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HomeMy WebLinkAboutAGMT - Raftelis Financial Consultants Inc (Water and Wastewater Financial Planning Services) AMENDMENT NO. 1 PROFESSIONAL SERVICES AGREEMENT for Water and Wastewater Financial Planning Services between evF SEAL B'►►► S� \� AP_ jFoFq� of io% %Q� •37 ,,c)-0 4.4F ''4�'OONTN-Xt. City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 Raftelis Financial Consultants, Inc. 227 West Trade Street, Suite 1400 Charlotte, NC 28202 (704) 373-1199 This Amendment No. 1, dated March 25, 2024, amends that certain agreement ("Agreement") dated June 12, 2023, by and between the City of Seal Beach ("City"), a California charter city, and Raftelis Financial Consultants, Inc. ("Consultant"), a North Carolina corporation. 1 RECITALS A. City and Consultant are parties to the Agreement pursuant to which Consultant provides professional water and wastewater financial planning services. B. Effective June 12, 2023, City and Consultant entered into an Agreement for Consultant to provide professional water and wastewater financial planning services term ending June 30, 2024. C. City and Consultant wish to amend the Agreement by this Amendment No. 1 to (i) provide additional Water and Wastewater Financial Planning Services; (ii) increase compensation for such additional services by $48,352 for a revised total contract not-to-exceed amount of $135,767; and (iii) extend the term to December 31, 2024. AMENDMENT NO. 1 NOW, THEREFORE and in consideration of the foregoing and of the mutual covenants and promises herein set forth, the parties agree to amend the Agreement as follows: Section 1. Section 1.0 (Scope of Services) of this Agreement is hereby amended to add subsection 1.1.1 to read as follows: "1.1.1 Consultant shall provide those additional services set forth in the attached Exhibit A-1, which are hereby incorporated by this reference. To the extent there is any conflict between Exhibit A, Exhibit A-1, Exhibit B, and this Agreement as amended by Amendment No. 1, this Agreement as amended by Amendment No. 1 shall control." Section 2. Section 2.0 (Term) of this Agreement is hereby amended to read as follows: "2.1 The term of this Agreement was originally effective as of June 12, 2023 (the "Effective Date") and shall remain in full force and effect until December 31, 2024, unless sooner terminated as provided in Section 5.0 of this Agreement." Section 3. Section 3.0 (Consultant's Compensation) of the Agreement is hereby amended in its entirety to read as follow: "3.1. City will pay Consultant in accordance with the hourly rates shown on the fee schedule set forth in Exhibits A and A-1 for Services, but in no event will the City pay more than $135,767 for the Term. Any additional work authorized by the City pursuant to Section 1.5 will be compensated in accordance with the fee schedule set forth in Exhibits A and A-1." 2 Section 4. All references to the term "Agreement" throughout Sections 1.0 through 35.0, inclusive, of the Agreement are hereby modified to include the Agreement dated June 12, 2023, and this Amendment No. 1 dated March 25, 2024, as if all those terms are fully set forth therein. Section 5. Except as expressly modified or supplemented by this Amendment No. 1, all other provisions of the Agreement shall remain unaltered and in full force and effect. In the event of a conflict between the provisions of this Amendment No. 1 and the provisions of the Agreement, the provisions of this Amendment No. 1 shall control. Section 6. The persons executing this Amendment No. 1 on behalf of Consultant each warrant that he or she is each duly authorized to execute this Amendment No. 1 on behalf of said Party and that by his or her execution, Consultant is formally bound to the provisions of this Amendment No. 1 3 IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be executed and attested by their proper officers thereunto: CITY OF SEAL BEACH CONSULTANT: Raftelis Financial Consultants, Inc., a North Carolina corporation By: �7'ii Jill gra City Manager By: (* Pei er A. Brandt Attest: Gp I Chief Executive Officer B �� J UN:ar-rc 9n--a US United States frUS Y Re United Slates Reason:I am tic wtlior of tns document Gloria Harp-r Cityerk B `ateum Chirstine McIntyre Secretary Approved as to Form: (Please note, two signatures required for corporations pursuant to California By: Corporations Code Section 313 from each of Nicholas Ghirelli, City Attorney the following categories: (i) the chairperson of the board, the president or any vice president, and (ii) the secretary, any assistant secretary, the chief financial officer or any assistant treasurer of such corporation.) 4 EXHIBIT A-1 Additional Services 5 RAFTELIS RAFTELIS , March 7, 2024 Ms. Iris Lee Public Works Director City of Seal Beach 211 Eighth Street Seal Beach, CA 90740 Subject: Water and Wastewater Financial Plan Amendment#1 Dear Mrs. Lee, This proposal is to continue and amend the contract for the Water and Wastewater Financial Plan started in June of 2023. This amendment includes additional work due to the continuation of the study; the scope items are: 1)a Council study session, 2)a future public hearing, 3)time for anticipated additional questions, modeling or presentation efforts, 4)time for the effort to comply with AB 755 if we need to revise the study, 5)edit and redesign the notice to accommodate a folded self-mailer, and assist with noticing procedures, 6)plan and implement up to two community meetings/open houses, 7)update materials(website,press releases social media, fliers)and develop additional materials for the community meetings(display posters), 8)planning meetings and check-in phone calls and, 9)a budget of up to$1,000 for reimbursables such as printing costs, materials and supplies and refreshments/snacks for open houses. The time and costs associated with each item are shown in the table below. Although a challenging study, we enjoy working with you and your staff and hope that it will lead to financially viable utilities. Sincerely, )i‘l47.(A...07L-- -- Steve Gagnon, PE(AZ) Vice President F: 714 3512013 E:sgagnon@raftelis.corn 445 S.Figueroa Street,Suite 1925,Los Angeles,CA 90071 www.raftelis.com RAFTELIS 2 Propose Fee Raftelis proposes to complete the scope of work outlined above on a time-and-materials basis for the fee shown below. The following table shows our proposed fee based on our hourly rate and estimated hours. Seal Beach Financial Plan Number of Virtual In-Person Total Fees& Tasks Meetings Meetings PM CS SC GD Total Expenses 1.Stakeholder Questions and Additional 1 8 8 $2,863 Meetings 2.Future Public Hearing due to Re-noticing 1 8 2 10 $3,233 3.Rate Study Questions and Additional Modeling as Needed 18 8 26 57,780 4.Report Section and Modeling for AB 755 3 6 9 $2,160 5.Rate Study Workshop 10 12 2 24 $6,060 6.Public Hearing Notice 1 1 8 6 15 $3,530 7.Two Community Meetings/Open Houses 2 14 12 4 30 $9,106 8.Develop&Update Materials(website,social 2 22 6 30 $7,660 media,press release,flier) 9.Planning Meetings and Checkins 10 8 8 16 $4,960 10.Budget for Reimbursables(Printing, Materials,etc.) $1,000 11 4 72 50 32 14 168 $340 $260 $175 $160 $24,480 $13,000 $5,600 $2,240 $45,320 Total Fees $45,320 PM-Project Manager,Steve Gagnon,PE(AZ) CS-Communications Staff,Gina DePinto,APR Total Expenses $3,032 SC-Staff Consultants Total Fees&Expenses $48,352 GD-Graphic Designer Client#: 1722483 RAFTEFIN YVYV) DDI ACORD. CERTIFICATE OF LIABILITY INSURANCE DATE vo024(MM;DDi THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Brad Christensen NAME: USI Insurance Svcs, Charlotte PHONE FAX - (A/C,No,Ed): - (A/C,No): 6100 Fairview Road Ste 1400 E-MAIL brad.christensen@usi.com ADDRESS: Charlotte, NC 28210 INSURER(S)AFFORDING COVERAGE NAIC# 800 868-8834 INSURER A:National Fire Insurance Co.of Hartford 20478 INSURED INSURER B:Continental Insurance Company 35289 Raftelis Financial Consultants, Inc. INSURER C:American Casualty Company of Reading PA 20427 227 West Trade Street, Ste. 1400 INSURER D:Continental Casualty Company 20443 Charlotte, NC 28202 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. It TYPE OF INSURANCE ADDLSUBR (M Y FF (_PQL�IC EXP UNITS INSR WVD POLICY NUMBER MiwuD/1IYYY) A X COMMERCIAL GENERALLIABIUTY 6076000011 01/21/2024 01/21/2025 EEAApCCMHppGGOEECCC7ppURRENCE $1,000,000 PREMISES(CLAIMS-MADE X OCCUR EaE rrence) $500,000 MED EXP(My one person) $15,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 PRO- v POUCY JECT X LOC PRODUCTS-COMP/OP AGO $2,000,000 OTHER: $ D AUTOMOBILE UABILITY BUA6076000025 01/21/2024 01/21/2025 ( aligIc nt)INGLELIMIT $1,000,000 ANY AUTO BODILY INJURY(Per person) $ — OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ _ X AUTOS ONLY X NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY (Per accident) jg X UMBRELLA LIAR X OCCUR C U E6076000039 01/21/2024 01/21/2025 EACH OCCURRENCE $5,000,000 EXCESS UAB CLAIMS-MADE AGGREGATE $5,000,000 DED X RETENTION$10000 $ C WORKERS COMPENSATION WC6076305637 01/21/2024 01/21/2025 X STATUTE OTH- AND EMPLOYERS'LIABILITYER ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N WC6076000042-CA 01/21/2024 01/21/2025 E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? N N/A '(Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 D Professional 652071235 01/21/2024 01/21/2025 $5,000,000 Aggregate $5,000,000 Occurrence 3/4/1994 Retro Date DESCRIPTION OF OPERATIONS/LOCATIONS VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached it more space is required) The City of Seal Beach its elected and appointed officials, officers,employees,agents, designated volunteers and those City agents acting as independent contractors in the role of City officials shall be (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION City of Seal Beach SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 211 -8th Street ACCORDANCE WITH THE POLICY PROVISIONS. Seal Beach,CA 90740 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) 1 of 2 The ACORD name and logo are registered marks of ACORD #S43292715/M43288707 SJSZR DESCRIPTIONS (Continued from Page 1) covered as additional insuredswith respect to General Liability, Automobile and Umbrella will follow form as per written contract. The coverage afforded to the Additional Insured is on a Primary and Non Contributory basis for General Liability, Automobile and Umbrella if required by written contract. Waiver of Subrogation applies to General Liability,Automobile,Workers Compensation and Umbrella policies in favor of the above listed Additional Insured per written contract. A 30 day notice of cancellation will be given except for non-payment of premium will be 10 days if required by written contract. SAGITTA 25.3(2016/03) 2 of 2 #S43292715/M43288707 PROFESSIONAL SERVICES AGREEMENT for Water and Wastewater Financial Planning Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 N Raftelis Financial Consultants, Inc. 227 West Trade Street, Suite 1400 Charlotte, NC 28202 (704) 373-1199 This Professional Service Agreement ("the Agreement") is made as of June 12, 2023 (the "Effective Date"), by and between Raftelis Financial Consultants, Inc. ("Consultant'), a North Carolina corporation, and the City of Seal Beach ("City"), a California charter city, (collectively, "the Parties"). RECITALS A. City desires certain professional water and wastewater financial planning services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City desires to retain Consultant as an independent contractor to provide professional water and wastewater financial planning services. C. Consultant represents that the principal members of its firm are qualified professionals and are fully qualified to perform the professional services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Consultant as an independent contractor and Consultant desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Consultant shall provide those services (collectively "Services") set forth in the Scope of Services attached hereto as Exhibit A and incorporated herein by this reference. To the extent that there is any conflict between Exhibit A and this Agreement, this Agreement shall control. 1.2. Consultant shall perform all Services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City at the time and place the Services are performed. 1.3. In performing this Agreement, Consultant shall comply with all applicable provisions of federal, state, and local law. 1.4. As a material inducement to City to enter into this Agreement, Consultant hereby represents that it has the experience necessary to undertake the Services to be provided. In light of such status and experience,. The City relies upon the skill of Consultant, and Consultant's staff, if any, to do and perform the Services in a skillful, competent, and professional manner, and Consultant and Consultant's staff, shall perform the Services in such manner. Consultant shall, at all times, meet or exceed any and all applicable professional 2of19 standards of care. The acceptance of Consultant's work by the City shall not operate as a release of Consultant from such standard of care and workmanship. 1.5. Consultant will not be compensated for any work performed not specified in the Scope of Services unless the City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. 2.0 Term 2.1. The term of this Agreement shall commence on June 12, 2023, and shall remain in full force and effect until June 30, 2024, unless sooner terminated as provided in Section 5.0 of this Agreement. 3.0 Consultant's Compensation 3.1. City will pay Consultant in accordance with the hourly rates shown on the fee schedule set forth in Exhibit A for the Services but in no event will the City pay more than the total not -to -exceed amount of $82,415.00 (Eight Two Thousand Four Hundred Fifteen dollars and 00/100) for the Term. 4.0 Method of Payment 4.1. Consultant shall submit to City monthly invoices for all Services rendered pursuant to this Agreement. Such invoices shall be submitted within 15 days of the end of the month during which the Services were rendered and shall describe in detail the Services rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Services performed for each day in the period. City will pay Consultant within 30 days of receiving Consultant's invoice. City will not withhold any applicable federal or state payroll and other required taxes, or other authorized deductions from payments made to Consultant. 4.2. Upon 24-hour notice from City, Consultant shall allow City or City's agents or representatives to inspect at Consultant's offices during reasonable business hours all records, invoices, time cards, cost control sheets and other records maintained by Consultant in connection with this Agreement. City's rights under this Section 4.2 shall survive for three (3) years following the termination of this Agreement. ' 3of19 5.0 Termination 5.1. This Agreement may be terminated by City, without cause, or by Consultant based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5.2. This Agreement may be terminated by City upon 10 days' notice to Consultant if Consultant fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 6.0 Party Representatives 6.1. The City Manager is the City's representative for purposes of this Agreement. 6.2. Steve Gagnon is the Consultant's primary representative for purposes of this Agreement. Steve Gagnon shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the Services hereunder. Consultant may not change its representative without the prior written approval of City, which approval shall not be unreasonably withheld. 7.0 Notices 7.1. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit in the United States Mail, first class postage prepaid and addressed to the party at the following addresses: To City: City of Seal Beach 211 -8th Street Seal Beach, California 90740 Attn: City Manager To Consultant: Raftelis Financial Consultants, Inc. 227 West Trade Street Charlotte, NC 28202 Attn: Steve Gagnon 7.2. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 8.0 Permits and Licenses Consultant and all of Consultant's employees and other personnel shall obtain and maintain during the Agreement term all necessary licenses, permits and 4of19 certificates required by law for the provision of the Services under this Agreement, including a business license as required by the Seal Beach Municipal Code. 9.0 Independent Contractor 9.1. Consultant is an independent contractor and not an employee of the City. All work or other Services provided pursuant to this Agreement shall be performed by Consultant or by Consultant's employees or other personnel under Consultant's supervision. Consultant will determine the means, methods, and details by which Consultant's employees and other personnel will perform the Services. Consultant shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services and compliance with the customary professional standards. 9.2. All of Consultant's employees and other personnel performing any of the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant and Consultant's personnel shall not supervise any of City's employees; and City's employees shall not supervise Consultant's personnel. Consultant's personnel shall not wear or display any City uniform, badge, identification number, or other information identifying such individual as an employee of City; and Consultant's personnel shall not use any City e-mail address or City telephone number in the performance of any of the Services under this Agreement. Consultant shall acquire and maintain at its sole cost and expense such vehicles, equipment and supplies as Consultant's personnel require to perform any of the Services required by this Agreement. Consultant shall perform all Services off of City premises at locations of Consultant's choice, except (1) as otherwise required for the performance of Services on City real property, vehicles or equipment; (2) as otherwise may from time to time be necessary in order for Consultant's personnel to receive projects from City, review plans on file at City, pick up or deliver any work product related to Consultant's performance of any Services under this Agreement, or (3) as may be necessary to inspect or visit City locations and/or private property to perform such Services. City may make a computer available to Consultant from time to time for Consultant's personnel to obtain information about or to check on the status of projects pertaining to the Services under this Agreement. 9.3. Consultant shall be responsible for and pay all wages, salaries, benefits and other amounts due to Consultant's personnel in connection with their performance of any Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, other retirement or pension benefits, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Notwithstanding any other agency, State, or federal policy, rule, regulation, statute or ordinance to the contrary, Consultant and any of its officers, employees, agents, and 5of19 subcontractors providing any of the Services under this Agreement shall not become entitled to, and hereby waive any claims to, any wages, salaries, compensation, benefit or any incident of employment by City, including but not limited to, eligibility to enroll in, or reinstate to membership in, the California Public Employees Retirement System ("PERS") as an employee of City, and entitlement to any contribution to be paid by City for employer contributions or employee contributions for PERS benefits. 9.4. Consultant shall indemnify and hold harmless City and its elected and appointed officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from liability, damages, claims, costs and expenses to the extent caused by Consultant's personnel practices. or to the extent arising from, caused by or relating to the violation by Consultant of any of the provisions of this Section 9.0. In addition to all other remedies available under law, City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant's failure to promptly pay to City any reimbursement or indemnification arising under this Section. This duty of indemnification is in addition to Consultant's duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. . 10.0 PERS Compliance and Indemnification 10.1. General Requirements. The Parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. Consultant agrees that, in providing its employees and any other personnel to City to perform any work or other Services under this Agreement, Consultant shall assure compliance with the Public Employees' Retirement Law ("PERL"), commencing at Government Code § 20000, as amended by the Public Employees' Pension Reform Act of 2013 ("PEPRA" ),. and the regulations of PERS. Without limitation to the foregoing, Consultant shall assure compliance with regard to personnel who have active or inactive membership in PERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City to be in violation of the PERL, PEPRA or any other applicable retirement laws and regulations. 10.2. Indemnification. Consultant shall defend indemnify and hold harmless City, and its City and its elected and appointed officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or relating to Consultant's violation of any provisions of this Section 10.0. This duty of indemnification ,is in addition to Consultant's duty to defend, indemnify and hold 6of19 harmless as set forth in any other provision of this Agreement. Consultant's indemnification and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Confidentiality 11.1. Consultant covenants that all data, reports, documents, surveys, studies, drawings, plans, maps, models, photographs, images, video files, media, discussion, or other information (collectively "Data & Documents") developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Consultant, its officers, employees, agents, or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary," provided Consultant gives City notice of such court order or subpoena. 11.2. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within the City. City may, but has no obligation to, represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct or rewrite the response. 11.3. Consultant's covenants under this Section shall survive the termination or expiration of this Agreement. 12.0 Ownership of Documents and Work Product 12.1. All Data & Documents shall be and remain the property of City without restriction or limitation upon its use, duplication or dissemination by City. All Data & Documents shall be considered "works made for hire," and all Data & Documents and any and all intellectual property rights arising from their creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of City without restriction or limitation upon their use, duplication or dissemination by City. Consultant shall not obtain or attempt to obtain copyright protection as to any Data & Documents. 7of19 12.2. Consultant hereby assigns to City all ownership and any and all intellectual property rights to the Data & Documents that are not otherwise vested in City pursuant to the paragraph directly above this one. 12.3. Consultant warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the Services and the production of all Written Products produced under this Agreement, and that City has full legal title to and the right to reproduce the Data & Documents. Consultant shall defend, indemnify and hold City, and its elected and appointed officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City's use of any of the Data & Documents is violating federal, state or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. Consultant shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the Services and Data & Documents produced under this Agreement. In the event the use of any of the Written Products or other deliverables hereunder by City is held to constitute an infringement and the use of any of the same is enjoined, Consultant, at its expense, shall: (1) secure for City the right to continue using the Data & Documents and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (2) modify the Data & Documents and other deliverables so that they become non -infringing while remaining in compliance with the requirements of this Agreement. These covenants shall survive the expiration and/or termination of this Agreement. 12.4. Upon expiration or termination of the Agreement, Consultant shall deliver to City all Data & Documents and other deliverables related to any Services performed pursuant to this Agreement without additional cost or expense to City. If Consultant prepares a document on a computer, Consultant shall provide City with said document both in a printed format and in an electronic format that is acceptable to City. 13.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written approval of the City. Consultant is fully responsible to City for the performance of any and all subcontractors. 14.0 Prohibition Against Assignment or Delegation 8of19 Consultant shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City's prior written consent. Any purported assignment or delegation in violation of this Section shall be void and without effect, and shall entitle City to terminate this Agreement. As used in this Section, "assignment' and "delegation" means any sale, gift, pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations, or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs. 15.0 Inspection and Audit of Records Consultant shall maintain complete and accurate records with respect to all Services and other matters covered under this Agreement, including but expressly not limited to, all Services performed, salaries, wages, invoices, time cards, cost control sheets, costs, expenses, receipts and other records with respect to this Agreement. Consultant shall maintain adequate records on the Services provided in sufficient detail to permit an evaluation of all Services in connection therewith. All such records shall be clearly identified and readily accessible. At all times during regular business hours, Consultant shall provide City with access to such records without charge, and the right to examine and audit the same and to make copies and transcripts as City deems necessary, and shall allow inspection of all program data, information, documents, proceedings and activities and all other matters related to the performance of the Services under this Agreement. Consultant shall retain all financial and program service records and all other records related to the Services and performance of this Agreement for at least three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. City's rights under this Section 15.0 shall survive for three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. 16.0 Safety Requirements All work performed under this Agreement shall be performed in such a manner as to provide safety to the public and to meet or exceed the safety standards outlined by CAL OSHA and other applicable state and federal laws. City may issue restraint or cease and desist orders to Consultant when unsafe or harmful acts are observed or reported relative to the performance of the Services. Consultant shall maintain the work sites free of hazards to persons and property resulting from its operations. Consultant shall immediately report to the City any hazardous condition noted by Contractor. 9of19 17.0 Insurance 17.1. General Requirements. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that Consultant has secured all insurance required under this Section. 17.2. Minimum Scope and Limits of Insurance. Consultant shall, at its sole cost and expense, procure, maintain and keep in full force and effect for the duration of the Agreement, insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of this Agreement, as follows: 17.2.1. Commercial General Liability Insurance: Consultant shall maintain limits no less than $2,000,000 per occurrence for bodily injury, personal injury and property damage; and if Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit: Coverage shall be at least as broad as the latest version of Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). If Consultant is a limited liability company, the commercial general liability coverage shall be amended so that Consultant and its managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds; 17.2.2. Automobile Liability Insurance: Consultant shall maintain limits no less than $1,000,000 per accident for bodily injury and property damage. Coverage shall be at least as broad as Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto). 17.2.3. Workers' Compensation Insurance in the amount required by law; and Employer's Liability: $1,000,000 per accident and in the aggregate for bodily injury or disease; 17.2.4. Professional Liability (or Errors and Omissions) Liability, with minimum limits of $1,000,000 per claim/aggregate. If a "claims made" policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years. 17.3. Acceptability of Insurers. The Insurance policies required under this Section shall be placed with insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in California, and satisfactory to the City. 10 of 19 17.4. Additional Insured. 17.4.1. For general liability insurance, City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents acting as independent contractors in the role of City officials shall be covered as additional insureds with respect to the services or operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work. 17.4.2. For automobile liability, City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials, shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible. 17.4.3. These additional insured provisions shall also apply to any excess/umbrella liability policies. 17.5. Cancellations or Modifications to Coverage. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by City to state: (1) coverage shall not be suspended, voided, reduced or canceled except after 30 days prior written notice by certified mail, return receipt requested, has been given to City; (2) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City, its elected and appointed officials, officers, employees, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials; f 17.6. Primary and Non -Contributing. Coverage shall be primary insurance as respects the City, its elected and appointed officials, officers, employees, agents, designated volunteers designated volunteers and agents serving as independent contractors in the role of City officials, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage and that any insurance or self-insurance maintained by the City, its elected and appointed officials, officers, employees, agents. designated volunteers designated volunteers and agents serving as independent contractors in the role of City officials, shall be excess of the Consultant's insurance and shall not be called upon to contribute with it; 17.7. Separation of Insureds. All insurance required by this Section shall contain standard separation of insureds provisions and shall not contain any special limitations on the scope of protection afforded to City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials. 11 of 19 17.8. Deductibles and Self -Insured Retentions. Any deductibles or self- insured retentions shall be declared to and approved by City. Consultant guarantees that, at the option of City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials; or (2) Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 17.9. Waiver of Subrogation. Each insurance policy required by this Agreement shall expressly waive the insurer's right of subrogation against City and its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials. Consultant hereby waives all rights of subrogation against City. 17.10. City Remedy for Noncompliance. If Consultant does not maintain the policies of insurance required under this Section in full force and effect during the term of this Agreement, or in the event any of Consultant's policies do not comply with the requirements under this Section, City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may, but has no duty to, take out the necessary insurance and pay, at Consultant's expense, the premium thereon. Consultant shall promptly reimburse City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Consultant. 17.11. Evidence of Insurance. Prior to the performance of Services under this Agreement, Consultant shall furnish City with original certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Consultant may provide complete, certified copies of all required insurance policies to City. Consultant shall maintain current endorsements on file with City's Risk Manager. All certificates and endorsements shall be received and approved by the City before work commences. City reserves the right to require complete, certified copies of all required insurance policies, at any time. Consultant shall also provide proof to City that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Consultant shall furnish such proof at least two weeks prior to the expiration of the coverages. 17.12. Indemnity Requirements Not Limiting. Procurement of insurance by Consultant shall not be construed as a limitation of Consultant's liability or as full performance of Consultant's duty to indemnify City under Section 18.0. 12 of 19 17.13. Broader Coverage/Higher Limits. If Consultant maintains broader coverage and/or higher limits than the minimums required above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. 17.14. Subcontractor Insurance Requirements. Consultant shall require each of its subcontractors that perform Services under this Agreement to maintain; insurance coverage that meets all of the requirements of this Section. 18.0 Indemnification, Hold Harmless, and Duty to Defend 18.1. Indemnities. 18.1.1. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, defend, hold harmless and indemnify City and its elected and appointed officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively "Indemnitees" in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens and losses of any nature whatsoever, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively "Liabilities"), in law or equity, whether actual, alleged or threatened, which arise out of, pertain to, or relate to the negligent acts or omissions or willful misconduct of Consultant, its officers, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liabilities with counsel approved by City, whose approval shall not be unreasonably withheld, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 18.1.2. Consultant shall indemnify and hold harmless City in accordance with Sections 9.0 and 10.0. 18.2. Subcontractor Indemnification. Consultant shall obtain executed indemnity agreements with provisions identical to those in this Section 18.0 from 13 of 19 each and every subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. If Consultant fails to obtain such indemnities, Consultant shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant's subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Consultant's subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. 18.3. Workers' Compensation Acts Not Limiting. Consultant's indemnification obligations under this Section, or any other provision of this Agreement, shall not be limited by the provisions of any workers' compensation act or similar act. Consultant expressly waives its statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, agents, employees, designated volunteers and those City agents serving as independent contractors in the role of City officials. 18.4. Insurance Requirements Not Limiting. City does not, and shall not, waive any rights that it may possess against Consultant because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. The indemnities and obligations in this Section shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities asserted against City or any of the other Indemnitees. 18.5. Survival of Terms. Consultant's indemnifications and obligations under this Section 18.0 shall survive the expiration or termination of this Agreement. 19.0 Non -Discrimination and Equal Employment Opportunity Consultant affirmatively represents that it is an equal opportunity employer. In the performance of this Agreement, Consultant shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, gender, sexual orientation, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, or any other basis prohibited by law. Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, 14 of 19 ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation, or any other basis prohibited by law. 20.0 Labor Certification By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code that require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 21.0 Prevailing Wage and Payroll Records To the extent that this Agreement calls for services that, in whole or in part, constitute "public works" as defined in the California Labor Code, Consultant shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit B, attached hereto and incorporated by reference herein. 22.0 Entire Agreement This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings, or agreements. This Agreement may only be modified by a writing signed by both Parties. 23.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 24.0 doverning Law and Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement (whether contract, tort or- both) shall be resolved in a superior court with geographic jurisdiction over the City of Seal Beach. 25.0 No Third Party Beneficiaries This Agreement is made solely for the benefit of the Parties to this Agreement and their respective successors and assigns, and no other person or entity shall be deemed to have any rights hereunder against either party by virtue of this Agreement. 15 of 19 26.0 Waiver No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (1) effective unless it is in writing and signed by the Party making the waiver, (2) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (3) deemed to constitute a continuing waiver unless the writing expressly so states. 27.0 Prohibited Interests; Conflict of Interest 27.1. Consultant covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Services, or which would conflict in any manner with the performance of the Services. Consultant further covenants that, in performance of this Agreement, no person having any such interest shall be employed by it. Furthermore, Consultant shall avoid the appearance of having any interest, which would conflict in any manner with the performance of the Services. Consultant shall not accept any employment or representation during the term of this Agreement which is or may likely make Consultant "financially interested" (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Consultant has been retained. 27.2. Consultant further warrants and maintains that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Consultant, to solicit or obtain this Agreement. Nor has Consultant paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Consultant, any fee, commission, gift, percentage, or any other consideration contingent upon the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, at its sole and absolute discretion, to terminate this Agreement without further liability, or to deduct from any sums payable to Consultant hereunder the full amount or value of any such fee, commission, percentage or gift. 27.3. Consultant warrants and maintains that it has no knowledge that any officer or employee of City has any interest, whether contractual, non - contractual, financial, proprietary, or otherwise, in this transaction or in the business of Consultant, and that if any such interest comes to the knowledge of Consultant at any time during the term of this Agreement, Consultant shall immediately make a complete, written disclosure of such interest to City, even if such interest would not be deemed a prohibited "conflict of interest" under applicable laws as described in this Section. 28.0 Final Payment Acceptance Constitutes Release 16 of 19 The acceptance by Consultant of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Consultant for anything done, furnished or relating to Consultant's work or services. Acceptance of payment shall be any negotiation of City's check or the failure to make a written extra compensation claim within ten calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Consultant, its employees, subcontractors and agents for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by City for any defect or error in the work prepared by Consultant, its employees, subcontractors and agents. 29.0 Corrections In addition to the indemnification obligations set forth above, Consultant shall correct, at its expense, all errors in the work which may be disclosed during City's review of Consultant's report or plans. Should Consultant fail to make such correction in a reasonably timely manner, such correction may be made by City, and the cost thereof shall be charged to Consultant. In addition to all other available remedies, City may deduct the cost of such correction from any retention amount held by City or may withhold payment otherwise owed Consultant under this Agreement up to the amount of the cost of correction. 30.0 Non Appropriation of Funds Payments to be made to Consultant by City for any Services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted fund. In the event that City does not appropriate sufficient funds for payment of Consultant's Services beyond the current fiscal year, this Agreement shall cover payment for Consultant's Services only to the conclusion of the last fiscal year in which City appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year. 31.0 Mutual Cooperation 31.1. City's Cooperation. City shall provide Consultant with all pertinent Data, documents and other requested information as is reasonably available for Consultant's proper performance of the Services required under this Agreement. 31.2. Consultant's Cooperation. In the event any claim or action is brought against City relating to Consultant's performance of Services rendered under this Agreement, Consultant shall render any reasonable assistance that City requires. 32.0 Time of the Essence 17 of 19 Time is of the essence in respect to all provisions of this Agreement that specify a time for performance; provided, however, that the foregoing shall not be construed to limit or deprive a Party of the benefits of any grace or use period allowed in this Agreement. 33.0 Attorneys' Fees If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party all of its attorneys' fees and other costs incurred in connection therewith. 34.0 Exhibits All exhibits referenced in this Agreement are hereby incorporated into the Agreement as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall control. 35.0 Corporate Authority The person executing this Agreement on behalf of Consultant warrants that he or she is duly authorized to execute this Agreement on behalf of said party and that by his or her execution, the Consultant is formally bound to the provisions of this Agreement. 18 of 19 IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written. CITY OF SEAL BEACH 9- &n"jn U.9R. . Ta Attest: M CONSULTANT: Raftelis Financial onsultants, Inc., a North Carolina orporation By: Peiffe A. Brandt C f Executive Officer Cm Christine McIntyre Secretary Approved as to Form: By: jg;i6 Nicholas R. Ghirelli, City Attorney case note, two signatures required ,ui corporations pursuant to California Corporations Code Section 393 from each of the following categories: (i) the chairperson of the board, the president or any vice president, and (ii). the secretary, any assistant secretary, the chief financial officer or any assistant treasurer of such corporation.) PROOF OF AUTHORITY TO BIND CONTRACTING PARTY REQUIRED 19 of 19 EXHIBIT A Consultant's Scope of Services R R A F T E LIS RAFTELIS May 30, 2023 Ms. Iris Lee Public Works Director City of Seal Beach 211 Eighth Street Seal Beach, CA 90740 Subject: Water and Wastewater Financial Plan Dear Mrs. Lee, Raftelis is pleased to submit this proposal for a water and wastewater financial plan. A financial plan is the first half of a rate study. The goal of a financial plan is to assess if your future expected revenue is sufficient to meet expenses over the next 5 to 10 years. We project expenses which include operating, capital, debt, and reserve funding expenses. Capital expenses may be funded through cash and/or debt. We also plan for reserves. If revenue is not sufficient, the financial plan proposes a series of revenue increases to meet expenses and reserve targets. As we discussed, we will not perform a cost -of -service study. A cost of service study allocates the City's revenue requirements to each customer class. A cost -of -service study was performed in the 2021 rate study and we can use the resulting rate structure from this study. Therefore, if our financial plan identifies a need for 10% additional revenue, we will increase all current rates by 10% to yield the additional required revenue. This letter proposal includes a scope of work. I will be the project manager assisted by a member of our financial consulting staff, and Gina DePinto, APR, who will lead the outreach efforts. Should you have any questions, please contact me using the contact information below. Sincerely, Steve Gagnon, PE (AZ) Vice President P.• 714 3512013 E. sgagnon@raftelis.com 445 S. Figueroa Street, Suite 1925, Los Angeles, CA 90071 www.raftelis.com, RAFTELIS Scope of Services Task 1: Project Management, Kick-off Meeting, QA/QC, Data Collection and Communication Check-in Meetings Note: We have assumed that staff meetings are virtual and City Council Meetings are in person. The kick-off meeting is used to perform our due diligence. As part of the kick-off meeting, Raftelis will: 1. Discuss any items that you think may affect the City's future financial health such as: o large CIP projects o changes in revenue or expenses o changes in tax revenue o Inflation and the projection of future expenses including water purchase costs. 2. Identify objectives for the study. 3. Discuss the state of reserves and financial policies. 4. Discuss any data gaps or questions. 5. Review the schedule. This task also includes general project management, correspondence, billing, QA/QC, and data collection. Raftelis will prepare a data request and start preparing the financial model before the kick-off meeting. The time and cost associated with quality assurance/quality control (QA/QC) is also included in this task and includes a QA/QC review by a Sr. Analyst who is not involved with the project to review calculations and critique the approach. For the communications and outreach planning and implementation tasks over several months or longer, we typically schedule biweekly virtual check-in meetings of 30 minutes, so we are in regular touch about what we've learned, what we're doing, and whether anything about communications and outreach efforts needs to change. MEETINGS Kick-off meeting (in person) 30 -minute virtual check-in meetings (16 each virtual) primarily for communications and outreach tasks (Tasks 6-9) DELIVERABLES Data Request List Task 2: Water and Wastewater Financial Plan The financial plan assesses each utility's financial condition and suggests revenue adjustments to ensure long-term fiscal sustainability. We will analyze the prior financial plan and compare it to the proposed financial plan to assess why additional revenue increases are needed. It is likely a combination of the following factors: 1) Decreased water sales with the prior year drought and heavy rains in early 2023. 2) Low inflation factors used to project expenses. 3) Increased OCWD wholesale rates. 4) Higher capital expenses than projected. 5) Depletion of cash reserves due to capital spending that was originally planned to be funded through bond proceeds. 6) Any other factors that increased expenses beyond those anticipated in the prior financial plan. RAFTELIS 3 Raftelis will project expenses and revenue over a 10 -year planning horizon. If desired, we can model two to three different financial plan scenarios reflecting different revenue adjustments based on capital investment and other expenses. As part of the financial plan we review and discuss typical reserves for operating, capital, and if applicable rate stabilization and emergency purposes. Our models include a dashboard with the following features: • Flexibility to change assumptions such as water sales, CIP levels, debt issuance amounts, and revenue adjustments. • Error flagging of results such as failure to meet debt coverage, unmet reserve targets, etc. • Sensitivity analyses that can be viewed instantaneously. A sample model dashboard is shown below. la R FYE 2020 FYE 202f FYE 2022 FYE 2023 FYE 2024 FYE 2025 FYE 2029 ,Salectiorin_OPtiana —R—me Adjuatmsnta 3.7% 5.0% 5.0% 5.0% 5.0% O.ON. 0.0% Chert 3: Display Total Funds' AdjuatmantMonth Apdi April Apol' April April April APAI Display Years 5 Demand Reduction 0% 0% 0% 0% 0% 0% 0% Raftelis will develop Pass-through? FALSE Addrt Demand Factor 100% 100% 100% 100% 1007. loci. 100% Rata Revenue Calcaiatod Patnbla Wutsr Salsa 17,936 AF 17,652AF 17,635 AF 17,719 AF 17,751 AF 17,7941 AF 17,817AF a customized Reryled Weter Saba Z,Ti6 AF 2,993 AF 2.993AF 2.993 AF 2,963 AF 2,993 AF Z,953AF ETpand(or Transyars and Proposed Debt OpDons; financial model that REVENUE ADJUSTMENTS & DEBT COVERAGE OPERATING FKANCIAL PLAN —R—AGj,—Plo • A (Ripltt) —OSME-- —Putlu,MW—C— —O S—" incorporates a -- D.In Co.a.p. 96Pe) —Debt Co.xels ReP:eran+P6aw >�T.s —R"e .R-- —`""' N— dashboard to allow am 350 U0 — — Prew�b Re arw ----- --- 3m sro 6q _ _ _ _ _ _ - - - you to easily run 4.0x. 250 N scenarios and see the 2201m® ® impacts in real time. _ :m 2aL +m 1dl Shown here is a tA+c anti Ila . ■ ■ :o sample dashboard 9.az am am FYE =0M 3121 FTE 2071 FYE 20A FYE 9]24 FYE1020 FYE 5l21 FYE2022 FYE20t1 FTE 2014 that We developed CAPITAL PROJECTS FUNDING TOTALFUNDSBALANCE for another project. :O lF— -W-1— Enarq a— — ssn4nane.Yncs l®ons Ratr Pative eONr _ _ Al.rimm Swire _• A4neebrca 370 122.1 M eem 5Mo 38 5—M $100 — — — — — — — — — — — — — — — — — — — — — — — — — — — SZ $a0 375 SHAM 3%lAM leaSRAY $4a1M S515 11rfM 341aY --- $+0 Sa1Y ss— sa FYE9120 FYE ]021 FYE Mn FYEN13 FYEMSA FYE 2010 FTE 1021 FYE 1021 FYEMS FYE 2024 We've assumed two virtual staff presentations to review the financial plan, solicit staff feedback and incorporate it into the financial plan. MEETINGS Two webinars to discuss the financial plan DELIVERABLES Financial Plan Model in Microsoft Excel Task 3: Three City Council Presentations We propose an introductory Council presentation to explain the need for additional revenue. The second workshop will show the financial plan results and the additional revenue increases needed. We will describe all assumptions that will include anticipated revenue based on water sales, inflationary assumptions, and water purchase costs. We have included a third workshop, if needed, to incorporate City Council feedback from the second workshop. RAFTELIS 4 MEETINGS Three City Council workshops DELIVERABLES Presentation materials in PowerPoint Task 4: Draft and Final Report Preparation Raftelis will prepare draft and final reports. The report will describe the assumptions used in projecting revenue and expenses and the revenue adjustments needed to meet expenses and reserve targets. MEETINGS Webinar or phone conferences as needed to discuss the Report DELIVERABLES Draft and Final Reports Task 5: Public Hearing Presentation To adopt the rates, the City must present the rates to the public at a public hearing. Raftelis will prepare a presentation and present study results at the public hearing. Our Project Managers, myself included, do this often and are accustomed to answering questions from the Council and members of the public. We assume this meeting will be in person. PLANNED MEETINGS: • One public hearing presentation DELIVERABLES: • Public hearing presentation in PowerPoint. Task 6: Community Meetings with Presentation We will help the City go beyond communicating with its stakeholders to ensure it also engages with them, meaningfully, through the study process before decisions are made. We propose that Raftelis will help coordinate and present at two community meetings or open houses to inform the public about the need to adjust rates. These are separate from publicly noticed City Council meetings, workshops, and hearings. Open houses allow convenient, one-on-one communication with customers in a low conflict setting, ensuring that customers can get their questions answered and that City staff can benefit from community feedback. This process can be highly collaborative and iterative; the feedback we receive from key stakeholders will help guide the overall direction of the study and inform the methodologies and options ultimately selected for the final rate proposal. Our presentation will be reviewed by our communications staff who are experts at developing clear, compelling, and consistent messages that build awareness and support with stakeholders. PLANNED MEETING(S): • Web meetings as needed to discuss the messaging, meeting logistics, and presentation; two in-person community meetings or open houses 'DELIVERABLE(S): • Presentation in PowerPoint Develop promotional materials including digital and print event notices, invitations, social media content, a press release, and direct mail postcard (printing and postage are not included) RAFTELIS o Recommend producing 8-10 graphic display/poster boards for use in the open houses o Logistical coordination and on-site facilitation of the open houses o Gathering feedback from participants o Compiling a summary report of feedback Task 7: Proposition 218 Public Notice Preparation While requirements of Proposition 218 notifications are easy to satisfy, too many municipalities and utilities miss the opportunity to educate and inform ratepayers. Over the years, Raftelis has designed countless Proposition 218 notifications that go beyond the minimum dictated by statute to deliver visually appealing pieces that customers want to read. We will draft the content and match the City's established brand guidelines to design custom graphics that support clear, positive messaging in the Notice. Once these arrive in mailboxes, customers will not only be properly notified but will understand the City's needs and be more likely to support rate adjustments. PLANNED MEETING(S): • Web meetings as needed to discuss the public hearing notice DELIVERABLE(S): • Draft notification language for the City's legal counsel's review/approval, designed notification with two rounds of revisions, and final press -ready PDF in English. As needed, the City will provide language translations to be included in the final designed Notice. Task 8: Communication and Outreach Plan Development As a first step in getting a comprehensive look at how we can build a strategy most effectively, Raftelis will conduct a two-hour in-person outreach kickoff meeting followed by a communications analysis to identify areas we can leverage. It's in our best interest to invite staff who participate in the City and Public Works Department communications assets to participate in the kickoff because we will review assets, obstacles, challenges, and opportunities with respect to communications and outreach to obtain a clear picture of your working environment and staff resources. We'll amass your internal and external stakeholders, communication materials, channels, and programs and evaluate what's working, or what may need a tweak. Doing so provides us with a foundation to build an effective plan. From there, Raftelis will develop an outreach plan that includes the following components: Situation analysis — this is a combination of internal research and input gathered in the kickoff workshop. Stakeholder identification — stakeholder mapping is inserted into the plan to show how key stakeholders are connected to the communication process. It also identifies special population communication needs such as necessary translation services, or community communication preferences. Communication channel identification - this section covers which communications channels will be used to reach stakeholders, such as the City's website, social media, printed and electronic materials, bills, direct mail, newsletters, and other available opportunities. Messaging platform — this provides messages about why rates are changing, how the results will be implemented, and potential impacts to customers for use in such materials as FAQs, infographics, website updates, bill inserts, etc. Internal communication strategies — this section will provide guidance to ensure all City staff are aware of the rates study and feel prepared and empowered to answer questions about it or where to direct stakeholders for information. Community engagement techniques — this section will identify the techniques we will recommend for community engagement to ensure key stakeholders from each customer group and the development community, potentially highly impacted customer groups, underrepresented populations, etc., all have an opportunity to provide input into decision making. RAFTELIS Traditional and social media strategies — this section will provide an approach to using local media and your social media platforms for reaching your community with information. Materials — this section will identify materials we recommend that we can develop for you to help us communicate such as newsletters, fact sheets, brochures, flyers, webpages, and an explainer video of legal rates setting. Success measures — this section will identify the outputs and outcomes we will use to measure project success. Implementation plan — this section ensures the Outreach Plan is accessible, usable, and practical. It identifies roles, responsibilities, materials, activities, and their due dates. We will refer to this document during project update calls. PLANNED MEETING(S): • One in-person outreach kickoff meeting, two virtual meetings to review the draft Outreach Plan and receive feedback DELIVERABLE(S): • Draft and Final Communications and Outreach Plan with message platform, FAQs, one press release, social media content Task 9: Materials Development Key messages developed as part of the Communications and Outreach Plan come to life when woven together into powerful communications pieces by Raftelis' strategic communicators and professional graphic designers. Visual representation of proposed rate changes in an easy -to -understand and accessible format significantly improves customer understanding of rate structure changes that may impact customer bills. Raftelis can provide a suite of communications pieces to assist with communicating rate and rate structure changes in print, online, or in person. Exact materials will be determined in consultation with you, with specific estimates provided before expending time and materials. As a rough estimate, a brochure or fact sheet averages around $1,500 each. A 2 -minute explainer video is roughly $2,500-$5,000 depending on content and format (animation vs original b -roll, etc.). Generally, there are cost savings as more materials are produced using similar content and design. PLANNED MEETING(S): • Web meetings as needed to discuss materials development DELIVERABLE(S): • Materials as requested • As proposed, hours built in for design and development of 2-3 products RAFTELIS Raftelis proposes to complete the scope of work outlined above on a time -and -materials basis for the fee shown below. The following table shows our proposed fee based on our hourly rate and estimated hours. The fee shows an optional task for a communications and outreach plan and materials development. St; - Statt Uansultants k Total Fees & Expenses GD- Graphic Designer i - — t j Number of Virtual In -Person Total Fees & Tasks Y Meetings Meetings PM CS SC GD Total Expenses 1. Project Management, Kick-off Meeting and } 16 1 i 14 1'4 i 10 { 38' $10,593 QA/QC, Communications .Check -ins < � } — �80 2.. Water and Wastewater Financial Plan 2 r j 24 56 $18,760 r 3. Three City Council Presentations 3 20 3 6, 2 { 31 r $9,449 4. Draft and Final Reports i ; 10 34 44 f $9,790 5- Public Hearing Presentation11 8 4 2 ( 14 $4,363 6. Community Meetings with Presentation 2 t 2 1.0 14 lr 4 4. 1 32 d 1 $8,826 7. Proposition 218 Public Notice Preparation 2 i 2 12 t 1 10 26 $5,825 8.. Communication & Outreach Plan 21' 1 30 i 6 37 # $9,533 i 1 !9: Materials Development 4 11 10 1 12 [ 24 $5,275 28 8 t 990 87 114 34 325 $340 $260 $175 $160 $30,600 $22,620 $19,950 $73,170 Total Fees $73,170 ±PM - Project Manager, Steve Gagnon, PE (AZ) r !CS - Communications Staff, Gina DePinto, APR i 1 Total Expenses $9,245 St; - Statt Uansultants k Total Fees & Expenses GD- Graphic Designer i - — RAFTELiS 8 Schedule A proposed schedule is shown below. It assumes that Raftelis will receive data by late July and that we will implement rates for January 2024. Notice to Proceed 1. Project Management, Kick-off Meeting and QA/QC, Communications Check -ins City Provides Requested Data 2. Water and Wastewater Financial Plan Kick-off Meeting 3. Three City Council Presentations 4. Draft and Final Reports 6. Public Hearing Presentation 6. Community Meetings with Presentation 7. Proposition 218 Public Notice Preparation Public Noticing Period 8. Communication & Outreach Plan 9: Materials Development JUN JUL AUG SEP OCT NOV DEC JAN 7k' 0 0 Q O O O 1.1 EXHIBIT B TERMS FOR COMPLIANCE WITH CALIFORNIA LABOR LAW REQUIREMENTS 1. This Agreement calls for services that, in whole or in part, constitute "public works" as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code ("Chapter 1"). Further, Consultant acknowledges that this Agreement is subject to (a) Chapter 1 and (b) the rules and regulations established by the Department of Industrial Relations ("DIR") implementing such statutes. Therefore, as to those Services that are "public works", Consultant shall comply with and be bound by all the terms, rules and regulations described in 1(a) and 1(b) as though set forth in full herein. 2. California law requires the inclusion of specific Labor Code provisions in certain contracts. The inclusion of such specific provisions below, whether or not required by California law, does not alter the meaning or scope of Section 1 above. 3. Consultant shall be registered with the Department of Industrial Relations in accordance with California Labor Code Section 1725.5, and has provided proof of registration to City prior to the Effective Date of this Agreement. Consultant shall not perform work with any subcontractor that is not registered with DIR pursuant to Section 1725.5. Consultant and subcontractors shall maintain their registration with the DIR in effect throughout the duration of this Agreement. If Consultant or any subcontractor ceases to be registered with DIR at any time during the duration of the project, Consultant shall immediately notify City. 4. Pursuant to Labor Code Section 1771.4, Consultant's Services are subject to compliance monitoring and enforcement by DIR. Consultant shall post job site notices, as prescribed by DIR regulations. 5. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft, classification, or type of worker needed to perform the Agreement are on file at City Hall and will be made available to any interested party on request. Consultant acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Consultant shall post such rates at each job site covered by this Agreement. 6. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Consultant shall, as a penalty to City, forfeit $200.00 for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Consultant or by any subcontractor. 7. Consultant shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Consultant and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform City of the location of the records. 8. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Code of Regulations, Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Consultant shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Consultant shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within 60 days after concluding work pursuant to this Agreement, Consultant and each of its subcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under this Agreement. 9. Consultant shall not perform work with any Subcontractor that has been debarred or suspended pursuant to California Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. Consultant and subcontractors shall not be debarred or suspended throughout the duration of this Contract pursuant to Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. If Consultant or any subcontractor becomes debarred or suspended during the duration of the project, Consultant shall immediately notify City. 10. Consultant acknowledges that eight hours labor constitutes a legal day's work. Consultant shall comply with and be bound by Labor Code Section 1810. Consultant shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. Consultant shall, as a penalty to City, forfeit $25.00 for each worker employed in the performance of this Agreement by Consultant or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code Section 1815, work performed by employees of Consultant in excess of eight hours per day, and 40 hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of eight hours per day at not less than one and one-half times the basic rate of pay. 11. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Consultant hereby certifies as follows: "I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract." 12. For every subcontractor who will perform work on the project, Consultant shall be responsible for such subcontractor's compliance with Chapter 1 and Labor Code Sections 1860 and 3700, and Consultant shall include in the written contract between it and each subcontractor a copy of those statutory provisions and a requirement that each subcontractor shall comply with those statutory provisions. Consultant shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a periodic review of the certified payroll records of the subcontractor and upon becoming_ aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Consultant shall diligently take corrective action to halt or rectify any failure. 13. To the maximum extent permitted by law, Consultant shall indemnify, hold harmless and defend (at Consultant's expense with counsel reasonably acceptable to City) City, its officials, officers, employees, agents and independent contractors serving in the role of City officials, and volunteers from and against any demand or claim for damages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions listed above by any person or entity (including Consultant, its subcontractors, and each of their officials, officers, employees and agents) in connection with any work undertaken or in connection with the Agreement, including without limitation the payment of all consequential damages, attorneys' fees, and other related costs and expenses. All duties of Consultant under this Section shall survive the termination of the Agreement. rliantif• 1722AAq RAFTEFIN ACORD.. CERTIFICATE OF LIABILITY INSURANCE DATE (NNNDD/YYY`/) 6/15/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). USI Insurance Svcs, Charlotte 6100 Fairview Road Ste 1400 Charlotte, NC 28210 800 868-8834INSURER GUNIAPRODUCER NAME: I Brad Christensen NAME: PHONE FAX AIC, No, Ext): AIC, No): E-MAIL ADDRESS: brad.christensen@usi.com INSURER(S) AFFORDING COVERAGE NAIC # A National Fire Insurance Co. of Hartford 20478 INSURED Raftelis Financial Consultants, Inc. 227 West Trade Street, Ste. 1400 Charlotte, NC 28202 INSURER B: Continental Insurance Company 35289 INSURER C: American Casualty Company of Reading PA 20427 INSURER D: Continental Casualty Company 20443 INSURERE: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY 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. INSR LTR TYPE OF INSURANCE ADDLISUBR INSR WVD POLICY NUMBER POLICY EFF MIDD POLICY EXP D LIMITS A X COMMERCIAL GENERAL LIABILITY 6076000011 0112112023 01/21/202 EACH�OCCURRENCE $1,000,000 PREMISES Ea occu nce 5500,000 CLAIMS -MADE 1 OCCUR MED EXP (Any oneperson) 515,000 PERSONAL & ADV INJURY S1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 PRODUCTS - COMP/OP AGG 52,000,000 X POLICY ❑ PRO- LOC JECT $ OTHER: D AUTOMOBILE LIABILITY BUA6076000025 1/21/2023 01/21/202 ED acct CNDSINGLELIMIT $1,000,000 BODILY INJURY (Per person) S ANY AUTO BODILY INJURY (Per accident) S OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON -OWNED X AUTOS ONLY X AUTOS ONLY PROPERTY DAMAGE 5 Per accident 5 B X UMBRELLA LIAB X OCCUR CUE6076000039 1/21/2023 0112112024 EACH OCCURRENCE $5,000,000 AGGREGATE s5,000,000 EXCESS LIAB CLAIMS -MADE DED I X RETENTION 510000 S C WORKERS COMPENSATIONWC676000042 AND EMPLOYERS' LIABILITY N ANY PROPRIETOR/PARTNER/EXECUI YIN OFFICER/MEMBEREXCLUDED? (Mandatory in NH) NIA WC676305637 1/21/2023 1/21/2023 01/21/202 0112112024 X PERTUT OTH - A PR E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE 31,000,000 E.L. DISEASE - POLICY LIMIT 51,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below D Professional 652071235 D112112023 0112112024 $5,000,000 Aggregate $5,000,000 Occurrence 3/4/1994 Retro Date DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) The City of Seal Beach its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents acting as independent contractors in the role of City officials shall be (See Attached Descriptions) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Seal Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 211 - 8th Street ACCORDANCE WITH THE POLICY PROVISIONS. Seal Beach, CA 90740 AUTHORIZED REPRESENTATIVE 40ai,_L U 6d, W Tyt$t5-ZU 10 At-UKU L UKrUKH I IUM Mu I IyI Iu I U�Ul vwu. ACORD 25 (2016103) 1 of 2 The ACORD name and logo are registered marks of ACORD #S40414805/M39162930 LUSZZ I. DESCRIPTIONS. (Continued from Page 1) covered as additional insuredswith respect to General Liability, Automobile and Umbrella will follow form as per written contract. The coverage afforded to the Additional Insured is on a Primary and Non Contributory basis for General Liability, Automobile and Umbrella if required by written contract. Waiver of Subrogation applies to General Liability, Automobile, Workers Compensation and Umbrella policies in favor of the above listed Additional Insured per written contract. A 30 day notice of cancellation will be given except for non-payment of premium will be 10 days if required by written contract. SAGITTA 25.3 (2016103) 2 of 2 #S40414805/M39162930