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HomeMy WebLinkAboutAGMT - Willdan FORMERLY MuniFinancial (Annual District Admin)A Subsidiary of W I I I d e n Group, Inc. October 15. 2007 Mr. David Carmanv Cir Manager City of Seal Beach 211 Fighth Street Seal Beach, California 90740 Re: REVISED Agreement toProvide Annual DistnctAdministration,Municipa/Disclosure and Arbitrage Rebate Services for the City ofSeal Beach Dear TIr. Carmanv: After review and approval by out legal counsel of pour city attornev's emailed contract changes dated October 12, 2007, we are now resubmitting out agreement incorporating these requested amendments for services relating to annual District Administration, Municipal Disclosure and Arbitrage Rebate Services for the following Cit}' of Seal Beach districts: • Cornmunity Facilities District No. 2002-02 (Seal Beach Boulevard Lampson Avenue Landscape Maintenance) • Community Facilities District No. 2002-0-1(HeronPointe) • Pacific Gateway Community Facilities Dis trict • Surfside Colony Reassessment District No. 2000-1 • Street LightingDistrictNo.1 If the revised agreement is acceptable, please sign both originals; and return one (1) in the envelope that has been provided for vour convenience. We look forward to continuing to serve the Cita' and working with you and Neout staff. If you have anv questions regarding this agreement, please contact Division N -Tanager Mark Risco or me at your earliest convenience at (800) 755 -MUNI (6864). We miv also be contacted via email at mark c mum.com or gladvsmQmuni.com, respectively. Ver- truly )'ours, Munihinancial f Gladys Medina, Project \Manager District Administratuino Services Enclosures cc: Mr. Mark Risco, Vice President/Division Manager, District Administration Services 27368 Via Industria, Suite 110 • Temecula, CA 92590 • 866.807.MUNI (6864) • fav 951.587.3510 • www.mum.com 0 AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT, made and entered into this 15th day of October, 2007, by and between MuniFinancial, a corporation, and the City of Seal Beach, hereinafter referred to as "Client." WHEREAS, Client desires to employ MuniFinancial to furnish ongoing professional services in connection with District Administration, Municipal Disclosure, and Arbitrage Rebate Services, hereinafter referred to as the "Project." NOW, THEREFORE, in consideration of the mutual premises, covenants and conditions herein contained, the parties agree as follows: SECTION I: BASIC SERVICES MuniFinancial shall provide to the Client the basic services described in detail in "Exhibit A," Scope of Services, attached hereto and incorporated herein by this reference. SECTION II: ADDITIONAL SERVICES If authorized, MuniFinancial shall furnish additional services, which are in addition to the basic services. To the extent that the additional services have been identified in this Agreement, they are itemized in "Exhibit A" and will be paid for -by Client as indicated in Section III hereof. As further additional services are requested by Client, this Agreement may be modified and subject to mutual consent by execution of an addendum by authorized representatives of both parties, setting forth the additional scope of services to be performed, the performance time schedule and the compensation for such services. SECTION III: COMPENSATION MuniFinancial shall be compensated for basic services rendered under Section I, as in accordance with the terms and conditions indicated in "Exhibit B," Fees for Services; and MuniFinancial will be compensated for any -additional services rendered under Section II as more particularly described in a fully approved and executed addendum to this Agreement. If an addendum is not executed, MuniFinancial shall then be compensated at its then -current prevailing hourly rates for such additional services. MuniFinancial may submit monthly statements for basic and additional services rendered. It is intended that Client will make payments to MuniFinancial within thirty (30) -days of invoice. All invoices not paid within thirty (30) -days shall bear interest at the rate of 1-1/2 percent per month or the then legal rate allowed. MuniFinancial Page 1 City of Seal Beach SECTION IV: INDEMNITY — INSURANCE REQUIRED A. Indemnity. MuniFinancial shall indemnify and hold harmless Client, its officers, officials, directors, employees, designated agents, and appointed volunteers from and against all claims, damages, losses and expenses, including attorney fees, arising out of the performance of the services described herein, caused in whole or in part by.the negligent acts, errors or omissions of MuniFinancial, any subconsultant, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, except where caused by the active negligence or willful misconduct of Client or Client's officers, agents or employees. B. Insurance. Without in any way limiting MuniFinancial's liability pursuant to the indemnification described above, MuniFinancial shall maintain, during the term of this contract, the following insurance: Coverage General Liability Comprehensive General Liability, including: Premises and Operations Contractual Liability Personal -Injury Liability Independent Contractors Liability (if applicable) Automobile Liability Comprehensive Automobile Liability, (including owned, non -owned and hired autos) Workers' Compensation and Employer's Liability Workers' Compensation Insurance Employer's Liability Professional Liability Professional Liability Insurance Minimum Limits $1,000,000 Combined Single Limit, per occurrence and general aggregate $1,000,000 Combined Single Limit, per occurrence Statutory, $1,000,000 $1,000,000 per claim and annual aggregate SECTION V: INDEPENDENT CONTRACTOR STATUS MuniFinancial shall be an independent contractor and shall have responsibility for and control over the details and means of providing the services under this Agreement. MuniFinancial Page 2 City of Seal Beach SECTION VI: OWNERSHIP AND MAINTENANCE OF DOCUMENTS MuniFinancial may rely upon the accuracy of any documents provided to MuniFinancial by Client. All data, information, documents, calculations, test information, software, and drawings prepared for Client and required to be furnished to Client in connection with this Agreement shall become the property of Client, and Client may use all or any portion of the work submitted by MuniFinancial pursuant to this Agreement as Client deems appropriate. MuniFinancial shall maintain all records, data, information, documents, calculations, test information, software, and drawings for at least two (2) years after completion of the services covered in this Agreement. SECTION VII: SUSPENSION OF SERVICES Client may, at any time, by thirty (30) -days' written notice, suspend further performance by MuniFinancial. All suspensions shall extend the time schedule for performance in a mutually satisfactory manner and MuniFinancial shall be paid for all services performed and reimbursable expenses incurred prior to the suspensions date. SECTION VIII: TERMINATION A. Client may terminate this Agreement at any time upon five (5) -days' written notice to MuniFinancial. MuniFinancial agrees to cease all work under this Agreement on or before the effective date of such notice. MuniFinancial may terminate this Agreement at any time upon thirty (30) -days' written notice to Client. B. In the event of termination or cancellation of this Agreement by Client, due to no fault or failure of performance, MuniFinancial shall be paid full compensation for all services performed by' MuniFinancial, in an amount to be determined as follows: For work done in accordance with all of the terms and provisions of this Agreement, MuniFinancial shall be paid an amount equal to the amount of services performed prior to the effective date of termination or cancellation provided, in no event shall the amount of money paid under the foregoing provisions of this paragraph exceed the amount which would be paid MuniFinancial for the full performance of the services required by this Agreement. SECTION IX: COMPLIANCE WITH LAW Each party hereto will use reasonable care to comply with applicable laws in effect at the time the services are performed hereunder, which to the best of their knowledge, information and belief apply to their respective obligations under this Agreement. MuniFinancial Page 3 City of Seal Beach s • SECTION X: SUCCESSORS AND ASSIGNS This Agreement shall be binding on the successors and assigns of the parties; but either party, without written consent of the other party, shall not assign it. SECTION XI: ATTORNEYS' FEES In the event of a dispute between the parties arising out of or connected with this Agreement, the prevailing party shall recover, in addition to any other amounts or damages, attorneys' fees, and costs actually incurred in connection with the alternative dispute resolution process set forth in Section XII or any litigation. SECTION XII: ALTERNATIVE DISPUTE RESOLUTION If a dispute arises between the parties relating to this Agreement, the parties agree to use the following procedure prior to either party pursuing other available remedies: A. A meeting shall be held promptly between the parties, attended by individuals with decision-making authority regarding the dispute, to attempt in good faith to negotiate a resolution of the dispute. B. If, within thirty (30) days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will jointly appoint a mutually acceptable neutral person not affiliated with either of the parties (the "neutral"), seeking assistance in such regard if they have been unable to agree upon such appointment within forty (40) days from the initial meeting. The parties shall share the fees of the neutral equally. C. In consultation with the neutral, the parties will select or devise an alternative dispute resolution procedure ("ADR") by which they will attempt to resolve the dispute, and a time and place for the ADR to be held, with the neutral making the decision as to the procedure, and/or place and time (but unless circumstances require otherwise, not later than sixty (60) days after selection of the neutral) if the parties have been unable to agree on any of such matters within twenty (20) days after initial consultation with the neutral. D. The parties agree to participate in good faith in the ADR to its conclusion as designated by the neutral. If the parties are not successful in resolving the dispute through the ADR, then the parties may agree to submit the matter to binding arbitration or a private adjudicator, or either party may seek an adjudicated resolution through the appropriate court. MuniFinancial Page 4 City of Seal Beach .SECTION XIII: RECORDS Records of MuniFinancial's direct labor costs, payroll costs and reimbursable expenses pertaining to the Project covered by this Agreement will be kept on a generally recognized accounting basis and made available during normal business hours upon reasonable notice. MuniFinancial's records will be available for examination and audit if and as required. SECTION XIV: MISCELLANEOUS PROVISIONS This Agreement is subject to the following special provisions: A. The titles used in this Agreement are for general reference only and are not a part of the Agreement. B. This Agreement shall be interpreted as though prepared by both parties. C. Any provision of this Agreement held to violate any law shall be deemed void, and all remaining provisions shall continue in full force and effect. D. This Agreement shall be interpreted under the laws of the State of California. E. This Agreement comprises a final and complete repository of the understandings between the parties and supersedes all prior or contemporary communications, representations or agreements, whether oral or written, relating to the subject matter of this Agreement. F. Any notices given pursuant to this agreement shall be effective on the third business day after posting by first class mail, postage prepaid, to the address appearing immediately after the signatures below. G. MuniFinancial shall not be liable for damages resulting from the actions or inactions of governmental agencies including, but not limited to, permit processing, environmental impact reports, dedications, general plans and amendments thereto, zoning matters, annexations or consolidations, use or conditional use permits, project or plan approvals, and building permits. H. A waiver by either party of any term, condition, or covenant, or breach of any term, condition, or covenant, shall not constitute the waiver of any subsequent breach of any other term, condition or covenant. I. Client acknowledges that MuniFinancial is not responsible for the performance of services by third parties, provided that MuniFinancial has not retained third parties. J. In the event of any inconsistency between the terms of Exhibits A and B and this Agreement, the terms of this Agreement shall govern. MuniFinancial Page 5 City of Seal Beach • K. No officer, official, employee, agent, representative, or volunteer of the Client shall be personally liable to MuniFinancial, or any successor in interest, in the event of any default or breach by the Client or for any amount which may became due to MuniFinancial or to its successor, or for breach of any obligation of the terms of this Agreement. L. No officer, official, employee, agent, representative, or volunteer of the Client shall have any financial interest, direct or indirect, in this Agreement, not shall any such officer or employee participate in any decision relating to the Agreement which affects his or her financial interest or the financial interest of any corporation, partnership, or association in which he or she is, directly or indirectly, interested, in violation of any state statute or regulation. MuniFinancial warrants that it has not paid or given, and shall pot pay or give, any third party any money or other consideration for obtaining this Agreement. M. 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 this Agreement or any other rule of construction which might, otherwise, apply. N. The persons executing this Agreement, on behalf of the parties hereto, warrant that (i) Such party is duly organized and existing; (ii) They are duly authorized to execute and deliver this Agreement on behalf of such party; (iii) By so executing this Agreement, such party is formally bound to the provisions of this Agreement; and (iv) The entering into this Agreement does not violate any provision of any other Agreement to which such party is bound. O. The agreements set forth in this Agreement are intended solely for the benefit of Client and MuniFinancial, and no third -party beneficiary relationship shall be deemed to be created hereby. IN WITNESS WHEREOF, the parties hereto have accepted, made and executed this Agreement upon the terms, conditions and provisions above stated, the day and year first above written. MUNIFINANCIAL CITY OF SEAL BEACH By. By. Mark Risco David Carmany Title: Vice President Title: City Manager Address: 27368 Via Industria, Suite 110 Address: 211 Eighth Street Temecula, California 92590-3661 Seal Beach, California 90740 MuniFinancial Page 6 City of Seal Beach Client#- 6540 WILLDAN ACOR,DTM CERTIFICW OF LIABILITY INSU NCE DATE 11/01/07D ) PRODUCER TYPE OF INSURANCE THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Dealey, Renton & Associates P. O. Box 10550 POLICY EXPIRATION DATE MM/DD ONLY HOLDER. ALTER AND CONFERS NO RIGHTS UPON THE CERTIFICATE THIS CERTIFICATE DOES NOT AMEND, EXTEND OR THE COVERAGE AFFORDED BY THE POLICIES BELOW. Santa Ana, CA 92711-0550 GLO904316302 11/09/07 11/09/08 714 427-6810 FIRE DAMAGE (Any one fire) $1,000,000 INSURERS AFFORDING COVERAGE INSURED MuniFinancia l �.- 27368 Via Industria, Suite 110 INSURER A: Zurich American Insurance Co. INSURER B: American Automobile Ins. Co. INSURER C: XL Specialty Insurance Co. Temecula, CA 92590 PERSONAL BADV INJURY $1,000,000, INSURER D: X CONTRACTUAL INSURER E: - 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 LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE MM/DD/YY POLICY EXPIRATION DATE MM/DD LIMITS A GENERAL LIABILITY GLO904316302 11/09/07 11/09/08 EACH OCCURRENCE $1000000 FIRE DAMAGE (Any one fire) $1,000,000 X COMMERCIAL GENERAL LIABILITY CLAIMS MADE l OCCUR INDP. CONTRACTORS MED EXP (Any one person) $10,000 PERSONAL BADV INJURY $1,000,000, X CONTRACTUAL INCLUDED - X BFPD, XCU GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIM IT APPL IES PER: PRODUCTS -COMP/OPAGG s2,000,000 POLICYFX PRO X LOC JECT A AUTOMOBILE X LIABILITY ANY AUTO BAP904316202 11/09/07 11/09/08 COMBINED SINGLE LIMIT (Ea accident) $1,000,000 BODILY INJURY $ (Per person) ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY $ (Per accident) X X 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 LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ $ DEDUCTIBLE $ RETENTION $ B WORKERS COMPENSATION AND WZP80955114 11/09/07 11/09/08 OTR- X TORY TWORY LIMMITf ER E.L.-EACH ACCIDENT $1,000,000 EMPLOYERS' LIABILITY .. E.L. DISEASE EA EMPLOYEE $1,000,000 _ E.L. DISEASE - POLICY LIMIT $1,000,000 C OTHER Professional DPR9609216 11/09/07 11/09/08 $1,000,000 per claim Liability $1,000,000 annl aggr. DESCRIPTION OF OPERATIONS/LOCATIONSIVEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS General Liability policy excludes claims arising out of the performance of professional services Re: District Administration for fiscal years 2006/2007 through 2008/2009 DAS Org. 32 (See Attached Descriptions) City of Seal Beach Aft; Dennis Miura - Finance Manager 211 Eighth Street Seal Beach, CA 90740 uinc SHOULD ANYOF TH E ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE TH E EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 3gDAYSWRITTEN NOTICETOTHE CERTIFICATE HOLDERNAMEDTOTHE LEFT, BUTFAILURE TODOSOSHALL IM POSE NO OBLIGATION OR LIABILITYOF ANYKIND UPON THE INSURER,ITS AGENTS OR ATIVE ACORD 25-S (7/97)1 Of 2 #M208860 RLL 0 ACORD CORPORATION 1938 DE IPTIONS .(Continued fromlog a 1) City of Seal Beach, its directors, officials, officers, employees, designated agents and appointed volunteers are additional insured as respects to General and Auto Liability (GL-AUAU-AI)(MUNIFINANCIAL) AMS 25.3 (07197) 2 of 2 #M208860 ft Exhibit A SCOPE OF SERVICES • For administration of Street Lighting District No. 1, MuniFinancial will: 1. Schedule an annual kick-off meeting with City staff to review the existing district information, and to identify and discuss possible changes to the districts for the upcoming fiscal year. Some topics of discussion will include budget issues, annexations, modification, or expansion of district improvements, as well as legislative changes that may impact the districts. 2. Prepare an annual levy timeline identifying key dates and timeframes for pertinent tasks throughout the levy process. This timeline will be reviewed and discussed with City staff and adjusted, as needed, to address the City's scheduling requirements or proposed changes to the districts. 3. Review the districts' budget provided by the City, and assist City staff with accurate cost -recovery accounting. MuniFinancial will also assist City staff in the preparation and/or review of the annual district budgets so as to ensure the appropriate incorporation of maintenance contract costs, administrative expenses, material costs, capital costs, and other incidental district budget fees in achieving maximum cost -to -benefit equity. MuniFinancial can also help to see that adequate and appropriate fund balances are identified. 4. Maintain and update a parcel levy database using the parcel information from various sources. As new data becomes available, MuniFinancial will continue to update the levy database each year. Additionally, we will enhance the data through parcel research using updated secured roll information, Count, Assessor maps, various third -party resources, and specific information provided by the City. Updates to the database will include those necessitated by the addition and/or removal of parcels, land subdivisions and merges, and adjusted benefit unit information. This database will then become the source for the calculation of the annual district assessments. Based upon their assigned benefit, our MuniMagicTM software will be used to calculate the annual assessments for the districts' parcels. Draft the necessary resolutions to be adopted, along with the annual levy of assessments, by utilizing, as a template, resolutions previously adopted by the City for the annual levy process. Furthermore, if requested, we will assist City staff in the preparation of staff reports. Based on current legislation, any recommended changes to the resolutions will be identified and discussed with the City. The City of Seal Beach acknowledges that the City's legal counsel will review all resolutions for form and content. 6. Attend, in addition to the annual kickoff meeting, up to two (2) City meetings, public hearings and/or staff meetings. As requested by staff, MuniFinancial will also be available to answer questions. Typically, we attend the public hearing; but if requested, we will also attend an additional meeting to address budget issues with staff or to attend the meeting for adoption of the Resolution of Intention. MuniFinancial's staff time for these meetings is included in our fee proposal. However, based on actual costs incurred, travel expenses will be billed separately. 7. Prepare a single Engineer's Report that includes each of the districts to be assessed. This report will include the following items: • A general description of the districts that may include key historical facts and zone designations. • A description of the plans and specification for the improvements (for details, this may involve a reference to documents on file at the City). • An estimate of the costs of the improvements (budget for each district). MuniFinancial Page 7 City of Seal Beach • • Exhibit A • A description of the Method of Apportionment (assessment calculation) and discussion of benefits. • A diagram(s) of the districts (provided by the City). • An assessment of the estimated cost to each parcel. • An affidavit stating that a professional engineer has prepared the report. 8. Provide the City with two (2) bound copies of the full Engineer's Report, including the collection roll (one [1] for the City clerk, and one [1] for the City staff); plus one (1) unbound copy of the Engineer's Report for staff to reproduce when needed. Provide assessment amounts for each parcel by Assessor's Parcel Number to the County Auditor/Controller's Office in the media, format, and configuration required by the County for placement on the annual property tax roll. 10. Coordinate the assessment roll delivery, the resolutions ordering the levy, and the collection of assessments and other necessary information to the County Auditor/Controller's Office. 11. Research the exceptions (upon receipt of a parcel exceptions list from the County), update parcel number changes, and report the revised parcels and updated levy amounts to the County. As necessary, MuniFinancial will prepare additional County -required correspondences for City staff that relate to the submittal, correction, or removal of assessments to the County tax roll. 12. Provide the City with a levy summary report comparing budget amounts to the actual applied levy. This levy summary will include a description of the reasons for any significant variances between the amounts budgeted, and the amounts actually applied to the County tax roll. 13. Act as primary contact (at the discretion of the City) to answer property owner questions regarding the districts and assessments. MuniFinancial typically provides the County our toll-free telephone number for inclusion on the tax bills for property owners to call with questions. 14. Prepare and mail invoices (handbills), at the City's request, to all property owners whose proposed annual assessment for their parcel could not be applied to the County tax roll (parcels for which the County does not generate a tax bill). These invoices would provided in two (2) installments similar to the County tax bills and would be payable directly to the City. MuniFinancial proposes to perform the following services for the City's Community Facilities and Assessment Districts: 1. Maintain up-to-date Assessor parcel maps; and periodically update an electronic database containing parcel -basis data, as it relates to the information, in accordance with the calculation dictated in the Special Tax Rate and Method of Apportionment. 2. Update, when necessary, the annual Special Tax/Assessment levy amounts by Assessor's Parcel Number prior to enrollment of the annual levy. 3. Annually calculate and apportion the Special Taxes/Assessments, as specified by the Rate and Method of Apportionment of Special Tax and the Assessment Engineer's Report. 4. Prepare, if necessary, an annual resolution that establishes the budget for the fiscal year and application of the Special Tax to be submitted to the County, including the Special Tax summary for the fiscal year. MuniFinancial Page 8 City of Seal Beach • 0 Exhibit A 5. Provide Special Tax/Assessment levies for each parcel by Assessor's Parcel Number to the County Auditor/Controller's Office in the media, format, and configuration required by the County for placement on the annual property tax roll. 6. Research parcel exceptions provided by the County and, if possible, resubmit installment amounts that are unapplied by the County Auditor/ Controller's Office. MuniFinancial will manually invoice Special Tax/Assessment installments that cannot be collected on the County property tax roll on behalf of the City. 7. Provide a toll-free number to field inquiries from City staff, property owners, and other interested parties regarding Special Taff/Assessment installments and related information. 8. The fees (see "Cost Proposal" section) for the following services are paid by the requesting party and may be charged to a credit card; there is no charge to property owners and/or to the City: • Calculate written prepayment quotes for individual Special Tax/Assessment liens, as described in the Rate and Method of Apportionment of Special Tax or in the Assessment Engineer's Report. For parcels prepaying the Special Tax/Assessment lien, MuniFinancial will obtain recordation information for prepaid tax/assessment liens and coordinate the Release of Lien. • Prepare "Notice of Special Tax" as required by the California Gor)errrnlerrt Code, Sections 53340.2(b) and 53341.5, as amended. • Prepare "Notice of Special Assessment" as required by Section 3114 of the Streets and Highways, as amended. 9. Perform required bond call spreads, and coordinate the early redemption of outstanding bonds. Additional efforts needed to complete bond calls, such as cash flow certificates, special analyses and/or atypical spread calculations, shall be charged hourly using our then -current hourly rates (see "Additional Services" section). 10. Prepare an Annual Special Tax/Assessment Levy report. 11. Monitor delinquencies each February and May, and submit periodic delinquency reports to the City. 12. Provide an annual report to the California Debt and Investment Advisory Commission (CDIAC) by October 30, if required by the California Gooernnrerrt Corte, Section 53359.5(b), as amended. 13. Provide a report to the County Assessor's Office each year, as required by Revenue and Taxation Code 163. 14. Assist the City in the filing of a report with its governing body each year to comply with legislation approved in 2001 that enforces additional reporting requirements. This annual filing shall meet with regulations imposed by the California Gowninserrt Code, Section 50075.3 (a) & (b), and/or Section 53411 (a) & (b), as amended (Senate Bill 165). 15. Be available to attend meetings. Should the City of Sea] Beach desire, MuniFinancial can also provide assistance and advice on ongoing Disclosure matters. In connection with the City's outstanding debt financings, MuniFinancial can provide guidance and direction to the City in preparing Disclosure reports. MuniFinancial would help the City provide required financial and operating data requested by investors that would, otherwise, be considered material in keeping securities holders informed of the investment quality of the debt issue. MuniFinancial would also assist the City in responding to questions from investors and other market participants. MuniFinancial Page 9 City of Seal Beach 0 • Exhibit A In addition, MuniFinancial can assist the City with respect to new debt issues in developing reporting requirements for the Disclosure documents for compliance with relevant requirements, and meet the demands for information from the marketplace. Annual Financial Information Statement Preparation With respect to the preparation of the Annual Financial information Statement, MuniFinancial would provide one or all of the following services, as directed by the City: 15. Review pertinent documents relating to the debt issue, including the official statement, financial statements, and annual reports. 16. Collect third -party data and other information required to be included in the Annual Financial Information Statement directly from Trustees, fiscal agents, state and county agencies, and others, as applicable. 17. Analyze the information for accuracy, materiality, and appropriateness. 18. Provide advice and direction on inclusion and presentation of the information in the Annual Financial Information Statement. 19. Create a draft of the Annual Financial Information Statement for review by the City. 20. Discuss any relevant issues with the City regarding the report, and address questions the City may have regarding Disclosure matters. 21. Finalize and disseminate the Annual Financial Information Statement, including as necessary, arranging for electronic and paper reproduction and distribution. Dissemination MuniFinancial can disseminate the Disclosure reports to each Nationally Recognized Municipal Securities Information Repository (NRIVISIR), the Municipal Securities Rulemaking Board (1\1SRB) (if applicable), the appropriate State Information Depository (SID), and any other party as directed by the City. MuniFinancial can also post the final Disclosure reports on the MuniFinancial Website at «%vw.muni.com. In addition, MuniFinancial would also assist the City when requests for information are received, and respond to questions from investors and other market participants. Significant Event Notices Upon notification by the City and/or if MuniFinancial becomes aware, and if deemed to be material, MuniFinancial would prepare Notices of Significant Events covering events enumerated in Rule 15c2 -12(b) for review by the City. In order to assure that the City of Seal Beach complies with its foreclosure covenant to bondholders for the district, MuniFinancial can provide the following Delinquency Management services: 1. Monitor delinquent tax bill payments in December and April of each year. 2. Provide delinquency reports to the City in January and May. 3. Send a delinquency reminder letter after the first installment of the tax bill becomes delinquent. 4. Send a 30 -day delinquency demand letter after the second installment of the tax bill becomes delinquent. Each demand letter will include a brochure providing answers to commonly asked questions concerning delinquencies. MuniFinancial Page 10 City of Seal Beach 0 • Exhibit A 5. Remove the delinquent installments of special assessments/ taxes for the current and/or prior tax year(s) from the County tax roll. Such removal will comply with SB 1471. 6. Send a final 21 -day delinquency foreclosure letter to each delinquent property owner after confirmation from the County for the removal of the delinquent special assessments/ taxes. Foreclosure letters shall contain a brochure providing answers to frequently asked questions regarding delinquencies and judicial foreclosures. 7. Send those parcels, whose special assessments/taxes continue to remain delinquent after twenty-one (21) days from the mailing of foreclosure letters, to the foreclosure attorney for collection of the delinquent special assessments, applicable penalties, interest, fees, and other authorized costs. The City -retained foreclosure counsel will collect these fees. 8. Provide a toll-free telephone number at MuniFinancial to field inquiries from staff, parcel owners, lenders, and other interested parties concerning annual installments and delinquencies throughout the entire Delinquency Management/ foreclosure process. 9. Assist foreclosure counsel to initiate judicial foreclosure proceedings; and in accordance with bond foreclosure covenants, prosecute those parcels sent to foreclosure. 10. Provide, upon request, payoff quotes for all interested parties for stripped delinquent assessment installments. Fees for this service are paid by the requesting party and may be charged to a credit card; there is no charge to the City. Subsequent Foreclosure Services Once the delinquent assessments/taxes have been forwarded to judicial foreclosure counsel, MuniFinancial would, upon request, provide the following services: 1. Prepare and forward a detailed report of the parcels to be foreclosed to foreclosure counsel. 2. Provide foreclosure counsel with the necessary resolutions and other documents to proceed with the judicial foreclosure process. 3. Keep the City and foreclosure counsel apprised of special arising situations of which we become aware, such as bankruptcies of parcel owners, tax foreclosure sales, Deed of Trust "Trustee" foreclosure sales, and so forth. 4. Provide foreclosure counsel with "subsequent year" delinquency information consisting of any installments/years that become delinquent on parcels already in foreclosure. 5. Generally respond to inquiries from City staff and foreclosure counsel regarding the status of a foreclosure action and other relevant information. Additional Services Offered MuniFinancial can, at the discretion and approval of the City, negotiate a repayment schedule (payment plan) with property owner(s) to cure the delinquency and avoid initiation of judicial foreclosure. In connection with Arbitrage Rebate Compliance Services, MuniFinancial could also perform the following tasks, as directed by the City: 1. Review pertinent documents relating to the subject financings to identify relevant exemptions, exceptions, elections, and yield restrictions. MuniFinancial Page 11 City of Seal Beach 0 0 Exhibit A 2. Load the subject bond issues into our online tracking system, which is made available for viewing via our Website. 3. Third -party data, and other statistical, financial, and cash flow information required for the reports will be collected. 4. Review all regulatory provisions; whereby, a comprehensive rebate report is produced. 5. Complete and sent all IRS forms with filing instructions to the City. 6. Engage, upon request, the services of tax counsel; whereby, an independent legal opinion shall be rendered. 7. Keep abreast of enforcement actions and changes to codes/regulations that affect Arbitrage compliance requirements. 8. Assist the City in the event of a rebate calculation audit. 9. Consult, upon request, with respect to the structuring of new bond issues and other matters that will affect any eventual Arbitrage liability. MuniFinancial will rely on being able to obtain the following information from the City of Seal Beach: • Annual information related to fund balances for the district. • The budget summary to be incorporated into the annual resolution establishing the budget and Special Tax rates for the district. • Information regarding land subdivision, issuance of building permits and/or certificates of occupancy (as required by the City of Seal Beach). Although MuniFinancial will annually research information, it may still be necessary to obtain additional assistance from the City. • Current development plan/tentative maps and annual changes, modifications or updates, if necessary. • Official Statement. • Tax Certificate (Arbitrage Certificate, Non -Arbitrage Certificate). • IRS Form 8038-G (governmental) or Form 8038 (private activity). • Escrow Verification (refunding issues only). • Cash/Asset and Investment Activity Statements (or internal records of expenditure and earnings activity). MuniFinancial will also rely on being able to obtain certain financial and operating information to perform the necessary due diligence on the bonds. This information will include, but may not be limited to, the following information from the City of Seal Beach: • The City's Adopted Budget • The City's Audited Financial Statements, • The Redevelopment Agency's Audited Financial Statements, • The Redevelopment Agency's State Controller's Report, and • Current balances on funds held at the City. The City of Seal Beach acknowledges that MuniFinancial shall be relying upon the accuracy of the information provided by the City or their designees and that MuniFinancial shall not be liable for any inaccuracies contained therein. MuniFinancial Page 12 City of Seal Beach • COST PROPOSAL Exhibit B L� The fees below reflect the completion of the tasks outlined in the scope of services. These fees and rates are subject to increase, which will not exceed the most recent annual change in the Consumer Price Index (CPI) within the applicable areas, as calculated by the United States Department of Labor. Any substantial variation in number may cause a change in our fee structure. As the work progresses, these fees are payable on a monthly basis. * The requestingparty pays for fees for this service. There is no charge to property owners and/or to the City of Seal Beach. Street Lighting District No. 1 9,500 Community Facilities District 2002-01 (Heron Pointe) 4,500 Pacific Gateway Community Facilities District 4,500 Surfside Colony Reassessment District No. 2000-1 4,500 Community Facilities District 2002-02 (Seal Beach Blvd/Lampson Avenue) 3,500 Payoff Quote* (Per Request): Community Facilities Districts 350 Assessment Districts 150 * The requestingparty pays for fees for this service. There is no charge to property owners and/or to the City of Seal Beach. Significant Event Notice Preparation (If necessary) Hourly Rates MuniFinancial Page 13 City of Seal Beach Community Facilities District 2002-01 1,000 Waived (Heron Pointe) Pacific Gateway Community Facilities District 1,000 Waived Surfside Colony Reassessment District No. 2000-1 1,000 Waived Significant Event Notice Preparation (If necessary) Hourly Rates MuniFinancial Page 13 City of Seal Beach • 0 Exhibit B As the service is rendered, the following fees are invoiced to the City. They are ultimately paid by, or on behalf of, the delinquent property owners. (I) This fee is waived for the property owner (except for escrow purposes) or for the City of Seal Beach. This fee complies with Section 8833 of the California Streets and Highways Code and/or Section 53356.2 of the California Government Code, which requires recording of a Notice of Intent to Remove Delinquent Special Assessments and/or Special Taxes from the County tax roll. It DOES NOT include the County tax roll removal charge, or similar fee, if any. MuniFinancial reserves the right to review all official bond documents before any bid is binding. If any fee adjustments are needed after our review, MuniFinancial will notify and gain prior approval from the City before engaging in said calculation. 9MMMMM MOM Fees Ultimately Reimbursed to Agency by Property Owner: Delinquency Reminder Letter $ 15 Delinquency Demand Letter 45 Foreclosure Letter 65 Effect Removal from Tax Roll and Record Subsequent Notice of Satisfaction 110 Payment Plan 200 Subsequent Foreclosure Services 100-300 Fees Paid Directly to MuniFinancial by Requestor: Delinquency Demand Payoff n> $ 50 Zero Demand (1) 50 (I) This fee is waived for the property owner (except for escrow purposes) or for the City of Seal Beach. This fee complies with Section 8833 of the California Streets and Highways Code and/or Section 53356.2 of the California Government Code, which requires recording of a Notice of Intent to Remove Delinquent Special Assessments and/or Special Taxes from the County tax roll. It DOES NOT include the County tax roll removal charge, or similar fee, if any. MuniFinancial reserves the right to review all official bond documents before any bid is binding. If any fee adjustments are needed after our review, MuniFinancial will notify and gain prior approval from the City before engaging in said calculation. 9MMMMM HMM MM Community Facilities District 2002-01 TBD Annual 1,250 (Heron Pointe) Pacific Gateway Community Facilities District TBD Annual 1,250 MuniFinancial Page 14 City of Seal Beach 0 0 Exhibit B am HT Comm NUW*T &W= Setup Fee (One-time Charge) $ 500 Transferred Proceeds Analysis (Per Bond Year) 250 Commingled Funds Analysis (Per Bond Year) 250 Preparation of IRS Payment Form 8038T No Charge Request for Refund of Overpayment No Charge IRS Audit Assistance Hourly Rates MuniFinancial will be reimbursed for out-of-pocket expenses. Examples of reimbursable expenses include, but are not limited to: postage, travel expenses, mileage (currently 48.5¢ per mile), maps, electronic data provided from the County and/or other applicable resources, and copying (currently 6¢ per copy). Any additional expense for reports or from outside services will be billed to the City. Charges for meeting and consulting with counsel, the city, or other parties regarding services not listed in the scope of work above will be at our then -current hourly rates (see the "Additional Services" section). In the event that a third party requests any documents, MuniFinancial may charge said party for providing such documents in accordance with MuniFinancial's applicable rate schedule. Hourly Rates Upon the City's request for MuniFinancial to perform any additional services, MuniFinancial will provide a separate written cost estimate for the City's authorization. Cost estimates for additional services are based on our then -current hourly rates, which are as follows: MuniFinancial Page is City of Seal Beach a Division Manager $ 180 Principal Consultant 145 Senior Project Manager 125 Project Manager 105 Senior Project Analyst 95 Senior Analyst 85 Analyst 75 Analyst Assistant 65 Property Owner Service Representative 50 Support Staff 45 MuniFinancial Page is City of Seal Beach 0 0 Exhibit A In addition, MuniFinancial can assist the City with respect to new debt issues in developing reporting requirements for the Disclosure documents for compliance with relevant requirements, and meet the demands for information from the marketplace. Annual Financial Information Statement Preparation With respect to the preparation of the Annual Financial Information Statement, MuniFinancial would provide one or all of the following services, as directed by the City: 15. Review pertinent documents relating to the debt issue, including the official statement, financial statements, and annual reports. 16. Collect third -party data and other information required to be included in the Annual Financial Information Statement directly from Trustees, fiscal agents, state and county agencies, and others, as applicable. 17. Analyze the information for accuracy, materialit', and appropriateness. 18. provide advice and direction on inclusion and presentation of the information in the Annual Financial Information Statement. 19. Create a draft of the Annual Financial Information Statement for review by the City. 20. Discuss any relevant issues with the City regarding the report, and address questions the City may have regarding Disclosure matters. 21. Finalize and disseminate the Annual Financial Information Statement, including as ncccssaw, arranging for electronic and paper reproduction and distribution. Dissemination \IuniFinancial can disseminate the Disclosure reports to each Nationally Recognized Municipal Securities Information Repository (NRDISIR), the Municipal Securities Rulemaking Board (MSRB) (if applicable), the appropriate State Information Depository (SID), and any other party as directed by the City. NIuniFinancial can also post the final Disclosure reports on the MuniFinancial Website at www.muni.com. In addition, MuniFinancial would also assist the City when requests for information are received, and respond to questions from investors and other market participants. Significant Event Notices Upon notification by the City and/or if MuniFinancial becomes aware, and if deemed to be material, 1N'luniFinancial would prepare Notices of Significant Events covering events enumerated in Rule 15c2 -12(b) for review by the City. In order to assure that the City of Seal Beach complies with its foreclosure covenant to bondholders for the district, MuniFinancial can provide the following Delinquency 'Management sen -ices: 1. Monitor delinquent tax bill payments in December and April of each year. 2. provide delinquency reports to the City in Jarman, and May. 3. Send a dcbnquencv reminder letter after the first installment of the tax bill becomes delinquent. 4. Send a 30 -dap delinquency demand letter after the second installment of the tax bill becomes delinquent. Each demand letter will include a brochure providing answers to commonly asked questions concerning delinquencies. MuniFinandal Page 10 City of Seal Beach 9 0 Exhibit A 5. Remove the delinquent installments of special assessments/taxes for the current and/or prior tax year(s) from the County tax roll. Such removal will comply with SB 1471. 6. Send a final 21 -da'= delinquent' foreclosure letter to each delinquent property owner after confirmation from the County for the removal of the delinquent special assessments/taxes. Foreclosure letters shall contain a brochure providing answers to frequently asked questions regarding delinquencies and judicial foreclosures. 7. Send those parcels, whose special assessments/taxes continue to remain delinquent after t wenn-one (21) days from the mailing of foreclosure letters, to the foreclosure attorney for collection of the delinquent special assessments, applicable penalties, interest, fees, and other authorized costs. The City -retained foreclosure counsel will collect these fees. 8. Provide a toll-free telephone number at MuniFinancial to field inquiries from staff, parcel owners, lenders, and other interested parties concerning annual installments and delinquencies throughout the entire Dehnquenc' Management/ foreclosure process. 9. Assist foreclosure counsel to initiate judicial foreclosure proceedings; and in accordance with bond foreclosure covenants, prosecute those parcels sent to foreclosure. 10. Provide, upon request, payoff quotes for all interested parties for stripped delinquent assessment installments. Fees for this service are paid by the requesting party and may be charged to a credit card; there is no charge to the City. Subsequent Foreclosure Services Once the delinquent assessments/taxes have been forwarded to judicial foreclosure counsel, DluniFinancial would, upon request, provide the following services: 1. Prepare and forward a detailed report of the parcels to be foreclosed to foreclosure counsel. 2. Provide foreclosure counsel with the necessary resolutions and other documents to proceed with the judicial foreclosure process. 3. Keep the City and foreclosure counsel apprised of special arising situations of which we become aware, such as bankruptcies of parcel owners, tax foreclosure sales, Deed of Trust "Trustee" foreclosure sales, and so forth. 4. Provide foreclosure counsel with "subsequent year" delinquency information consisting of ami installments/years that become delinquent on parcels already in foreclosure. 5. Generally respond to inquiries from City staff and foreclosure counsel regarding the status of a foreclosure action and other relevant information. Additional Services Offered MuniFinancial can, at the discretion and approval of the City, negotiate a repayment schedule (payment plan) with property owner(s) to cure the delinquency and avoid initiation of judicial foreclosure. In connection with Arbitrage Rebate Compliance Ser -ices, MuniFinancial could also perform the following tasks, as directed by the City: 1. Review pertinent documents relating to the subject financings to identify relevant exemptions, exceptions, elections, and yield restrictions. MuniFinancial Page 11 City of Seal Beach 0 0 Exhibit A 2. Load the subject bond issues into our online tracking system, which is made available for viewing via our Website. 3. Third -party data, and other statistical, financial, and cash flow information required for the reports xvill be collected. 4. Rcvicw all regulatory provisions; whereby, a comprehensive rebate report is produced. 5. Complete and sent all IRS forms with filing instructions to the City. 6. Engage, upon request, the services of tax counsel; whereby, an independent legal opinion shall be rendered. 7. Keep abreast of enforcement actions and changes to codes/regulations that affect Arbitrage compliance requirements. 8. Assist the Cm- in the event of a rebate calculation audit. 9. Consult, upon request, with respect to the structuring of new bond issues and other matters that will affect any eventual Arbitrage liability. MuniFinancial will rely on being able to obtain the following information from the City of Seal Beach: • Annual information related to fund balances for the district. • The budget summary to be incorporated into the annual resolution establishing the budget and Special Tax rates for the district. • Information regarding land subdivision, issuance of building permits and/or certificates of occupancy (as required by the City of Seal Beach). Although MuniFinancial will annually research information, it may still be necessan. to obtain additional assistance from the Cine. • Current development plan/tentative maps and annual changes, modifications or updates, if necessary. • Official Statement. • Tax Certificate (Arbitrage Certificate, Non -Arbitrage Certificate). • IRS Form 8038-G (governmental) or Foran 8038 (private activity). • Escrow Verification (refunding issues only). • Cash/Asset and Investment Activity Statements (or internal records of expenditure and earnings activity). MuniFinancial will also rely on being able to obtain certain financial and operating information to perform the necessary due diligence on the bonds. This information will include, but may not be limited to, the following information from the City of Seal Beach: • The City's Adopted Budget • The Cirv's Audited Financial Statements, • The Redevelopment Agency's audited Financial Statements, • The Redevelopment Agency's State Controller's Report, and • Current balances on funds held at the Cite. The City of Seal Beach acknowledges that NfuniFinancial shall be relying upon the accuracy of the information provided by the City or their designees and that MuniFinancial shall not be liable for any inaccuracies contained therein. MuniFinancial Page 12 City of Seal Beach 0 COST PROPOSAL Exhibit B E The fees below reflect the completion of the tasks outlined in the scope of services. These fees and rates are subject to increase, which will not exceed the most recent annual change in the Consumer Price Index (CPI) within the applicable areas, as calculated by the United States Department of Labor. Am substantial variation in number tnav cause a change in our fee structure. As the work progresses, these fees arc payable on a monthlybasis. District Fee Street Lighting District No. 1 S 9,500 Communitv Facilities District 2002-01 (Heron Pointe) 4,500 Pacific Gateway Community Facilities District 4,500 Surfside Colony Reassessment District No. 2000-1 4,500 Community Facilities District 2002-02 (Seal Beach B1vd/Lampson Avenue) 3,500 Payoff Quote* (Per Request): Community Facilities Districts S 350 Assessment Districts 150 * The requestingpartypaysfor fees for this sen4ce.Thereisnochargetopropertyowners and/or to the City of Seal Beach. Debt Issue(s) Annual Report Annual Preparation Fee Dissemination Fee Community Facilities District 2002-01 $ 1,000 Waived ( Pointe) Pacific Gateway Community Facilities District 1,000 Waived Surfside Colon}' Reassessment District No. 2000-1 1,000 Waived Significant Event Notice Preparation (If necessary) Hourly Rates MuniFinancial Page 13 City of Seal Beach 0 0 Exhibit B As the service is rendered, the following fees are invoiced to the City. They are ultimately paid by, or on behalf of, the delinquent property owners. Services Communiry Facilities District 2002-01 Fees Ultimately Reimbursed to Agency by Property Owner: Dehnquency Reminder Letter $ 15 Delinquency Demand Letter 45 Foreclosure Letter 65 Effect Removal from Tax Roll and Record Subsequent Notice of Satisfaction 110 Payment Plan 200 Subsequent Foreclosure Services 100-300 Fees Paid Directly to MuniFinancial by Requestor: Delinquencv Demand Payoff tti S 50 Zero Demand (1) 50 (1) This fee is waived for the property owner (exce t for escrow purposes) or for the City of Seal Beach. This fee complies with Section 8833 of the California Streets and Highways Code and/or Section 53356.2 of the California Government Code, which requires recording of a Notice of Intent to Remove Delinquent Special Assessments and/or Special Taxes from the County tax roll. It DOES NOT include the County tax roll removal charge, or similar fee, if any. AluniFinancial reserves the right to review all official bond documents before any bid is bntding. If anv fee adjustments are needed after our review, MuniFinancial will notifi and gain prior approval from the Ciro before engaging in said calculation. • Communiry Facilities District 2002-01 TIM Annual S 1,250 (Heron Pointe) Pacific Gateway Communi v Facilities District TBD Annual 1,250 MuniFinancial Page 14 City of Seal Bcach 0 • Exhibit B AdditionalDescription of , Division Manager Setup Fee (One-time Charge) S 500 Transferred Proceeds Analysis (Per Bond Year) 250 Commingled Funds Analysis (Per Bond Year) 250 Preparation of IRS Payment Form 8038T No Charge Request for Refimd of Overpa�unent No Charge IRS Audit Assistance Hourh Rates NluniFinancial will be reimbursed for out-of-pocket expenses. Examples of reimbursable expenses include, but arc not limited to: postage, travel expenses, mileage (currently 48.5e per mile), snaps, electronic data provided from the County and/or other applicable resources, and copying (currenthy 6c per copy). Any additional expense for reports or from outside services will be billed to the City. Charges for meeting and consulting with counsel, the city, or other parties regarding services not listed in the scope of work above will be at our then -current hourly rates (see the "Additional Services" section). In the event that a third party requests an)' documents, MuniFinancial may charge said party for providing such documents in accordance with N-IuniFinancial's applicable rate schedule. Hourly Rates Upon the City's request for 1\4uniFinancial to perforin any additional services, NluniFinancial will provide a separate written cost estimate for the Cit v's authorization. Cost estimates for additional services are based on our then -current hourly rates, which are as follows: MuniFinancial Page 15 City of Seal Reach Division Manager S 180 Principal Consultant 145 Senior Project Nlanager 125 Project Manager 105 Senior Project Analyst 95 Senior Analvst 85 Analyst 75 Analyst Assistant 65 Property Owner Service Representative 50 Support Staff 45 MuniFinancial Page 15 City of Seal Reach r� u Exhibit A SCOPE OF SERVICES 11 For administration of Street Lighting District No. 1, I'duniFinancial will 1. Schedule an annual kick-off meeting with Cit v staff to review the existing district information, and to identify and discuss possible changes to the districts for the upcoming fiscal year. Some topics of discussion will include budget issues, annexations, modification, or expansion of district improvements, as well as legislative changes that may impact the districts. 2. Prepare an annual levy timeline identifying key dates and timeframes for pertinent tasks throughout the levy process. This timeline will be reviewed and discussed with City staff and adjusted, as needed, to address the City's scheduling requirements or proposed changes to the districts. 3. Review the districts' budget provided by the City, and assist Ciry staff with accurate cost -recovery accounting. MuniFinancial will also assist City staff in the preparation and/or review of the annual district budgets so as to ensure the appropriate incorporation of maintenance contract costs, administrative expenses, material costs, capital costs, and other incidental district budget fees in achieving maximum cost -to -benefit equity. l-IuniFinancial can also help to see that adequate and appropriate fund balances are identified. 4. Maintain and update a parcel levy database using the parcel informarion from various sources. As new data becomes available, MuniFinancial will continue to update the levy database each near. Additionally, we will enhance the data through parcel research using updated secured roll information, County Assessor maps, various third -party resources, and specific information provided by the City. Updates to the database will include those necessitated by the addition and/or removal of parcels, land subdivisions and merges, and adjusted benefit uttit information. This database will then become the source for the calculation of the annual district assessments. Based upon their assigned benefit, our MuniMagicT " software will be used to calculate the annual assessments for the districts' parcels. 5. Draft the neccssary resolutions to be adopted, along with the annual levy of assessments, by utilizing, as a template, resolutions previously adopted by the Citv for the annual levy process. Furthermore, if requested, xve will assist City staff in the preparation of staff reports. Based on current legislation, any recommended changes to the resolutions will be identified and discussed with the City. The City of Seal Beach acknowledges that the City's legal counsel will review all resolutions for form and content. 6. Attend, in addition to the annual kickoff meeting, up to two (2) City meetings, public hearings and/or staff meetings. As requested by staff, Munil inancial will also be available to answer questions. Typically, we attend the public heating; but if requested, we will also attend an additional meeting to address budget issues with staff or to attend the meeting for adoption of the Resolution of Intention. NluniFinancial's staff time for these meetings is included in out fee proposal. However, based on actual costs incurred, travel expenses will be billed separately. 7. Prepare a single Engineer's Report that includes each of the districts to be assessed. This report will include the following items: • A general description of the districts that may include key historical facts and zone designations • A description of the plans and specification for the improvements (for details, this may involve a reference to documents on file at the City). • An estimate of the costs of the improvements (budget for each district). MuniFinancial Page 7 City of Seal Beach Exhibit A • A description of the Method of Apportionment (assessment calculation) and discussion of benefits. • A diagram(s) of the districts (provided by the City). • An assessment of the estimated cost to each parcel. • An affidavit stating that a professional engineer has prepared the report. S. Provide the City with two (2) bound copies of the full Engineer's Report, including the collection roll (one [I] for the City clerk, and one [1] for the City staff); plus one (1) unbound coPy of the Engineer's Report for staff to reproduce when needed. 9. Provide assessment amounts for each parcel by Assessor's Parcel Number to the County Auditor/Controller's Office in the media, format, and configuration required by the County for placement on the annual property tax roll. 10. Coordinate the assessment roll delivery, the resolutions ordering the levy, and the collection of assessments and other necessary information to the County Auditor/Controller's Office. 11. Research the exceptions (upon receipt of a parcel exceptions list from the County), update parcel number changes, and report the revised parcels and updated levv amounts to the County. As necessary, \MuniFinancial will prepare additional County -required correspondences for City staff that relate to the submittal, correction, or removal of assessments to the County* tax roll. 12. Provide the City with a levy summary report comparing budget amounts to the actual applied ley-. This leve summary will include a description of the reasons for anv significant variances between the amounts budgeted, and the amounts actually applied to the Counh, tax roll. 13. Act as primary contact (at the discretion of the City) to answer property owner questions regarding the districts and assessments. \IuniFinancial typically provides the County our toll-free telephone number for inclusion on the tax bills for property owners to call with questions. 14. Prepare and mail invoices (handbills), at the City's request, to all property owners whose proposed annual assessment for their parcel could not be applied to the Countv tax roll (parcels for which the County does not generate a tax bill). These invoices would provided in two (2) installinents similar to the County tax bills and would be payable directIv to the City. \IuniFinancial proposes to perform the following services for the City's Community Facilities and Assessment Districts: 1. AMaintain up-to-date Assessor parcel maps; and periodically update an electronic database containing parcel -basis data, as it relates to the information, in accordance with the calculation dictated in the Special Tax Rate and Method of Apportionment. 2. Update, when necessary, the annual Special Tax/Assessment levy amounts by Assessor's Parcel Number prior to enrollment of the annual leve. 3. Annually calculate and apportion the Special Taxes/Assessments, as specified by the Rate and Method of Apportionment of Spccial'1"ax and the Assessment Engineer's Report. 4. Prepare, if necessary, an annual resolution that establishes the budget for the fiscal year and application of the Special Tax robe submitted to the County, including the Special Tax summary for the fiscal year. MuniFinancial Page 8 City of Seal Beach 0 9 Exhibit A 5. Provide Special "lax/Assessment levies for each parcel by Assessor's Parcel Number to the County Auditor/Controller's Office in the media, format, and configuration required by the County for placement on the annual property tax roll. 6. Research parcel exceptions provided by the County and, if possible, resubmit installment amounts that are unapplied by the County Auditor/Controller's Office. MuniFinancial will manually invoice Special Tax/Assessment installments that cannot be collected on the County property tax roll on behalf of the City. 7. Provide a toll -fore number to field inquiries from City staff, property owners, and other interested parties regarding Special Tax/Assessment installments and related information. 8. The fees (see "Cost Proposal" section) for the following services are paid by the requesting parry and may be charged to a credit card; there is no charge to property owners and/or to the City: • Calculate written prepayment quotes for individual Special Tax/Assessment liens, as described in the Rate and \-Icthod of Apportionment of Special Tax or in the Assessment Engineer's Report. For parcels prepaying the Special Tax/Assessment lien, MuniFinancial will obtain recordation information for prepaid tax/assessment liens and coordinate the Release of Lien. • Prepare "Notice of Special Tax" as required by the California Gonernmenl Corte, Sections 53340.2(b) and 53341.5, as amended. Prepare "Notice of Special Assessment" as required by Section 3114 of the S11 -eel. and Highways, as amended. 9. Perform required bond call spreads, and coordinate the early redemption of outstanding bonds. Additional efforts needed to complete bond calls, such as cash flow certificates, special analyses and/or atypical spread calculations, shall be charged hourly using our then -current hourly rates (see "Additional Services" section). 10. Prepare an Annual Special Tax/Assessment Lett* report. 11. Monitor delinquencies each February and May, and submit periodic delinquency reports to the City. 12. Provide an annual report to the California Debt and Investment Advisory Commission (CDIAC) by October 30, if required by the California Gonernmenl Code, Section 53359.5(b), as amended. 13. Provide a report to the County Assessor's Office each year, as required by Revenue and Taxation Code 163. 14. Assist the City in the filing of a report with its governing body each year to comply with legislation approved in 2001 that enforces additional reporting requirements. This annual filing shall meet with regulations imposed by the Cahlornia Gonernmenl Code, Section 50075.3 (a) & (b), and/or Section 53411 (a) & (b), as amended (Senate Bill 165). 15. Be available to attend meetings. Should the City of Seal Beach desire, MuniFinancial can also provide assistance and advice on ongoing Disclosure matters. In connection with the City's outstanding debt financings, MuniFinancial can provide guidance and direction to the City in preparing Disclosure reports. MuniFinancial would help the City provide required financial and operating data requested by investors that would, otherwise, be considered material in keeping securities holders informed of the investment qualiq of the debt issue. MuniFinancial would also assist the Citv in responding to questions from investors and other market participants. MuniFinancial Page 9 City of Seal Beach