities and Designation as an Underground Utilities District June 9, 2009 Page 3 • property owner's home or business. The cost to the property owner for this conversion varies depending on the condition and location of the current electrical service. Each property owner is encouraged to contact a licensed electrical contractor to assess the particular property needs. The following is a tentative schedule for proposed Assessment District No. 103: Resolution of Intention June 9, 2009 Formal property owner information meeting June 2009 Public Hearing July 28, 2009 Public utilities commence work September 2009 Property owners notified to install service connections June 2010 Property Troperty owners complete conversions October 2010 Public utilities begin to remove overhead structures January 2010 Public utilities finish removing poles and overhead structures March 2010 The assessment engineer used a lot size methodology to apportion assessments within this District, considering that all properties are receiving the same Safety, Connection and Aesthetic benefit. The special benefits from undergrounding the overhead utilities were defined as follows: • • Improved Aesthetics Benefit. This benefit relates to the improved aesthetics of the streetscape due to the removal of overhead wires and utility poles. The removal of guy wires and other support structures related to the overhead facilities are included in the definition of improved aesthetics. Properties that are adjacent to, or in proximity of, overhead facilities receive an aesthetic benefit. • Additional Safety Benefit. This benefit relates to the additional safety of having the overhead distribution wires placed underground and having the power poles removed, which eliminates the threat of downed utility lines and poles due to wind, rain and other unforeseeable events. Falling facilities can lead to personal injuries and damage to structures, including fire. Properties immediately adjacent to the facilities usually have a greater risk. Furthermore, in compact communities like Balboa Peninsula, the negative effects of falling lines and poles are more widespread including blocked roadways and alleys, and property damage due to impact. Properties that are adjacent to, or in proximity of, overhead facilities receive a safety benefit. • Connection Benefit. This benefit relates to the enhanced reliability of service from the utilities being underground, due to having all new wires and equipment and having that equipment underground, which reduces the threat of service interruption from downed lines. When compared to overhead systems, fewer outages occur due to various acts of nature, traffic collisions and obstructions (such as trees). Properties that are connected to, or have the ability to connect to, the facilities proposed to be • undergrounded receive a connection benefit. Proposed Assessment Di511rct No. 103 —for Undergroundirg Utilities and Designa110fi as an Underground Utilities District June 9, 2009 Page 4 The range for the estimated assessment costs per parcel is $6,282 to $56,002, with 52 • percent of all the properties assessed $14,416 or less. Assessments vary over a wide range due to the variation of property sizes. The following is a summary of each property with special consideration: 1. Assessment Nos. 55, 223, 238, 275 and 354. The poles, wires and guy wires to be undergrounded are in close proximity to these lots, although not directly adjacent; therefore, these properties are assigned 1/2 Aesthetic Benefits. However, because the poles and wires are close enough to encroach on the property should they fall, these properties are considered to receive full Safety Benefits. Therefore, these parcels receive 2 -1/2 of 3 benefits and their rounded property area is multiplied by a factor of 5/6. 2. Assessment Nos. 54 and 286. The poles, wires and guy wires to be undergrounded are not in close proximity to these properties and do not provide significant aesthetic benefits to these properties, nor would they encroach upon these properties should they fall. Therefore, these properties are assigned 0 Aesthetic Benefits and 0 Safety Benefits. Therefore, these parcels receive 1 of 3 benefits and their rounded property area is multiplied by a factor of 1/3. 3. Assessment No. 325. The poles, wires and guy wires to be undergrounded are in close proximity to this parcel, although not directly adjacent; therefore, this property • is assigned 1/2 Aesthetic Benefits. Excluding guy wires, which are support structures to the overhead facilities and poles, the poles and wires to be undergrounded are not in close proximity to this property, and would not encroach upon this property should they fall; therefore, this property is assigned 0 Safety Benefits. Therefore, this parcel receives 1 -1/2 of 3 benefits and its rounded property area is multiplied by a factor of 112. 4. Assessment Nos. 97. 304 and the Dark property adjacent to Assessment No 54. These properties are small neighborhood pocket -parks with no potential for development that are not in close proximity to the poles and wires proposed to be undergrounded, nor are they connected to the system to be undergrounded. Therefore, these properties are assigned 0 Aesthetic Benefits, 0 Safety Benefits and 0 Connection Benefits. Drawings and specifications for this assessment district were prepared by SCE, AT &T, and Time Warner Cable. Ballot Tabulation Procedures: All assessment ballots submitted to the City Clerk prior to the close of public hearing will be tabulated per the ballot tabulation procedures that are being drafted by the City Attorney's Office. These procedures will be presented to City Council for consideration at the June 23, 2009 Council Meeting. • • 0 Proposed Assessment District No. 103 —for Undergrounding Utilities and Designation as an Underground Utilities District June 9, 2009 Page 5 . Public Notice: At the proponents' request, City staff held an informal Public Information Meeting for the property owners on May 28, 2009. The formal Public Information Meeting is tentatively scheduled for June 30, 2009 at the City Council Chambers. Property owners will be notified in their ballot that they receive in June 2009. Environmental Review: A Notice of Exemption was completed May 18, 2009 and filed with the County Recorder. The recorded copy has not been returned to the City. Funding Availability: Funds will be provided by property owner contributions and/or bond proceeds if the assessment district is approved. Prepared by: Submitted C teen or Badum nlor Civil Engineer \ ��lic Works Director Attachments: 1. Resolution Adopting a Map Showing the Proposed Boundaries of, and Making Appointments for, Proposed Assessment District No. 103. 2. Resolution Declaring Intention to Order the Conversion of Certain Existing Overhead Electrical and Communication Facilities to Underground Locations in Proposed Assessment District No. 103, Describing the District to be Assessed to Pay the Costs and Expenses thereof by Reference to Approved Boundary Map, Providing for the Issuance of Bonds, and Declaring Intention to take Several Related Steps in Furtherance of Implementing the Proposed Underground District. 3. Resolution Giving Preliminary Approval to the Report of the Assessment Engineer for Assessment District No. 103 and an Underground Utilities District, Setting a Time and Place for a Public Hearing thereon, and Directing the Mailing of Notices of Hearing and Assessment Ballots to the Affected Property Owners. 4. Notice of Exemption 5. Preliminary Engineer's Report 6. Professional Service Agreement with Meyers Nave 40 0 RESOLUTION NO. 2009 - 0 RESOLUTION ADOPTING A MAP SHOWING THE PROPOSED BOUNDARIES OF, AND MAKING APPOINTMENTS FOR, PROPOSED ASSESSMENT DISTRICT NO. 103 (G STREET /EAST BALBOA BULEVARD /CHANNEL ROAD /OCEAN BOULEVARD) WHEREAS, certain property owners owning more than sixty percent (60 %) of the area of all assessable lands within the proposed assessment district, including more than five such property owners, have submitted a signed petition to the City Clerk, requesting the fonnation of a special assessment district, to be designated as Assessment District No. 103 (G SUE Balboa Blvd /Channel Rd /Ocean Blvd) (the "Assessment District"), to provide for the conversion of certain overhead electrical and communication facilities to underground locations as described in the map hereinafter approved, together with appurtenances and appurtenant work in connection therewith, pursuant to the terms and provisions of the ordinances of the City of Newport Beach (the "City") and the "Municipal Improvement Act of 1913" (the "1913 Act "), being Division 12 of the California Streets and Highways Code (the "Code "), which incorporates by reference the provisions of Chapter 28 of Part 3 of the "Improvement Act of 1911," (the "1911 Act "), being Division 7 of the Code; and • WHEREAS, the City Clerk has issued and has presented this City Council with a certificate of sufficiency pursuant to Section 5896.7 of the Code, certifying that the petitions have been signed by the requisite number of qualified signers as specified by Section 5896.5 of the Code; and is WHEREAS, this City Council body has received a map (the "Boundary Map "), showing and describing the proposed boundary of the Assessment District; NOW, THEREFORE, BE IT Determined, Resolved, and Ordered as follows: SECTION 1. The above recitals are all true and correct. SECTION 2. This City Council hereby finds and determines that the Boundary Map is in the form and contains the matters specified by Section 3110 of the Code, and the Boundary Map is hereby approved and adopted. The original and one copy of the Boundary Map are to be filed in the office of the City Clerk. SECTION 3. A certificate shall be endorsed on the original and at least one copy of the Boundary Map evidencing the date and adoption of this Resolution, and within fifteen (15) days after the adoption of a resolution fixing the time and place of hearing on the formation and extent of the Assessment District, a copy of the Boundary Map shall be filed with the correct and proper endorsements thereon with the Orange County Recorder, all in the manner and form provided in Section 3111 of the Code. SECTION 4. Stephen G. Badum P.E., Director of Public Works for the City, is hereby appointed to perform all of the duties and functions of the Superintendent of Streets for the Assessment District as said duties are specified and designated in'the 1913 Act. • The place for recordation of the assessment roll and diagram shall be in the office of the DOCSOCA 32994W/022459 -0020 n U I' 1 • 0 0 appointed Superintendent of Streets, and said assessment roll and diagram, upon recordation, shall be kept as a permanent record. SECTION 5. The Daily Pilot is hereby designated as the newspaper for all publications as required by law and as necessary for the Assessment District proceedings. SECTION 6. The firm of Harris & Associates is hereby appointed the Assessment Engineer for the Assessment District proceedings. SECTION 7. This City Council hereby authorizes the establishment of a special improvement fund for the Assessment District (the "Improvement Fund ") and into the Improvement Fund shall be placed all cash collections and all proceeds from the sale of Assessment District bonds. In order to expedite the improvements to be made under the Assessment District proceedings and as authorized by law, funds from any available source may be transferred into the Improvement Fund. Any funds transferred into the Improvement Fund (other than cash collections and proceeds from the sale of Assessment District bonds) shall be deemed a loan to the Improvement Fund and shall be repaid out of the proceeds of the sale of Assessment District bonds as authorized by Section 10210 of the Code. PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council of the City of Newport Beach held on the 9h day of June, 2009 by the following vote: AYES: NOES: ABSENT: ABSTAIN: ATTEST: City Clerk 1238333.1 DOCSOC/1329848v2/022459 -0020 Mayor 0 0 • (G Sireet/Ecst ASSUNDARY MAP FOR ENT DISTRICT NO. 103 cirr Of N' ST • • • . RESOLUTION NO. 2009- RESOLUTION DECLARING INTENTION TO ORDER THE CONSTRUCTION OF CERTAIN IMPROVEMENTS IN PROPOSED ASSESSMENT DISTRICT NO.103 (G STREET /E BALBOA BOULEVARD /CHANNEL ROAD /OCEAN BOULEVARD), DESCRIBING THE DISTRICT TO BE ASSESSED TO PAY THE COSTS AND EXPENSES THEREOF, PROVIDING FOR THE ISSUANCE OF BONDS, AND DECLARING INTENTION TO DESIGNATE THE AREA AN UNDERGROUND UTILITIES DISTRICT WHEREAS, certain property owners owning more than sixty percent (60 %) of the area of all assessable lands within the proposed assessment district, including more than five such property owners, have submitted signed counterparts of a petition (the "Petition ") to the City Clerk, requested the formation of a special assessment district, to be designated as Assessment District No. 103 (G SUE Balboa Blvd /Channel Rd /Ocean Blvd) (the "Assessment District'), to provide for the conversion of certain overhead electrical and communication facilities to underground locations as described in the map hereinafter approved, together with appurtenances and appurtenant work in connection therewith, pursuant to the terms and provisions of the ordinances of the City of Newport Beach (the "City") and the "Municipal Improvement Act of 1913" (the "1913 Act "), being Division 12 of the Streets and Highways Code (the "Code "); and •WHEREAS, the City Clerk has issued and has presented this City Council with a certificate of sufficiency pursuant to Section 5896.7 of the Code; and WHEREAS, this City Council intends to designate the area comprising the Assessment District as an underground utilities district pursuant to Chapter 15.32 of the Code of Ordinances of the City (the "Ordinance Code "); and WHEREAS, the conversion of the overhead electrical and communication facilities to underground locations, together with appurtenances and appurtenant work in connection therewith, as requested by the Petition, is to be done to further public safety and welfare and to improve aesthetics within the area of the Assessment District; and WHEREAS, this City Council has been presented and has adopted a map (the "Boundary Map ") showing and describing the boundary of the Assessment District; NOW THEREFORE, Be it Determined, Resolved, and Ordered as follows: SECTION 1. The public interest and convenience require, and it is the intention of this City Council to order, as requested by the Petition and pursuant to the 1913 Act, the conversion of the overhead electrical and communication facilities within the Assessment District to underground locations, to assess the cost thereof against the real property specially benefited thereby, and to designate the area an underground utilities district. 40 • 0 SECTION 2. The conversion project to be implemented (the "Project ") is generally • described as follows: A. The Project generally consist of the conversion of existing overhead electrical and communication facilities to underground locations within the area shown on the Boundary Map, together with appurtenances and appurtenant work thereto, all to serve and specially benefit the properties within the Assessment District. B. All rights -of -way and easements required for the Project shall be shown upon the plans (the "Project Plans ") which shall be filed in the office of the Superintendent of Streets and incorporated by reference in the Assessment Engineer's Report (described below). C. All of the improvement work to be performed shall be performed in the locations and to the sizes, dimensions and materials, and to the lines, grades and elevations, as shown and delineated upon the Project Plans, subject to such changes as made be authorized prior to or during the course of construction of the Project in accordance with the specifications and other contract documents. D. The Project Plans, as incorporated by reference in the Assessment Engineer's Report, shall be controlling as to the correct and detailed • description of the Project. SECTION 3. The proposed Assessment District and the Project are hereby referred to Harris & Associates, designated by prior resolution of this City Council as the Assessment Engineer for the Assessment District, and directs the Assessment Engineer to make and file with the City Clerk for presentation to this City Council a written report (the "Assessment Engineer's Report") containing the matters prescribed by 10204 of the Code, as supplemented by Article XIIID of the California Constitution and Section 53753 of the Government Code. SECTION 4. Notice is hereby given that limited obligation improvement bonds to represent the unpaid assessments will be issued in accordance with the "Improvement Bond Act of 1915" (the 1915 Act "), being Division 10 of the Code, which bonds shall be issued in one or more series, each with a term not to exceed the legal maximum term as authorized by law, namely, thirty -nine (39) years from the second day of September next succeeding twelve (12) months from their date, and bearing interest at a rate or rates not to exceed the legal maximum. The provisions of Part 11.1 of the 1915 Act, providing an alternative procedure for the advance payment of assessments and the calling of bonds, shall apply. The principal amount of the bonds maturing each year shall be other than an amount equal to an even annual proportion of the aggregate principal of the bonds, and the amount of principal maturing in each year, plus the amount of interest payable in that year, will be • generally an aggregate amount that is equal each year, except for the first year. • • . Pursuant to Section 10603 of the Code, the City Treasurer is hereby designated as the officer to collect and receive the payments on account of assessments during the cash collection period. SECTION 5. In the event surplus funds shall remain in the Improvement Fund for the Assessment District following completion of the Project and payment of all claims from the Improvement Fund, this City Council shall determine the amount of such surplus, and it shall be used, in such amounts as this City Council may determine, in accordance with the provisions of Section 10427 of the Code for one or more of the following purposes: A. Transfer to the general fund; provided that the amount of any such transfer shall not exceed the lesser of One Thousand Dollars ($1,000.00) or five percent (5 %) of the total of the surplus in the Improvement Fund; B. As a credit upon the assessment and any supplemental assessment; C. For the maintenance of the improvements which comprise the Project; or D. To call bonds. SECTION 6. By separate resolution adopted this same date, this City Council has established the Improvement Fund, which shall be identified and designated by the name of the Assessment District, and into such fund monies may be transferred at any time to • expedite the implementation of the Project, and any such advancement of funds is a loan and shall be repaid out of the proceeds of the sale of bonds as authorized by law. SECTION 7. For any and all information relating to these proceedings, including information relating to protest procedure, your attention is directed to the person designated below: Iris Lee, P.E., T.E., Senior Civil Engineer City of Newport Beach Public Works Department Newport Beach, California 92658 (949) 644 -3323 SECTION 8. The public interest, convenience and necessity requires that certain land, rights -of -way or easements be obtained in order to allow the works of improvement as proposed for the Assessment District to be accomplished. The Assessment Engineer's Report, upon adoption, shall provide certification that the land, rights -of -way or easements have been acquired or will be acquired as part of the construction of the improvements. SECTION 9. Pursuant to Section 8769 of the Code, this City Council hereby declares that the City will not obligate itself to advance available funds from the City treasury to cure any deficiency that may occur in the bond redemption fund for the Assessment District. •SECTION 10. This City Council hereby declares that it proposes to authorize the levy an annual assessment pursuant to subsection (f) of Section 10204 of the Code, such annual assessment to pay costs incurred by the City and not otherwise reimbursed which 3 • • result from the administration and collection of assessments and from the administration • and registration of assessment bonds and the related bond funds. SECTION 11. Pursuant to Section 10110 of the Code, it is the intention of this City Council with respect to those Project improvements to be owned, managed, or controlled by a regulated public utility, prior to ordering the construction of improvements, to enter into an agreement with each such regulated public utility with respect to those Project improvements to be owned, controlled or managed by the utility. SECTION 12. As a supplement to the Petition, this City Council hereby declares that it intends to comply with the requirements of the Special Assessment Investigation, Limitation and Majority Protest Act of 1931, being Division 4 of the Code, by proceeding under Part 7.5 of said Division 4. For that purpose, the Assessment Engineer is directed to include in the Assessment Engineer's Report the information prescribed by Section 2961 of the Code. SECTION 13. This City Council hereby declares that it intends to designate the area comprising the Assessment District as an underground utilities district pursuant to Chapter 15.32 of the Ordinance Code. PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council of the City of Newport Beach held on the 9th day of June, 2009 by the following vote: AYES: NOES: ABSENT: ABSTAIN: ATTEST: City Clerk 1238437.1 11 Mayor is • 0 0 • RESOLUTION NO. 2009-. RESOLUTION GIVING PRELIMINARY APPROVAL TO THE REPORT OF THE ASSESSMENT ENGINEER FOR ASSESSMENT DISTRICT NO. 103 (G STREET /E BALBOA BOULEVARD/CHANNEL ROADIOCEAN BOULEVARD) AND AN UNDERGROUND UTILITIES DISTRICT, SETTING A TIME AND PLACE FOR A PUBLIC HEARING THEREON, AND DIRECTING THE MAILING OF NOTICES OF HEARING AND ASSESSMENT BALLOTS TO THE AFFECTED PROPERTY OWNERS WHEREAS, this City Council has instituted proceedings for the formation of a special assessment district designated as Assessment District No. 103 (G SUE Balboa Blvd /Channel Rd /Ocean Blvd) (the "Assessment District ") to provide for the conversion of certain overhead electrical and communication facilities to underground locations, together with appurtenances and appurtenant work in connection therewith (the "Project "), pursuant to the terms and provisions of the "Municipal Improvement Act of 1913" (the "1913 Act"), being Division 12 of the Streets and Highways Code (the "Code "); and WHEREAS, a resolution adopting the boundary map for the Assessment District (the "Boundary Map ") and the resolution of intention (the "Resolution of Intention ") for the formation of the Assessment District and implementation of the Project have been adopted by this City Council on this same date; and •WHEREAS, as further indicated in the Resolution of Intention, this City Council intends to designate the area of the Assessment District as an underground utilities district pursuant to Chapter 15.32 of the Code of Ordinances of the City of Newport Beach ( "Chapter 15.32 "); WHEREAS, this City Council has heretofore employed Harris & Associates to provide services to the City of Newport Beach (the "City ") as assessment engineer for the Assessment District (the "Assessment Engineer ") and directed the preparation and submission to the City Clerk of a written report (the "Assessment Engineer's Report ") containing the matters required by Section 10204 of the 1913 Act, as supplemented by Article XIIID of the California Constitution and Section 53753 of the Government Code ( "Section 53753 ") (the 1913 Act, Article XIIID, and Section 53753 are referred to herein collectively as the "Assessment Law"), together with the information specified by Section 2961 of the Code and by Chapter 15.32; and WHEREAS, the Assessment Engineer's Report has been prepared and submitted to the City Clerk, and the City Clerk has submitted the report to this City Council for consideration in furtherance of the proceedings to establish the Assessment District; and WHEREAS, this City Council wishes to preliminarily approve the Assessment Engineers Report, without modification, and to schedule the public hearing respecting the report; • NOW, THEREFORE, It is hereby Determined, Resolved, and Ordered as follows: SECTION 1. The above recitals are all true and correct. 0 0 SECTION 2. Pursuant to Section 10300 of the Code, the Assessment Engineer's Report is hereby preliminarily approved, without modification, for the purpose of conducting • a public hearing as provided by the Assessment Law. Said report shall stand as the report for the purpose of subsequent proceedings under the Assessment Law, except that it may be confirmed, modified, or corrected as provided in the Assessment Law. SECTION 3. Pursuant to Section 10301 of the Code and Section 53753, this City Council hereby sets July 28, 2009, at 7:00 p.m. or as soon thereafter as the matter may be heard, in the Council Chambers at 3300 Newport Boulevard, Newport Beach, California, as the date, time and place for the public hearing with respect to the proposed Assessment District, the Project, the proposed establishment of the underground utilities district and any aspect of the Assessment Engineer's Report. Any interested person may appear and be heard with respect to said matters. SECTION 4. The City Clerk is hereby directed to mail or cause to be mailed a notice of hearing, together with an assessment ballot conforming to the provisions of Section 53753, to the property owners of the property proposed to be assessed, all in the time, form and manner provided by Section 53753, and upon completion of the mailing of the notice of hearing and the assessment ballots, the City Clerk is directed to file with this City Council an affidavit or certificate setting forth the manner of compliance with the requirements of Section 53753. SECTION 5. Upon receipt of a returned assessment ballot, whether by personal delivery or by return mail, the City Clerk shall place all such returned assessment ballots in safekeeping, with the contents of each such returned assessment ballot to be concealed • until the public hearing has been completed and closed and the City Clerk is then directed to proceed with public opening and tally of such ballots for the purpose of determining and advising this City Council whether a majority protest has been established. PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council of the City of Newport Beach held on the 9th day of June, 2009, by the following vote: AYES: NOES: ABSENT: ABSTAIN: ATTEST: Mayor City Clerk 1238622.1 • FILED • MAY 1 8 2069 TOM DALY, WN- RECORDER BY_ � DEPUTY • UTY OF NEWPORT BEA,..H 3300 Newport Boulevard - P.O. Box 1768 Newport Beach, CA 92658 -8915 (949) 644 -3311 NOTICE OF EXEMPTION To: ❑ Office of Planning and Research 1400 Tenth Street, Room 121 Sacramento, CA 95814 County Clerk, County of Orange X ❑ Public Services Division P.O. Box 238 Q__. A__ nA mene POSTED MAY 18'2009 T01lDALY,CIEPoFRECORDFfl Ily— Y From City of Newport Beach Public Works Department 3300 Newport Boulevard - P.O. Box 1768 Newport Beach, CA 92658 -8915 (Orange County) Date received for filing at OPR: Name of Project: Assessment District No. 103 Project Location: Peninsula Point, Newport Beach, CA Specific: Area Generally Bounded by G. Street, E. Balboa Boulevard, Channel Road, and Ocean Boulevard Project Location -City: Newport Beach Project Location - County: Orange Project Description: The project consists of an assessment district to underground existing overhead utilities. Recorded in official Records, Orange County Tom Daly, Clerk - Recorder Exempt Status: (check one) I�IIIIIIIIIIIIIIIIIUI IIB�IIII�II�I�ll�lllllultl�Ndu lNO FEE ❑ Ministerial (Sec. 21080(h)(1);15268); 200M0041110:02am 05/18/09 ❑ Declared Emergency (Sec. 21080(b)(3); 15269(a)); 90 140 Z01 ❑ Emergency Project (Sec. 21080(b)(4); 15269(b)(c); 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0 Categorical Exemption. State type and section number. Class 2: Replacement and reconstruction: Section 15302. ❑ Statutory Exemptions. State code number: ❑ General Rule (Sec. 15061(b)(3)) Reasons why project is exempt: The Secretary for Resources has found that conversion of overhead electric utility distribution system facilities to underground locations where the surface is restored to the condition prior to undergrounding does not have a significant effect on the environment. Name of Public Agency Approving Project: City of Newport Beach Date of Approval: Name of Person or Agency Carrying Out Project: N oft Beach Public Works Department Contact Person: Iris Lee Title: Senior Civil Engineer y'26sl Signature: Tel.No. (949) 644 -3323 Date: iC64 �'/ � �/� HSmWO 99NO&mffnrinanml&ErrrgN -01lBRWt Preliminary Engineer's Report for Underground Utility Assessment District No. 103 (G St / E Balboa Blvd / Channel Rd / Ocean Blvd) Prepared under the provisions of the Municipal Improvement Act of 1913 Forthe City of Newport Beach County of Orange, California June 9, 2009 40 0 0 • City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G St 7 E Balboa Blvd 1 Channel Rd 7 Ocean Blvd) Preliminary Engineer's Report TABLE OF CONTENTS • APPENDIX A. Excerpts from Assessment District No. 64 B. Assessment Calculations QANmper1 BeachW D ]03Vcpom\ad103 pm) rp121may09.doc B I Harris & Associates Page Introduction and Certifications ............................................................. ............................... l PART 1 Plans and Specifications ..................................................... ..............................4 PARTII Cost Estimate ...................................................................... ............................... 5 PART III Assessment Roll and Method of Assessment Spread ...... ............................... 6 Table 1 — Assessment Roll ................................................... ............................... 8 Debt Limit Valuation ........................................................... .............................17 Exhibit 1 — Method and Formula of Assessment Spread ..... .............................18 PART IV Annual Administrative Assessment ............................... ............................... 24 • PART V Diagram of Assessment District ...................................... ............................... 25 PART VI Description of Facilities ...........................:......................... .............................32 Right -of -Way Certificate ................................................... ............................... 33 Certification of Completion of Environmental Proceedings ............................ 34 • APPENDIX A. Excerpts from Assessment District No. 64 B. Assessment Calculations QANmper1 BeachW D ]03Vcpom\ad103 pm) rp121may09.doc B I Harris & Associates 0 City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G St I E Balboa Blvd I Channel Rd! Ocean Blvd) . Preliminary Engineer's Report Page 1 AGENCY: CITY OF NEWPORT 13EACH PROJECT: ASSESSMENT DISTRICT NO. 103 TO: CITY COUNCIL ENGINEER'S "REPORT" PURSUANT TO THE PROVISIONS OF SECTIONS 2961 AND 10204 OF THE STREETS AND HIGHWAYS CODE The purposes of this Assessment District is to provide financing to underground power, telephone and cable facilities in the area generally bounded by G Street / East Balboa Boulevard / Channel Road / Ocean Boulevard. The proposed underground utility improvements will provide conversion to an upgraded utility system and will enhance neighborhood aesthetics, safety and reliability. The construction of these improvements will conform to existing City of Newport Beach, Southern California Edison, AT &T and Time Warner Cable standards. By virtue of such improvements, the proposed improvements are of special and direct benefit to these properties. Pursuant to the provisions of Article XIDD of the State Constitution, Part 7.5 of the "Special Assessment Investigation, Limitation and Majority Protest Act of 1931 ", being Division 4 of the Streets and Highways Code of the State of California, and the "Municipal Improvement Act of 1913 ", being Division 12 of said Code, and the Resolution of Intention, adopted by the City Council of the CITY OF NEWPORT BEACH, State of California, in connection with the proceedings for Assessment District No. 103 (hereinafter referred to as the "Assessment District "), I, Joan E. Cox, • P.E., a Registered Professional Engineer and authorized representative of Hams & Associates, the duly appointed Engineer of Work, herewith submits the 'Report" for the Assessment District, consisting of six (6) parts as stated below. PART This part contains the plans and specifications which describe the general nature, location and extent for the proposed improvements to be constructed, and are filed herewith and made a part hereof. Said plans and specifications are on file in the Office of the Superintendent of Streets. PART II This part contains an estimate of the cost of the proposed improvements, including capitalized interest, if any, incidental costs and expenses in connection therewith as set forth herein and attached hereto. PART III This part consists of the following information: A. A proposed assessment of the total amount of the costs and expenses of the proposed improvements upon the several subdivisions of land within the Assessment District, in proportion to the special benefits to be received by such subdivisions from said improvements, which is set forth upon the assessment roll filed herewith and made a part hereof. QANmport B=ch\AD1031reportsiad103 prat rpt 21mayKdoc Harris & Associates • • • City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G 5t I E Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Page 2 B. The total amount, as near as may be determined, of the total principal sum of all unpaid special assessments and special assessments required or proposed to be levied under any completed or pending assessment proceedings, other than that contemplated for the Assessment District, which would require an investigation and report under the "Special Assessment Investigation, Limitation and Majority Protest Act of 1931" against the total area proposed to be assessed. C. The total true value, determined from the latest Assessor's roll, of the parcels of land and improvements which are proposed to be assessed. PART IV This part contains the proposed maximum annual administrative assessment to be levied upon each subdivision or parcel of land within the Assessment District to pay the costs incurred by the CITY OF NEWPORT BEACH, and not otherwise reimbursed, resulting from the administration and collection of assessments, from the administration and registration of any associated bonds and reserve or other related funds, or both. PART V This part contains a map showing the boundaries of the Assessment District, and a diagram showing the Assessment District, the boundaries and the dimensions of the subdivisions of land within said Assessment District, as the same existed at the time of the passage of the Resolution of Intention. The Boundary Map and Assessment Diagram are filed herewith and made a part hereof, and part of the assessment. PART VI This part shall consist of the following information: A. Description of facilities B. Right -of -Way Certificate C. Environmental Certificate This report is submitted on June 9, 2009. Q:Wewpoa 8each%AD103Wpora1ad103 prel rp121may09Am HARRIS & ASSOCIATES J AN E. COX, P.E. R.C.E. No. 41965 ENGINEER OF WORK CITY OF NEWPORT BEACH STATE OF CALIFORNIA iii I Harris & Associates 0 0 City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103(G St I E Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Paoe 3 Preliminary approval by the CITY COUNCIL of the CITY OF NEWPORT BEACH, CALIFORNIA, on the _ day of 2009. CITY CLERK CITY OF NEWPORT BEACH STATE OF CALIFORNIA Final approval by the CITY COUNCIL of the CITY OF NEWPORT BEACH, CALIFORNIA, on the day of , 2009. CITY CLERK CITY OF NEWPORT BEACH STATE OF CALIFORNIA Q:Wmpon Beach\AD103\repons \ad 103 pre[ rpt 21mayKdoc • Harris & Associates • I• � L_J l J • 0 City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G St I E Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Page 4 Part I Plans and Specifications The plans and specifications to construct the utility undergrounding improvements, and any ancillary improvements thereof, for the area generally described as Assessment District No. 103, G Street / East Balboa Boulevard ! Channel Road / Ocean Boulevard, describe the general nature, location and extent of the improvements for this Assessment District are referenced herein and incorporated as if attached and a part of this Report. Said Plans and Specifications for the improvements are on file in the office of the Superintendent of Streets. Q \Newport Beach1AD103Veports1ad103 pre) rpt 21may99.doc �I Harris & Associates u 0 City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G St I E Balboa Blvd f Channel Rd I Ocean Blvd) • Preliminary Engineer's Report Page 5 Part II Contract Inspection Cost Estimate Disclosure Counsel $20,000 Estimated Costs $100,000 Preliminary Confirmed DESIGN & CONSTRUCTION COSTS" Filing Fees Electrical Costs (Southern California Edison) Bond Counsel Electrical Construction Costs $3,053,100 Construction Contingency ( -10 %) $305,310 Edison Design Engineering $135,800 $10,000 $3,494,210 Telephone Costs (AT &T) Total Incidental Expenses: Telephone Construction Costs $992,998 Construction Contingency (-10 %) $99,300 AT &T Design Engineering $102,000 $78,000 $1,194,298 Street/ Alley Rehabilitation $1,000,000 Construction Contingency( -7.5 %) $75,000 $812,000 $1,075,000 Estimated Utility Contribution for Equivalent Overhead System - $678,621 Total Design & Construction Costs: $5,084,887 INCIDENTAL EXPENSES Assessment Engineering $64,000 Contract Inspection $75,000 • Disclosure Counsel $20,000 City Administration $100,000 Financial Advisor $15,000 Filing Fees $5,000 Bond Counsel $25,000 Paying Agent $3,000 Dissemination Agent $3,000 Financial Printing, Registration and Servicing $10,000 Incidental Contingencies $28,113 Total Incidental Expenses: $348,113 Total Construction and Incidental Expenses: $5,433,000 FINANCING COSTS Underwriter's Discount 1.25% $78,000 Bond Reserve I Credit Enhancement 6.000/0 $375,000 Funded Interest @ 12 months @ 5.75% $359,000 Total Financial Costs: $812,000 TOTAL AMOUNT TO ASSESSMENT: $6,245,000 ` Time Warner Cable is required to pay for undergrounding through the Franchise Agreement with the City. Q:Wewpon 13cwh1AD103VepoMW 103 pml rpt 21=yKdoc • Harris & Associates i 0 City of Newport Beach June 9, 2009 • Underground Utility Assessment District No. 103 (G St 1 E Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Page 6 Part III Assessment Roll and Method of Assessment Spread WHEREAS, on the City Council of the CITY OF NEWPORT BEACH, State of California, did, pursuant to the provisions of the 1913 Act "Municipal Improvement Act of 1913 ", being Division 12 of the Streets and Highways Code, of the State of California, adopt its Resolution of Intention No. , for the installation and construction of certain public improvements, together with appurtenances and appurtenant work in connection therewith, in a special assessment district known and designated as ASSESSMENT DISTRICT NO. 103 (hereinafter referred to as the "Assessment District "); and WHEREAS, said Resolution of Intention, as required by law, did direct the Engineer of Work to make and file a "Report", consisting of the following as required by Section 10204 of the Act: a. Plans b. Specifications c. Cost Estimates d. Assessment Diagram showing the Assessment District and the subdivisions of land therein; e. A proposed assessment of the costs and expenses of the works of improvement levied upon the parcels within the boundaries of the Assessment District; • f. The proposed maximum annual assessment to be levied upon each subdivision or parcel of land within the Assessment District to pay the costs incurred by the City and not otherwise reimbursed resulting from the administration and collection of assessments or from the administration and registration of any associated bonds and reserve or other related funds. For particulars, reference is made to the Resolution of Intention as previously adopted. NOW, THEREFORE, I, Joan E. Cox, the authorized representative of HARRIS & ASSOCIATES, pursuant to Article XIIID of the California Constitution and the "Municipal Improvement Act of 1913 ", do hereby submit the following: Pursuant to the provisions of law and the Resolution of Intention, I have assessed the costs and expenses of the works of improvement to be performed in the Assessment District upon the parcels of land in the Assessment District specially benefited thereby in direct proportion and relation to the special benefits to be received by each of said parcels. For particulars as to the identification of said parcels, reference is made to the Assessment Diagram, a copy of which is attached hereto and incorporated herein. 2. As required by law, a Diagram is hereto attached, showing the Assessment District, as well as the boundaries and dimensions of the respective parcels and subdivisions of land within said District as the same existed at the time of the passage of said Resolution of Intention, each of which subdivisions of land or parcels or lots respectively have been given a separate number upon said Diagram and in said Assessment Roll. • Q \Newpon Beach\AD103\repons \ad103 pre] rpt 21may09.doc Harris & Associates City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (0 St I E Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Page 7 3. The subdivisions and parcels of land the numbers therein as shown on the respective Assessment Diagram as attached hereto correspond with the numbers as appearing on the Assessment Roll as contained herein. 4. NOTICE IS HEREBY GIVEN that bonds will be issued in accordance with Division 10 of the Streets and Highways Code of the State of California (the "Improvement Bond Act of 1915 "), to represent all unpaid assessments, which bonds shall be issued in one or more series, each with a term not to exceed the legal maximum tern as authorized by law, THIRTY -NINE (39) YEARS from the 2nd day of September next succeeding twelve (12) months from their date. Said bonds shall bear interest at a rate not to exceed the current legal maximum rate of 12% per annum. The bonds may be issued in more than one series, depending upon duration of the improvement work and related considerations. 5. By virtue of the authority contained in said "Municipal Improvement Act of 1913 ", and by further direction and order of the legislative body, I hereby recommend the' following Assessment to cover the costs and expenses of the works of improvement for the Assessment District based on the costs and expenses as set forth below: For particulars as to the individual assessments and their descriptions, reference is made to Table 1 (Assessment Roll) attached hereto. 6. The Method of Spread of Assessment is as set forth in the exhibit identified as Part III (Exhibit 1), which is attached hereto, referenced and so incorporated. Q:W e3� ewpon BmchlADltponslad103 prel rpt 21mayMdoc I Harris &Associates i • `J As Preliminarily As Approved Confirmed Estimated Cost of Construction: $5,084,887 Estimated Incidental Expenses: $348,113 Estimated Financial Costs: $812,000 Estimated Total to Assessment: $6,245,000 For particulars as to the individual assessments and their descriptions, reference is made to Table 1 (Assessment Roll) attached hereto. 6. The Method of Spread of Assessment is as set forth in the exhibit identified as Part III (Exhibit 1), which is attached hereto, referenced and so incorporated. Q:W e3� ewpon BmchlADltponslad103 prel rpt 21mayMdoc I Harris &Associates i • `J • U S • City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G St l Balboa Blvd I Channel Rd / Ocean Blvd) Preliminary Engineer's Report Page 8 Assessor's Total Ascot Parcel True Table 1 Assessment Roll Assessments as Existing Preliminarily Assessments Value as Confirmed to Lien 3 048 -201 -41 $89,231 $0 $16,079.89 6 4 048 -201AO $339,123 $0 $16,079.89 21 5 048 -20139 $919.017 $0 $16.079.89 57 12 048 - 201 -31 $959,294 $0 $14,970.93 64 13 048 - 201-30 $398,460 $0 $14,970.93 27 14 048- 201 -29 $774,349 $0 $14,970.93 52 15 048 -201 -44 $440,076 $0 $14,970.93 $28,832.89 29 4 16 048 - 201-45 $127,651 $0 17 048- 201 -26 $632,569 $0 $14,416.44 44 18 048 - 201 -25 $392,199 $0 $14,416.44 27 19 048- 201 -24 $330,838 $0 $14,416.44 23_ 20 048 - 201 -23 $275,419 $0 $16,634.36 _ 17 21 22 048- 201 -22 048 - 20118 - $663,824 $1,157,771 $0 $0 $18297.80 $16,079.89 - -- 36 _.. ... ._...72__._- 23 048 -2 201 -51 $972,728 $0 $15,525.41 63 24 048 - 201-50 $0 $15,525.41 19 25 048- 201 -02 _$289,255 $_89,231 $6 $13,861.97 _._. 6 26 ...048 -201 -03 _....- $94,730 . -.... $0 . "$-13-,-8-6,1-,9,-7- ..... - - ... 7... .. 27 048 - 201 -04 $674,814 10 _ $13,861.97 49 28 048 -201 -05 $1,011,926 $0 $13,861.97 73 29 048 -201 -06 - - $265,579 $0 $13,861.97 19 36 048 -201 4)7 $785,777 $0 $13,861.97 57 31 048 -201 -08 $73,089 $0 $13,861.97 5 32 048-201 -09 $819,088 $0 $13,861.97 _ _ 59 33 048 - 201 -10 $829,636 $0 $13,861.97 80 34 048 - 201 -11 $636,170 $0 $13,861.97 46 35 048- 201 -12 $311,052 $0 $13_,861.97 22 36 048- 201 -13 $344,459 $0 $13,861.97 - - -- - 25 - -- - - -- -- 37 048- 201 -14 $743,973 $0 $13,861.97 - -- 54 _ 38 048 - 201 -15 -- $1,043,551 $0 - -- $13,861.97 - -- -_ 75- 39 048 - 201 -16 _ $657,439 $0 $13,861.97 _ _- 47 40 04_8- 201 -17 $592,362 $0 $13,861.97 43 _41 048 - 201 -18 $490,361 0 $13,861.97 35 42 048 - 201 119- $70,817 $0 $13,861.97 -__.. 5 43 048 - 201 -20 $450,486 $0 $13,861.97 32 44 048- 201 -21 $83,646 $0 $17,188.84 _ _ 5 Q:Wewport Beaeh\AD103Veports1ad103 prel rpt 21may09.doc Harris & Associates of Newport Beach 048 -192 -09 $1,816,379 June 9, 2009 erground Utility Assessment District No. 103 (G St I Balboa Blvd f Channel Rd I Ocean Blvd) 54 iminary Engineer's Report $241,339 $0 Page 9 38 55 048 -191 -02 $502,595 Assessor's Total Assessments as Assessments Value Asmt Parcel True Existing Preliminarily as Confirmed to Lien No. Number Value Liens Approved and Recorded Ratio 46 048 -192 -02 $99.716 $0 $19.406.75 5 47 49 7 53 048 -192 -09 $1,816,379 $0 $55,002.34 32 54 048- 191 -19 $241,339 $0 $6,282.24 38 55 048 -191 -02 $502,595 $0 $15248.16 33 56 048 -191 -03 $509,983 $0 $16,079.89 32 57 048 -191 -04 $819,088 $0 $14,970.93 55 58 048 - 1.91 -05 $96,721 $0 $14,970.93 6 59 048 -191 -06 $1,499,400 $0 $14,416.44 104 60 048 -191 -07 $431,053 $0 $14,970.93 29 61 048- 191.08 $216,526 $0 $14,416.44 15 62 048 -191 -09 $964,808 $0 $14,970.93 64 63 048- 191 -10 $557,978 $0 $16,079.89 35 64 048- 191 -11 $113,100 $0 $17,743.32 6 65 930 - 504 -15 $741,170 $0 $9,426.14 79 66 930- 504 -16 $770,744 $0 $9,426.14 82 67 504 -17 - - $1,109,500 $0 $9,426.14 118 _ 68 _930- 930- 504 -18 -- $770,744 -- _,. _.. $0 $9,426_14__ _ 82 69 048 - 191 -14 $1,045,302 $0 .,_._._._...- $18,297.80 57 70 048 - 191 -15 $2,347,989 $0 $1_6,6_34.36_ 141 71. 048- 191_ -16 -$877,242 $18,297.80 - - - - -- 413 72 048 -221 -01 $1,680,823 $0 - $18,852.28 89 73 048 -221 -02 $86,471 $0 $14,416.44 6 74 048 -221 _03 $338,112 $0 $14,416.44 - __23_ . 75 048 - 221.28 $152,8 $0 _ 29,38 $_7.37 5 76 048 - 221 -06_ _29 $78,674 $0 $14,416,44 _... 5._. 77 048- 221 -29 $111,092 $0 $21,624.68 - -- 5 78 048- 221 -24 $3,125,000 $0 $21,624.68 145 79 048 - 221 -10 $402,816 $0 $14,416.44 28 80 048 - 221 -11 $1,689,074 $0 $14,416.44 117 81 048- 221 42 $332,946 $0 - $14,416,44_. . _ - _- _ 23 82 048 - 221 -13 5,9 $891 $0 . $14,416.44 6 83 048 - 221 -14 $535,537 $0 $16,634.36 32 84 048 - 221-34 $702,153 $0 _ $16,634.36 42 85 048 - 221 -35 $13,307.49 510 86 048 - 221 -22 _$6,783,079 $86,381 _$0 $0 $13,861.97 6 87 048 - 221 -21 $111,781 $0 $13,861.97 8 88 _ 048- 221 -20 $601,376 $0 _ $13,861.97 43 89 048 - 221 -19 $1,180,926 $0 $13,861.97 85 90 048 - 221 -18 $362,788 $0 $13,861.97 26 91 048 - 221 -33 - $818,369 $0 - $13,861.97 59� 92 048 - 221 -32 $1,985,000 $0 $13,861.97 143 Q 44mpon BeachWD103V"rts1ad103 pre[ rpi 21may09.doc C� • nI Hams & Associates • 0 0 City of Newport Beach • Underground Utility Assessment District No. 103 (G St I Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report June 9, 2009 Page 10 Assessor's Total $13,861.97 Assessments as Assessments Value Asmt Parcel True Existing Preliminarily as Confirmed to Lien No.' Number Value Liens Approved and Recorded Ratio 93 048 -22131 $1,853,000 $0 $13,861.97 134 94 048 -22130 $170,629 $0 $13,861.97 12 95 048 - 221 -26 $443,754 $0 $13,861.97 32 96 048 - 221 -27 $116,067 $0 $13,307.49 9 97 048 -220 -01 NIA $0 $0.00 048 - 222 -23 98 048 -222 -01 $2,406,000 $0 $13,307.49 _NIA 181 99 048 -222 -02 $193,322 $0 $13,861.97 14 100 048 -222 -03 $648,681 $0 $13,861.97 47 101 048 -222 -04 $2,142,000 $0 $13,861.97 155 102 048 -222 -05 $1,679,000 $0 $13,861.97 121 103 048 -222 -06 $579.914 $0 $13.861.97 42 107 048 - 222 -10 108 048- 222 -11 109 048 -22232 110 048 - 222 -33 • D11 199 $0 $14,970.93 -- ___ $15,525;41.. $0 119 112 048 -22235 $0 113 048 - 222 -27 • 11_4 048 - 222 -26 $0 $17,188.84 048 - 222 -25 121 116 $83,092 $0 117 048 - 222 -23 122 118 048- 222 -22 • D11 199 $0 $14,970.93 -- ___ $15,525;41.. $0 119 048- 222 -21 $87,094 $0 $17,188.84 _. -._.. 120 048- 222 -20 $90,608 $0 $17,188.84 $13,861.97 121 048 - 222 -19 $83,092 $0 $17,743.32 $0 122 048 - 222 -31 $1,826,214 $0 $18297.80 $422,649 $3,001,500 123 048 - 222 -30 $171,808,. 30 217 136 048 -211 -05 124 048_222 -28 $94,820 $0 $18,852.28 137 .,.125 048 - 222 -29 $686,340 _ $0 $18,852.28 - -- - -- 126 048 - 222 -16 $752.117 $0 $17.188.84 -- 9 96 5 14 5 5 5 100 9- 5 . 36 _128 129 130 131 048.222.36 _ 048 - 211 -36 048 - 211 -35 048 -21134 -- -- -..._ -. -... _ _ $646,894._ $860,389 $674,344 $877,242 - - $p.. _ $0 _$0 $0 $18,297.80 $14 970.93 $13,861.97 $13,861.97 _. -._.. 35 57 49 U- 132 048 -211 -02 $75,222 $0 $13,861.97 5 133 048 -211 -03 $1,212,902 $0 $13,861.97 87 134 135 048 -21137 048 -21138 $422,649 $3,001,500 $0 $0 $13,861.97 $13,861.97 30 217 136 048 -211 -05 $94,542 $0 $13,861.97 - - - - - 7 - 137 048 -211 -06 $80,609 $0 $13,861.97 6 138 048 - 211 -27 $857.212 $0 $13.861.97 -- - — - 62 Q:113ewpmt Beaa%AD1034eponsWI03 prel qx 21 mayWdoc I Harris & Associates 0 0 of Newport Beach June 9, 2009 aground Utility, Assessment District No. 103 (G St I Balboa Blvd! Channel Rd I Ocean Blvd) minary Engineer's Report Page 11 Assessor's Total Assessments as Assessments Value Asmt Parcel True Existing Preliminarily as Confirmed to Lien 158 048-211-15 $1,480,385 $0 $14,416.44 103 159 048-211-14 $1,826,214 $0 $14,416.44 127 160 048-211-13 $1,826,214 $0 $16,634.36 110 161 048-261-30 $2,001,415 $0 $17,743.32 113 162 048-261-29 $85,648 $0 $14,416.44 6 163 048-261-28 wo ' 6ii to- $14,416.44 31 164 048-261-33 $892,805 $0 $14,416.44 62 165 048-261-34 $106,753 166 048-261-31 $1,653,959 $0 $14,416.44 115 167 048-261-32 $378,558 $0 $14,416.44 26 168 048-261-25 $88,820 $0 $14,416.44 6 169 -648-261 -24_ -1,141,344 $0 $14,416.44 170 048-261-23 $166,069 to $14,416.44 171 048-261-22 172 048-261-21 $367,135 $0 $14,416.44 173 048-261-20 $1,800,000 $0 $14,416.44 125 ---1-74 646- -i9i. $1,826,214 $0 $14,416A4 127 175 01;F 8 -18 $1,836,000 $0 $14,416.44 127 176 64-8-261-17 $192,831 $0 $17,743.32 17,743.32 11 177 048-261-01 $753,270 $0 $16,634.36 Z- 178 048-261-02 $127,786 $0 $11,644.06 11 179 048-261-03 $1,095,098 $0 $11,644.06 94 180 048-261-04 $2,050,000 $0 $11,644.06 176 181 048-261-05 U-87,264 M 182 048-261-06 $2,395,000 $0 _$11,644 $11,644.06 206 183 048-261-07 $76,744 $0 $11,644.06 7 Q\Newpm Be MAD1034eportsW103 pre] rpt 21=y09.dDc • 0 Harris & Associates • 204 048-252-20 $1,955,952 $0 City of Newport Beach 168 June 9, 2009 Underground Utility Assessment District No. 103 (G St I Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Page 12 Assessor's Total Assessments as Assessments Value /&smIt 9nrne| True Existing Preliminarily as Confirmed to Lion 204 048-252-20 $1,955,952 $0 $11,644.06 168 210 040-251-22 _____ $V 5 4 211 040`25l _-_____ 212 048-251-24 $467,118 $0 $22,179.15 21 �13 648-261-26- V,2kM to M.174.16 68 214 �15 048^251'25 -�--- �2,04O,}07 $V $221TA15 92 � -- --'-- ��1�� ------ � '��---' -'--------� ---'-' '-- ---' 216 048-251-28 $92,401 so snji�-A6 4 2i8 048-261-36 , 1 179.15 221 048-251-3� $80,743 so t22,179.15 4 223 048-251-06 $256,633 $0 $28,184.16 9 224 048-251-37 $1,716,922 $0 $32,159.76 53 226 048-251-34 $419,569 $0 $27,72194 15 228 048-251-14 $477,870 $0 $22,179,15 22 230 048-251-16 $763.463 $0 $2217915 o,vv�v"nomcMouD|o3\rexwrt*a|n>wx|n*z`m.)-*.do' |Harris &Assodates 233 648451 -19 $820,237_ $0 $22,179.15 37 City of Newport Beach 048 - 251 -20 $1,427,241 $0 $22,179.15 June 9, 2009 Underground Utility Assessment District No. 103 (0 St f Balboa Blvd 1 Channel Rd 1 Ocean Blvd) $0 Preliminary Engineer's Report 24 236 048 -251 -03 $129,966 Page 13 • $22,179.15 6 237 048 -251 -04 $957,220 Assessor's Total 43 Assessments as Assessments Value Asmt Parcel True Existing Preliminarily as Confirmed to Lien No. Number Value Liens Approved and Recorded Ratio 231 048- 251 -17 $190,275 $0 $22,179.15 048- 272 -20 9 232 048 - 251 -18 $194,204 $0 $22,179.15 048 - 272 -19 9 233 648451 -19 $820,237_ $0 $22,179.15 37 234 048 - 251 -20 $1,427,241 $0 $22,179.15 64 235 048 -251 -02 _ $527,244 $0 - $22,179.15 24 236 048 -251 -03 $129,966 $0 $22,179.15 6 237 048 -251 -04 $957,220 $0 $22,179.15 43 238 048 -251 -05 $96,330 $0 $24,025.56 4 239 048 - 272 -28 $1,984,458 $0 $17,743.32 112 240 048 - 272 -29 $1,114,952 $0 $17.743.32 63 241 048- 272 -20 $966,435 $0 $15,525.41 62 242 048 - 272 -19 $2,084,613 $0 $15525.41 134 243 048 - 272-31 $568,930 $0 $15525.41 37 244 048 - 272 -30 $1,284,165 $0 $15525.41 83 245 048 - 272.04 $108820 $0 $15525.41 7 246 048 -272 -05 $557,395 $0 $15,525.41 36 247 048 - 272 -24 $905,653 $0 $15,525.41 58 _ 248 048 - 272.32 $612,046 $0 $15,525.41 39 249 250 048 - 272 -33 048 - 272 -22 $416,928 $455,419 $0 $0 $15,525.41 $15,525.41 27 29 251 048 - 272 -26 $527,023 $0 $15,525.41 34 252 048- 272.27 —�! $0 $15,525.41 $52,121.00 _ .__ 6 _— 21 _$90,540_ - -$0 253 048 - 272 -21 $1,105.601 254_ _ 048- 272 -09 $4_95,528 $0 $13,861.97 _ _- 36. _- 255 048 - 272 -10 $1,590,180 $0 $13,861.97 115 256 048 - 272 -11 $111,027 $0 $13,861.97 8 257 48- 272 -12 6T- $1,098,275 $0 $13,307.49 83 258_ 048- 272 -18 $758,935 $0 $16,079.89 41 47 259 048 - 272 -17 T - $1,129,444 -$0 $13461.97 81 260 048- 272 -16 $1,053,116 $0 $13,861.97 76 —._. 261.-048- _.. - -- 272 -15 — -- ... $499,909 $0. -- - -- $13,861.97 ......- 3fi._.._ 262 048 - 272 -14 $1,567,038 - -__ $0 -- $13,861.97 ...__._ 113 -- 263 - 048- 272 -13 — $148,139 - $0 $14,970.93 - - - -- 10 . 264 048- 271 -30 $760,092 $0 $15,525.41 -- — _- .......49 __. 265 048- 271 -29 $1,357,284 $0 $15,525.41 87 266 _048-271_17 $527,343 267 048- 271 -28 $184,631 $0 $17,188.84 11 268 648- 271 -26 $90,750 $0 $17,168.84 5 269 048 - 271 -25 $168,835 -- $0 -- $17,188.84 —�! 10 270 048 - 271 -27 $167.480 $17.188.84 10 272 048- 271 -13 $94,681 $0 $13,861.97_ 7 273 048 - 271 -21 — $3,008,994 — $0 _ $20,515.72 147 274 048 - 271 -23 $771,481 $0 $12,753.02 60 275 048- 271 -31_ $380,588 $0 $14,787.95 26 _ -- 276 048 - 271 -19 - - -- $484.534 SO Y15.525 41 31 Q:Wewpmt 3each41D103VWrts1ad103 prel rpt 21=y09.&c O I Hams & Associates • CIN 295 048 - 302 -10 $817,519 $0 City of Newport Beach 49 297 June 9, 2009 Underground Utility Assessment District No. 103 (G St 1 Balboa Blvd f Channel Rd / Ocean Blvd) $0 Preliminary Engineer's Report • 7 • 298 Page 14 $712,867 $22,179.15 Assessor's Total Assessments as Assessments Value Asmt Parcel True Existing Preliminarily as Confirmed to Lien 295 048 - 302 -10 $817,519 $0 $16,634.36 49 297 048- 302 -11 $129,861 $0 $18297.80 7 • 298 048 - 302 -17 $712,867 $22,179.15 32_ 299 048- 302 -16 $145,469 —$0 $0 _ __- $18297.80 8 _ 300 _. 04"02- 15_____ _. $120,682 $18297.80 7 301 048 - 302 -14 $550,044 _ $0 _.., ., $18297.80 - �30 302 048 - 302 -13 $322,904 $0 $182_97.80__ 18 303 048 - 302 -12 $227,908 $0 $21,070.19 _ 11 304 048 -290 -01 N/A $0_ $0.00 N_ /A 305 048 -291 -01 $871,988 $0 $13,307.49 66 306 048 -291 -02 $171,163 $0 $13,307.49 13 307 _048- 291 -22_ _ $1,349,631_. $0 $13,307.49 ., . 107 3- 08 048 291 -23 $2,340,900 $0 _ _ $13,861.97 169 309 045- 291 -20 $575,452 - - -$0 $19,961.23- - 310 048 - 291 -26 097,268 $0 $13,861.97 72 311 048- 291 -19 $1,227,595 $0 $13,307.49 92 312 048- 291 -18 _ $104,661 $0 $13,861.97 8 313 048 - 291 -17 $559,071 $0 $13,861.97 40 314 048 - 291 -24 $1,975,865 $0 $13,861.97 143 315 048 - 291 -25 $105,849 $0 $13,861.97 8 316 048- 291 -15 $138,002 $0 $13,861.97 10 317 048 - 291 -14 $505,665 $0 $13,861.97 36 318 048- 291 -13 $1,167,027 $0 $13,861.97 _ _ 84 319 048- 291 -12 $94,332 $0 $16,079.89 6 320 048 -291 -06 $2,846,000 $0 $16,634.36 171 321 048 -291 -07 $2,436,525 $0 $15,525.41 157 322 048291 -08 $1.364.761 $0 $15.525.41 88 r� L_J Q:\Newpor( B=b AD103Veportsted103 prel rpt 21=yWdoc M I Harris &Associates City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G St I Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Page 15 Assessor's Total Assessments as Assessments Value Asmt Parcel True Existing Preliminarily as Confirmed to Lien Nn Wumhw Value Liens Aooroved and Recorded Ratio 324 048 - 291 -10 $1,114,061 _ $0 $15525.41 72 325 048- 291 -11 $2,500,000 $0 $9,148.90 273 344 048- 292 -20 _ $98,475_ $0 _ 345 048 - 292 -19 - -_ $514,846 $6 346 292 -18 $431,376 $0 _ 347 _048- _ 048- 292 -17 _ _ $95,169 $0 348 048 -2 292.35 $564,217 $0 349 048 - 292 -34 $1,068,457 $0 350 048 -2 292 -15 $351,436 $0 351 048 - 292-14 $162,762 $0 352 048 - 292 -13 $197,001 $0 - ---- 353 _ - -- 048 - -12 T' -- -- $162,559 $0 - 354 _92 048 - 292 -11 $1,263,766 $ 355 048 -261 -01 $122,735 $0 356 048 -281 -02 $765,067 $ 357 048 -281 -03 $2,075,598 $ 358 048 - 281.04 $490,708 $ 359 048 -281 -05 $1,677,789 $ 360 048 -281 -06 $329.284 $ $13,861.97 6 $13,861.97 71 $13,861.97 - -- _ - -- 7 . - -- -- $11,644.06 _ . 44 $111644:06_ .._. —._ _....--- - - -- -- -- 37 . . $11,644.06 8 $11,644.06 48 $13.861.97 77 $12,753.02 1 13 $12,753.02 1 15 $12,753.02 _ . _. _ _ ___....__. 13 _ _ . I E r 363 048 - 281-35 $219,398 $0 $14,416.44 15 _ 364_ 048 -281 -09 $203,064 $0 $14,416.44 14 365 048 - 281 -10 - 366 048 - 281 -11 $992,191 $0 $1016.44 69 367 048- 281 -12 $960,218 - -$0 - $14,416.44 - -- 67 - 368 048 - 281 -13 $80,952 $0 - - $14,416.44 - 6 Q:Wewporl BeachWD103Veports1ad103 prcl rpt Zlmay09.doc M Harris & Associates • Q:Wewporl BeachWD103Veports1ad103 prcl rpt Zlmay09.doc M Harris & Associates • 0 0 City of Newport Beach • Underground Utility Assessment District No. 103 (G St I Balboa Blvd I Channel Rd f Ocean Blvd) Preliminary Engineer's Report June 9, 2009 Page 16 Asmt No. 369 Assessor's Parcel Number 048- 281 -37 Total True Value $477,515 Existing Liens $0 Assessments as Assessments Preliminarily as Confirmed Approved and Recorded $16,634.36 Value to Lien Ratio 29 370 048- 281 -38 $714,053 $0 $17,188.84 42 371 048 - 281 -30 $1,063,688 $0 _ $17,743.32 60 372 048- 281 -29 $146,961 _ $0 _ $14,416.44 10 373 048- 281 -28 $1,768,680 $0 $14,416.44 123 374 048- 281 -27 $286,911 $0 $14,416.44 20 375 048 - 281 -26 $163,041 $0 $14,416.44 11 376 048 - 281 -25 $2,184,840 $0 $14,416.44 152 377 048- 281 -24 $1,023,469 $0 $14,416.44 71 378 048- 281 -39 $780,653 $0 $18297.80 43 379 048 - 281 -21 $103,028 $0 $18,297.80 6 380 048- 281 -20 $1,135,719 $0 $17,188.84 66 381 048 - 281 -19 $2,468,400 $0 $26,060.50 95 382 048 - 281 -18 $715,083 $0 $23,842.59 30 383 048 -28133 $1,071,606 $0 $16,634.36 64 384 048- 281 -34 $159,178 $0 $19,961.23 8 385 048- 281 -16 $138,345 $0 $21,070.19 7 386 048 - 281 -15 $3.425.000 $0 $24.951.55 137 r1 �J r L_J Q:\Nmpon Beach\ADla3VVorlsladI03 pni rpt 21=y09.dGc Harris & Associates • • City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G St I E Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Page 17 Table 2 Debt Limit Valuation A. ESTIMATED BALANCE TO ASSESSMENT $6,245,000 B. UNPAID SPECIAL ASSESSMENTS $0 TOTAL A & B $6,245,000 C. TRUE VALUE OF PARCELS $298,153,641 ** AVERAGE VALUE TO LIEN RATIO 48:1 Unpaid Special Assessments shall consist of the total principal sum of all unpaid special assessments previously levied or proposed to be levied other than in the instant proceedings. ** True Value of Parcels means the total value of the land and improvements as estimated and shown on the last equalized roll of the County or as otherwise reasonably calculated. This report does not represent a recommendation of parcel value, economic viability or financial feasibility, as that is not the responsibility of the Assessment Engineer. CERTIFICATION I, the undersigned Assessment Engineer, do hereby certify that (i) the total amount of the principal sum of the special assessments proposed to be levied, together with the principal amount of previously levied special assessments, as set forth above, do not exceed one -half (1/2) the total true value of the parcels proposed to be assessed, and (ii) the amount proposed to be assessed upon any parcel does not exceed one -half of the true value of the parcel. EXECUTED on June 9, 2009. HARRIS & ASSOCIATES R.C.E. No. 41965 ASSESSMENT ENGINEER CITY OF NEWPORT BEACH COUNTY OF ORANGE, STATE OF CALIFORNIA Q:W ewport BeaWAD103kcportsW 103 pml tpt 21 may09.dm 11 Hams & Associates • 0 9 City of Newport Beach June 9,200 • Underground Utility Assessment District No. 103 (G St I E Balboa Blvd 1 Channel Rd 1 Ocean Blvd) Preliminary Engineer's Report Page 18 Exhibit 1 Method and Formula of Assessment Spread Since the improvements are to be funded by the levying of assessments, the "Municipal Improvement Act of 1913" and Article XIIID of the State Constitution require that assessments must be based on the special benefit that the properties receive from the works of improvement. In addition, Section 4 of Article XIIID of the State Constitution requires that a parcel's assessment may not exceed the reasonable cost of the proportional special benefit conferred on that parcel. Section 4 provides that only special benefits are assessable and the local agency levying the assessment must separate the general benefits from the special benefits. It also provides that parcels within a district that are owned or used by any public agency, the State of California, or the United States shall not be exempt from assessment unless the agency can demonstrate by clear and convincing evidence that those publicly owned parcels in fact receive no special benefit. Neither the Act nor the State Constitution specifies the method or formula that should be used to apportion the costs to properties in any special assessment district proceedings. The responsibility for recommending an apportionment of the costs to properties which specially benefit from the improvements rests with the Assessment Engineer, who is appointed for the purpose of making an analysis of the facts and determining the correct apportionment of the assessment obligation. In order to apportion the assessments to each parcel in direct proportion with the special benefit which it will receive from the improvements, an analysis has been completed and is used as the basis for apportioning costs to each property within the Assessment District. • Based upon an analysis of the special benefit to be received by each parcel from the construction of the works of improvement, the Assessment Engineer recommends the apportionment of costs as outlined below. The final authority and action rests with the City Council after hearing all testimony and evidence presented at a public hearing, and tabulating the assessment ballots previously mailed to all record owners of property within the Assessment District. Upon the conclusion of the public hearing, the City Council must make the final determination whether or not the assessment spread has been made in direct proportion to the special benefits received by each parcel within the Assessment District. Ballot tabulation will be done at that time and, if a majority of the returned ballots weighted by assessment amount are not in opposition to the Assessment District, the City Council may form the Assessment District. The following sections set forth the methodology used to apportion the costs of the improvements to each parcel. n �J SPECIAL BENEFITS In further making the analysis, it is necessary that the properties receive a special benefit distinguished from general benefits conferred on real property located in the District or to the public at large. The purpose of this Assessment District is to provide the financing to underground existing overhead electrical, telephone and cable facilities as well as rehabilitate the affected portions of streets and alleys within the District. These facilities are the direct source of service to the properties within the Assessment District. Q:We port Bmch1AD103keports\ad103 prel rpt21mayWdoc Harris & Associates 41 • City of Newport Beach June 9, 2009 Underground Uglily Assessment District No. 103 (G St I E Balboa Blvd I Channel Rd I Ocean Blvd) • Preliminary Engineer's Report Page 19 The proposed replacement of existing overhead utility facilities (power, telephone and cable facilities) with underground facilities and removal of the existing utility poles and the overhead wires will provide a special benefit to the parcels connected to and adjacent to, or in near proximity of, the facilities as follows: Improved Aesthetics Benefit. This benefit relates to the improved aesthetics of the streetscape due to the removal of overhead wires and utility poles. The removal of guy wires and other support structures related to the overhead facilities are included in the definition of improved aesthetics. Properties that are adjacent to, or in proximity of, overhead facilities receive an aesthetic benefit. Additional Safety Benefit. This benefit relates to the additional safety of having the overhead distribution wires placed underground and having the power poles removed, which eliminates the threat of downed utility lines and poles due to wind, rain and other unforeseeable events. Falling facilities can lead to personal injuries and damage to structures, including fire. Properties immediately adjacent to the facilities usually have a greater risk. Furthermore, in compact communities like Balboa Peninsula, the negative effects of falling lines and poles are more widespread including blocked roadways and alleys, and property damage due to impact. Properties that are adjacent to, or in proximity of, overhead facilities receive a safety benefit. • Connection Benefit. This benefit relates to the enhanced reliability of service from the utilities being underground, due to having all new wires and equipment and having that equipment underground, which reduces the threat of service interruption from downed lines. When compared to overhead systems,, fewer outages occur due to various acts of nature, traffic collisions and obstructions (such as trees). Properties that are connected to, or have the ability to connect to, the • facilities proposed to be undergrounded receive a connection benefit. By virtue of such special benefits, the proposed improvements will provide a higher level of service, increase the desirability of the properties and will specifically enhance the values of the properties within the Assessment District. Therefore, the proposed improvements are of direct and special benefit to these properties. GENERAL BENEFITS Section 4 of Article XIDD requires that the general benefits imparted by the utility under-grounding project be separated from the special benefits and that only the special benefit portion of the costs of the project be assessed against those parcels which are identified as receiving special benefits. Separating the general from the special benefits requires an examination of the facts and circumstances of the project and the property being assessed. In this particular assessment district, the streets and alleys along which the existing overhead utility facilities are being undergrounded function as local and collector streets. No roadways are designated as an arterial, a major arterial or a scenic corridor in the Transportation Element of the City's General Plan. Furthermore, the City has an established network of arterial streets which appear to function as intended to provide for the movement of traffic around and through the community at large without the need to utilize local collector streets for such purposes. Under these circumstances, any use of the streets within the assessment district as "through" streets is incidental. With the exception of the City park properties, the properties situated within the assessment district are zoned exclusively as residential. Under this circumstance, the impacts, both visual and safety, • are largely isolated to those properties (and the persons who inhabit them) which front on these local Q:NmpM B=h4WD103heportstad103 pre) ryt 21=y09.dm H1 Harris & Associates City of Newport Beach June 9, 2009 • Underground Utility Assessment District No. 103(G St f E Balboa Blvd f Channel Rd I Ocean Blvd) Preliminary Engineer's Report Page 20 streets and alleys, with only incidental impacts on those who visit homes within the assessment district or who pass through the assessment district on trips originating outside the boundary and having a destination outside the boundary. Based on these facts and circumstances, any general benefits to the property within the assessment district in general, to the surrounding community and to the public at large from the project of undergrounding these local overhead utility facilities on the local streets and alleys, such as to the general public visiting in cars, on bikes or on foot, are incidental. This general benefit portion of the cost is more than offset by the 13 +% utility company contribution. METHODOLOGY Based upon the findings described above, the special benefit received by the properties within the boundaries of the Assessment District is the conversion from an overhead to an underground utility system resulting in additional safety, enhanced reliability, and improved aesthetics to the adjacent properties. Based on these conditions, it is our conclusion that the improvements specially benefit all assessed properties in the Assessment District. To establish the benefit to the individual parcels within the Assessment District, the highest and best use of each properly is considered. For example, a vacant property is considered developed to its highest potential and connected to the system. • The more a property is developed, the more it benefits from the proposed improvements. Most of properties within this Assessment District are zoned residential and some have one or two dwelling units on them. There is a direct correlation between the size of a property and the extent to which a property may develop. Because parcel size is one of the main limiting factors for what can be built on a property, or the extent the property is developed, the size of each parcel is used as the base unit for measuring benefit. The area of each property has been rounded to the nearest 100 square feet (sf), which accounts for any minor area calculation inconsistencies. The area of a condominium is calculated by taking the area of the base parcel and dividing by the number of condominiums. The special benefits from the undergrounding of overhead utilities are categorized into the three (3) distinct benefits identified above. All parcels within the District, except for the few exceptions identified below, receive 3 of the 3 benefits (which is a factor of 1). Therefore, their rounded parcel areas are multiplied by l to calculate the "Assessed Parcel Area" on which costs are apportioned. Note: In 1995, Assessment Nos. 291, 292, 293, 294, 295, 296 and 297 were included in Assessment District No. 64. These properties were previously assessed for their improved view of Newport Harbor due to the wires and poles being removed adjacent to the City park across Balboa Boulevard / Channel Road. These properties were not assessed for improved neighborhood aesthetics, improved safety or connection benefits associated from the previous undergrounding of the overhead utilities, and were specifically given a credit, that was applied to their calculated assessment amount, to make sure they were not doubly assessed for the • future undergrounding of the poles and wires serving their properties (reference is made to Q:Wewport BeachADI03keports\ad103 prel rpt 21may09.doc Harris & Associates 9 0 City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G St 1 E Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Page 21 pages 8 and 9 of Final Engineer's Report, dated June 1, 1995, which are provided in Appendix A). Therefore, these properties receive full benefits from this proposed undergrounding and are not considered to be assessed twice for the same benefits. Exceptions The following are parcels whose benefits do not fit the above methodology, as explained below. Assessment Nos. 55, 223, 238, 275 and 354. The poles, wires and guy wires to be undergrounded are in close proximity to these lots, although not directly adjacent; therefore, these properties are assigned 1/2 Aesthetic Benefits. However, because the poles and wires are close enough to encroach on the property should they fall, these properties are considered to receive 'full Safety Benefits. Therefore, theses parcels receive 2 -1/2 of 3 benefits and their rounded property area is multiplied by a factor of 516. 2, Assessment No. 54 and 286. The poles, wires and guy wires to be undergrounded are not in close proximity to these properties and do not provide significant aesthetic benefits to these properties, nor would they encroach upon these properties should they fall. Therefore, these properties are assigned 0 Aesthetic Benefits and 0 Safety Benefits. Therefore, these parcels receive 1 of 3 benefits and their rounded property area is multiplied by a factor of 1/3. Assessment No. 325. The poles, wires and guy wires to be undergrounded are in close proximity to this parcel, although not directly adjacent; therefore, this property is assigned 112 Aesthetic Benefits. Excluding guy wires, which are support structures to the overhead facilities and poles, the poles and wires to be undergrounded are not in close proximity to this property, and would not encroach upon this property should they fall; therefore, this property is assigned 0 Safety Benefits. Therefore, this parcel receives 1 -1/2 of 3 benefits and its rounded property area is multiplied by a factor of 1/2. 4. Assessment Nos. 97, 304 and the park property adjacent to Assessment No. 54. These properties are small neighborhood pocket -parks with no potential for development that are not in close proximity to the poles and wires proposed to be undergrounded, nor are they connected to the system to be undergrounded. Therefore, these properties are assigned 0 Aesthetic Benefits, 0 Safety Benefits and 0 Connection Benefits. ASSESSMENT APPORTIONMENT Each parcel will be apportioned its fair share of the construction costs based on the Assessed Parcel Area calculated for each property. Incidental Expenses and Financial Costs have been assessed to the entire Assessment District on a prorata basis relative to the total construction cost allocations. The individual assessment calculations are provided in Appendix B. For particulars to the Assessment Roll, reference is made to Table 1 in Part III of this report. Q:Nmvpon B=MAD103VeponsW1103 pmt rp121may09.doc = I Harris & Associates • is 0 0 0 City of Newport Beach June 9, 2009 • Underground Utility Assessment District No. 103 (G St I E Balboa Blvd 1 Channel Rd I Ocean Blvd) Preliminary Engineer's Report Page 22 In conclusion, it is my opinion that the assessments for the referenced Assessment District have been spread in direct accordance with the special benefits that each parcel receives from the works of improvement. DATED: June 9, 2009 HARRIS & ASSOCIATES r1 • FFE �G "'( Ji5AN E COX, P.E. NO. 41995 a R.C.E. No. 41965 EXP. 3/31/10 • ASSESSMENT ENGINEER OF �A44pN�'s CITY OF NEWPORT BEACH COUNTY OF ORANGE, STATE OF CALIFORNIA Q:Wmport 13eaMAD1031reports41d103 prel rpt 21may09.doc I Harris & Associates 0 0 City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G St I E Balboa Blvd I Channel Rd I Ocean Blvd) • Preliminary Engineer's Report Page 23 I, , as CITY CLERK of the CITY OF NEWPORT BEACH, CALIFORNIA do hereby certify that the foregoing Assessment, together with the Diagram attached thereto, was filed in my office on the _ day of , 2009. CITY CLERK CITY OF NEWPORT BEACH STATE OF CALIFORNIA 1, , as CITY CLERK of the CITY OF NEWPORT BEACH, CALIFORNIA do hereby certify that the foregoing Assessment, together with the Diagram attached thereto, was preliminarily approved by the City Council of the CITY OF NEWPORT BEACH, CALIFORNIA, on the day of 2009. CITY CLERK CITY OF NEWPORT BEACH STATE OF CALIFORNIA 1, , as CITY CLERK of the CITY OF NEWPORT • BEACH, CALIFORNIA do hereby certify that the foregoing Assessment, together with the Diagram attached thereto, was approved and confirmed by the City Council of said City on the day of '2009. CITY CLERK CITY OF NEWPORT BEACH STATE OF CALIFORNIA 1, , as SUPERINTENDENT OF STREETS of the CITY OF NEWPORT BEACH, CALIFORNIA do hereby certify that the foregoing Assessment, together with the Diagram attached thereto, was recorded in my office on the _ day of , 2009. Q:Wewporl Beach1AD103Uep0rtstad103 pm] rpt 21mayMdoc SUPERINTENDENT OF STREETS CITY OF NEWPORT BEACH STATE OF CALIFORNIA MHarris & Associates • 0 9 City of Newport Beach June 9, 2009 • Underground Utility Assessment District No. 103 (G St I E Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Page 24 • • Part IV Annual Administrative Assessment A proposed maximum annual administrative assessment shall be levied on each parcel of land and subdivision of land within the Assessment District to pay for necessary costs and expenses incurred by the CITY OF NEWPORT BEACH, and not otherwise reimbursed, resulting from the administration and collection of assessments, from the administration or registration of any bonds and reserve or other related funds, or both. The maximum assessment is authorized pursuant to the provisions of Section 10204(f) of the Streets and Highways Code and shall not exceed fifty dollars ($50) per parcel per year, subject to an annual increase based on the Consumer Price Index (CPI), during the preceding year ending in January, for all Urban Consumers in the Los Angeles, Riverside, and Orange County areas. The exact amount of the administration charge will be established each year by the Superintendent of Streets. The annual administrative assessment will be collected in the same manner and in the same installments as the assessment levied to pay for the cost of the works of improvement. Q:Wewpoe 8ucb\AD103kepons\ad103 pml1p121may09.doc I Harris & Associates 1i 0 City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G St 1 E Balboa Blvd ! Channel Rd! Ocean Blvd) Preliminary Engineer's Report Page 25 • Part V Diagram of Assessment A reduced copy of the Assessment Diagram is attached hereto. Full -sized copies of the Boundary Map and Assessment Diagram are on file in the Office of the City Clerk, of the City of Newport Beach. As required by the Act, the Assessment Diagram shows the exterior boundaries of the Assessment District and the assessment number assigned to each parcel of land corresponding to its number as it appears in the Assessment Roll contained in Part III Table 1. The Assessor's Parcel Number is also shown for each parcel as they existed at the time of the passage of the Resolution of Intention and reference is hereby made to the Assessor's Parcel Maps of the County of Orange for the boundaries and dimensions of each parcel of land. 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SEE SHEET 3 1 _ m a y W� Y S �W � a f i A k 9 �. � ` �� - Mrv�•. �.H .iii. � _ m a y W� 1 m m yG O b N b yH O N 3. 0 a ao O 0 N ri m m Q o m 6 A o ( V! 0 i2 m C ;a:* -n n� ? 0 c m z n v I iN r_ t —BY i 0£ abed llodeN s,raaw6u311,eu1w,yald (pAl9 X01 pb Iauue401 pAIS eo91e8 311S 9) E06'oN Pu1s101uawssassy fq!l!in puna6iapun 60OZ `6 aunt 143ea8 VodMON 101810 • • • Y Alii A a f i A k 9 1 m m yG O b N b yH O N 3. 0 a ao O 0 N ri m m Q o m 6 A o ( V! 0 i2 m C ;a:* -n n� ? 0 c m z n v I iN r_ t —BY i 0£ abed llodeN s,raaw6u311,eu1w,yald (pAl9 X01 pb Iauue401 pAIS eo91e8 311S 9) E06'oN Pu1s101uawssassy fq!l!in puna6iapun 60OZ `6 aunt 143ea8 VodMON 101810 • • • A Y 8 m w ,rye d e 0 L 1 d 3. H Ila d I'T u i� _�'� tk ' 01)7, =` ryt• � Y k3k k Y•YE � kYk9 E' k5 i© RYii w� fi v ��k ?a Ui k &i1 k 7/ nT.y iku m •ci � F �l�ikif L k! k h156 kFkf }CxE f��Y,I� _ k }a �a r • � . Y ow `' dui �© k Rl kP.i� ll 7 kb'Y k�'.N r;N Ni;ia 'S .c k4Fl Yai Ik' •. f i _ K . 1 9 a 4 V 6� �1° z 1 c � a s c g N o� 1 13 k Z y T Q C A 1p 0 • U F— -I J 0 City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G St I E Balboa Blvd I Channel Rd I Ocean Blvd) 32 Part A Description of Facilities Section 10100 of the Act provides for the legislative body of any municipality to finance certain capital facilities and services within or along its streets or any public way or easement. The following is a list of proposed improvements as allowed under the Act to be installed, or improved under the provisions of the Act, including the acquisition of required right -of -way and/or property. For the general location of the improvements to be constructed referenced is hereby made to the Plans and Specifications described in Part I of this report. The following improvements are proposed to be constructed and installed in the general location referred to as Assessment District No. 103. 1. Removal of existing utility poles. 2. Removal of overhead resident service drops. 3. Construction of mainline underground power, telephone and cable conduit, with appurtenant manholes and pullboxes. 4. Construction of service conduit and appurtenances. The improvements have been designed by the Southern California Edison Company, AT &T and Time Warner Cable. The City of Newport Beach will inspect the work to ensure conformance to City standards and specifications where applicable. The City will also construct additional pavement rehabilitation as needed for the project. Once completed, the underground facilities will become the property and responsibility of Southern California Edison Company, AT &T, and Time Warner Cable. Each owner of property located within the Assessment District will be responsible for arranging for and paying for work on his or her property necessary to connect facilities constructed by the public utilities in the public streets and alleys to the points of connection on the private property. Conversion of individual service connections on private property is not included in the work done by the Assessment District. The estimated time for completion of the undergrounding of the utilities is 36 months after the sale of bonds. Property owners will be required to provide necessary underground connections within 120 days of the completion of the underground facilities. Failure to convert individual service connections on private property may result in a recommendation to the City Council that the public utilities be directed to discontinue service to that property pursuant to Section 15.32 of the Municipal Code. Overhead facilities cannot be removed until all overhead service has been discontinued. Q.Newpon BmhlAD103kepons\adl03 pml rpt 21 mayWdoc i�1 l Harris & Associates 0 0 of Newport Beach June 9, 2009 erground Utility Assessment District No. 103 (G St I E Balboa Blvd 1 Channel Rd I Ocean Blvd) Right -of -Way Certificate STATE OF CALIFORNIA COUNTY OF ORANGE CITY OF NEWPORT BEACH 33 The undersigned hereby CERTIFIES UNDER PENALTY OF PERJURY that the following is all true and correct. That at all time herein mentioned, the undersigned was, and now is, the authorized representative of the duly appointed SUPERINTENDENT OF STREETS of the CITY OF NEWPORT BEACH, CALIFORNIA. That there have now been instituted proceedings under the provisions of Article XIED of the California Constitution, and the "Municipal Improvements Act of 1913," being Division 12 of the Streets and Highways Code of the State of California, for the construction of certain public improvements in a special assessment district known and designated as ASSESSMENT DISTRICT NO. 103 (hereinafter referred to as the "Assessment District "). THE UNDERSIGNED STATES AND CERTIFIES AS FOLLOWS: It is acknowledged that the proposed Works of Improvement must be located within public rights -of- way, land, or easements owned by or licensed to the CITY OF NEWPORT BEACH, County of Orange, State of California, at the time of the construction of the Works of Improvement, and the undersigned hereby further certifies that all rights -of -way necessary for the Works of Improvements will be obtained and in possession of the City, County, or State prior to construction by the CITY OF NEWPORT BEACH. EXECUTED this day of California. QANmporl BmWAD103\remns\ad103 prel rp121may09.doc 2009, at CITY OF NEWPORT BEACH, SUPERINTENDENT OF STREETS CITY OF NEWPORT BEACH State of California M Stephen Badum, PE • • Harris & Associates • E 0 City of Newport Beach June 9, 2009 • Underground Utility Assessment District No. 103(G St I E Balboa Blvd 1 Channel Rd I Ocean Blvd) Preliminary Engineer's Report Page 34 Certificate of Completion of Environmental Proceedings STATE OF CALIFORNIA COUNTY OF ORANGE CITY OF NEWPORT BEACH The undersigned, under penalty of perjury, CERTIFIES as follows: That I am the person who authorized to prepare and process all environmental documentation as needed as it relates to the formation of the special Assessment District being formed pursuant to the provisions of the "Municipal Improvement Act of 1913" being Division 12 of the Streets and Highways Code of the State of California, said special Assessment District known and designated as ASSESSMENT DISTRICT NO. 103 (hereinafter referred to as the "Assessment District "). 2. The specific environmental proceedings relating to this Assessment District that have been completed are as follows: CEQA compliance review: The proposed project is Categorically Exempt (Class 2) from the provisions of CEQA (replacement or reconstructions). • 3. 1 do hereby certify that all environmental evaluation proceedings necessary for the formation of the Assessment District have been completed to my satisfaction, and that no further environmental proceedings are necessary. r 1 U EXECUTED this day of 2009, at CITY OF NEWPORT BEACH, California. By: Stephen Badum, PE CITY OF NEWPORT BEACH STATE OF CALIFORNIA Q:\NmPw Be chWD1034epartclad103 prel rp121may09.do Harris & Associates E 0 City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (G St! E Balboa Blvd f Channel Rd! Ocean Blvd) Preliminary Engineer's Report Appendix A Excerpts from Assessment District No. 64 Final Engineer's Report dated June 1, 1995 40 r MHarris & Associates QANewport Beach1AD103VepcM\ad103 prel rpt 2lmay09.doc • • 1W MIKAMAK UK 3/ 046- Z01 +14 2,500 City of Newport Beach 2,500 $11,286.88 June 9, 2009 Underground Utility Assessment District No. 103 (G St I E Balboa Blvd I Channel Rd I Ocean Blvd) ,., 1565 MIRAMAR DR Preliminary Engineer's Report • 048 - 201 -15 2,5.. Appendix B - Page I 2.500 Appendix B - Assessment Calculations $772.7_0 $73,881.97 1569 MIRAMAR DR 39 048- 207 -18 Assessor's Parcel Assessed Total 1 _ 2.500 Property Aand Parcel $Ize (s) Benefit Parcel Construction Incidental Financial Total • • 1W MIKAMAK UK 3/ 046- Z01 +14 2,500 1 2,500 $11,286.88 $772.70 $1,502.39 $73,861.97 ,., 1565 MIRAMAR DR 38 048 - 201 -15 2,5.. 7 2.500 811,286.88_ $772.7_0 $73,881.97 1569 MIRAMAR DR 39 048- 207 -18 2.500 1 _ 2.500 _ $11,286.88 _ $772.70 __$7,802.39 $1,802.39 $13,861.97 1573 MIRA AR DR - 40 048 - 201 -17 2,500 1 2,500 _ 072.70 $1,802.39 $13,861.97 1577 MIRAMAR DR 41 048- 201 -18 2,500 _ 1 2,500 _$11,288.88 $11,288.88 $772.70 $1,802.39 $73,867.97 1581 MIRAMAR DR 42 048. 201 -19 2,500 1 2,500 $11,286.88 $772.70 $1,802.39 $13,861.97 .. .. 1585 MIRAMAR OR -,.. -„ _43 .... - 048. 201 -20 2,500 1 2.500 ._- $17,286.88... ... .. $1 X802.39 $13;861.97 si 1589 MIRAMAR DR 44 048- 201 -21 3,700 1 3,100 $13,995.73 _ - .E772.70 $956.15 $2,234.96 $77,188.84 _. _. 7512 MIRAMAR DR 45 048 -192 -01 4,800 1 4,600 $21,670.80 $1,483.59 $3,46059 $26,814.98 1520 MIRAMAR DR 46 048 -192 -02 3,500 1 $15,1.63 $1,081.78 $2,523.34 $19.406.75 1530 MIRAMAR DR 47 048 - 192 -03 -7,200 1 _3.500_ 7, 200 _ 532.508.21_$2,225.39$S,i90.83 $39,922.48 _.. 1532 MIRAMAR DR 48 048 -192 -04 4,000 1 4,090 $18,059.00 $1,236.33 $2,683.82 $22,779.15 1536 MIRAMAR DR 49 048 - 1_92 -05 4,000_ 1 $18,059.00 $1,236.33 $2,883.82__ $22,179.15 _ 1590 MIRAMAR DR 50 _ _ 048 -192 -06 4,200 1 - - _4,000 _ -- 4,200 $18,961.95 $1,298.74 _ $3,028.01 $23,288.10 1515E BALBOA BLVD 57 048 -191 -04 2,700 _ -1 2,700 _ $12,189.83 $834.52 $1,946.58 $14,970.93 1517 E BALBOA BLVD 58 048 -191 -05 2,700 1 2,700 $12,189.83 $834.52 $1,94658 $14,970.93 BHarris & Associates Q:Wewport Beach1AD103Wporls\adl03 prel rpt 21 =y09.dcc 0 0 City of Newport Beach Underground Utility Assessment District No. 103 (G St I E Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Aooendix B - Assessment Calculations June 9, 2009 Appendix B - Page 2 • Assessor's Parcel Assessed Total Property Asmt Parcel Size (sf( Benefit Parcel Construction Incidental Financial Total Q:Wewi" Bcacb\A1)103hcpons%ad103 prel rpr 21mayD9.doc • Harris & Assodates • • 1738 E OCEAN BLVD 154 -- 048 - 271 -30 City of Newport Beach 1 2,600 June 9, 2009 Underground Utility Assessment District No. 103 (G St 1 E Balboa Blvd I Channel Rd I Ocean Blvd) $14,418.44 Preliminary Engineer's Report • E OCEAN BLVD 755 Appendix B - Page 3 2,600 Appendix B - Assessment Calculations 2,600 $11,736.35 $803.81 $14,416.44 1746E Assessor's Parcel Assessed Total 756 048 - 277 -31 Property Asmt Parcel Size (st) Benefit Parcel Construction Incidental Financial Total • • 1738 E OCEAN BLVD 154 -- 048 - 271 -30 2,600 1 2,600 -_- _... .. -. $11,738.35 $803.61 $1,874.48 $14,418.44 1740 E OCEAN BLVD 755 48 0- 271 -32 2,600 1 2,600 $11,736.35 $803.81 $14,416.44 1746E OCEAN BLVD 756 048 - 277 -31 2,600 2,600 _ V803.61 _ _$1,874.48 $14,416.44 1750 E OCEAN BLVD 157 048 - 211 -25 2,600 _1 1 2,600 _$17,736.35 $11,738.35 $803.61 _ $1,874.48 $14,416.44 1754 E OCEAN BLVD 158 048- 211 -15 2,600 1 2,600 $11,738.35 $803.61 $1,874.48 $14,416.44 1756 E OCEAN BLVD 159 -_ 048- 211 -14 2,600 1 2,600 $11,738.35 $803.61 $1,874.48 $14,416.44 1760E OCEAN BLVD 760 046- 217 -13 3,000 1 _ 3,000 ___- ___- ___ $13,544.25 -_.. -. $927_.24 _ _ $2,162.87 .. $10,834.36 2000E OCEAN BLVD 161 048 - 267.30 3,200 1 3,200 $14,44720 $96906 $2,307.08 _ $77,743.32 2004 E OCEAN BLVD 162 048- 261 -29 2,600 1 2,600 $11,7'38.35 $803.61 $7,874.48 $14,416.44 NOS E OCEAN BLVD 163 _ 046- 261 -28 -2,600 - 1 2,600 $11,T3835 $'B- 03.61 $7,874.48 $14,416.44 2012 E OCEAN BLVD 164 048- 261 -33 2,60D 1 2,600 $11,738.35 $803.67 $7,674.48 $14,416.44 _ 2016 E OCEAN BLVD _ _165 048- 261 -34 2,600 1 2,600 $11,738.35 $803.61 $1,874.48 $14,416.44 2020 E OCEAN BLVD _ 166 .046- 281„'1 2.600 1 __ 2,600 $11,738.35 _ $803.61 $1,874.48 $14,416.44 2024 E OCEAN BLVD 167 048 -26132 2,600 _ 1 _ 2,600 _ $11,738.35 _ $803.61 -_ $1,874.48 .. $14,416.44 2028E OCEAN BLVD 168 048 - 261 -25 - t 2600 � _ _ -- $11738.35 $603.61 $1874.48 $14,416.44 _ 2032 E OCEAN BLVD _ 169 048- 261 -24 _2,600 2,600 1 2,600 $11,738.35 $803.61 $1,874.48 _ $14,416.44 __. 2036 E OCEAN BLVD 048 - 261 -23 2,600 _ 1 2,600 $11,738.35 $803.61 $1,874.48 _ 2040 E OCEAN BLVD _170 171 048 - 261 -22 2,600 1 2,600 $11,738.35 $803.61 $1,874A8 _ $14,416.44 _ 2044 E OCEAN BLVD 172 048 - 261 -21 2,600 1 2,600 $11,738.35 $803.61 $1,874.48 $14,416.44 _ 20511 E OCEAN BLVD _ 173 048- 267 -20_ _ 2,600 1 2,600 $71,738.35 $803.67 $7,874.48 $14.416.44 2052 E OCEAN BLVD 174 048- 261 -19 2 600 1 7 600 Si 1 739 35 $80361 $1 874 48 $1441644 Q:Wewpon 8eacht,4D103Vepons1ad103 pre) rpt 21=y09.doc MI Harris & Associates 0 0 City of Newport Beach June 9, 2009 Underground Utility Assessment District No. 103 (13 St 1 E Balboa Blvd! Channel Rd I Ocean Blvd) Preffminary Engineer's Report Appendix B - Page 4 Appendix B - Assessment Calculations Assessor's Parcel Assessed Total Property Asmt Parcel Size (sf) Benefit Parcel Construction Incidental Financlal Total Q:Wewport Beach\AD103keporls1adl03 prel rpt 2lmay09.doc ,I 11 u • I Hams & Associates 0 10 City of Newport Beach June 9, 2009 • Underground Utility Assessment District No. 103 (G St I E Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Appendix B - Page 5 Appendix B •Assessment Calculations Assessor's Parcel Assessed Total Property Asmt Parcel Size (sf) Benefit Parcel Construction Incidental Financial Total • j24SEVILLEAVE 270 048- 271 -27 3,100 1 3,100 $13,995.73 $958.15 $2,234.96 $17,188.84 420 SEVILLE AVE 271 048- 271 -14 2.500 1 2,500 $11,286.88 $772.70 $1,802.39 $13.861.97 416SEVILLEAVE 272 048- 271 -13 2,500_ 1 2,500 $11,286.88 - $772.70 _ $1,802.39 $13,861.97 - .. . . 412 SEVILLE AVE 273 .6060.. 048 - 271 -21 .. 3.700 1 3,700 $16,704.58 $1,143.60 $2,667.54 $20,515.72 408 SEVILLE AVE 274 048 - 271 -23 2,300 1 2,300 $10,383.93 $710.89 $1,658.20 $12.753.02 4025EVILLE AVE 275 048 -27131 .. 3,200 2,667 6$..... ......6060.. $12y04D.84 11 $1,922.79 $14,787.95 2041 E BALBOA BLVD 276 048- 271 -19 2,800 _ _0.83_ 1 -,,. 2,800 ., $12,641.30 _.$82d.32 $865.43 $2,018.68 $2,018.68 $15,525.41 449 MST 277 048 -271 -01 2,700 1 2.700 _ _ $1_2,189.83 $834.52 $1,94658 $14,970.93 MST... 278 048 -271 -02 4,900 1 4,906 $ 22,122.28 - $1,514.50 $3,532.68 $27,169.46 .445 441 MST _ - 279 048 - 271.03 2.500 1 2,500 $11,286.88- $772.70 $1,802.39 $13,861.07 433 MST 280 048 -27132 2,500 1 2.500 $11,286.86 $772.70 $1,802.39 $13,861.97 00,,,60 429 MST 281 048 -27133 2,500 1 2.500 $11,286.88 $772.70 $1,802.39 $13,861.97 0068 _ 425 MST -_ 282 _ 048 -271 -05 2,500_ 1 2,500 $11,286.88 $772.70 $1,802.39 421 MST 6666 . _ _283 .. 048 -271 -06 4,900 1 4,900 $22,122.28 $1,514.50 $3,532.68_ _$13,861.97 $27,169.46 409 M ST 284 048 -271 -07 4,700 1 4,700 __. . $21,219.33 $1,452.68 $3 388.49 $26.060.50 ___ 405 M ST 285 -271 -08 2.300 1 2,300 $10,383.93 $710.89 $1,658.20 $12,753.02 2046 SEVILLE AVE _ 286 _048 _048 -271 -09 _ 3,600 0.33 1,200 _ $5,417.70 _ $370.90 $865.15 $6,653.75 2101 E BALBOA BLVD 287 048302 -01 3,300 1 3,300 $14,898.68 $1,019.97 $2,379.15 $18,297.80 2105 E BALBOA BLVD 288 048302 -02_3,000 1 3,000 $13,544.25 $927.24 $2,162.87 $16,634.36 2109 E BALBOA BLVD 289 048302 -03 3,000 _ 1 _ _ _ 3,000 $13,544.25 $927.24 _ $2,162.87 _ _ $16,634.36 2115 E BALBOA BLVD 290 048302 -04 3,000 1 3,000 $13,544.25 $927.24 $2,162 .87 $16,634.36 Q:\Nmpon BmchLAD 103Vcpons1ad103 prel rpt 21 may09.doe Harris & Associates ! • City of Newport Beach Underground Utility Assessment District No. 1103 (G St I E Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report B • Assessment Calculations June 9, 2009 Appendix B - Page 6 • Assessor's Parcel Assessed Total Property Asmt Parcel Size(sf) Benefit Parcel Construction Incidental Financial Total Q: Newport BeachlAD1Q34eportstad1Q3 prel rpt 21maye9.doc u �IHarris & Associates 0 0 City of Newport Beach June 9, 2009 . Underground Utility Assessment District No. 103 (G St I E Balboa Blvd I Channel Rd I Ocean Blvd) Preliminary Engineer's Report Appendix B - Page 7 Appendix B •Assessment Calculations u • Assessor's Parcel Assessed Total Property Asmt Parcel Size (sf) Benefit Parcel Construction Incidental Financial Total M Has & Associates Q:1Atewpon BeachlAD1031repons�ad103 pre] rpt 21may09.doc • 0 PROFESSIONAL SERVICES AGREEMENT WITH MEYERS, NAVE, RIBACK, SILVER & WILSON FOR • BOND COUNSEL SERVICES THIS AGREEMENT is made and entered into as of this day of , 2009 ( "Effective Date "), by and between the CITY OF NEWPORT BEACH, a Municipal Corporation ( "City "), and MEYERS, NAVE, RIBACK, SILVER & WILSON, a California Professional Law Corporation, whose address is: 555 12TH Street, Suite 1500, Oakland, California 94607( "Consultant "), 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 cant' on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City is planning to form Assessment District No. 103 (Peninsula Point) ( "AD 103 ") and to issue bonds in connection therein. C. City desires to engage Consultant to act as Bond Counsel in connection with the proposed AD 103 (the "Project "). D. Consultant possesses the skill, experience, ability, background, • certification and knowledge to provide the services described in this Agreement. E. The principal attorney with the Consultant for purposes of the Project shall be Samuel Sperry. F. 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 upon either the issuance of the Bonds and completion of all Project work or on 31st day of December 2010, whichever is sooner. 2. SERVICES TO BE PERFORMED; EXCLUDED SERVICES Consultant shall diligently perform all the services described under the heading "Services Included" in the Scope of Services attached hereto as Exhibit A and • • • . incorporated herein by reference. The City may elect to delete certain tasks of the Scope of Services at its sole discretion. Consultant shall not be responsible for the services described under the heading "Services Excluded" in Exhibit A. 3. TIME OF PERFORMANCE Time is of the essence in the performance of services under this Agreement and the services shall be performed to completion in a diligent and timely manner. The failure by Consultant to perform the services in a diligent and timely manner may result in termination of this Agreement by City. 4. COMPENSATION TO CONSULTANT Consultant's compensation for all work performed in accordance with this Agreement, contingent upon issuance of the bonds, shall be the total sum of Twenty - Five Thousand Dollars and no /100 ($25,000.00). The total sum shall not be exceeded without prior written authorization from City. In the event that no Bonds are sold, Consultant shall only be entitled to be reimbursed for reimbursable items set forth herein and shall not be entitled to any fees or other compensation under this Agreement. 4.1 City shall reimburse Consultant for those costs or expenses specifically approved in this Agreement, or specifically approved in writing in advance by City. • Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Consultant: A. Document reproduction charges, overnight delivery and messenger charges, telecommunication charges, printing costs, filing fees, and long distance telephone calls. B. Actual costs and /or other costs and /or payments specifically authorized in advance in writing and incurred by Consultant in the performance of this Agreement. C. Actual costs for Consultant's travel between Consultant's office in Oakland, California and Newport Beach, California after the fifth (5"') trip following the Effective Date. Consultant shall bear all travel costs for Consultant's first five (5) trips between Consultant's office in Oakland and Newport Beach following the Effective Date. 4.2 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. Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit B. No billing rate changes shall be made during the term of this Agreement. • F • 5. PROJECT MANAGER 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 Samuel Sperry to be its Project Manager. Consultant shall not remove or reassign the Project Manager without the prior written consent of City. City's approval shall not be unreasonably withheld. 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. 6. ADMINISTRATION This Agreement will be administered by the Administrative Services Department. Dan Matusiewicz shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his authorized representative 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, where applicable, 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. All services shall be performed by qualified and experienced personnel who are not employed by City, nor have any contractual relationship with City. By delivery of completed work, Consultant certifies that the work conforms to the requirements of this Agreement and all applicable federal, state and local laws and the professional standard of care. 8.2 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force in 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, 3 0 0 • lockouts, accidents, or 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 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, attorney's 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, Consultant's presence or activities conducted on the Project (including the negligent 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). 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 attorney's 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 the Consultant. 40 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. 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 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 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. 0 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 and/or his duly authorized designee 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, a policy or policies of liability insurance of the type and amounts • described below and in a form satisfactory to City. A. Certificates of Insurance. Consultant shall provide certificates of insurance with original endorsements to City as evidence of the insurance coverage required herein. Insurance certificates must be approved by City's Risk Manager prior to commencement of performance or issuance of any permit. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. B. Signature. A person authorized by the insurer to bind coverage on its behaff shall sign certification of all required policies. C. 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 Califomia, 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. D. Coverage Requirements. I. Workers' Compensation Coverage. Consultant shall maintain Workers' Compensation Insurance and Employer's Liability Insurance for his • or her employees in accordance with the laws of the State of California. In addition, 0 0 • Consultant shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with the laws of the State of California for all of the subcontractor's employees. Any notice of cancellation or non - renewal of all Workers' Compensation policies must be received by City at least thirty (30) calendar days (10 calendar days written notice of non - payment of premium) prior to such change. The insurer shall agree to waive all rights of subrogation against City, its officers, agents, employees and volunteers for losses arising from work performed by Consultant for City. ii. General Liability Coverage. Consultant shall maintain commercial general liability insurance in an amount not less than one million dollars ($1,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation, contractual liability. If commercial general liability insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement, or the general aggregate limit shall be at least twice the required occurrence limit. iii. Automobile Liability Coverage. Consultant shall maintain automobile insurance covering bodily injury and property damage for all activities of the 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 for each occurrence. • iv. Professional Errors and Omissions Insurance. Consultant shall maintain professional errors and omissions insurance, which covers the services to be performed in connection with this Agreement in the minimum amount of five million dollars ($5,000,000). E. Endorsements. Each general liability and automobile liability insurance policy shall be endorsed with the following specific language: I. The City, its elected or appointed officers, officials, employees, agents and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the Consultant. ii. This policy shall be considered primary insurance as respects to City, its elected or appointed officers, officials, employees, agents and volunteers as respects to all claims, losses, or liability arising directly or indirectly from the Consultant's operations or services provided to City. Any insurance maintained by City, including any self - insured retention City may have, shall be considered excess insurance only and not contributory with the insurance provided hereunder. iii. This insurance shall act for each insured and additional insured as though a separate policy had been written for each, except with respect to • the limits of liability of the insuring company. M 0 iv. The insurer waives all rights of subrogation against City, its • elected or appointed officers, officials, employees, agents and volunteers. V. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its elected or appointed officers, officials, employees, agents or volunteers. vi. The insurance provided . by this policy shall not be suspended, voided, canceled, or reduced in coverage or in limits, by either party except after thirty (30) calendar days (10 calendar days written notice of non - payment of premium) written notice has been received by City. F. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claim made or suit instituted arising out of or resulting from Consultant's performance under this Agreement. G. Additional 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. 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 cotenancy, 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. 16. SUBCONTRACTING The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience and competence of Consultant. Assignments of any or all rights, duties or obligations of the Consultant under this Agreement will be permitted only with the express written consent of City. Consultant shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of City. 17. OWNERSHIP OF DOCUMENTS Each and every report, draft, document and other writing produced (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 7 0 0 . such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents to City upon prior written request. Documents 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. 18. CONFIDENTIALITY All Documents, including drafts, notes and communications that result from the services in this Agreement, shall be kept confidential unless City authorizes in writing the release of information. 19. RECORDS Consultant shall keep records and invoices in connection with the work to be is 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. • 20. 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 his /her 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. n 0 21. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional is 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 expense shall be borne by Consultant. Nothing in this paragraph is intended to limit City's rights under the law or any other sections of this Agreement. 22. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 23. CONFLICTS OF INTEREST The 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. 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. 24. NOTICES All notices, demands, requests or approvals 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. All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: Dan Matusiewicz Administrative Services Department City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92663 Phone: (949) 644 -3126 Fax: (949) 644 -3339 All notices, demands, requests or approvals from CITY to Consultant shall be addressed to Consultant at: Attn: Samuel Sperry W • • Meyers, Nave, Riback, Silver & Wilson, a PLC 555 12'" Street, Suite 1500 Oakland, CA 94607 Phone: (510) 808 -2000 Fax: (510) 444 -1108 25. TERMINATION 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. Notwithstanding the above provisions, City shall have the right, at its sole discretion and without cause, of terminating this Agreement at any time by giving 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. 26. 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. 27. 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. 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 10 0 0 agreements of whatsoever kind or nature are merged herein. No verbal agreement or • implied covenant shall be held to vary the provisions herein. 29. 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. 30. 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. 31. 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. 32. 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. 33. 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. 34. 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 of race, religion, color, national origin, handicap, ancestry, sex or age. • 11 r1 U I' 1 U • 0 9 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first written above. APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY ATTEST: M Leilani Brown, City Clerk CITY OF NEWPORT BEACH, A Municipal Corporation By: Edward D. Selich, Mayor for the City of Newport Beach CONSULTANT: Title: Print Title: Print Name: Attachments: Exhibit A — Scope of Services Exhibit B — Extra Work Billing Rates 12 (Corporate Officer) (Financial Officer) 0 0 EXHIBIT A • SCOPE OF SERVICES Services Included The legal services to be provided by the Firm shall include: (a) attending negotiation sessions and otherwise assisting City Staff in the negotiation with utility companies; (b) preparation of the resolutions, notices, affidavits and other documents required by the Municipal Improvement Act of 1913 (the "1913 Act "), the Improvement Bond Act of 1915, and by Section 4 of Article XIIID of the California Constitution governing the proceedings for establishment of the Assessment District and for authorization of issuance, sale, execution and delivery of the Bonds; (c) examining the proceedings related to the formation of the assessment district; (d) appearing at all hearings related to the proceedings, and attending any other meetings where attendance is requested by the City; (e) reviewing and examining the map showing the boundaries of the district; • (f) reviewing the method and formula utilized by the Assessment Engineer for the apportionment of the special assessment; (g) reviewing the "Report" of the Assessment Engineer; (h) participating with the City's financing team to determine the structure of any bond or similar debt issuance; (i) assisting in the review of those sections of the official statement, if any, to be disseminated in connection with the issuance of any series of bonds related to authority and security for the bonds, tax - exemption, legal opinion, litigation, summary of bond indenture, bond purchase agreement or notice of sale and other supporting documentation relating to the offering for sale of any bonds or similar indebtedness; 0) consulting with any underwriter and their respective legal counsel, participating in the sale of, or security for, any bonds or similar indebtedness; (k) consulting with any trustee, fiscal agent or paying agent, and their respective legal counsel, participating in the sale of, or security for, any bonds or similar indebtedness; (1) assisting in any assessment ballot proceedings; . A -1 0 0 • (m) subject to the completion of the proceedings to Counsel's satisfaction, issuing an approving legal opinion attesting to the validity of the proceedings and the issuance of bonds or similar indebtedness, which legal opinion will be addressed to the City and will be delivered by Counsel on the date the bonds are exchanged for their purchase price (the "Closing "); (n) providing any necessary supplemental legal opinions as to the applicability of the registration requirements of federal securities laws and other matters related to the issuance of bonds, similar indebtedness, or related funding; provided, however, such opinions do not include the rendering of a 10(b)5 opinion regarding any official statement or similar documents; (o) providing advice and instruction to the City and its staff in connection with any of the foregoing; (p) following a successful sale of the Bonds, preparation of the Bonds and customary closing documents to be executed by or on behalf of the City and required to effect delivery of the Bonds (including the Tax Certificate) and coordination of the closing; (q) rendering of Meyers Nave's customary final legal opinion on the validity of the Bonds and the tax - exempt status of interest thereon; and, • (r) preparation of a transcript of proceedings and closing for the City and such other participants as designated by the City. Services Excluded (a) preparation or processing of any agreements to be entered into with utility companies, although Consultant will, at the request of City staff, review and comment on any such agreement; (b) preparation of the following required items, which shall be the responsibility of City staff or the City's consulting engineer retained to provide assessment engineering services (the "Assessment Engineer"), although Consultant will, at the request of the person or persons having responsibility for such items, review and provide comments on same: (1) the AD 103 boundary map; (ii) the written engineer's report, containing the matters specified by Section 10204 of the 1913 Act, as supplemented by Section 4 of Article XIIID of the California Constitution; (iii) the preparation or mailing of individual assessment ballots or, following City Council action to levy assessments, the preparation or mailing of • individual notices of recording of assessments, provided that Consultant will provide the form of notice of hearing to be mailed with the assessment ballots, a A -2 0 0 blank form of assessment ballot, and the form of notice of recording of • assessments; and (iv) the list of cash payments received by the City during the cash payment period preceding issuance of the Bonds; (c) services for the recording of the boundary map, assessment diagram and notice of assessment in the records of the Orange County Recorder; (d) services to publish the notice of assessment in the newspaper customarily used by the City for legal publications; (e) preparation of a Preliminary Official Statement ( "POS ") or an Official Statement ( "OS "), which shall be the responsibility of the City's retained Disclosure Counsel ( "Disclosure Counsel'), although Consultant will review those sections of the POS and the OS set forth in paragraph (i) under the heading "Services Included" above in this Exhibit A; (f) preparation of the continuing disclosure undertaking of the City, which shall be the responsibility of Disclosure Counsel, although Consultant will, at the request of City staff or Disclosure Counsel, review and comment on same; (g) any services pertaining to the utility undergrounding improvement project itself or the work relating to the conversion of individual service connections from • overhead to underground locations, including but not limited to bidding documents or procedures, contract documents, plans and specifications, establishment of easements, rights of way or other property interests required for implementation of the improvement project or individual service connections, or award of contract or contracts; (h) any determination with respect to satisfaction of the Calrfomia Environmental Quality Act with respect to the improvement project or individual service connections; (i) any form of financial advice or guidance, these services being the responsibility of the City's financial advisor, or, following the issuance, sale and delivery of the Bonds, guidance with respect to compliance with the arbitrage or rebate provisions of federal income tax law; (j) any services relating to administration of the assessment liens (including but not limited to calculation or submission to the Orange County Auditor of annual installments to be collected on the tax roll, calculation or handling of payoffs, apportionments in the event of parcel divisions, or monitoring of delinquencies on assessment installments or collection efforts or foreclosure on account of delinquencies); and (k) any services relating to the administration of the Bonds following the issuance, sale and delivery thereof, including but not limited to compliance with • A -3 9 0 • continuing disclosure obligations, procedures for advance redemption of Bonds, or registration or transfer of ownership of the Bonds." 1235991.1 n LJ • A-4 9 0 EXHIBIT B • SCHEDULE OF BILLING RATES FOR EXTRA WORK Senior Counsel and other Shareholders ...................... $300.00 Associate Attorney ........................ ............................... $250.00 Paralegal...................................... ............................... $ -.00- Legal Secretary ................... ............................... $ -.00- • • B -1 DOCS001330982W2J022459 -0020 N ,4 6 Client #: 307749 MEYENAVEI ACORDTM CERTIFICATE OF LIABILITY INSURANCE DATE(MM /DD /YYYY) CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, 9/20/2012 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Hub International A/c ° °,No, Ext : 925- 609 -6500 a/c No).. 925- 609 -6550 HUB Int'I Insurance Serv. Inc. E -MAIL P.O. Box 4047 ADDRESS: EACH OCCURRENCE $ Concord, CA 94524 -4047 INSURER(S) AFFORDING COVERAGE NAIC If INSURER A: Ironshore Specialty Ins Company INSURED Meyers Nave Riback Silver & Wilson INSURER B MED EXP (Any one person) $ 555 12th Street, Suite 1500 INSURER C: Oakland, CA 94607 INSURER D: PERSONAL & ADV INJURY $ INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: EO REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR 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. LTRR TYPE OF INSURANCE NSR WVD POLICY NUMBER MM /DDNYYY MM /DD /YYYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE TO RENTED PREMISES Ea occurrence $ COMMERCIAL GENERAL LIABILITY MED EXP (Any one person) $ CLAIMS -MADE F-I OCCUR PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP /OP AGG $ POLICY PRO- LOC JECT $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident BODILY INJURY (Per person) $ ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY Per accident ( ) $ HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE Per accident $ UMBRELLA LIAB HCLAIMS-MADE OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB DIED I I RETENTION $ $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOR/PARTNER /EXECUTIVE OFFICER/MEMBER EXCLUDED? NIA E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ (Mandatory in NH) If yes, describe under E.L. DISEASE - POLICY LIMIT I $ DESCRIPTION OF OPERATIONS below A Professional Liab 001153701 9/15/2012 09/15/201 Deductible $100,000 Errors & Omission Per Claim $5000,000 Claims Made Aaqreqate $5,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Re: AD 103 Project. For information purposes only. City of Newport Beach SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attn: Dan Matusiewicz ACCORDANCE WITH THE POLICY PROVISIONS. Admin Svcs Dept 3300 Newport Blvd. AUTHORIZED REPRESENTATIVE Newport Beach, CA 92663 „ ©1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) 1 of 1 The ACORD name and logo are registered marks of ACORD #S1831133/M1830681 KM47