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Home My WebLink AboutA6288 - NBS GOVERNMENT Finance Group - FOR DISTRICT ADMINISTRATION, TAX ROLL BILLING AND RELATED SERVICES AMENDMENT NO. 8 TO AGREEMENT NO. 6288 TO NBS GOVERNMENT FINANCE GROUP FOR DISTRICT ADMINISTRATION, TAX ROLL BILLING AND RELATED SERVICES THIS EIGHTH AMENDMENT to the Contract Services Agreement No. 6288 for District Administration,Tax Roll Billing and Related Services is made and entered into on Agri i q ,2020 by and between the City of Palm Springs, a California charter city and municipar corporation (hereinafter referred to as the "City"), and NBS Government Finance Group (dba NBS), (hereinafter referred to as the "Consultant") collectively, the "Parties". RECITALS A. City and Consultant previously entered into a contract services agreement for District Administration, Tax Roll Billing and Related Services, which was made and entered into on November 13, 2012 (the"Agreement')for three years with two one-year renewal options through FY 16-17 in accordance with the schedule of fees set forth in Exhibit"A". B. Section 3.3,"Changes"allows for changes in the Scope of Services/Work via executed written Amendment. C. On February 9, 2015, the City and Consultant amended the Agreement(Amendment#1)to add Community Facilities District(CFD)annexation services for the remainder of the term of the agreement through FY 16-17. D. On August 1,2016,the City and Consultant amended the Agreement(Amendment#2)to add Community Facilities District (CFD) annexation services for the remainder of the term of the agreement through FY 16-17 pursuant to the Scope of Services and Schedule of Compensation in Exhibit A-2. E. City and Consultant amended the Agreement (Amendment #3) to extend the term of the agreement for one year through June 30, 2018, leaving all other terms of the agreement unchanged. F. City and Consultant amended the Agreement (Amendment #4) to extend the term of the agreement for one year through June 30, 2019, leaving all other terms of the agreement unchanged. G. On February 6, 2019, the City and Consultant amended the Agreement (Amendment#5)to add Feasibility Analysis (Bonded) for Indian Canyon Dr. and Garnet Ave. Sewer Infrastructure for the remainder of the term of the agreement through FY 18-19 and a portion of FY 19-20 pursuant to the scope of Services and Schedule of Compensation in Exhibit A-1. H. City and Consultant desire to amend the Agreement(Amendment#6)to extend the term of the agreement for one year through June 30, 2020, leaving all other terms of the agreement unchanged. I. City and Consultant desire to amend the Agreement (Amendment #7) to add Closeout Analysis Services for Assessment District Nos. 143, 146 and 159, as per the attached scope of services, leaving all other terms of the agreement unchanged. J. City and Consultant desire to amend the Agreement(Amendment#8)to extend the term of the agreement for one year through June 30, 2021, leaving all other terms of the agreement unchanged. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the Parties agree as follows: 1 AGREEMENT 1. Section 4.4 'Term" of the Agreement is hereby amended as follows: "Unless earlier terminated in accordance with Section 4.5 of this Agreement,this Agreement shall continue in full force and effect for a period of one fiscal year FY 2020-2021, ending on June 30, 2021 unless extended by mutual written agreement of the parties." [SIGNATURES ON NEXT PAGE] 2 IN WITNESS WHEREOF, the parties have executed this Amendment as of the dates stated below. ATTEST: "CITY" CITY OF PALM SPRINGS, CA. By r A y J. /Me' , it David H. Rea y, ' ri nager Date: S /70 Date: APPROVED AS TO FORM: By APPROVED BY CRY COUNCIL Jeffrey B linger, ity ttorney �40 kRS " 7-&-1 Date: ] 2�20Zd "CONSULTANT" NBS Government Finance G�roup_(dba NBS) Michael Ren er, Pr sident& CEO Date: _ 3 Flo y 3 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§118D A rotary public or other office conTb 6g*a csrOTic us veri5w only the idwrly of the edividu;sl%to sigied the docunedtowhidnthia cevutcow oaaached and not the tnahMne=accuracy.a valdiy of that document State of Ca9fomia ) Coumy of &a5 aC ) On 31`-A(a13a befcoome. �S(10EUs�- \T�1We I.1C�^I iry'J>� Date ` . Nara/atom Name and Title of fire Officer personally appeared µ�COAG - Name()of 97-*) who proved to me on the boais of rAdisfacory ohdamca to be the pe W) whose namers) isfare' =11rocmbed to the wittias inafrumend and acknowledged to me that haraheAhey executed the acme in hoAnerAMeraubtaizedcapacdy(laic{).and that hWherhMarafgnafure(aJ ontheirchumemltheperaom(dj. u Ure entity upon behalf of which the penson(Iacted,executed the untrumea 1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct STACEY M.TAYLOR WRNS and otTc 4es1. - 1vi. Notary Public-California > y. tee;{ � Riverside County S: Commission:2207546 Q g ' My Comm.Expires Jul 28.2021 .lure ofNa Public Plxe Np}sry Sea/Abots OP770MAL Though lhfs caption is optiorsar,completing gab infourraffoe can defer alteration c rUm document or fmudutentresttaduned of this farm to an unintended document Description of Attached Document Title or Type of Document Document Data Nunber of Pages Signe(s)Other Than Named Above- CapadWiea)Claimed by Signer(a) Signers Names Signers Name ❑Corporate Officer—Tdl*y ❑Corporate Officer—Tdfe(a)- ❑Partner— O Limited ❑General ❑Partner— O LJinifed ❑General ❑Individal ❑Attorney on Fact ❑InErn idual ❑Attorney in Fact ❑Tnm:tee ❑Guardian or Consevator ❑Trustee ❑Guardian or Oarcersotor ❑Other- ❑Other Signer la Repracenting: Signer Ia Repreaerding_ 02014 Natiord Nota yAaaopldan•w Nabo aWalmy rxg•1400.US NOTARY(1-81)D-87088M Itam S5W 4 AMENDMENT NO. 7 (A6288) TO NBS GOVERNMENT FINANCE GROUP FOR DISTRICT ADMINISTRATION, TAX ROLL BILLING AND RELATED SERVICES THIS SEVENTH AMENDMENT to the Contract Services Agreement No.6288 for District Adm inistration,Tax Roll Billing and Related Services is made and entered into on October 28, 2019 by and between the City of Palm Springs, a California charter city and municipal corporation (hereinafter referred to as the "City')., and NBS Government Finance Group (dba NBS), (hereinafter referred to as the"Consultant")collectively,the "Parties". RECITALS A. City and Consultant previously entered. into a -contract services agreement for District Administration, Tax Roll Billing and Related Services, which was made and entered into on November 13, 2012 (the "Agreement")for three years with two one-year renewal options through FY 16-17 in accordance with the schedule of fees set forth in Exhibit"A". B. Section 3.3,"Changes"allows for changes in the Scope of Services/Work via executed written Amendment. C. On February 9, 2015, the-City and Consultant amended the Agreement(Amendment#1)to add Community Facilities District(CFD)annexation services for the remainder of the term of the-agreement through FY 16-17.. D. On August 1,2016,the City and.Consultant amended the Agreement(Amendment#2)to add Community Facilities District (CFD) annexation services-for the remainder of-the term of the agreement through FY 16-17 pursuant to the Scope of Services and Schedule of Compensation in Exhibit A-2. E. 'City and-Consultant amended the Agreement (Amendment #3) to extend the term of the agreement for one year through June 30, 2018, leaving all other terms of the agreement unchanged. F. City and Consultant amended the Agreement (Amendment #4) to extend the term of the agreement for one year through June 30, 2019, leaving all other terms of the agreement unchanged. G. On February 6, 2019, the City and Consultant amended the Agreement (Amendment#5)to add Feasibility Analysis (Bonded) for Indian Canyon-Dr. and Garnet Ave. Sewer Infrastructure.for the remainder of the term of-the agreement through FY 18-19 and a portion of FY 19-20 pursuantto the scope of Services and Schedule of Compensation in Exhibit A-1. H. City and Consultant desire to amend.the Agreement(Amendment#6)to extend the term of the agreement for one year through June 30, 2020, leaving all other terms of the,agreement unchanged. I. City and Consultant desire to amend the Agreement (Amendment #7) to add Closeout Analysis Services for Assessment District Nos. 143,' 146 and 159, as per the attached scope of services, leaving all other terms of the agreement unchanged. NOW, THEREFORE; in consideration of the mutual promises.and covenants contained herein, the Parties agree as follows: AGREEMENT 1. Section 4.4 "Term" of the Agreement is hereby amended as follows: "Unless earlier terminated in accordance with Section 4.5 of this Agreement,this Agreement shall continue in full force and effect for a period of one fiscal year(FY 19-20), unless extended by mutual written agreement of the parties." [SIGNATURES ON NEXT PAGE] 2 IN WITNESS WHEREOF,the parties have executed this Amendment as of the dates stated below. ATTEST: "CITY'-' CITY OF PALM SPRINGS, CA. By B An y J. M pia, ity Cle& David H. Ready,Cit T Date: zo- 5 Date: v' APPROVED AS TO FORM: 2� AP ROVED BY CIiY COUNCIL J eff Ba A rfger, y Attorney Date: Aq^ 7 "CONSULTANT" NIBS Govern ent Finance Group (dba NBS) By: DUt� 4' a�{-C h0.M, VjcE (�51CtCrl� Date: /l///I i 1 3 4DNBS 32605 Temecula Parkway,Suite 100 Temecula,CA 92592 3 F Toll free:800.676.7516 ! t www.nbsgov.com October 28, 2019 Mr. Marcus Fuller Assistant City Manager/City Engineer City of Palm Springs 3200 E.Tahquitz Canyon Way Palm Springs, CA 92263 Subject: Scope and Fees to Provide Closeout Analysis Services for Assessment District-Nos:_ 143, 146 and 159- Dear Mr. Fuller, Below are our Scope of Services and Fees related,to Closeout Analysis services for the City of Palm Springs ("City") as referenced above. We look forward to continuing our professional relationship. Scope of Services This scope of services pertains to the Assessment District Nos..143, 146 and 159 ("District")within the City. The goal of the closeout analysis ("Project") is to identify any unused funds related to these Districts and then determine the appropriate disposition of such funds. Closeout Analysis J FUND DISPOSITION ANALYSIS NBS will perform an analysis of all remaining funds to determine their appropriate disposition in accordance with applicable laws, District documents, and City preferences. DELINQUENCIES 'NBS will verify the payment status for all District parcels against the County's records. NBS will prepare-a detailed delinquency report for the District. PARCEL LIST If it is determined that property owner refunds will be provided, NBS will compile a detailed list of parcels within the District.The list will include property owner names and mailing addresses as shown on the most recent secured roll.The list will.also include the lien amount for each parcel. If any parcels within the District do not have a lien amount assigned to them because they have been reconfigured or subdivided, additional work will be required to apportion the lien amounts to the new parcels.This apportionment work is described in the Apportionment of Liens section below, and is subject to additional fees.Any refunds will be processed by the City. helping communities fund tomorrow NOTICE OF COMPLETION NBS will prepare or obtain a Notice of Completion of Public Work for the improvements related to the District. CLOSEOUT REPORT NBS will prepare a detailed Closeout Analysis and Findings Report.The Report will provide a brief history of the District,the fund balances,the results of the Fund Disposition Analysis, a list of delinquencies,the requirements for fund disposition per the formation documents and applicable statutes, instructions for proper fund disposition, and the list of parcels and their refund amount if applicable. RESOLUTIONS NBS will prepare any resolutions necessary for the,closeout of the District. Apportionment of Liens (optional) If any parcels have been reconfigured or subdivided within the District, it may be necessary to apportion certain liens-in order to determine each parcel's proportionate share of any refund to be provided.After determining which, if any, parcels require an apportionment, NBS will perform the following: RESEARCH NBS will research historical and current Assessor's data including maps in order to determine the current parcel configuration in the District. APPORTIONMENT NBS will apportion a lien amount to each of the current parcels in accordance with the method of assessment for the District.The lien amount will be used to determine each parcel's proportionate share of any refund to be provided. REPORT INCLUSION NBS will use the apportioned lien amounts in the Refund Analysis and include them in the Closeout Analysis and Findings Report. Arbitrage Rebate (optional) To assist in compliance with the IRS Code and U.S.Treasury Regulations, NBS will provide the following services (if necessary)through the firm of BLX Group, LLC("BLX"),the premiere firm for the provision of these services. DOCUMENT REVIEW Pertinent documents of the issue will be reviewed including the Official Statement,Trust Indenture,Tax Certificate, and IRS form 8038-G to determine whether each District is subject to the rebate requirement and to identify what general and/or elective exceptions are available to each District. NBS City Palm Springs QCloseout Services Page 2 BOND YIELD Sources and uses of all proceeds will be identified to determine how the rebate requirement applies to each fund.A debt service schedule will be produced and the bond yield will be calculated and/or verified for each District. EXCESS EARNINGS Trust statements and/or City,accounting records will be utilized to create a cash.flow report for each fund. These reports will be used to identify all investment activity and interest earnings attributable to the funds. In addition,the arbitrage earnings on investment of funds subject to rebate will be calculated and the City's net rebate and/or penalty liability will be determined. INVESTMENT YIELD The investment yield will be calculated for each fund as a "reality check"to reaffirm the accuracy of the cash flow report.This measure not only ensures.the accuracy of the report but also is a useful tool when analyzing investment opportunities. REPORTS Reports will be prepared that summarize the rebate liability of each District, identify the methodology employed, computational assumptions, conclusions, and any recommended changes in record keeping and investment policies.All transactions will be-analyzed and every legally permissible avenue to minimize the . .rebate liability will be.explored. Outstanding proceeds subject to the rebate requirement as well as the instruments and yields of the investment vehicles utilized by each fund will be identified. FORM 8038-T NBS will coordinate the preparation and filing of the IRS Form 8038-T with any required payments. City's Responsibilities The City shall furnish NBS with any pertinent information that is available to the City and applicable to the project.The City shall designate a person to act with authority on its behalf with respect to the project.The City shall promptly respond to requests for review and approval of work prepared by NBS, and to requests for decisions related to the project. The City understands and agrees that NBS is entitled to rely upon all information and documents supplied to NBS by the City or any of its agents or contractors and other government sources or proxies thereof as being accurate and.correct,that NBS will have-no obligation to confirm that such information and documentation is correct,and that NBS will have no liability to the City or any third party if such information is not correct. It is.strongly recommended the City seek approval from the City's legal counsel prior.to proceeding.with any disposition of funds recommended in the Closeout Analysis and Findings Report. N BS" City Palm Springs Closeoo ut Services Page 3 ` � - Schedule of Compensation / Closeout Analysis Combined Consulting Fee for Three Districts.................................................................................... $1O,5O0 � Estimated Expenses (1)........................................................................................................................... $SU0 TotalNot tm Exceed..................................................................................................................$19,00W h1 See description of expenses below � - ' Apportionment of Liens (optional) 1915 Act Apportionments ` Part10.5 � Apportionment Fee..................................................... ---,----------..----.-------$1j8OO plus | ' _-- perparce Recording Fee..................... ........................................................................................................................AtCost Part 10 | ym addition tm fees shown am Part 10.GAbove Resolutions....................................................................................................................................................$SO0 Meeting Attendance.......................................................................................................Hourly, plus travel costs~**Reasonable and customary travel costs, osneeded / � Arbitrage l) ' The following fees are for typical bond issues and analysis required. If there are unusual issues or commingled funds,there could be additional fees.We will recommend strategies to minimize the effort and fees for this work. BASE FEES Commitment Fee (first report onk):..............................................................................................................$S0O ReportFee(per report): .............................................................................................................................$1,400 � ADDITIONAL SERVICE FEES � Computation Periods in Excess of 18 Months (per year):.............................................................................$250 Commingled Funds Analysis (as appropriate)...............................................................................................$35O Transferred Proceeds Analysis (as appropriate) ............,— .........................................................................$25O � VariableRate Is-sues............................................................................................................................. $2SO—SO0 � EXPENSES � ' Customary out-of-pocket expenses,will w� babi|ledtotheCityatactua| costtoNBSTheseexpenyeumay include, but notbelimited to, mailing fulfillment, postage, reproduction,telephone,travel, meals and various third-party charges for data, maps, and recording fees. � ADDITIONAL SERVICES ' The following table shows our current hourly rates.Additional services authorized by the City but not included in the scope of services will be billed at this-rate or the then applicable hourly rate. QNBSCloseout c�vofpaknsp,mu, 3emices Page ' Title Hourly Rate, Director $225 Associate Director $210 Senior Consultant/Manager $175 Consultant $155 Analyst $130 Clerical/Support $105 TERMS Consulting services will be invoiced on a monthly basis upon completion of task. Expenses will be itemized and included in the next regular invoice. If the project is prematurely terminated by either party, NBS shall receive payment for work completed. Payment shall be made within 30 days of submittal of an invoice. If payment is not received within 90 days simple interest will begin to accrue at the rate of 1.5% per month. Either party can cancel administration contracts with 30 days written notice. N BS City Palm Springs Closeoo ut Services Page 5 cA1F€9 mu ALL-PUFtposE WKNOWLEDGMEi T. CIVIL tODE§1189 rs< ax saa-<ac<.x<a`< :.;C�e,.dxx'xxsx�.xs,�»�a�amrm xa xataa.ae<.x<.a<a'., .,C�.fi x'x(xr n.x �.xr-trarro,rsaYaz»z sx rz� A na wy public&other office!cemp!aurg tftis:cartaroats veeifes m`y the idernhy of the individual whG signed the document to which thin cer 5=9 iv at mchsd,and not the trutltfulnecz,r=rracy,or vaF,s V of brat dDcurre rm loEate of Ca fomia• ] County,of C-wcb i(1�: ) On 0 0) 4 , �)y)-\ before rne,S)MC e -M`(l ct I 63fe y� Here Insert Name andTina of the Offncar, peraonslly appeared lVame(s)of Signers) Who proved to me on the tas�is of satisfactory. evidence.to be'the personj�,Ifwhaae namgfaL.I. subscribed to the virthin inatrurnent and acknowledged to;me ffiat.hefske,.Ahay executed the same in hisfherf#heir authorized capacr'"),and that by hizaterltheir signature;d)on the instrument the personA, ar the entity upon behalf of which the pemon(o acted,executed the instrument_ I certify under PENALTY OF PERJURY undanihe,lays of the State of Oafifamia that the foregoing paragraph is tn+e and correct STACEYM.TAYLOR vyfrNE, hand and affici aeaf: � NotaryPublic-California z Riverside County > l t A Commission»2207546 fig `v \ My Comm.Expires Jul 28.2021 3i rxstura o{ ry?afriic Plana Notary S&W Above OPHONM Though Phis seclrcn k opfionai,completfr g fhk:inforrnastian can.dater aftarabon of the document or Irsudufant resttschnwnt of this form to an unintended documenL liDeacription of Attached Document. Title or Type of Document Document Date: Number of Pages: Signers} Other Then Named Above: Capacity(ea}Clsimed by SignerN Signers Name: Signer's Name: ❑Carp-crate Officer--True(): ❑Corporate Officer—Tate{l: ❑Partner— ❑Limited ❑General ❑Partner— ❑Limited ❑Genera! ❑Individual ❑Attorney in Fact ❑Individual ❑Attorney in Fact ❑Trubtse ❑Guardian or Gonservator ❑Trvsfee ❑Guardian or Gonservstor ❑Other_ [I Other_ Signer_Is Representing: Signer A-- Representing:_ 02,014-Nationa]Notary-Asrociston•vrxw.Ns5onaINofary.org•.1-80(1--U3 NOTARY 0-1300-SM0132T) ttern 7T 4 • AMENDMENT NO. 6.(A6288) TO NBS GOVERNMENT FINANCE GROUP FOR DISTRICT ADMINISTRATION, TAX ROLL BILLING AND RELATED SERVICES THIS SIXTH AMENDMENT to the Contract Services Agreement No.6288 for District Administration,Tax Roll Billing and Related Services is made and entered into on July 1, 2019 by and between the City of Palm Springs, a California charter city and municipal corporation (hereinafter referred to as the "City"), and NBS Government Finance Group (dba NBS), (hereinafter referred to as the "Consultant") collectively, the "Parties". RECITALS A: City and Consultant previously entered into a contract services agreement for District Administration, Tax Roll Billing and Related Services, which was made and entered into on November 13, 2012 (the"Agreement")for three years with two one year renewal options through FY 16-17 in accordance with the schedule of fees set forth in Exhibit"A". B. Section 3.3, "Changes"allows for changes in the Scope of Services/Work via executed written Amendment. C. On February 9, 2015, the City and Consultant amended the Agreement(Amendment#1)to add Community Facilities District(CFD)annexation services for the remainder of the term of the agreement through FY 16-17. D. On August 1, 2016,the City and Consultant amended the Agreement(Amendment#2)to add Community Facilities District (CFD) annexation services for the remainder of the term of the agreement through FY 16-17 pursuant to the Scope of Services and Schedule of Compensation in Exhibit A-2. E. City and Consultant amended the Agreement (Amendment #3)to extend the term of the agreement for one year through June 30, 2018, leaving all other terms of the agreement unchanged. F. City and Consultant amended the Agreement (Amendment #4) to extend the term of the agreement for one year through June 30, 2019, leaving all other terms of the agreement unchanged. G. On February 6, 2019, the City and Consultant amended the Agreement(Amendment#5)to add Feasibility Analysis (Bonded) for Indian Canyon Dr. and Garnet Ave. Sewer Infrastructure for the remainder of the term of the agreement through FY 18-19 and a portion of FY 19-20 pursuant to the scope of Services and Schedule of Compensation in Exhibit A-1. H. City and Consultant desire to amend the Agreement(Amendment#6)to extend the term of the agreement for one year through June 30, 2020, leaving all other terms of the agreement unchanged. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the Parties agree as follows: AGREEMENT 1. Section 4.4 "Term" of the Agreement is hereby amended as follows: "Unless earlier terminated in accordance with Section 4.5 of this Agreement,this Agreement shall continue in full force and effect for a period of one fiscal year(FY 19-20),unless extended by mutual written agreement of the parties." [SIGNATURES ON NEXT PAGE] 1 IN WITNESS WHEREOF,the parties have executed this Amendment as of the dates stated below. ATTEST: "CITY" CITY OF PALM SPRINGS, CA. By B Ant . ny J. M ia, Cle David H. a y, City Manager r Date: ��5 ZGi `, Date: V\ APPROVED AS TO FORM: 75 By Je a n er, CoAttorney Date: CAS s - , 23(aj "CONSULTANT" NBS Government Finan Group (dba NBS) 4w,/By. f Michael en ner, rest en Date: APPROVED BY CITY COUNCIL 2 CALIFORNIA ALL:PURP6ISE ACKNOWLEDGMENT--. CIVIL CODE§1189 -'S^ � s:>�S6h Q= K Rf R`+C'.t �'d' l--\h+:-�.-Ys/SS�• ,••�-4C ff JG.2 '^ G'A'd' J h +b halmlA•fAr2baik abL a3M#bc A eratoy public oa othei alfrcar=rn4) ling this cerfcate verifies oriy the identity of the WitnW%tro signed the document to whir h this.certffx*w is stmehed,and not the Mditlnesa•racy;ee validity of*at document State of Oalifomia ) County �ooff Qw' lk Q,� Ora `r�—\ �; before me, tJl l Cal. 1 FC'1 _ ��1 T U l Jl�C Mde_ _rr Here lrrsert Name.and Trite of the Officer personally'appeared UC N 4_ _ I amep of signers) who proved to me on the, basis of sirtisfactory evidence-to be the person whose am4 islam- subscribed to the within instrument and acknowledged to me that hefsheAhey executed the same in hWhe;AWr authorized cap3city�[r�,and that by hfalharftheir sfgnafureAl on the instrument the personK. Br the entity upon behalf of which the•person( agad.executed the instrument l certify under PENALTY OF PERJURY under-the Iavra of the State of Calftmfa that the foregoing paragraph is true and oorre L STACEY M.TAYLOR NotaryPublic-California _ �'ITN��► d and affipisl z w Riverside County Commission#2207546 My Comm.Expires Jul 28,2021 Srg Siolftle of Atoky Pud>Frc Rfads Mafmy SaalAbova, OFWOAML Though&Ls sec€ton is optional,comp?af ngg fh is inforrmdan can deter attaration of Me.document or ftudrrlant reattachment of this form to an uninferhd d document Description ofi.Aitached Document Title or Type-of'Doaument Document Date: Nurnber of Pages` Signer(q) Other Than Named Above.' Cspacity[ies)Cla"rme by Signer(a)' Signers Name: Signer.'a Name: ❑Carpands Officer—TrHe(s): ❑'Corporsf36.Officer=Tdle(s): ❑Partner-[],Limited ❑General ❑Partner--❑Limited ❑General ❑Individual ❑Attorney In Fact 0 IndMdual ❑Attorney in Fact O Trustee ❑Guardian or Conservator ❑Trustes ❑Guardian or Conservator ❑Other_ p Other_ Signer Is Representing:- Signer Is Representing:_ &Ml4Ns5onJ NabuyAszocisbDd•wvrw.Natrorm Noti uy.org•'I-IQ(]-US NOTARY'V-BW-876-6627p Mm#59tf7 3 AMENDMENT NO. 5 TO NBS GOVERNMENT FINANCE GROUP,FOR FEASIBILITY ANALYSIS (BONDED) FOR IND,IAN CANYON DR. AND GARNET AVE. SEWER INFRASTRUCTURE (AGREEMENT NO. 6288) THIS FIFTH AMENDMENT to the Contract Services Agreement No. 6288 for feasibility analysis (bonded)for Indian Canyon Dr. and Garnet Ave. sewer infrastructure is made and entered into on 40L, 2019 by and between the City of Palm Springs, a California.charter city and municipal corporation (hereinafter referred to as the "City"), and NBS Government Finance Group (dba NBS), (hereinafter referred to as the "Consultant") collectively, the "Parties". RECITALS A. City and Consultant previously entered into a contract services agreement for District Administration, Tax Roll Billing and Related Services, which was made and entered into'on November 13, 2012 (the"Agreement")for three years with two one year renewal options through FY 16-17. B. Section 3.3, "Changes" allows for changes in the Scope of Services/Work via executed written Amendment. C. On February 9, 2015,the City and Consultant amended the Agreement(Amendment #1)to add Community Facilities District(CFD)annexation services for the remainder of the term of the agreement through FY 16-17. D. One August 1, 2016,the City and Consultant amended the Agreement(Amendment #2)to add Community Facilities District(CFD)annexation services for the remainder of the term of the agreement through FY 16-17 pursuant to the Scope of Services and Schedule of Compensation in Exhibit A-2. E. City and Consultant amended the Agreement(Amendment#3)to extend the term of the agreement for one year through June 30, 2018, leaving all other terms of the agreement unchanged. F. City and Consultant amended the Agreement(Amendment#4)to extend the term of the agreement for one year through June 30, 2019, leaving all other terms of the agreement unchanged. G. City and Consultant desire to amend the Agreement (Amendment #5) to add Feasibility Analysis (Bonded)for Indian Canyon Dr. and Garnet Ave. Sewer Infrastructure for the remainder of the term of the agreement through FY 18-19 and portion of FY 19-20 pursuant to the scope of Services and Schedule of Compensation in Exhibit A-1 NOW, THEREFORE, in consideration of the mutual promises and covenants contained 1 r herein, the Parties agree as follows: AGREEMENT SECTION 1. The true and correct recitals above are incorporated by this reference herein as the basis for this Fifth (5)Amendment. SECTION 2. Section 1.1 "Scope of Services"of the Agreement is hereby amended as follows: "In compliance with all terms and conditions of this Agreement, Consultant shall provide Feasibility Analysis (Bonded)for Indian Canyon Dr. and Garnet Ave. Sewer Infrastructure, to the City as described in the Scope of Services/Work attached to this Agreement as Exhibits "A-V and incorporated by reference (the "services" or."work"). Exhibit "A-V includes the agreed upon schedule of performance and the schedule of fees. Consultant warrants that all services and work shall be performed in a competent, professional, and satisfactory manner consistent with prevailing industry standards. In the event of any, inconsistency between the terms contained in the Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern." SECTION 3. Section 3.1 "Compensation of Consultant" of the Agreement is hereby amended as follows: "Consultant shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit "A-1". SECTION 4. Professional Services Agreement(A6288), unless specifically modified herein, shall continue in full force and effect. In the event of any conflict or inconsistency between the provisions of this Amendment No. 5 and any provisions of the Professional Services Agreement (A6288), the provisions of this Amendment No. 5 shall in all respects govern and control. SECTION 5. The persons executing this Amendment No. 5 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 Amendment No. 5 on behalf of said party, (iii)by so executing this Amendment No. 5, such party is formally bound to the provisions of this Amendment No. 5, and (iv)the entering into this Amendment No. 5 does not violate any provision of any other agreement to which said Party is bound. [SIGNATURES ON FOLLOWING PAGE] 2 IN WITNESS WHEREOF, the parties have executed this Amendment as of the dates stated below. ATTEST: "CITY" CITY OF PALM SPRINGS, CA. By By An y J. Meji , City. lerk 7David H. Ready, City Date: 1 a -Date: -+r 3o/1ij APPROVED AS TO FORM: APPF MIEDBYQ C00C'Y City Atto e Date: L,1 "CONSULTANT" N B S Government Finance Group (dba NBS) Date: Date:. Michael Rentner, President&CEO 3 _CALIFORNIA-ALL-PURPOSE ACKNOWLEDGMENT CI1f1L CODE g 1189 A notoy public Of other of eer comp3Siirg tfus cert5caut veriigs'mf fire identity of the'srdrwidual who signed the document to which this certitcate is att¢ctred,.and not the tnithiness'acseuacl or vafdty of that docimwTt State of-Oalifornia ) - Courrty of On l� 1 I before me. t Data J4w6 Insert Afame and TiHe of dm©hScar personally appeared M tl��tfl�� V%jLK. Nsme(s)of Sfgnsr(q) who proved to rice on the iris of sa3iafactory.evidence to-be the pemon(s) whooe name($'ialare- subscribed to the vfrthin instrument and acknowledged to me that helsFoedthey executed the same,in h6be,49wir authorized capacity(),and that-by his,'he~t signatuntW on the instrument the personv, oc the a t dy upon behalf of which the.perann?)acied,executed the instrument- 1 o pr iry under PENALTY OF PERJURY under the lawn of:the State of.CaFrlom[a that the foregoing paragraph is true and STACEY M.TAYLOR Notary Public-California z WITI�JE38 my and c ial Riverside County > Commission#2207546 My Comm.Expires Jul 28,2021 Sig .w r8 O t, Pubtia Place Notsry Sant Above, OP71ONAL Though-this secdon is optional completing itvs info nstion can deter stterstfan of the document or ffauGl r.Wit resttachmerd of this form to an unintended dacummL Description of Atfached Document. Tutfe.or Type of Document Document Date: Nusttbet of Page.: Signer(q) Other Than.Na ned Above= c¢gac iWee)CIa'rmed by Signer(a) Signer's Name_ Signer's Name: ❑Ccrponde Officer-Title(s): ❑Corpocats Officer:—TTIr e(a)_ ❑Partner- ❑Limited ❑General ❑Partner--❑_.Limited ❑General ❑Individual ❑Attorney in Fact ❑-Irodividual ❑AttonW In Fsct� ❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator. ❑Other. ❑Other_- Signer Is Reprecentiisg: Signer Is Representing: 0201+Nationl Nahuy.Pi_aaia5m--h'w'wr.Ns5ons1Ndwy_cxg.'.1400-US NOTARY 0-00-876-8927j _ftm #5W7 4 EXHIBIT A 1 4DNBS 32605 Temecula Parkway,Suite 100 Temecula,CA 92592 Toll free.:800.676.7516. www.nbsgov.com December 12, 2018 Mr. Marcus Fuller Assistant City Manager/City Engineer City of Palm Springs 3200 E.Tahquitz Canyon Way Palm Springs, CA 92263 Subject: Feasibility Analysis(Bonded)for Indian Canyon/Garnet Sewer Infrastructure Dear Mr. Fuller, Below are our Scope of Services and Fees related to Feasibility Analysis(Bonded) services for the City of Palm Springs ("City")as referenced above.We look forward to continuing our professional relationship. Scope of Services KICK-OFF MEETING,,PROJECT SCHEDULE NBS will meet with City staff and other interested parties to: • Establish lines of communication ® Clarify the specific project goals and criteria that will meet the City's preference • Identify and resolve any special circumstances regarding the use of various funding mechanisms • Develop project schedules to meet legal requirements and provide for effective interaction of all involved parties • Establish meeting dates consistent with schedule to achieve project milestones DATA COLLECTION NBS will gather and review data relevant to the project goals. Data will be obtained from various sources, including City records,Assessor's parcel maps, and County Assessor information. COST ESTIMATE NBS will work with the City to develop an estimate of projected costs to be used in calculating various scenarios for the Special Financing District(SFD) alternatives. SPECIAL FINANCING DISTRICT OPTIONS NBS will review the SFD options, providing pros and cons of each available option.Various preliminary rate scenarios will also be presented for the purpose of arriving at a conclusion as to which SFD is best suited for the project. (Note that the rate scenarios will not include a full general and special benefit,analysis that would be required should an Assessment District be selected.) helping communities fund tomorrow RESULTS AND RECOMMENDATION NBS will prepare a memo summarizing the data, recapping the SFD options and making a recommendation as to next steps required to determine the best path for the City to accomplish its goal. CITY'S RESPONSIBILITIES The City shall furnish Consultant with any pertinent information that is available to City and applicable to the Services.The City shall designate a person to act with authority on its behalf in respect to the Services. The City shall promptly respond to Consultant's requests for reviews and approvals of its work, and to its requests for decisions related to the Services. City understands and agrees that Consultant is entitled to rely on all information, data and documents(collectively, "Information") supplied to Consultant by City or any of its agents, contractors or proxies or obtained by Consultant from other usual and customary sources including other government sources or proxies as being accurate and correct and Consultant will.have no obligation to confirm that such Information is correct and that Consultant will have no liability to City or any third party if such Information is not correct.. Fees FeasibilityAnalysis..............................:.............................................................................................. $15,000 Estimated Expenses(1).................................................................................................................NTE$1,500 TotalNot to Exceed...................................................:.............................................................$16500 (1) See description of expenses below . EXPENSES Customary out-of-pocket expenses will be billed to the City at actual cost to NBS.These expenses may include, but not be limited to, mailing fulfillment, postage, reproduction,telephone,travel, meals and various third-party charges for data, maps, and recording fees. ADDITIONAL SERVICES The following table shows our current hourly rates.Additional services authorized by the City but not included in the scope of services will be billed at this rate or the then applicable hourly rate. Title Hourly Rate Director $225 Associate Director $210 Senior Consultant/Manager $175 Consultant $155 Analyst $130 Clerical/Support $105 Z) NBSCity Palm Springs Feasibib ility Analysis Page 2 TERMS Consulting services will be invoiced on a monthly basis upon completion of task. Expenses will be itemized and included in the next regular invoice. Fees for all other services will be invoiced upon completion of the task. If the project is prematurely terminated by either party, NBS shall receive payment for work completed. Payment shall be made within 30 days of submittal of an invoice. If payment is not received within 90 days simple interest will begin to accrue at the rate of 1.5% per month. Either party can cancel administration contracts with 30 days written notice. Municipal Advisor Disclosure DISCLOSURE OF CONFLICTS OF INTEREST AND LEGAL OR DISCIPLINARY EVENTS Pursuant to Municipal Securities Rulemaking Board ("MSRB") Rule G-42,on Duties of Non-Solicitor Municipal Advisors, Municipal Advisors are required to make certain written disclosures to clients and potential clients which include, amongst other things, Conflicts of Interest and any Legal or Disciplinary events of NBS and its associated persons. CONFLICTS OF INTEREST Compensation NBS represents that-in connection with the issuance of municipal securities, NBS may receive compensation from an Issuer or Obligated Person for services rendered,which compensation is contingent upon the successful closing of.a transaction and/or is based on the size of a transaction. Consistent with the requirements of MSRB Rule G-42, NBS hereby discloses that such contingent and/or transactional compensation may present a potential conflict of interest regarding NBS' ability to provide unbiased advice to enter into such transaction.This conflict of interest will not impair NBS' ability to render unbiased and competent advice or to fulfill.its fiduciary duty to the Issuer. It should be noted that other forms of compensation (i.e. hourly or fixed fee based) may also present a potential conflict of interest regarding NBS' ability to provide advice regarding a municipal security transaction.These other potential conflicts of interest will not impair NBS' ability to render unbiased and competent advice or to fulfill its fiduciary duty to the Issuer. Other Municipal Advisor.Relationships NBS serves a wide variety of other clients that may from time to time have interests that could have a direct or indirect impact on the interests of another NBS client. For example, NBS serves as municipal advisor to other municipal advisory clients and, in such cases,owes a regulatory duty to such other clients just as it does to the City of Palm Springs.These other clients may,from time to time and depending on the specific circumstances, have competing interests. In acting in the interests of its various clients, NBS could potentially face a conflict of interest arising from these competing client interests. NBS fulfills its regulatory duty and mitigates such conflicts through dealing honestly and with the utmost good faith with the City of Palm Springs. If NBS becomes aware of any additional potential or actual conflict of interest after this disclosure, NBS will disclose the detailed information in writing to the issuer or obligated person in a timely manner. BSCity of Palm Springs - Feasibility Analysis Page 3 LEGAL OR DISCIPLINARY EVENTS NBS does not have any legal events or disciplinary history on NBS' Form MA and Form MA-I,which includes information about any criminal actions, regulatory actions, investigations,terminations,judgments, liens, civil judicial actions, customer complaints,arbitrations and civil litigation.The Issuer may electronically access NBS' most recent Form MA and each most recent Form MA-1 filed with the Commission at the following website:www.sec.gov/edgar/searchedgar/companysearch.html. . There have been no material changes to a legal or disciplinary event disclosure on any Form MA or Form MA-1 filed with the SEC. If any material legal or regulatory action is brought against NBS, NBS will provide complete disclosure to the Issuer in detail allowing the Issuer to evaluate NBS, its management and personnel. NBS City Palm Springs QFeasibility Analysis Page 4 ACTION UPDATE CITY COUNCIL MEETING 02/06/2019 D. AMENDMENT NO. 5 TO AGREEMENT A6288 WITH NBS GOVERNMENT FINANCE GROUP FOR FEASIBILITY ANALYSIS (BONDED) FOR INDIAN CANYON DRIVE AND GARNET AVENUE SEWER INFRASTRUCTURE Councilmember Kors requested that staff develop a plan for ensuring that non- discrimination language is included in all contracts and amendments. MOTION BY MAYOR PRO TEM KORS, SECOND BY COUNCILMEMBER HOLSTEGE, CARRIED 5-0,to: 1. Approve Amendment No. 5 to Agreement No. A6288 with NBS Government Finance Group to conduct feasibility analysis (bonded) for Indian Canyon Drive and Garnet Avenue sewer infrastructure,as amended. 2. Authorize the City Manager to execute all necessary documents. E. SECOND READING AND ADOPTION OF ORDINANCE NO. 1972 AMENDING CHAPTER 5.26 OF THE PALM SPRINGS MUNICIPAL CODE, RE- ESTABLISHING THE HOTEL OPERATIONS INCENTIVE PROGRAM MOTION BY COUNCILMEMBER ROBERTS, SECOND BY COUNCILMEMBER HOLSTEGE,CARRIED 5-0,to adopt Ordinance No.1972, "AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, AMENDING CHAPTER 5.26 OF THE PALM SPRINGS MUNICIPAL CODE, RE-ESTABLISHING THE HOTEL OPERATIONS INCENTIVE PROGRAM." F. RATIFICATION OF THE ANNUAL ADJUSTMENT OF THE ACCESS LINE RATE APPROVED BY THE VOTERS BY MEASURE"G"PURSUANT TO PALM SPRINGS MUNICIPAL CODE §3.39.050 MOTION BY COUNCILMEMBER ROBERTS, SECOND BY COUNCILMEMBER HOLSTEGE, CARRIED 5-0,to adopt Resolution No. 24557 entitled "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, RATIFYING THE ANNUAL ADJUSTMENT OF THE ACCESS LINE RATE PURSUANT TO PALM SPRINGS MUNICIPAL CODE § 3.39.050 APPROVED BY THE VOTERS BY MEASURE"G." ALL ACTIONS ARE DRAFT PENDING APPROVAL OF THE FINAL MINUTES AMENDMENT NO. 4 TO NBS GOVERNMENT FINANCE GROUP FOR DISTRICT ADMINISTRATION, TAX ROLL BILLING AND RELATED SERVICES (AGREEMENT NO. 6288) THIS FOURTH AMENDMENT to.the Contract Services Agreement No.6288 for District Administration,Tax Roll'Billing and Related Services is made and entered into on July 1, 2018 by and between the City of Palm Springs, a California charter city and municipal corporation (hereinafter referred to as the"City"), and NBS Government Finance Group (dba NBS), (hereinafter referred to as the "Consultant") collectively, the "Parties". RECITALS A. City and Consultant previously entered into a-contract services agreement for District Administration, Tax Roll Billing and Related Services,which was made and entered into on November 13, 2012 (the"Agreement")for three years with two one year renewal options through FY 16-17 in accordance with the schedule of fees set forth in Exhibit"A". B. Section 3.3, "Changes" allows for changes in the Scope of Services/Work via executed written Amendment. 'C. On February 9, 2015,the City and Consultant amended the Agreement(Amendment#1)to add Community Facilities District(CFD)annexation services for the remainder of the term of the agreement through FY 16-17. D. One August 1, 2016, the City and Consultant amended the Agreement(Amendment#2)to add Community Facilities District(CFD)annexation services for the remainder of the term of the agreement through FY 16-17 pursuant to the Scope of Services and Schedule of Compensation in Exhibit A-2. E. City and Consultant amended the Agreement (Amendment#3) to extend the term of the agreement for one year through June 30, 2018, leaving all other terms of the agreement unchanged. F. ' City and Consultant desire to amend the Agreement(Amendment#4)to extend the term of the agreement for one year,through June 30, 2019, leaving all other terms of the agreement unchanged. NOW,THEREFORE, in consideration of the mutual promises and covenants contained herein,the Parties agree as follows: AGREEMENT 1. Section 4.4 "Term" of the Agreement is hereby amended as follows: "Unless earlier terminated in accordance with Section 4.5 of this Agreement,this Agreement shall continue in full force and effect for a period of one fiscal year (FY 18-19), unless extended by mutual written agreement of the parties." 1 [SIGNATURES ON NEXT PAGE] 2 IN WITNESS WHEREOF, the parties have executed this Amendment as of the dates stated below. ATTEST: "CITY" CITY OF PALM SPRINGS, CA. ABy ADAony J. I Clerk David H. Ready, Ci M r Date: Q Date: APPROVED AS TO FORM: APPROVEDBYC z IN COUNCIL City Attorney Date: "CONSULTANT" NBS Government Finance Group (dba NBS) Date: By: Date: 3 CALIIFORHIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§1189 1%;,1-k 3C xa..'A�c 9^'< :< w4-A S2+ ,A,na='puhrre or ether offrm ccm&ingl thi9 cerffx=9 vari!53a f the identity of the iiadftik§rsl AtG-signed the docurereni to aahis�a ttris carbfc3tti s.slt shed aril not thetnathiuineca aocuraW,orvabdrtyr of that docaun ant State of Cagtqniiia County of 1dk3V7-' , a On � 1O 111i b f..sane.�J►tll.� {11•�r��lP{-�Nay 1(�� 1 ��J_ LISTS, , Pia, r',nsa't A1r3mae and 749,9 of ffm CW=er ` per ona]2y appeared M1 -G d4Tsn7ef.Of 5 1, who proved to me on The b of catiefactury arwidence to be they pe---14) '0-- r�me�j i3ra� subscribed to the vi tNn hiskurmernt and ackro%viedgedl to rare fiaa3 ihef3L ay executed the same in Imoz a%rthDrfzed capacdyW,p.and that by bipTie ae signa9uar '1 on the inatmmoent the peraar . or th9 entity Upon beha8f of tvtuictr fhe PeMmVJ,acted'.execaaited the ana3ntmemi~ I carfAfy under PENALTY OF PERJURY under the lays of the Mate,of Gal fom Ea fftat the faregoing lowagraph is true,and correct 9rfrl WEBS uny brad offici meal STACEY M.TAYLOR NotaryPublic-California Z Z � Riverside County Sigh z Commissions 2207546 farms of rc My Comm,Expires Jul 28.2021 P�itsotwy:esP.Above OP71QMAL Though Ifni:—aciron=epbli g.owApiW&V idghftimtiom csru detav affees iron of the document or fraradUrerrt raattaratareit, &fMa Jbrm fo an arnkfianded eibErrsJJarnL 13sacription of Attached Document Tutie er Type of Document Donumeatt Date_ Number of Pages_ Mgner(al Other Than Named.+Above= Capracityriea)Clamped by Signsr{a) Sig3niar's Naive: SiginsersName_ ❑Darparube Officer—TfflsW_ ❑CccparaEB CDf scar—TiHeCzy ❑Partrrer— ❑i_Erni$ed ❑Geneia1 ❑Partner— ❑Lfinited ❑GeneTW ❑Indiddu31 ❑Attorney in Fact ❑Individual ❑Attorney in Far# ❑TME-tee ❑Guardian or Daasarvsrtor ❑Tnmtae ❑Gtnrdian or CAonseuvator ❑Other_ ❑other. Signer Is Repreoe nfing_ Signer In Reepmaerffhg3_ °65 Id anal Notary r°1 aci a-wvns.CKl�txraaDlal�ycrg-�-Bam US Pf43i (1-E00$r'Fi~88�`"Ff Ltsm#59D7 4 NBSGOVE-01 STEFANIABACA ACOR/�° CERTIFICATE OF LIABILITY INSURANCE DATE(M 3/20/201YYY) 2018 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 rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT . NAME: NFP Property&Casualty Services,Inc. PHONE 858 8 Fax 6165 Greenwich Drive (A/C,No,Ext):( ) 69-8300 (A/C,No):(858)869-8301 Suite 200 ADDRESS: San Diego,CA 92122 INSURERS AFFORDING COVERAGE NAIC# INSURERA:Hanover Insurance Company 22292 INSURED INSURER B:Allmerica Financial Benefit Insurance Company 41840 NBS Government Finance Group INSURERC:Gemini Insurance Company 10833 32605 Temecula Parkway,Suite 100&101 INSURER D: Temecula,CA 92592 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: IREVISION 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. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR IN SD WVD MM/DD MM/DDIYYYY A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS-MADE X OCCUR OH3A431963 09/24/2017 09/24/2018 DAMAGE TO RENTED 2,000,000 X X PREMISES Ea occurrence $ / MED EXP(Any oneperson) $ 10,000 PERSONAL&ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: VVV r GENERAL AGGREGATE $ 4,000,000 X POLICY EjE&T LOC PRODUCTS-COMP/OP AGG $ 4,000,000 OTHER: $ B AUTOMOBILE LIABILITY COaBIN EDtSINGLE LIMIT $ 1,000,000 X ANY AUTO X X AW3A427458 09/24/2017 09/24/20 8 BODILY INJURY`Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ AUTOS ONLY AUTOS ONEY PROPERTY DAMAGE Per accident $ $ A X UMBRELLA LIAR X OCCUR EACH OCCURRENCE $ 1,000,000 EXCESS LIAR CLAIMS-MADE OH3A431963 09/24/2017 09/24/2018 AGGREGATE $ 1,000,000 DED I I RETENTION$ $ A WORKERS COMPENSATION AND EMPLOYERS'LIABILITY X STATUTE ER YIN WH3A427457 09/24/2017 09/24/2018 1,000,000 OFFICER/MEMBER EXCLUDED ECUTIVE ❑ N/A X / E.L.EACH ACCIDENT $ (Mandatory In NH) V/ E.L.DISEASE-EA EMPLOYEE $ 1'000'000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ C E&O/Professional Lia VCPL065285 09/24/2017 09/24/2018 Annual Aggregate 2,000,000 C E&O/Professional Lia VCPL065285 09/24/2017 09/2P018 Each Wrongful Act 2,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) The City of Palm Springs,its officials,employees,and agents are named additional insured regarding General Liahi I to Liability Primary Wording applies to General Liability. Waiver of Subrogation applies to General Lia ility,Auto Liability&Workers'Compensation. Blanket forms apply when required by written contract: GENERAL LIABILITY: Additional Insured-Special Broadening Endt:391-1006 08 16 Additional Insured-Completed Operations:391-1602 08 16 1 Primary&Non-Contributory:391-1003 08 16 SEE ATTACHED ACORD 101 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Palm Springs THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN tyACCORDANCE WITH THE POLICY PROVISIONS. 3200 Tahquitz Canyon Way Palm Springs,CA 92262 AUTHORIZED REPRESENTATIVE � u�r')�• rss \ ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID:NBSGOVE-01 STEFANIABACA LOC#: 1 AC40RL7" ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED NFP Property&Casual Services Inc. NBS Government Finance Group P �Y Casualty 32605 Temecula Parkway,Suite 100&101 POucY NUMBER Temecula,CA 92592 SEE PAGE 1 CARRIER NAIC CODE EE PAGE 1 SEE P 1 EFFECTIVE DATE:SEE PAGE 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: &CORD 25 FORM TITLE: Certificate of Liability Insurance Description of Operations/LocationsNehicles: Waiver of Subrogation: 391-1003 08 16 AUTO: Additional Insured:461-047812 12 Primary&Non-Contributory:461-0478 12 12 ` Waiver of Subrogation:461-0500 11 13 WORKERS'COMPENSATION: Waiver of Subrogation:WC040306 4-84 *In the event of cancellation or non-renewal, NFP Property &Casualty InsuranceNanorsdale Insurance Services will issue 10 days notice of cancellation for nonpayment of premium or 30 days notice of cancellation for all other reasons. *CERTIFICATE ISSUED DUE TO POLICY RENEWAL* ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD fOM431963 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESSOWNERS LIABILITY SPECIAL BROADENING ENDORSEMENT This endorsement modifles Insurance provided under the following. BUSINESSOWNERS COVERAGE FORM ........... . ................................ .. ............. !.S(jMMAk*OF COVERAGES Limits _ ... ..... .... ... . ...........:.............-..................... 1. Additional,Insured by Contract, re Agement or Permit Included .................. . Insured Broad Fdrin,Vdhdoirs ""'included- ... .......Alienated P........m.... sea Included, 3 4. Bmad.,Fotih,Property, Damage- Borrowed Equipment Custom-ere Included 3 Goods and Use'o;fEIeVkt6ri ....... ....... .. ............. .......... ....................... g. ... . ...... InicIde"n-40', (P EMT's and Parsmqql�*!: 1 3 F000 wm p iiio ncluded 6. orsoni -and-AdVeirtle"i Ing Jniliury,=Broad Form Included 4 .......... Included 4 Product Recall Expense Each Occurrence Limit 5 Occurrence .. ............. .... .......... ........... . ......... .. ,; Ex . .............. Product Recall Expense A ggregate Limit Aggregate ProductRecall,Deductible .......... ............. 8. d . ... UnIntentional Fall ure't6bliklo'e Keiirda h - de.d ... .......... nintert Failure to,Now Uk!64 al'Fil- This endorsement amends coverages prov1ded under the Businessowners Coverageform through,new coverages and broader coverage grants. This coverage Is subject to the 'provisions- applicable 'to the Busines.sow"'ers Coverage Form, except as prof lded below. The. fbilowing changes are made to SECTION 11 - (2) Promises you own, rent, lease or LIABILITY: occupy:, or 1. Additional Insured by Contract, Agreement or (3) Your maintenance, operation or uw, :of parmit 1041 ornen't leased to' The, -foil.owing Is added to SECTION 11 - b. The Insurance. afforded to :such. additional LIABILITY,'C.iNhor[a-An Insured Insured,describod above: Additional Insured by Contract; fteomiwd or (1) Only appl lqp to-the extent permitted by Pwmlt law: and a Any person or organIzation,with.,whom you (2) Will not: be broader than the Insurdrice agreed . In .7a written -contrwt written which you, are required by the contract agreement or permit to add such person or agreement or.permit to provide fbr"such organlzatlort as an additional Jnsured on additional Insured,. your policy Is an additional Insured only with (3) Applies, an a Orlmaryz baals- If that, Is , respect to Ilablilty tbr 'bodily Injury', required by,,the written. contract, written "property damage", or 'personal and agreement or permit advertising Irildryw caused, In whole or In part by your acts or ohileelons, or the acts W Will not be broader, than coverage or omissions of those acting on your behalf, provided to any other Insured. but only with respect to: (IS Does not apply If, this 'bodily -Injurr, (1) 'Your wore for the additional Insured(s) 'property damage or :'personal and. d 'ilonated In the contract agreement or advertising�InjuWls otherwIse excluded, e perm from coverage under thle,Coverage Part, Including any endorsements thereto., 391-1006 08 16 Imitme cq3vri0hW,mwer1dz of Insurance aervicm officn,Im.wfth lte,permbeW. Pawl Of 8 - �nsuc�Iz�z��rata� c. This provision does not apply- The most we will pay on behalf of: the: (1) Unless the written contract or written additional Insured for a, covered claim is the agreement was executed or permit was lesser of the amountof Insurance; Issued .prior to the "bodily injury", 1. Required by, the .contract; .agreement'or "property damage", or "personal ;injury permit described In Paragraph a.; or and,advertising,Injury". 2 Available under.the applicable Limits of (2) To any person or organization Included insurance shown In the:Declaratlons as an: Insured by another endorsement This endorsement- shall not increase. -the issued by us and made part of this applicable Limits of Insurance shown In the Coverage Part. Declarations (3) To any lessor of equipment: & All other insuring agreements, exclusions, (a) After the equipment lease expires; or and conditions of the policy apply, 4b) If the "bodily injury", "property 2 : Additional Insured.-Broad 1=orm,.Vendors damage', 'personal and advertising The following is .added to SECTION 11 Injury arises out of sole negligence WABILIft C.Who Is A i Insui*& of the lessor. (4) To any: Additional Insured=Broad rs Form-Vendo (a) Owners or.other Interests from wham & Any person or organization that 1a a°vendor land has been leased if the with whom you agreed to.a -written contract 'occurrence' takes place or, the additional insured under`thla Coverage :Part offense Is committed after the'lease Is an Insured, but only with respect to liability for the land expires; or for "bodily Injury' or 'property,-- damage` fe) Managers or lessors of premises If: arising- out of "your producW.' which are Gl The 'occurrence' takes place or distributed or sold .In the :regular courser of the .offense Is committed alter the,vertdor's business. you cease'to bee tenant in that b. The.. insurance afforded. to such vendor premises; or described above: 00 The !bodily Injury', "property (1) Only applies to the exfient permltted by damage",; . 'personal injury" or law; "advertising injury'-arlses out of 00 Will not .be broader than the Insurance =t!u5tElrAl altlPra l9R i new which you are fequired `oy use contraei air construction or demolition agreement to provide for-such_vendor; operations performed by or on behalf of the manager or lessor. (3) Will not be broader than coverage (5) To "bodily Injury°, "property damage' or provlded..t,o any other insured; and. "personal and advertising Injury arising (4) Does not apply N the "bodily Injury", out of,ahe ronaeriny of or;the tailors to Prop rb► damages" or pefaonbU and render any professional seNides. aduerttsing :Injury''-Is otherwlse'excluded This exclusion applies even If the claims *9m coverage under this, Coverage Part, against any Insured allege-negligence or Including any,endorsements thereto other wrongdoing In "the supervision, c- Wit. respect to, insurance afforded to such hiring, employment, training or vendors, the following additlonal exciusions monitoring of others by that Insured, It apply, the 'occurrence' which caused the The Insurance afforded to the vendor does "bodily- Injury or "property damage" or not apply to: the offense which caused the "personal and advertising Injury" Involved the (1) 'Bodily.lnjuW. or 'property,damage" for rendering of or failure to render any which the .vendor Is °obi ated to pay professbnal services by or for you. dom`eges=by.reasons of the assu mption of Ilabillty In a-contract or agreement ;This & with respect to the Insurance afforded to exclusion does not apply W liability for these `additional Insureds, the following Is damages that the.Insured would have In added`to SEanoN.it - LIABILITY, D. Llablllfy the absence of the contract or and Medical wee 1-imlb of Insurance: agreement; . (2) Any express warranty unauthorized: by you; F $91-1006 O616 Indudes oopYM~mularlds or Insumnce servloes Olftca,Ina,vrnh Its permeelon. Raip'4-of G: oleo (3) Any physical or chemical change In the The most we will pay on behalf of4he vendor product made intentionally by the for a covered' claim is the lesser of the vendor; amount of Insurance: M Repackaging, unless unpacked solely for 1. Required by the contract or agreement the purpose of inspection, described in Paragraph a:;or demonstration, testing, or the 2. Available under. the applicable--Limits of substitution of parts under instruction insurance.shown'in the.f)eclaratlons, from the manufacturer,' and then repackaged in the original container; This endorsement shall not Increase; .the (e) Any failure to make such inspection, appl,lcable Limits of Insurance shown in the adjustments, tests;: or servicing as the Declarations. vender has agreed to make or normally 3- Alienated Promises undertakes to make In the usual course SECTION 11 LIABILITY. B. Exclusions, 1. of business In connection with the sale Applrcabte. To Busl6ess Llabll_ity Coverage k of the product; Damse;:ta.Prcperq►, paragraph„ Fs replaced by. 'Demonab'atkn,, ;Installatlon, servicing or the following: repair operations, except such (2) Premises you. self, give away' or abandon; If operations performed at .the vendor's the "property damage' arlaes out.of'any part premises in connection with the sate of of those-premises and occurred from hazards the product; that were known. by you, `or should..have (7) Products which, after distribution or sale reasonably been known by you, at the time by you, have been labeled-or relabeled the property was transferred,or abandoned. or used as' a container, part or 4L Broad Form . Pr+opony- Damage► Borrowed ingredient of any other thing or Equipment,Customers Goods, Uae of Elevators substance by or for the vendor, a. The following Is added to SECTION II: - (5) "Bodily injury" or "property damage" LIABILITY, B: Exclusions, t. Applicabis To aelsing out of-the sole n6dilgence of the Business Llabli ft Coverage; k, Damage to vendor for Its own acts or-omiselons or party. those.of`its•employees or. :anyone else Paragraph (4} does not apply to 'property acting ' on its .behalf. However, this exclusion does not apply to damage" to bornowed equipment while at'.a jobhIte and not being used to perform (a) The exceptions contained 1Nlthln the operation's. exclusion in subparagraphs { } or {6) Paragraph. (3), M and (6) do not :apply-to above; or MpropwW damage" to "customers- .goods" �) Such: inspections, adjustments, tests while on your premises nor to the use of or -servicing as the vendor has elevators. agreed to make or normally b. For the purposes of this endors course ement, 'the course of bubinesa,undertakes to make Inn' connection the usual 1bllaWing deflnitton Is 'added' to�,SEGTION It - with. the distribution or sale of the LIABILITY, F. L.1a61[Itly, and Medical >E:xpenses products. Deftnitlotts (9) "Bodily Injury" or "property damage* 7. 'Customers. goods' means properly, of Your customer on your premises for the place before you have . signed 'the purpose of being. contract or agreement with the vendor. a. Worked on;or (1t)To any person or organizatiod`Included b. Used lit your manufacturing,process, as art Insured by another endorsement I~ The Insurance afbrded.under. this provision is Issued- by us and made part of this excess over any other valid =and _coilectible Coverage Part. properly Insurance (Including, deductible) (11)Any Insured person or organization, available- to the insured whether,_p rim any, from whom you have acquired such excess, contingent or an any other bails. products; or any. ingredlent, part or container, entering Into, accompanying S. Incidental Maipractice - Employed Nurses, EMT'a or containing such products. and Paml nuMcs d. With respect to the Insurance afforded to SECTION If - LIABIUi'Y C.1lYFo° Is An Insured these ,vendors, the following s.,added to paragraph Z.a.(1}{d} does? not apply to amurse, SECTION 11 - UADILITY, D.. uablitty and Medical SECTION, Limits of insurance: 3914NO 081E Includes copyrighted matiedais of insurance services Onicae,Inc,with its permlraston. Page 3 of 6 dip . . t no- mum � ' Insurance-Group.; OH3A431363 1001554 emergency medical technician or paramedic a Recall of Products, Work vt'. Impaired employed by you if you are not engaged In the Property is replaced by the foilowing: business or occupation of providing medical, o. Recall of Products. Work or Impaired: paramedical, surgical, dental, x-ray or nursing Properly services. 6. Personal injury-Broad Form Damages :claimed for any loss, cost or expense Incurred by you or others for a. SECTION H - UABIUTY, B. Exclusions, Z. the loss of use; withdrawal, recall, Addtlonal Exclusions Applicable 'only to inspection; repair, replacement, "Personal and Advertising Injury", paragraph adjustment, removal or disposal of: e. is deleted. (1) "Your product'; b. SECTION 11 - LIABILITY, F. Liability and (y) -Your work-;or Medical Expenses Detinitions, 14. "Personal and advertising injury", paragraph b. Is (3)` °Im.palred property"; replaced bythe following; If....such product, wbrkt or property is b. Malicious prosecution or abuse of withdrawn or recalled from the ;market or pPscess. from use by any person or, 6rgali'lakidn -TION 11 because of a known or..suspected 'defect, c. The following 1s added to SEC LIABILITY, f. Liability and Medical Expenses deficiency, inadequacy or dangerous Definitions, Definition 74. "Per`sonal and condition In It but this exclusion does not apply to product 'recai expenses" advertising Injury-: that you Incur for the -covered recall" of "Discriminatlon" (unless Insurance.thereof Is "your product': prohibited by law) that results in injury to the However,, the exception to the excluslon feelings or reputation of a natural person. does not, apply, to "product recall but only,f such =discrimination" is: expenses'resulting from: (1) Not done Intentionally by or at the (4) Failure of any.products to accomplish direction of. their Intended purpose;. (a) The insured; (a) Breach of warranties of fitness; {h) Any officer of the corporation, quality, durability or performance;, director, stockholder, partner or member of the Insured;.and � � (6) Lass of customer approval, .or any cost incurred to >regain customer (1) Not directly or indirectly related to an approval; 'employee', not to the employment, (7) Redistribution or replacement of prospective employment or termination +your product' which._ has been of anyperson or persons by an Insured. recalled by ilk' products or d. For purposes of this .endorsement, the substitutes; following definition Is added to SECTION II - {E} Caprllx:or whim of the insured; LIABILITY, F. Liability and:Medical Expertins Deffnffions; (81 .A. condition 'likely 16 cause loss:of 1. "Discriminatlon" means the unlawful which any insured knew, or ,had treatment of Indlvlduals based upon race, reason to know at, the Irrceptlon of this Insurance; color. ethnic origin, gender, religion, age, or sexual preference. "Discrimination" 00)Asbeatos, .including loss, damage or does` not Include .the unlawful treatment clean up resulting.fr6m. -asbestos or of1ridlviduals based upon developmental, asbestos containing>nateriala,or , physical, cognitive,, men W sensory or emotional Impairment or an (71):Recall of '"your products" that tteve Y no known.or suspected.defect solely combina on of these. `because' a ,known or suspected e. This coverage does not apply if liability defect'in another of "your prodeJctW coverage for "personal and advertising has been found. Injury-18i 6kcluded either by the provisions of b. The following In added to SECTION .11 - the Coverage Form or any endorsement LIABILRY, C. Who [a An Inaukd, paragraph thereto. &b.: 7. Product Recall Expense "Product recall expense' arising' out .of any a. SECTION iI - LIABILITY, B. Exclusions, 1. - withdrawal or'recall that occurred before` you Applicable To Business Liability Coverage, acquired or formed"the organization. W 361-1006 Oe 18 Inc(udee copyrighted tr4dedala of Insurance Services Gilicee;inc.,uAthata.perinhWcm, Pap 4,of 8: c. The following is added to SECTION If - of a deductible amount,. you. shall LIABILrM D. L.iability and Medical Expenses promptly reimburse usrfor the-part of the Limits'of Insurance: deductible amount we paid. Product Recall Expense Limltsaf Insurance The Product Recall 'Expense Limits of a. The Limits of Insurance shown In the Insurance apply separately to each SUMMARY OF COVERAGES 'of this consecutive annual period -and' to any endorsement and the rules stated below remaining period of less that; 12 months, fix he most that we will pay under th[a starting with the beginning of the policy Product Recall Expense Coverage period shown in the Declarations, unless:the regardless of the number of: policy period Is extended after Issuance for an,additional.period of less-than 12•months: (1') Insureds; In that case,;.the additional' period will "be (2) "Covered Recalls" Initiated;or deemed part of the last preceding perlod for (3) Number of "your products* the purposes of 'determrning the Limits of withdrawn. insurance. IL The Product. Recall Expense ,Aggregate d. The following. Is :added to< SECTION Il. - Limit-is the most that we will reimburse uABILITY, E. Liablllty and'Nfedical Expense you for the sum. of all "product recall General Conditions,; 2. Duties In the Event of expenses' incurred for all "covered Oecumence, Offense, Claim or Stiift recalls" initiated during the policy period. You must see to It.that the following are done In.the event of an actual or anticipated c. The Product Recall Each Occurrence 'covered'recall" that may result'In "product Limit is the most we will pay in recall expense": connection with any one defect or deficiency. (t) Give us prompt notice of any discovery d All "product recall expenses" In or notification That "your product" must connection with substantially the same be withdrawn or recalled. Include a general harmful condition will be description of "your product!'.and the deemed to arise out of the some defect reason for the withdrawal or recall. or deficiency and considered one (2) -Cease any, further release,_ shipment, Aoccurrences. WnsflanGneht 6P 5ny outs? method of e. Any amount reimbursed for "product distribution of like or similar products recall expense's' in connection with any until it ties been determined; that elf such products are fr one"occurrence" will reduce the amount ee trots-defects that of the Product Recall Expense Aggregate could be a cause of Base under 'title insurance. Limit available for reimbursement of 'product recali expenses' in connection e. For the purpose of this endorsement, the with any other defector deficiency. following definitions are added to-SEGTIOK E if the Product Recall Expense Aggregate 11 - LIABILITY' Fse:. Llabflify Me and dlcaf Limit has been reduced by Expensest Deflrtltion reimbursement of "product recall t. "Covered recall' means a recall made exp6nese to an,amount that is less than necessary because you-or a: government: the Product Recall Expense Each body has; determined that a known or Occurrence Limit, the remaining suspected defect, deficiency, 10.ggregatr.I-Im t le the most tat will be liiadAquacy, or dengerv,:e clond.Won In available=for reimbursement.of-'product "your product" has resulted or-will result recall expenses' In connection with any in"bodily Injury'or'propatty demage". other defect or deficiency. 2. "Product recall expensa(sY means: a. Product Recall 'Deductible a. Necessary and reasonable,expenses We will only pay for .the amount of for: 'product recall v� !,onsee which are In (1) Communications, including radlo excess of the ti06 Product Recall or Wlevislon announcements-_ or Deductible. The Product Recall printed advertisements including Deductible applies separately to each stationary, envelopes and 'covered recall"' The limits of Insurance postage; will sat be reduced by the amount of this deductible. We may,or will If required by law,,pay all or any part of any deductible amount, If applicable. Upon notice of our payment e91-16M 08 is Includes copyrighted msterNs of'Imurance services omcee,inc.,Wth Its:pemrbeion. Rage 9.of.9 Am. r insurance GrnuP,_ OH3A431963 1tffi1554 (2) Shipping the recalled products 1 If the 'products - completed operations. from any purchaser; distributor or hazard' is.excluded from coverage under user to the place or places this Coverage Part including any. designated by you; endorsement thereto; or, (3) Remuneration paid to your (2). To'product'recall expense" arising out of regular ".employees" for any of"your products" that are otherwise necessary overtime; excluded from coverage under; .this (+)) Hiring additional persons, other Coverage Part including; endorsements thereto. than your.regular`employees"; (5} Expenses incurred by"employees' Unintentional Failuwto Disclose Hazards Including transportation and The following is added to tSECTION, ill accommodations; LIABILITY, E. Liability and Meditcal ;Expenses(6) Expenses to rent additional General Conditions: warehouse or storage space; Representations Disposer of "your product", but We will not disclaim coverage under :this only to 'the extent that specific Coverage Part if yoUfall to disclose all hazards methods:of destruction,other than: exlsting' as of the Inception- elate of the policy those em pioyed' for trash provided-such failure is not intentional. discarding or disposal ' are a Uninlenficmal Failure'to Notify required to avoid ®bodily injury" or"property damage" as a result The following is added to SECTION II ,of such disposal, LIABILITY, E. Liability and NtedWal .Expenses. General CondMons, 2. Duties in the Event of you Incur exclusively for the purpose Occurrence, Offense Claim or Suiti of recalling "your product", and Your, rights afforded_ under.this. Coverage. Part b. Your:lost profit resulting from such shalt not be prejudiced if you fail to give as "covered recall"- notice of art"occurrence",offense,claim or's41r,, f This 'Prcduct Recall Expense Coverage does solely 'due to your reasonable and-`documented, not apply: belief that the 'bodily injury', "property damage' or 'personal and advertising :Injury' Is "not covered under-this Po11cy. ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANG,... itr an-1006,E 18 Indudes copyrighbd inae3rlale or insurance Services 01116 a,-ine,wBh Its pertnisskhs. Page 8 of 6 Dies #QH3M31963 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.: ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS COMPLETED OPERATIONS This-endorsement modifies Insurance provided underthe following BUSINESSOWNERS COVERAGE FORM SCHEDULE Nance;Of Persort,OF Organisat acre Location And Desctfption_Of Completed 0 adone NY PERSON OR ORGANIZATION WHEN REQUIR AS REQUIRED BY CONTRACT (if no entry-appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) } For the purpose of coverage provided by this agreement, the Insurance afforded to such endorsement; the=following changes are made to additlonal Insured wilt not be Isro4d6tAhan 5ECriom u -t ABILIm that which you are requlred by the contract A The following is added to SECTION 11 - or aureement to provide far,such4dditlon41 LIABILi7Y C.WYho Is Alt insureds insured. a B. The following Is added to SECTION If Any person or orgilzation shown In the - Schedule above is also an''additional insured, LIABILITY.-D.D. L.IabltFty And tlAadlcal E>Rpertses but only with respect to liability for "bodily Limtta°OF Insurance: Injury" or "property-damage caused, In whale If coverage provided to the additional insured is or In part,' by "your worisa' at `the location required by a contract or agreement, the .most designated and described In the Schedule we wllt pay on behalf of the additional;Insured Is above, performed for that additional Insured and the amount of Insurance: Included rIn'the "products-completed operations 1. Required by the contract or egreemeft,or hazard'. Z Available under the applicable Limits of However. Insurance shown In the Declarationa;' 1. The Insurance afforded to such additional whicheverls..less: Insured only applies to the extent permitted This endorsement shall not' Increase the toy law; and applicable Limits of Insurance` .shown in the Z. If coverage provided to the additlona! Declarations. Insured is required by a contract or ALL OTHER TERMS,CONDITIONS AND EXCLUSIONS REMAIN UNCHANGED 391AIS 0816 Includw copyrighted material of Insurer=Services 0hice,ins,with Ita,parmlealan. Paflpo 1 of 1; rtK Harr Insurance Group. OH3A431963" 101654 1. SECTION 1 --PROPERTY, If two or more of However, If you agree in a written this coverage parrs coverages apply to contract, written agreement,;. or the same loss or damage, we will not pay written permit that the `Insurance more than the actual amount of the loss or provlded to any person or damage. organization. .Included as an 2. SECTION li - LIABILITY, it Is our stated Additional,: Insured under this Intent that the .various Coverage Parts, Coverage. 'Part is primary and forms, endorsements or policies issued to non-contributory, we- will not seek the named Insured by us, or any company contribution from any other affiliated with us, -do not provide any Insurance available to that:,Additional duplication or overlap of coverage for the Insured'which covers the Additlonal same claim, "suir, "occurrence". offense, Insured-es a Named'Insured except: accident, `wrongful. acr or loss. We will (1) For,;the sole negligence of the not pay more than- the actual amount of Additional insured;'.or the Ifs-a or u2,117age. When the Additional insured Is li this Coverage Part and any other an Additional= "Insured under Coverage Part, _form, endorsement or another iiablHty.pollcy. policy lssued.to the named insured by us, b. Excess Insurance or any company affiliated with us, apply to the same claim, "suit, occurrence, Thls.insurance is excess over: offense, accident, "wrongful act" or loss, (1) Any, of the other Insurance, the maximum Limit of Insurance under all whether primary,, excess, such Coverage Parts, forms, contingent or onany other basis: endorsements or policies combined shall not exceed the highest applicable Limit of (a} That Is Fire, Extended Insurance under any one Coverage Part, Coverage, Builder's Risk, form, endorsement or policy. Installation .Risk or slmliar coverage for"your world' This condition does not apply, to any Excess 'o Umbrella .Policy Isaued by us fb) That Is Property Insurance for specifically to apply as excess insurance proir[ises rented to, you or over this policy. temporarily occupied by ytxt Q Moralization With,permisslolt.of the.owner. If we adopt any revision that would broaden (c) That Is Insurance purchased by you to Dover your liability the coverage: :under this policy without as a tenant' for "property additional premium within 45 days prior to or damage" fo preMlses5 rented during the , policy period, the broadened to you or temporarily coverage will Immediately apply to this policy. occupied by you with ther H. O Insurance permission.of the owner. or 1. SECTION'] -PROPERTY M ff the lose arises out of the If there Is other i Rtaint„nande or use Of nsurance covering the aircraft "autoa' 'Or.watercraft same=loss or damage,ewe will pay only for to the extent not subject to the amount of covered loss or damage In SEC111ON li -- LIABILITY. excess of the amount due from:that other Exclualon g. Alrcraft Auto or Insurance, whether you can collect on It or yyg;,and not But, we will` not 'pay more than the applicable Limit of Insurance of SECTION I (4 Any other primary ._insurance - PROPS, available to you oovering liability 2. SECTION II -LIABILITY for damages ariaing out of the premises or operations, or the If other valid and collectible insurance Is products and completed, available to the insured far _a, Toss we operationa, for which you have cover under SECTION fl - LIABILITY, our been 'added . ;an additional obligations are limited as follows: Insured by attachment of an a. Primary insurance endorsement This insurance is primary except when When this insurance la excess,:we IV- paragraph h. 'below applies. If this will have no'duty underSECTION'II.- rim LIABILITY to defend the insured Insurance le p ary, our obligations against any 'atilt' If any :other are not affected unless any of the Insurer has a duty.... to defend.;the other Insurance Is also primary. Then, insured against that Psuir.M no other we will share with all that other insurer defends,we wllfundertake to: insurance by the method described In do so, but we will be entitled to the paragraph c. below. MH4008x 0111s Indudas copyrighted material of Insurance aervlcaa GIfICe.Inc.,wlrfi K pelinlaston. Pape 78 of 81 0i61 linsured's rights against all those other premium in accordance with our rates•.'and Insurers. rules then in effect. c. When this Insurance is"excess over other & With our consent; you may continue this insurance, we will pay only our share of policy" In force by paying,, a_continuation the amount of the loss, if any, that premium for" each =successive one-year exceeds the sum of period. The premium must be: (t) The total. amount that all such other a. Paid to. "us prior to the anniversary insurance-would pay for the foss in date; and. the atssence of this Insurance; and b. Determined in accordance with- (2) The total of all deductible and paragraph 2. above. set insured amounts under all that Our farms then In, el act,will apply. If.you other insurance :do not pay the corttinuattan premium. this d. We will share the remaining Loss, if any, policy will explre on the first anh[versary with any other Insurance that Is not date that we have not recel 4d'""the. described In this pror►lason and was not premium. boLl apocipilly to apply in excess of d. Undeclared ex osulmes or charge In .ypur the Limit`s of insurance shown In the business operation, acqulelt]on:_or use;:of Declarations for this:Coverage. locations may, occur during the policy e. Method of ShaMng period' that fs not dhdWh In the If all of the other Insurance permits Declarations. 1f so, we "m"ay riqut[e an contribution by equal shares, we wIII additional premium. That premium•-will be follow 'this method also, Under this determined in accordance with our.rates approach each it contributes equal and rules then in effect. amounts,until "it has paid its applicable J. Premium Audit Limit of Insurance or' none of the foss t. This policy is subject1o"audit ll'a premium rem alns, whichever comes first. designated as -an advance premium s If any of the other Insurance does not shown; th the Declarations. We will permit contribution by equal shares, we compute the final premium; direwhen we will contribute `by limits. Under this determIne your actual exposures. method,,each Insurer's share Is based on 2. Premium!shown Jn AM&pollcy...as advance " the, ratio or ,its .applicable Limit of premium is a deposit premium only. at the Insurance to the total-appi[cable Ilmits of dose of each audit .period, we ,will! Insurance of"all insurers. compute the earned premium. for .that L .When this- Insurance Is, excess, we will period-and send notice to•ahe first Named have. no duty under Business Uabillty Insured.The oue.,Aate for audlt:premluIns Coverage to defend any claim or 'suit" is the'date shown as the due date on the that any other Insurer has a duty to bill. If the sutra of the ad►rance and audit defend. If no other Insurer defends. we premiums paid for he ;policy period is will',undertake to:do so; but we will be greater'than the earned prGmlum we wilt entitleddto the Insured's rights against all return the excess 'to the first` Named those ocher Insurers. Insured. l Pr+emlums 3. The first" Named; Insured must keep t. The first Named Insured shown In the recorda of he IMormatlart we need for' Declarations: premium computatlon and send us coptea ef..auch times ae we.lnay request. e. 116 ponsibiB foP the ,payment Of all K. Tranafsr of RldM as of Recwawy Against Oters.h premiums; and to Us b. WIII be the payee for any return premiums we pay. 1. Applicable to $t7CTION 1 - PROPERTY Z. The premium shown In the Declarations was Caoverage: computed based on rates In effect at the time If any person or, organlzation to at for: the policy was Issued. on each renewal, whom we make,payment under thls,policy continuation or anniversary of the effective has rights to recover .,daMQes, from date of this policy, we will compute the another, those rights are trartsferred.,to us; to the extent of our payment.;That person or organli tion must &, everything: necessary to,'secure our rights and must: - do nothing after toss to"Impair them: But YOU may walvelyour rights agalrtat,artother party In writing: 88114008 08 16 Indudes oopyridhtad mabLvIal of Insurance services Office,Inc.,with Its permission., P*e 80 a bl #ns�ance Grotip' QH3A43t963 104ism ai Prior to a Foss to your Covered We waive-any.-right of recovery-we may Property. have against.. any person` or b. After�a loss.to your,Covered Property organization with wham: you. have: a oniy. if at tinre of loss, 'that party Is wrJtten contract, permit or agreement one of the.following: to waive any rights of recovery against such person or organization because of M Someone Insured by this payments we make for injury or 'Insurance; damage. arI— out of: your ongoing I2 A business firm: operations or"your work" done undera (a) Owned or controlled by you; contract with that person or ori}anizatFon and :Frtc[uded in the or "products-t�ompleted operations lb) That owns or controls you; or hazard'. (3) Your tenant. This condition does not apply to m You ay also accept? the usual bills of Medical Expenses Coverage. lading. or shlppfng receipts :limiting the L Transfer of Your (tights and Oufies Under Ilablllty cf carriers. This Policy This will not restrict your Insurance: Your rights and duties under this paNcy 2. Applicable to SECTION, 11 - LIABILITY maY not be-transferred withoist our;written Coverage: consent except`.in.the`case af°death of ;an if the insured has rights to.recover all or Individual, Named Insured. If`you die, your`: rights end dotter wilf:be„transferred to your part af' any payment.. we have 'made legal representative but only while that under -this Coverage Part, those rights legal representative le acting within, the are transferred to us: The• insured must scope'_ of their duties as your legal do nothing after loss to Impair such representative; Until your legal rights. At our request, the l6sured will representative :is, appointed, _anyone with bring 'suit"' or transfer'those rights to us proper temporary custody of your property and help us enforce them. will have your rights and: duties;but only with respectto that property. sll11 1dOli e:is LnduslescgpyrlphUed tnaterhl'at Irteuratme 8avlces OI'lfae.InG.,wtth Its permhalon: Pags J!1 of®1 0162 - ]nsuraz>c�Graup- AW3A42745a` 1t]01554 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE-,READF IT'CAREEULLY BLANKET ADDITIONAL INSURED - PRIMARY AND NON-CONTR[BUTt3RY This endorsement modifies insurance provided under the following: BUSINESS AUTO!COVERAGE PART A The. following. is added to SECTION 11 = Primary and Non-Contributory LIABILITY-COVERAGE,'Paragraph A.1. Who Is If you agree In a writtsrt ,txBntract; writ ten, : An Insured: Additional] if R" lied b Contract agreement or written permit hat the,insurance egii y provided to a person or organization who If you agree in a written contract, written Rualifles as an additional -'Insured' under agreement'or written . permit that a person or SECTION I LIABILITY t QYERAGE,:Paragraph organization be added as .an additional A1. Who. is• .An Insured: subparagraph "insured"' ;under thle Coverage Part, such Additional, insured: If-, Requlrscl by :Contract ,is perae!* or;organization-is an "insured";; but only, Primary and non-eontrlbutory. the :tollowln�t ta-the extent`that such person or organization applies. qualifies'as art"insured" under paragraph A.U. The liability':.coverage,provided.by.this`Coverage of this-Section. Part is prlmary to any other Insurance available If you agree `:in a written contract, written to the additional "insureds'as a Named Insured; °agreement; or written 'permlt that a person or We will, not.seek; contribution from _any, other organization be added as an additional, Insurance availablb t6,4h67 additional'"insured" "Insured" under this -Coverage Part, the most except' we will pay on behalf �df such additional (1) -For -the sole negligence of the additional 'insured" is the lesser' "Insured";or (1) The Limits of Insurance for I f ability coverage (2} For, negligence 'arising out i f the ownership, specified In the written contract, written maintenance or use of any-"auto" not awned agreement or written permit; or by:ithe,additional"' bInsured'or y you unless fZ} The Limits of Insurance for Liability that "auto" is a "trailer" eonrtected to an Coverage shown in the Declarations "auto"`owned:by the-additional "Insured"'or applicable W this Coverage Part. by you; or Such amount shall be part of and not In addition (s) When the additional'.. 'Insured" IS also an to the Limits' of insurance shown In the additional "Insured under another liability Declarations applicable to this Coverage Part. policy. Regardless of the number of covered "autos°, Q This endorsement will apply; only 1t the alnsurede+;;. premiums. paid'. claims- made' or "acclderrt"occurs vehicles involved In the "accident",.the:most we, t, During the polcy period; wi11 pay 'for the total ef'.ell damages and "covered _pollution cost or expense" combined: . $ubsequsnt to the execution of tfie=wrltoen resulting from any--olte"acxldghr Is the Limit of contract or written agreement or the Insurance for i iabllity Coverage shown In stile= Issuance of the-writte n permib'and Dec(eratlone. 3. Prlor to the ev lratioft of the perloe of aline, B. The; following. ,18. added to: SECTION IV - that the wrltWfi contract„written-agraernent BUSINESS, AUTO GniDITIONS, Paragraph,Bi aIr'Wrl""An,01whilt r yuIrdle-such Insura neq to General CbndHions, iubparsgra'ph 5 Other be provided to the additlonal"Insured". Mat,rance. D. Coverage provided to art' addltional -"insured' will riot be broader than coverage provideif ao any other'inaured"under this Coverage Part ALL OTHER'TERMS, CONDITIONS. AND EXCLUDIONS'REMAIN'UNCHANGEO. 4014470121..12 Includes+copyrlyhlod msrarlel of ISO Irtsurence SarA es Omp%ip;.M)lte,perml"cp Pape t ar 7 a� lire ,44 insurance Gaup- AW3A427458 1001554 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY: WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This, endorsement modifies Inaurance,prov ded under the following=; BUSINESS'AUTO COVERAGE.FORM BUSINESS AUTO PHYSICAL DAMAGE COVERAGE FORM GARAGE QOVERAGE;.FORIuh MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of th Coverage Form apRiY uni+P-sB modified by the endorsement. This endorsemeni,changes the policy effective on the inception date of the policy uniess another, date is Indicated below. Named`lnstinut NBS 00tl '`FDUNC6 GWUP Ernk oment Efbcdvs Gals; 9124/17, SCHEDULE l�lame(s) Of Persons)Or Vrganb adion(s). ;'ANY PERSON OWORGANIZATION WHEN I&QUIRED BY A WRIT Informatfun required to complete this Schedule. ff nof,shows above. will be shower in the DecfatWicns The Tranater_Of R11Bhts Of.Reoovory Against t)fhecs To Us Condition does not apply to ,the ,person(s) or organlzation(s) shown In the Schedule; but only.to,the extent that subrogation 1a wahted ;prior to the "aecidenr or the.'loir under a'contract`with that pereon or organlzatlon. 4M W 11 13 Includs"s-co material of Insurance Semlcos P1111 . Inc.,wlth ft permimlon Raga V 4 af 1 e insurance Group_ Wi 13A�1274�7 tl)01WA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA We have the right to recover our paYYmenis from anyone liable for an Injury covered by this ppolicy.We will not anforce,our right agalnst.the parson or organtz%on named In the Schedule. (This agreement applies only to the extent that.you perform work under a Written contract that requires you to obtain this agreement from.us:). You must maintain pa roll records accurately segregating the remuneration of your employees while engaged 1n the work described'lri the Schedule; The additional premium for this endorsement shall be,� %of the Calfforn a workers'compensation premium otherwise due on such remuneration. Schedule Pown.or'Organmrtion Job Dewription ONLY WHERE REQUIRED BY CONTRACT This endorsement changes the,policy to which it is attached and is afieclive on.the date,issued unless athetwlae:stated, (The Information_betow is required only when this endomernent Is Issued subsequent to pmpartatlan of the policy.) Endorsement Effective 9/24/17 Policy No,WH3-A427457-a4 EndorsernentNo. Insured :US GDVZUWW 719AM GROW Premium S InsuranCe COmpanyTHE. HANOVER IMSURANCE COMPABY Countersigned El rbA, WC 04 03 0B(Ed.04.84) AMENDMENT NO. 3 TO District Administration, Tax Roll Billing and Related Services (Agreement No. 6288) THIS SECOND AMENDMENT to the Contract Services Agreement No.6288 for District Administration,Tax Roll Billing and Related Services is made and entered into on IJ�GPM 22, 2017 by and between the City of Palm Springs, a California charter city and municipal corporation (hereinafter referred to as the "City"), and NBS Government Finance Group (dba NBS), (hereinafter referred to as the "Consultant") collectively, the "Parties". RECITALS A. City and Consultant previously entered into a contract services agreement for District Administration, Tax Roll Billing and Related Services, which was made and entered into on November 13, 2012 (the"Agreement')for three years with two one year renewal options through FY 16-17 in accordance with the schedule of fees set forth in Exhibit"A". B. Section 3.3, "Changes" allows for changes in the Scope of Services/Work via executed written Amendment. C. On February 9, 2015, the City and Consultant amended the Agreement(Amendment#1)to add Community Facilities District(CFD)annexation services for the remainder of the term of the agreement through FY 16-17. D. One August 1, 2016, the City and Consultant amended the Agreement(Amendment#2)to add Community Facilities District(CFD)annexation services for the remainder of the term of the agreement through FY 16-17 pursuant to the Scope of Services and Schedule of Compensation in Exhibit A-2. E. City and Consultant desire to amend the Agreement(Amendment#3)to extend the term of the agreement for one year through June 30, 2018, leaving all other terms of the agreement unchanged. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein,the Parties agree as follows: AGREEMENT 1. Section 4.4 "Term" of the Agreement is hereby amended as follows: "Unless earlier terminated in accordance with Section 4.5 of this Agreement,this Agreement shall continue in full force and effect for a period of one fiscal years (FY 17-18), unless extended by mutual written agreement of the parties." 2. Section 10 "City Officers and Employees: Non-Discrimination"of the Agreement is hereby amended as follow: 10.1 Non-Liability of City Officers and Employees. No officer or employee of City shall be personally liable to the Consultant, or any successor-in-interest, in the event of any default or breach by City or for any amount which may become due to the Consultant or its successor, or for breach of any obligation of the terms of this Agreement. 1 10.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement nor shall Contractor enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one year thereafter. Contractor warrants that Contractor has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement. 10.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin (i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition(each a"prohibited basis"). Contractor shall ensure that applicants are employed, and that employees are treated during their employment,without regard to any prohibited basis. As a condition precedent to City's lawful capacity to enter this Agreement, Contractor shall certify that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non- discrimination in city contracting. [SIGNATURES ON NEXT PAGE] 2 IN WITNESS WHEREOF, the parties have executed this Amendment as of the dates stated below. ATTEST: "CITY" CITY OF PALM SPRINGS, CA. By k By a: �. y Clerk David H. Ready, Ci ager Ong 7 Mc�i Date: +� I�aIL� Date: UI It Ig APP D S TO F pPPF 8Y CRY CpVNCIL CitfAttorn�e 11 5 Date: x "CONSULTANT" NBS Government Finance Group (dba NBS) Date: By: Date: , fi mi i? ZWO QNBS 32605 Temecula Parkway,Suite 100 Temecula,CA 92592 Toll free:800.676.7516 (P)951.296.1997 (F)951.296.1998 nbegovcom November 8,2017 Mr.Geoffrey S.Kiehl Director of Finance and Treasurer City of Palm Springs 3200 E.Tahquitz Canyon Way Palm Springs,CA 92262 Subject: Intent to Renew Assessment District and CFD Administration Services Dear Mr. Kiehl: We are pleased to extend the contract between the City of Palm Springs("City') and NBS, for FY 2017-2018 under the same terms and conditions as the existing contract between the City and NBS. The services are detailed below for your reference and assume no significant increases to parcel counts or changes to the scope of work: NBS Contract Extension Fees: 2016-2017 2017-2018 Assessment District Administration $9,924 $10,148 Community Facilities District Administration(1) 8,043 8,270 CSA 152 Administration(2) 3,188 12,989 Landscape&Lighting District Tax Rolls $2,372 $2,431 Delinquency Management Services 928 1,000 Research and Resubmit CSA 152 Levy Rejects(3) $2,814 $0 Miscellaneous Projects/New Districts 0 3,000 Miscellaneous Expenses 889 1,000 Total NBS Contract Extension Fees $28,158 $38,838 Maximum Cap on All Annual Fees $41,000 $39,000 (1)Excludes CFD Annexations,which are prepaid to the City by the developers. (2)New as of 4/1/17. (3)Service no longer provided for 2017-2018. The 2017-2018 fees are based on changes to parcel counts and the BLS CPI for All Urban Consumers, Los Angeles- Riverside-Orange County.The 2016-2017 fees have been provided for reference. Please let me know if you have any questions or concerns. We look forward to working with the City during the upcoming year. Sincerely, 4dee;�,_� Dave Ketcham Director helping communities fund tomorrow CALJIFOMNA J1Li.�IMIP�IE CIVIL CODE 11188 A rotry pbit or adsw atticw arir my to idr6q of fm itd vi3al ao mood the docuswa io Mf mid i Nis oattiicre in aftecha4 and not to eufist mm molt a vmbft of tlrs docummt Stds or } Odmty of fa, lea 1 . besfwe me.�SAu�t tt1 1 `t l�-� u�iP r t Dab kmwt Nwm end 7111111m of gm Of mw WMmmd �1 `t �lL fJa,�Tvd Nonayj of Sips W who Awed b rrm an Ito basis of aetmasxry svlderwe b tss Uw peraM44 whose MM4 mw& asberltbed to tfm wM=-s imbswmd sod admawladped b me that hefab&MW sawAnd the area n himbimw hmir wA_ ' 'c f and the hmfftm kw afQotvra�)on the i ner m r d Use pwswJ(� a itm amity upon balsas of Use pwaan�mAmi wmmdod Use it mmnL I cm Mf under PENALTY OF PERXJRY under me tors of the ffiate of Caifomis Usd the tasapdnp pargaph is bm wd Wfr ES8 Mid asd. STACEY M.TAYLOR NotaryPublic-California Riverside County Commission t 2207546 g of Ptb6o My Comm.Expires Jul 28,2021 P hm Notary Sad Above CLwFM3 4L ThauSh$!a arcbm in upffwaf,canggodkV VA JrilliXnodhm Oel1 datm aI W of go dOCmwlt ar 5sddsrd seslbdwswd of M6 form b an rwidwmbd doaanwd. DeaQipion d Adbsdmd DDommsd Tdls cr Type of Doounast Dowanwd Denim Mmbw of PVw aWw(a) OBsw Than No Above: CeamAvFe4 Cad by Sienmir(y Sio'sars Nmrsac Siprsara Narrm: ❑Omponds Officer—Tom(* ❑Oorpersb Olfiear—Tom(* ❑Pmrisar— ❑Listitsd ❑f3wmrd ❑Partnw— ❑Limed ❑(bwsard ❑kw*wi uml ❑Atbrrmy is Pest ❑hdtvii W ❑Adwnay is Fact ❑Tnmbe ❑Oumllim or Oorwsrvdor ❑Tnmlw ❑Osardws or C.lw ewvdor ❑OYssr ❑011mr. aww N Bopnmnbw &Wm In 82014 P I Narvl Ndwy Asoeims•www dbnaM wy_ M-14M-US NDTARY(140667t14 Kr?) Mm 1faw 4 NBSGOVE-01 STEFANIABACA CERTIFICATE OF LIABILITY INSURANCE F TE(MM/DDffYYY) DA 3/2012018 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 rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: NFP Property&Casualty Services,Inc. PHONE FAX 6165 Greenwich Drive (A/c,No,Eat:(858)869-8300 (AIC,No):(858)869-8301 Suite 200 ADDRESS: San Diego,CA 92122 INSURE PAS)AFFORDING COVERAGE NAICp INSURER A:Hanover Insurance Company 22292 INSURED INSURER B:Allmerica Financial Benefit Insurance Company 41840 NBS Government Finance Group INSURERC:Gemini Insurance Company 10833 32605 Temecula Parkway,Suite 100&101 NSURER D Temecula,CA 92592 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. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR IN SO WVD MMIDDIYYYY MIDD A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS-MADE xOCCUR O OH3A431963 09/24/2017 09/24/2018 DAMAGE TO RENTED 2,000,000 X X PREMISES Ea occurrence $ MED EXP An one arson $ 10'000 PERSONAL&ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 X POLICY JECT LOC PRODUCTS-COMP/OP AGG $ 4,000'000 OTHER: $ B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 (Ea aw[denbX ANY AUTO O Q W3A427458 09/24/2017 09/24/2018 BODILY INJURY Per person) $ OWNED SCHEDULED AUTOSONLY AUTOpSyyN BODILY INJURY Per accident $ AUTOS ONLY AUUTOS ONLY PPorr accident AMAGE $ $ A X UMBRELLA UAB X OCCUR EACH OCCURRENCE $ 1,000,000 EXCESS LIAB CLAIMS-MADE OH3A431963 09/24/2017 09/24/2018 AGGREGATE $ 1,000,000 DED RETENTION$ $ A WORKERS COMPENSATION X I STATUTE EERH AND EMPLOYERS'LIABILITY H3A427457 09/24/2017 09/24/2018 1,000,000 ANY ApFFICERMEIMBOEREXCLUDED?ECLMVE Y� NIA X EL EACH ACCIDENT $ (Mantlatory In NH) E.L.DISEASE-EA EMPLOYEE 1,000,000 It yes.describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT IS C E&O/Professional Lia VCPLO65285 09/24/2017 09/24/20111 Annual Aggregate 2,000,000 C E&O/Professional Lia VCPLOS5285 09/24/2017 09/24/2018 Each Wrongful Act 2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached it more space is required) The City of Palm Springs,its officials,employees,and agents are named additional insured regarding r enoral Lub111N&Auto Liability. dmary Wording applies to Qaa&ml I iahi. Waiver of cUhroOation applies to General Liability,Auto Lia Ili &Workers'Compensation. Blanket forms apply when required by written contract: GENERAL LIABILITY: Additional Insured-Special Broadening Endt:391-1006 0816 Additional Insured-Completed Operations:391-1602 0816 Primary&Non-Contributory:391-1003 08 16 SEE ATTACHED ACORD 101 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE C' of Palm Springs THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN dYACCORDANCE WITH THE POLICY PROVISIONS. 3200 Tahquitz Canyon Way Palm Springs,CA 92262 AUTHORIZED REPRESENTATIVE ACORD 25(2016103) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID:NBSGOVE-01 STEFANIABACA LOC#: 1 A�[a' ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED FP Property&Casualty Services,Inc. NBS Government Finance Group _ 32605 Temecula Parkway,Suite 100&101 POLICY NUMBER Temecula,CA 92592 EE PAGE 1 CARRIER NAIC CODE EE PAGE 1 SEE P 1 EFFECTIVE DATE:SEE PAGE 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Description of Operations/Locations/Vehicles: Waiver of Subrogation: 391-1003 08 16 AUTO: lion I Insured:461-0478 12 12 Non-Contributory:461-0478 12 12 Waqver of bro ation:4 -05001113 WORKERS'C MPEN ATION: Waiver of Subrogation:WC040306 4-84 *In the event of cancellation or non-renewal,NFP Property&Casualty Insurance/Vanorsdale Insurance Services will issue 10 days notice of cancellation for nonpayment of premium or 30 days notice of cancellation for all other reasons. "CERTIFICATE ISSUED DUE TO POLICY RENEWAL* ACORD 101 (2008101) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 0003A431963 THiS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESSOWNERS LIABILITY SPECIAL BROADENING ENDORSEMENT This endorsement modifies Insurance provided under the following: L"USINESSOWNERS COVERAGE FORMS SUNIMIARY OF OOVERAM LIrnite Pape 1. Additional Insured by Contract, Agreement or Permit Included 1 2. Additional Insured-Broad Form Vendors Included 2 S Alienated Promises Included 3 4. Broad Form Property Damage -Borrowed Equipment, Customers Included 3 Goods and Use of Elevators • Incidental Malpractice oEmployed Nurses,EMT's and Paramedics) Included 3 B. Personal and Advertising Injury- Broad Form Included 4 7. Included 4 Product Recall Expense Each Occurrence Limit $25.0W 5 Occurrence Product Recall immense Aggregate LImll 5 Aggregate Product Recall Deductible $500 5 a Unintentional Failure to Disclose Hazards Included B a Unintentional Failure to Notify Included 6 This endorsement amends coverages provided under the Bualnessowners Coverage Form through new coverages and broader coverage grank This coverage Is subject to the provisions applicable to the Businessowners Coverage Form, except as provided below. The following changes are made to SECTION II - (2) Promises you own, rent, lease or LIABILITY: occapyt or 1. Additional Insured by Contract, Agreement or 0 Your maintenance, operation or use of pwmf} equipment leased to you. The following is added to SEC110N It - b. The Insurance afforded to such additional LIABILITY.Q Who Is An Insured: Insured described above: Additlorrd (mmrad by Contract Aprrsma id or (1) Only applies to the extent permitted by Parmlt law; and a Any person or organization with whom yyoou 0 will not be broader than the Insurance agreed In a written contract, written which you are required by the contract, agreement or permit to add such person or agreement or permit to provide for such organization as an additional Insured on additonal Insured. your policy Is an additional insured only with (� Applies on a primary basis 9 that Is to liability for nodfly Injury', required by the written contrail, written 'property dams , or "personal and agreement or permit. advertising lnjuryF caused, In whole or In part by your acts or omisedons, or the ads 1141 Will not be breeder than coverage or omisalons of those acting an your behalf, provided to any other Insured. but only with respect to: Does riot apply If the `bodily Injury', (1) "Your work' for the additional insured(@) 'property amag a or Opp fe excluded designated In the contract, agreement or advertising Perm It; from ,average under this Coverage Part, Including any endorsements thereto. 1111111-1006 g1116 Incweer copyn~maeerrara of insurance services ours.,hr<,rah Hn permgNon. Page 1 of a 49§41 drt tram 01 3 A431.963 1001654 c. This provision does not apply. The most we will pay on behalf of the (1) Unless the written contract or written additional Insured for a covered Balm is the agreement was executed or permit was leaser of the amount of Insurance: Issued prior to the 'bodily injury", 1. Required by the contract agreement or `property damage", or 'personal injury permit described In Paragraph a.;or and advertising Injury'. Z Available under the applicable Limits of a) To any person or organization Included Insurance shown In the Declarations. as an Insured by another endorsement This endorsement ahall not increase the Issued by us and made part of this applicable Limits of Insurance shown In the Coverage Part Declarations p) To arty lessor of equipment: a. All other Insuring agreements, exclusions, (a) After the equipment lease expires; or and conditions of the policy apply. Jb) If the 'bodily Injury", "property Z, Additional Insured-Brood Form Vendors damage". 'personal and advertising The following is added to SECTION 11 - Injury- arises out of sole negligence LIABILITY. C.who Is An Insured: of the lessor. Additional Insured-Broad Form Vandors (4) To any: (a) Owners or other interests from whom a. Any person organization that Is a vendor land has been leased If the with whom you a u agreedreed to a written contract 'occurrence tales place or the additional Insured under this Coverage Part offense Is commttted after the lease Is an Insured, but only with reaped to liability for the land expires: or for 'bodily Injury or 'property damage" 03) Managers or lessors of premises ff: arising out of "your products' which are G7 The 'occurrence' takes place or distributed or sold In the regular course or the offense Is committed after the vendor's business. you cease to be a tenant In that b. The insurance afforded to such vendor pram lees;or described above: CC The 'bodily Injury, "property (1) Only applies to the extent permitted by damage", 'personal injury o law; 'advertising Injury arises out of (Z) will not be broader than the Insurance structural alteration, new which you are required by the contraN or construction or demolition agreement to provide for such vendor, operations performed by or on Will not be broader than behalf of the manager or lessor. Coverage (5? To 'bodily Injury', 'property damage` or provided to any other Insured; and 'personal and advartlsing Injury' arising (4) Does riot apply If the "bodily Injury , out of the rendering of or the failure to " perlyg damage a or 'personal and render any protsssbnal services. advertising coverage under this Coverage Part, This exclusion applies even If the claims Including any endorsements thereto against any Insured allege negligence or wth rasped to Insurance afforded to such other wrongdoing It the supervision, c. hiring, employment, training or vendors, the following additional exclusions monitorhhg of othera by that Insured, If apply, the "occurrence which caused the The Insurance afforded to the vendor does 'bodily Injury" or 'property damage' or not apply to the offense whlrlh caused the "personal (1) 'Bodily Injury or "property damage' for and advertising of for Fury Involved the which the vendor Is obligated to pay rendering of or failureby f render any damages by reasons of the assumption of professional services by or tux you liability In a contract or agreement This d with respect to the Insurance afforded to exclusion does not apply to liability for these additional insureds, the following In damages that the Insured would have In added to SECTION 11 - LIABILITY, D. LlahIRIV the absence of the contract or and Medical Exputea Umlb of Insurancs: agreement; Ct) Any express warranty unauthorized by you; 181-100i 0s 1s Includes wpyrlaheed matarlds of Insurance aarvroas Ogees,Inc.,wah as psrmMdan. Papa P of s �+o+rs (3) Any physical or chemical change In the The most we will pay on behalf of the vendor product made intentionally by the for a covered claim is the lesser of the vendor, amount of Insurance: (4) Repackaging, unless unpacked solely for 1. Required by the contract or agreement the purpose or inspection, described in Paragraph a.;or demonstration, testing, or the 2. Available under the applicable Limits of substitution of parts under instruction Insurance shown In the Declarations; from the manufacturer, and then repackaged in the original container; This endorsement shall not Increase the {yy Any failure to make such inspection, applicable Limits of Insurance shown in the adjustments, tests or servicing as the Declarations. vendor has agreed to make or normally 3. Allonated Promises undertakes to make In the usual course SECTION II - UASILrM B. Exclusion% 1. of business In connection with the sale Applicabts To Business UabiNty Cover Ve IL of the product; Darnaa to Properly, paragraph ;g Is replaced by (a) Demonalratiori, Installation, servicing or the following: repair operatlorts, except such premises you sell, give away or abandon. If operations performed at the vandoes the 'property damage" arises out of any part premises In connection with the sale of of those premises and occurred from hazards the product; that were known by you, or should have (7) Products which, afar dlaWbutiort or sale reasonably been known by you, at the time by you, have been labeled or relabeled the property was transferred or abandoned. or used as a container, pert or 4, Broad Form PrapwW Damage - Borrovred Ingredient of any other thing or Egalpment,Customers Goods, Use of Elevators substance by or for the vendor, a. The following Is added to SECTION 11 - (1) "Bodily Injury' or 'property damage" LIABILITY, B. Exclusions, t. Applicable To arising out of the sole noolgence of the Business Uability Coverage, k. Damage to vendor for Me own acts or emissions or Properly: those of Its employees or anyone also Paragraph {4 does not apply to 'property acting on its behal however, this damage' to borrowed equipment while at a exclusion does not apply to: jobillte and not being used to perform (A) The exceptions contained within the operations. exclusion in subparagraphs (4) or (6) paragraph (S), {4) and (6) do not apply to above; or ■property damage to 'customers goods' fle) Such Inspections, adjustments, teats while on your premises nor to the use of or servicing as the vendor has elevators. agreed to make or normally For the purposes of this endorsement; the course undertakes to make n the usual following dsftnitton It added to SECTION 11 - with t of business, r oto of thelon UABIUTY. F. Uablft end Medical Elgpensas with the distribution or sale of the Deitt�ftloetar products, 0 'Bodily Injur or 'property damage 1• 'Customera goods• memo properly or your customer on your premises for the place before you have signed the purpose of being: contract or agreement with the vendor. e. Worked on;or (11Q)To any person or organization Included b. Used In your manufacturing process. as an Insured by another endorsement a The Insurance afforded under thic provision is levied by us and made part of this @=as@ over any other valid and collactlble Coverage Part. property Insurance (kududing deductible) (11)Any Insured person or organization, available to the Insured whether primary, from whom you have acquired such excess,contingent or on any other basis. products, or any Ingredient part or container, entering Into. aceomparlyhtg S. Ittd Malpractice - Employed Nuraem, tEMi's or containing such products. and Paromedliea d. With respect to the Insurance afforded to SECTION Ii - LIABILITY, C.Who Is An Inured these vendors, the following Is added to paragraph Z.a.09c- does not apply to a nurse, SECTION II - UABII.ITY, D. UsbStfy and Medical Expense Umlla of Insurance: M40M 0616 Indudes capyrlghtsd materials of Insurance 84FAM Offices,hrc.,arch Its parmlaslon. PyN 3 of 6 Her Inomance Group. OH3A431963 10015M emergency medical technician or paramedic o. Recall of Products, Work or Impaired employed by you if you are not engaged in the Property is replaced by the following: business or occupation of providing medical, o. Recall of Products. Work or Impaired paramedical, surgical, dental, x-ray or nursing Property services. S. Personal Injury-Broad Form Damages claimed for any leas, cast or expense Incurred by you or others for a. SECTION 11 - LIABILITY, B. Exclusions. 4. the loss of use, withdrawal, retail, Additional Exclusions Applicable only to inspection, repair, replacement, "Personal and Advertising Injury% paragraph adjustment, removal or disposal of: e. is deleted. (1) 'You product'; b. SECTION It - LIABILCIY. F. Ltabllity and (2) "Your work";or Medical Expenses Qafini4ana, 14. "Personal and advertising Injury', paragraph b. is (3) "Impaired property'; replaced by the following: If such product work or property is b. Malicious prosecution or abuse of withdrawn or recalled from the market or process from use by any person or organization C. The following fs added to SECTION It - because of a known or suspected detect LIABILITY, F. Liability and 0/sdical Expenses deficiency, inadequacy or dangerous Defirdtions, Definition 14, "Persortal and not apptly "Product recall expenses' to It but this exclusion does advertising injury': that apply u you incur for the 'covered recap" of 6131scrlmInatfort" (unless Insurance thereof Is "your product`. prohibited by law)that results In injury to the However, the exception to the exclusion feelings or reputation of a natural person, does not apply to "product recall but only if such 'discrlmination"is: expenses'resulting from: (1) Not done Intentionally by or at the (41 Failure of any products to accomplish direction of: their Intended purpose; (a) The insured; Breach of warranties of fitness, 1b) Any officer of the corporation, quality, durabiltty or performance; director, stockholder, partner or {� Loss of customer approval, or any member of the insured; and cost Incurred to regain customer (� Not directly or Indirectly related to an approval; "employee", not to the employment (�? Redistribution or replacement of prospective employment or termination 'your pad+ which has been of any person or persons by an Insured. recalled by Ike products or d For purposes of this endorsement, the substitutes; following definition Is added to SECTION 11 - (10 Caprice or whim of the Insured; LIABILITY, F. UabKHv and Medical Expenses pefinillions, (4 A condition likely to cauee loss of 1. "fNscrlminatlort" means the unlawful which arty Insured knee' or had reason to know at the Inception of treatment of individuals based upon race, Vile Insurance; color, ethnic origin, gender, religion, age, or sexual proEsrsnce. "Diacriminatloe (11$AsbasbM including foss, damage or does not Include the unlawful treatment dean up resulting from asbestos or of Individuals based upon developmental, asbedn containing materials;or physical, cognitive, mental, sensory or (11)Recall of "your products" that have emotional Impairment or any no known or auspected defect solely combination of these. because a known or suspected e. This coverage does not apply If liability dated in s►otiter of "your productd coverage for "personal and advertising has been found. Injury' Is excluded either by the provisions of b. The following Is added to SECTION II - the Coverage Form or any endorsement LIABILITY, C. Who (a An Insured, paragraph thereto. 3.b.: 7. Product Recall Eapenw 'Product recall expense" arising out of any a. $EiCTION 11 - LIABILITY, B. Exduslons6 1. withdrawal or recoil that occurred before you Applicable To Budneas LN 1HV {;varaga, acquired or farmed the organization. M40M Oa 1e Indudes copyrloesa n oterlala ar Iaeurmcs awW=Omeee,InL,wM tti Pwmt mWL Page 4 of 1 DOW c. The following is added to SECTION II - of a deductible amount: you shall LIABILITY, D. UNWIlgr and Medical Expanses promptly reimburse us for the part of the Limits of Insurance: deductible amount we paid. Product Recall Expense Limits of Insurance The Product Recall Expense Limits of a. The Limits of Insurance shown In the Insurance apply separately to each SUMMARY OF COVERAGES of this consecutive annual period and to any endorsement and the rules stated below remaining period of less than 12 months, fix the moat that we will pay under this starting with the beginning of the policy Product Recall Expense Coverage period shown In the Declarations, unless the regardless of the number of: policy period is extended after Issuance for an additional period of leas than 12 months. (1) Insureds; In that case, the additional period will be (2) 'Covered Recalls" Initiated;or deemed part of the last preceding period for (a) Number of 'your products" the purposes of determining the Limits of withdrawn. insurance. b. Recall Expense Aggregate d. The following is added to SECTION If The Product R - Limit he la the most that we will reimburse LIABILITY, E. Liability and Medical Egnnsa You for the sum of an "product recall �"� Cendiltic , 2. Dugoe In the Event or Ooeurranea, expemlee incurred for all 'covered Olfensa.palm or Suit: recalls" initiated during the policy period. You must an to H that the following are G The Product Recall Each Occurrence done In the event of an actual or anticipated Limit is the most we will pay in covered recalla that may result In product cortneetion with any one defect or recoil expense deficiency. (1) Give us prompt notice of arty discovery d All 'product recall *xpensea' {n or notification that your product' must connection with substantially the same be withdrawn y recalled. Include e general harmful condition will be reason of !your product` and the deemed b arise out of the some defect reason for the withdrawal or recall; or deficiency and considered one W Cease any further release, shipment, 'occurrence, consignment or any ahher method of e. Any amount reimbursed for "product distribution of like or similar products recall expenses' In connection with any until it has been determined that all ects at one'occurrence will reduce the amount e productsuch couldbe ac ua se are free f of loss om under this of the Product Retail Expense Aggregate Insurance. Limit available for reimbursement of 'product recall expenses" In connection a. For the purpose of this endorsement, the with any other defect or deficlency, following definitions are added to SECTION f. if the Product Recall t]tpertee Aggregate it - LIABILITY, F. Llablifgr and Madleal Limit has been reduced by tea lftiUons: reimbursement or "product renal! 1• 'CAve� recall' means a recall mad* expenses"to an amount that Is less then necessary because you or a government the Product Recall Expense Each body has determined that a known or Occurrence Limit, the remaining suspected defect, deficiency, Aggregate LIIglt is the most that will be Inadequacy, or dangerous eondlihm in avatlable for reimbursement of'product "Your producC has resulted or win result recall expenses" In connection with any in"bodily kqurv*or'property damage', other defect or deficiency. 2. 'Product recall expene(or means: Q. Product Read Deductible a. Necessary end reasonable expenses We will only pay br the amount of for 'product recall expensee which am In (1) Communications, including radio excess of the $500 Product Recall or television antwuncsmertts or Deductible. The Product Recall printed advartliements Including Deductible applies se erately to each stationary, envelopes and 'covered receir. The limits of ktwranee per; wHI not be reduced by the amount of this deductible. We may, or will If required by law, pay all or any pert of any deductible amount, If appncabie. Upon notice of our payment 3814MO 081a Indudee aoWrIeded meterhk of Inwranes wrens Omrea,Ina,with he pwmWlon. Page a of a * ' Hanover insurance CTnup_ OH3A431%3 11001554 (2) Shipping the recalled products (1) if the "products - completed operations from any purchaser, distributor or hazard'Is excluded from coverage under user to the place or places this Coverage Part Including any designated by you; endorsement thereto; or (3) Remuneration paid to your (2I To'product recall expense" arising out of regular 'employees" for any of'your products' that are otherwise necessary overtime; excluded from coverage under this (4j Hiring additional persons, other Coverage Part including endorsements thereto. than your regular`employees'; (Q Expenses incurred by'employses' 8^ UniMan6onal Failure to Disclose Hazards Including transportation and The following is added to SEGMON 11 - accommodations; LIABILITY, I. Liabift and Medical Expenses l�f Expenses to rent additional General Conditions: warehouse or storage space. Represantations m Disposal of 'your product', but We will not disclaim coverage under this only to the extent that specific Coverage Part If you fall to disclose all hazards methods of destruction other then existing as of the Inception date of the policy those employed for trash provided such failure is not intentional. discarding or disposal are 9 Uninlsnftonal Failure to Notify required to avoid 'bodily Injury' or 'property damage as a result The following is added to SECTION II of such disposal, LIABILITY, E. Liability and Medical Expenses General CondWom 2. Duties in the Event of you incur exclusively for the purpose occurnarim Offensm Claim or Sult of recalling 'your product% and Your rights afforded under this Coverage Part b. Your lost profit resulting from such shall not be prejudiced if you felt to give us 'covered recall"• notice of an'occurrenW,offense, claim or'suiC, i This Product Recall Expense Coverage does solely due to your reasonable and documented not apply: belief that the 'bodily InJur1r, 'property damage' or 'personal and advertising Injury' is not covered under this Policy. ALL OTHER TERM& CONDITIONS. AND EXCLUSIONS REMAIN UNCHANGED, 3IM-1006 fib 16 Indudes copyrighted metenale d Imurance Bervlees Ohms,Inc,MAth Ile pannlalloft Page 0 of 6 "oleo f011136431963 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies Insurance provided under the following! BUSINESSOWNERS COVERAGE FORM ✓ SCHEDULE Neane Of Person Or Orgy ialtion Location And Deocrlption Of Completed Operations ANY PERSON OR ORGANIZATION WHEN REQUIR AS REQUIRED BY CONTRACT (N no entry appears above, inibmwtion requhed to complete this endorsement will be shown in the Dechwathum as applicable to this endorsements For the purpose of coverage provided by this agreement, the Insurance afforded to such endorsement, the following changes are made to additional insured will not be broader than 3ECI1ON 11 -UABILITY; that which you are required by the contract A. The following is added to SECTION 11 - or agreement to provide for such adclMonai insured. LIABILITY.C.Who Is An Insured: Any person or organization shown In the B. The followingD. la added in cal ExVI II - Schedule abate is also an additional Insured, UA to Of I u IJaW[Hy And Medloal 6rpanaaa but only wHh respect to liability for "bodliy Undta Irmtr�o: Injury' or "property damage' caused, In whole if coverage provided to the additional kmaed Is or In part, by 'your work" at the location required by a contract or agreement, the most designated and described in the Schedule we will pay on behaH of the additional Insured Is above, performed for that additional Insured and the amount of Insurance: Included In the 'produde-completed operations 1. Required by the contract or agreement;or hazard•. Z. Available under the applicable Limns of However. Insurance shown In the Declarstbns; 1. The Insurance dforded to such additional whichever Is less. Inwred only applies to the extent permllted Thla endorsement shall not Increase the by law; lard applicable Lim[ts of insurance shown in the 8 If coverage provided to the additional Declarations. Insured In required by a contract or ALL OTHER TERM& COND17IONS AND EXCLUSIONS REMAIN UNCHANGED. U14 02 N 18 indudw oaw"glmd malerfai or nwurnrm senAcm once Inc.,va Ib.permlwan. Page 1 of 1 HaInsun r nae Group. OH3A431963 1OM554 1. SECTION 1 - PROPERTY, If two or more of However, If you agree In a written this coverage part'a coverages apply to contract, written agreement, or the same lose or damage, we will not pay written permit that the Insurance more than the actual amount of the loss or provided to any person or damage. organization Included as an 2. SECTION 11 - LIABILITY, It Is our stated Additional Insured under this Intent that the various Coverage Parts, Coverage Part is primary and forms, endorsements or policies issued to non-contributory, we will not seek the named Insured by us, or any company contribution from any other affiliated with us, do not provide any Insurance available to that Additional duplication or overlap of coverage for the Insured which covers the Additional same claim, 'suir, 'occurrence", offense, Insured as a Named Insured except accident 'wrongful air or lose. We will (1) For the sole negligence of the not pay more than the actual amount of Additional Insured;or the I=or damage. When the Additional Insured Is If this Coverage Part and any other an Additional Insured under Coverage Part, form, endorsement or another liability policy. policy Issued to the named insured by us, b. Excess Insurance or any company affiliated with us, apply to This Insurance Is excess air. the same claim, 'suit, occurrence, offense, accident 'wrongful act" or loss, (1) Any of the other insurance, the maximum Limit of Insurance under all whether primary, excess, such Coverage Parts, forms, contingent or on any other basis: endorsements or policies combined shall not exceed the highest applicable Limit of (a) That Is Fire, Extended Insurance under any one Coverage Part, Coverage, Builder's Risk farm,endorsement or policy. Installation Risk or similar This conditon does not apply to any coverage for"your work'; Excess or Umbrella Polley Issued by us 04 That Is Property Insurance for specifically to apply as excess Insurance premises rented to you or over this policy. temporarily occupied by you 06 1.111eratlsation with permission of the owner, If we adopt any revision that would broaden (*) That Is Insurance purchased the coverage under this policy without as you da to cover your liability additional premium within 45 days prior to or a tenant far `property damage" to premises rented during the policy period, the broadened to you or temporarily coverage will Immediately apply to this policy. occupied by you wdh H. Other Insurance permission of the owner, or 1. SECTION 1 -PROPERTY (c$ If the lose arises out of the maintenance or use of If there Is otter Insurance covering the aircraft, 'auto' or watercraft same loos or damage, we will pay only for to the extent not subject to the amount of covered loss or damage In SECTION 11 - LIABILITY, excess of the amount due from that other Exclusion g. Aircraft Auto or Insurance, whether you cart tolled on it or Wes : and not But, we will not pay more than the applicable Limit of Insurance of SECTION I Any other primary insurance Opp, available to you covering Ilablilly 2. SECTION II -LI/IB[I.I[Y for damages @rising out of the promises or operatlons, or the K other valid and collectible Insurance Is products and completed available to the Insured for a loss we operations, for which you have cover under SECTION 11 - LIABILITY, our been added as an additional obligations are 11mrad as follows; Insured by attachment of an a. prljnwy lnsuuano endorsement This insurance Is primary except when When this Insurance Is excess. we paragraph b. Is pri appl except It this ILIABILwill have no duty under SECTION If- insurance Is primary, our obligations against y defend the Insured are not affected unless arty of the Insurer any 'suit' Harty other Insurer has a duty to defend the other Insurance Is also primary. Then, Insured agalnat that'suir. If no other we will share with all that other Insurer defends, we will undertake to Insurance by the method described In do so, but we will be entitled to the paragraph a below. 7M-1O0 tM 1s hndudes copyft'11W material of leararm Services OMM ine.,IM As pwmlasian. Page 78 of M norer insured's rights against all those other premium in accordance with our rates and Insurers. rules then in effect c. When this Insurance Is excess over other 3. With our consent, you may continue this insurance, we will pay only our share of policy In force by paying a continuation the amount of the lose, if any, that premium for each successive onelaar exceeds the sum of: period. The premium must be: (1) The total amount that all such other a. Paid to us prior to the anniversary Insurance would pay for the loss in date; and the absence of this Insurance; and b. Determined in accordance with Cd The total of all deductible and paragraph Z above. self-Insured amounts under all that Our forms then In effect will apply. If you other Insurance. do not pay the continuation premium, this d. We will share the remaining loss, if any, policy will expire on the first anniversary with any other Insurance that Is not date that we have not received the deacrlbed in this provision and was not premium. bought specifically to apply in excess of 4. undeclared exposures or change In your the Limits of Insurance shown in the business operation, acquleltlon or use of Declarations for this(overage. locations may occur during the policy e. Method of Shad nR period that Is not shown In lite If all of the other insurance permits Deciare0ona. If so, we may require an be contribution by equal shares, we will additional premium. That premium willes follow this method also. Under this determined in accordance with our rates approach each insurer contributes equal and rules then in effect amounts until it has paid He applicable A Premium Audit Limit of Insurance or none of the foss 1. This policy Is subject to audit M a premium remalnA whichever comes first designated as an advance premium Is 9 any of the other Insurance does not shown in the Declarations. We w[!1 permit contribution by equal shares, we compute the final premium due when we will cor&lbute by limits. Under this determine your actual exposure& method, each Insurer's share Is based on 2 Premium shown in this policy as advance the ratio of Its applicable Limit of premium Is a deposit premium only. At the Insurance to the total applicable limits of close of each audit period, we will Insurance of A insurers, compute the earned premium for that . L When this insurance Is excess, we will period and send notice to the first Named have no duty under Business Liability Insured. The due date for audit premiums Coverage to defend any claim or 'suir is the date shown as the due date on the that any other Insurer has a duty to bill. If the sum or the advance and audit defend. it no other Insurer defenda, we premiums paid for the policy period is will undertake to do no: but we will be greater than the earned premium, we will ar Mled to the I sured's rights against all return the excess to the fiat Named fhose other Insurers. Insured. 1. Premiume 3. The first Named Insured must keep t. The first Nomad Insured shown In the records of the Information we need for Declarations: premium computation and send us copies at such times as we may request a. Is responsible fear the payment of ail IC T.nnsfar of Rights of Reaw+ry Agelnat Others premiums, and to us b. Will be the payee for any return premiums we pay. 1. Applicable to SECTION I - PROPERTY Coverage: I The premium shown In the Declarstfom was computed based on rates In effect at the time K any person or organization to or for the policy was Issued. On each renewal, whom we make payment under this policy continuation or anniversary of the affective has rights to recover damages from date of Mhls policy, we will compute the another. those rights are transferred to us to the extent of our payment That person or organization must do everything necessary to secure our rights and must do nothing after loss to Impair them. But you may waive your rights against another party in writing: 3$1.1003 08 16 Iiduds copyrl~maEsrlal of xm mum se+Mou Gmles,Ina,wah Its jwnrMlan. Page 0 of 61 H6nc nmr ingurance p- 0H3A431W3 1001551 a. Prior to a toes to your Covered We waive any right of recovery we may Property. have against any person or b. After a loss to your Covered Properly organization with whom you have a only if. at time of loss, that party Is written contrack permit or agreement one of the following: to waive arty rights of recovery against (1) Someone Insured by this such person or organization because of insurance; payments we mace for injury or damage arising out of your ongoing (2) A business firm: operations or'your work" done under a (s) Owned or controlled by you; contract with that person or organization and Included In the or "producta-completed operations lb) That owns or controls you; or hazard". (a) Your tenant This condition does not apply to You may also accept the usual bills of Medical Expenses Coverage. lading or shipping receipts limiting the L Traimfer of Your Rights and nudes Under liability of carriers. This Pogcy This will not restrict your Insurance. Your rights and duties under this policy 2. Applicable to SECTION: II - LIABILITY may not be transferred without our written Coverage: consent except in the can of death of an If the insured has rights to recover all a Individual Named Insured. If you die, your part of any payment we have made legala repres and entative butes will be only while to that under this Coverage Park those rights legal representative Is acting within the are transferred to us. The insured must scope of their duties as your legal do nothing after loss to impair such representative. Until your legal rights. At our request, the Insured will representative is appointed, anyone with bring 'suit"' or transfer those rights to us proper temporary custody or your property and help us enforce them. will have your rights and duties but only with respect to that property. 381.1008 08 18 Inaiudaa oopyriohiad mkwW of Inerraecs senrksa osloa,Inc.,MAfi IN peni temom Paw 81 of in omise ..Q1"IfC3V 'M"" lnsurente Group_ AW3A42745e 1001554 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART A. The following is added to SECTION II - Primary and Non-ConMbutoM LIABILITY COVERAGE. Paragraph A.I. Who In if you agree In a written contract, written An Insured agreement or written permit that the insurance AdMonal Insured If Required by Contract provided to a person or organization who If you agree In a written contract, wrtttarl qualifies as an additional "Insured' under agreement or written permit that a person or SECTION 11 - LIABILITY COVERAGE, Paragraph organization be added as an additional A.I. Who Is An Insured, subparagraph 'insured' under this Coverage Part such Additional insured tf Required by Contract Is person or organization is an "insured"; but only primary and non-contributory. the followingto the extent that such person or organization applies: qualifies as an °insured" under paragraph A.1.c. The liability coverage provided by this Coverage of this Section. Part Is primary to any other Insurance available It you agree in a written contract, written to the additional "insured' as a Named Insured. agreement or written permit that a person or We will not seek contribution from any other organization be added as an additional Insurance available to the additional "Insured" 'Insured" under this Coverage Part, the most apt we will pay on behalf of such additional (1) For the sole negligence of the additional insured" is the teaser of: 'Insured';or (1) The Limas of Insurance for liability coverage (4 For negligence erldno out of the ownership, apecifled In the written contract, written maintenance or use of any'aute not owned agreement or written permit; or by the additional Ninsurer or by you, unless 0 The Limits of Insurance for Llabilay that 'auto' is a 'traller" connected to on Coverage shown in the Declarations 'auto' owned by the additional 'Insured' or applicable to this Coverage Part by you;or Such amount shall be part of and not In addition (3) When the addttlond "insured' Is also an to the Limits of Insurance shown In the addlllaral "Insured' under another liability Declarations applicable to this Coverage Part. poles• Regardless of the number of covered "autos', C. This endorsement will apply only 0 the '{nsuredle. premiums paid, claims made or 'accident'occurs: vehicles Involved In the 'scclderff. the most we 1. During the pdktr period; will pay for the total of all damages and "covered pollution cost or expense" combined I Subsequent to the execution of the written resulting from any one "accident" Is the Limit of contract or wrltt n agreement or the Insurance for Liability Coverage shown In the Issuance of the written permit; and Declarations, a. Prior to the expiratlon of the period of time B. The following is added to SECTION IV - that the written contract, written agreement BUSINESS AUM COADRIONS, Paragraph B. or written permit requires such Insurance to General Conditions, subparagraph @. Odwr be provided to the additional "Insured'. Irruautitas D. Coverage provided to an additional "insured' will not be broader than coverage provided to any other'Insurer under this Coverage Part ALL OTHER TERMS,CONDITIONS. AND EXCLUSIONS REMAIN UNCHANGED. MM-04-M 12 12 he:ludes copyrighted materiel of 180 Instaenos as Pape t of 1 &iover AW3A4274M 1001564 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies Insurance provided under the following: BUSINESS AUTO COVERAGE FORM BUSINESS AUTO PHYSICAL DAMAGE C DVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect Io coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement This endorsement changes the policy effective on the inception date of the policy unless another date is Indicated below. Named Insured: NBS Govzlll� FI1<� (,1N W Endarsean It Et1 effm Daft: 4/24/I7 SCHEDULE Name(s) Of Person(t)Or Orpaniadon(s): ANY PERSON OR ORGANIZATION WHEN REQUIRM BY A WRIT Inhw n dbn squired to complete this Schedule. d not shown above. will be shown in the Declarations The Transfer Of RWO Of Recovery Against 02mm To Us Condition does not apply to the personal or organizatlon(s) Mown In the Schedule, but only to the extent that subnogatlon Is watered prior to the 'accident'or the'lose under a contract with that person or organization. 01-0000 11 1a Includes copyrighted material of Insurance Services Of cs.ire.,with Ns permission Paps 1 of 1 Ham 41*mr V&DA427457 iW1554 WAIVER OF OUR RIGiW TO RECOVER FROM OTHERS ENDORSEIIIElCr-MFORMA We have the right to recover our payments from anyone liable for an Injury covered by this policy.We will not enforce our right against the parson or organkaibn named In the Schedule.(This agreement oppose only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must melMa�hpa payroll records accurately segregating the remuneration of your employees while engaged in the work described In the Schedule. The additional premium for this endorsement shall be,2 %of the California workers'compensation premium otherwise due on such remuneration. Schedule Person or Oryantratlon Job Description ONLY WHERE REQUIRED BY CONTRACT This endorsement changes the poky to which it is attached and is~Iva on the dete Issued unless otherwise stated. (The Information below is required only when this andorsoment Is Issued subsequent to preparation of the policy.) EndorsenwntMotive 9/24/17 Policy No.WH3-A4 274 57-04 Endorsement No, Insured US 1 FIRAM GEM Premium$ Insurance Compenymee HANOVEa INSURANCE COMPANY �/} Countersigned By .Jo tllf Dare WC 84 03 08(Ed.04-84) AMENDMENT NO. 2 TO District Administration, Tax Roll Billing and Related Services (Agreement No. 6288) THIS SECOND AMENDMENT to the Contract Services Agreement No. 6288 for District Administration, Tax Roll Billing and Related Services is made and entered into on TU 1E( I 2016 by and between the City of Palm Springs, a California charter city and municipal corporation (hereinafter referred to as the "City"), and NBS Government Finance Group (dba NBS), (hereinafter referred to as the"Consultant") collectively, the "Parties RECITALS A. City and Consultant previously entered into a contract services agreement for District Administration, Tax Roll Billing and Related Services, which was made and entered into on November 13, 2012 (the"Agreement")for three years with two one year renewal options through FY 16-17 in accordance with the schedule of fees set forth in Exhibit "A". B. Section 3.3, "Changes" allows for changes in the Scope of Services/Work via executed written Amendment- C. On February 9, 2015,the City and Consultant amended the Agreement(Amendment#1)to add Community Facilities District(CFD)annexation services for the remainder of the term of the agreement through FY 16-17. D. City and Consultant desire to amend the Agreement (Amendment #2) to add Community Facilities District(CFD) annexation services for the remainder of the term of the agreement through FY 16- 17 pursuant to the Scope of Services and Schedule of Compensation in Exhibit A-2. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein,the Parties agree as follows: AGREEMENT 1. Section 1.1 "Scope of Services" of the Agreement is hereby amended as follows "In compliance with all terms and conditions of this Agreement, Consultant shall provide District Administration, Tax Roll Billing and Related Services, including County Service Area Audit and Administration Services, to the City as described in the Scope of Services/Work attached to this Agreement as Exhibits "A" and "A-1" and "A-2" and incorporated by reference (the "services" or"work"). Exhibits "A" and "A-1" and"A-2"include the agreed upon schedule of performance and the schedule of fees. Consultant warrants that all services and work shall be performed in a competent, professional, and satisfactory manner consistent with prevailing industry standards. In the event of any inconsistency between the terms contained in the Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern." Section 3.1 "Compensation of Consultant' of the Agreement is hereby amended as follows: "Consultant shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibits "A" and "A-1" and "A-2". 1 ORIGINAL BID ANDIOR AGREEMENT -�� NBSGOVE-01 SADPATRATHREE ,A�J CERTIFICATE OF LIABILITY INSURANCE DAT7YY) 9/19119/201 7 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 rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT oC -i NFP Property&Casualty Services,Inc. - NAME: _PHONE — FAX -- 6165 Greenwich Or Suite 200 wc,No,EXt):(858)869-8300 FAX No):(858)869 8301 San Diego,CA 92122 E-MAIL IIEss: _ INSURERS)AFFORDING COVERAGE NAIC# INSURER A:Hanover Insurance Company _ 22292 INSURED INSURERB:Allmerlca Fln'I Benefit Ins Co 41840 NBS Government Finance Group INSURERC:Gemini Insurance_ 10833 32605 Temecula Parkway,Suite 100&101 INSURER D Temecula,CA 92592 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, EXCLUSION_S AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN_REDUCED BY PAID CLAIMS. INS LTR TYPE OF INSURANCE IN yyyp', POLICY NUMBER POLICYEFF POLICY EXP - M LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS-MADE X OCCUR OH3A431963 09/24/2017 09124/2018 DAMAGE TO RENTED 2,000,000 �� X X PREMISES(Ea occurrence) $ MEDEXP(AnYoneperson_ $ 10,000 PERSONAL&ADV INJURY _$ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER 4,000,000 PRO- I � GENERAL AGGREGATE �$_ _ X, POLICY u', JECT LOC 4,000,DOO _PRODUCTS-COMPIOPAGG $_ OTHER'. B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 X X �_"___. __.. X ANY AUTO AW3A427458 09/24/2017.09/24/2018 BODILY INJURYLPerperson) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILYINJURY(Peraccidentl_$ _ _ HIRED NON-OWNED ✓ PROPERTY DAMAGE AUTOS ONLY —AUTOS ONLY Per accidennt _ $ _ S A X UMBRELLA I IX OCCUR EACH OCCURRENCE _ _ 5 1,000,000 EXCESS I CLAIMS-MADE OH3A431963 09/24/2017 09/24/2018 _- 1,000,000 ,AGGREGATE $ DED RETENTION$ $ A AND EMPLOYERS'LIABILITY X STATUTE EERH _ ANY PROPRIETORIPARTNER/EXECUTIVE YIN X jWH3A42745704 09/24/2017 09/24/2018 1,000,000 OFFICER/MEMBER EXCLUDED? NIA _ E.L.EACH ACCIDENT $ �_.__- (mandatory in --If E.L.DISEASE-EA EMPLOYEEI $ 1,000,000 DES describe under OF O OF O and I DESCRIPTION below E.L.DISEASE-POLICY LIMIT $ 1,000,000 C E&O/Professional Lia VCPL065285 09124/2017 09/24/2018 Annual Aggregate 2,000,000 C E&O/Professional Lia VCPL065285 1 09/24/2017 09/24/2918 Each Wrongful Act 2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached If more space is required) ^r e The City of Palm Springs,its officials,employees,and agents are named additional insured regarding General Liability&Auto Liability Primary W_o}ding applies to General Liability. Waiver of Subrogation applies to General Liability,Auto Liability&Workers'Compensation. 1. - Blanket forms apply when required by written contract: f-I N GENERAL LIABILITY: _. Additional Insured-Special Broadening Endt N 391,1006 08 16✓ Additional Insured-Completed Operations:391-1602 OB 16v - Primary&Non-Contributory:391-1003 08 16 v SEE ATTACHED ACORD 101 CERTIFICATE HOLDER CANCELLATION .. Lv SHOULD ANY OF THE ABOVE DESCRIBED POLICIES CAA LLE6$EFORE City of Palm Springs THE EXPIRATION DATE THEREOF, NOTICE WILL BI!""ibELIYl6RED IN 3200 Tahquitz Canyon Way ACCORDANCE WITH THE POLICY PROVISIONS. - Palm Springs,CA 92262 AUTHORIZED REPRESENTATIVE ACORD 25(2016103) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD • • AGENCY CUSTOMER ID. S•E-01 SADPATRATHREE LOC#: 1 ACORO- `� ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED FP Property&Casualty Services,Inc. NBS Government Finance Group 32605 Temecula Parkway,Suite 100&101 POLICY NUMBER Temecula,CA 92592 SEE PAGE 1 CARRIER NAIC CODE SEE PAGE 1 SEE P 1 EFFECTIVE DATE:SEE PAGE 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Description of Operations/Locations/Vehicles: Waiver of Subrogation: 391-1003 08 16 AUTO: Additional Insured:461-0478 12 12✓ Primary&Non-Contributory:461-0478 12 12✓ Waiver of Subrogation:461-0500 11 13✓ WORKERS'COMPENSATION: Waiver of Subrogation:WC040306 4-84 ✓ *CERTIFICATE ISSUED DUE TO POLICY RENEWAL" ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD • • • • 10H3A431963 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESSOWNERS LIABILITY SPECIAL BROADENING ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SUMMARY OF COVERAGES Limits Page 1. Additional Insured by-Contract, Agreement or Permit T Included 1 2. Additional Insured - Broad Form Vendors Included 2 3. Alienated Premises Included 3 4. Broad Form Property Damage - Borrowed Equipment, Customers Included 3 Goods and Use of Elevators 5. Incidental Malpractice (Employed Nurses, EMT's and Paramedics) Included 3 6. Personal and Advertising Injury - Broad Form Included 4 7. Included — 4 Product Recall Expense Each Occurrence Limit $25,000 5 Occurrence Product Recall Expense Ag gregate ggregate Limit $50,000 5 Aggregate Product Recall Deductible $500 5 8. Unintentional Failure to Disclose Hazards Included 6 9. Unintentional Failure to Notify Included 6 This endorsement amends coverages provided under the Businessowners Coverage Form through new coverages and broader coverage grants. This coverage is subject to the provisions applicable to the Businessowners Coverage Form, except as provided below. The following changes are made to SECTION II - (2) Premises you own, rent, lease or LIABILITY: occupy; or 1. Additional Insured by Contract, Agreement or (3) Your maintenance, operation or use of Permit equipment leased to you. The following is added to SECTION II - b. The insurance afforded to such additional LIABILITY, C. Who Is An Insured: insured described above: Additional Insured by Contract, Agreement or (1) Only applies to the extent permitted by Permit law; and a. Any person or organization with whom you (2) Will not be broader than the insurance agreed in a written contract, written which you are required by the contract, agreement or permit to add such person or agreement or permit to provide for such organization as an additional insured on additional insured. your policy is an additional insured only with (3) Applies on a primary basis if that is respect to liability for "bodily injury", required by the written contract, written property damage", or personal and advertising injury" caused, in whole or in agreement or permit. part, by your acts or omissions, or the acts (4) Will not be broader than coverage or omissions of those acting on your behalf, provided to any other insured. but only with respect to: (5) Does not apply if the "bodily injury", (1) "Your work" for the additional insured(s) "property damage" or "personal and designated in the contract, agreement or advertising injury"is otherwise excluded permit; from coverage under this Coverage Part, including any endorsements thereto. 391-1006 08 16 Includes copyrighted materials of Insurance Services Offices, Inc., with Its permission. Page 1 of 6 4Hanover Insurance+Grout. O H 3 A431963 1001554 c. This provision does not apply: The most we will pay on behalf of the (1) Unless the written contract or written additional insured for a covered claim is the agreement was executed or permit was lesser of the amount of insurance: issued prior to the "bodily injury", 1. Required by the contract, agreement or "property damage", or "personal injury permit described in Paragraph a.; or and advertising injury". 2. Available under the applicable Limits of (2) To any person or organization Included Insurance shown in the Declarations. as an insured by another endorsement This endorsement shall not increase the issued by us and made part of this applicable Limits of Insurance shown in the Coverage Part. Declarations (3) To any lessor of equipment: e. All other insuring agreements, exclusions, (a) After the equipment lease expires; or and conditions of the policy apply. (b) If the "bodily injury", "property 2. Additional Insured - Broad Form Vendors damage", "personal and advertising The following is added to SECTION II - injury" arises out of sole negligence LIABILITY, C. Who Is An Insured: of the lessor. (4) To any: Additional Insured - Broad Form Vendors (a) Owners or other interests from whom a. Any person or organization that is a vendor land has been leased if the with whom you agreed in a written contract "occurrence" takes place or the additional insured under this Coverage Part offense is committed after the lease is an insured, but only with respect to liability for the land expires; or for "bodily injury" or "property damage" (b) Managers or lessors of premises if: arising out of "your products" which are (i) The "occurrence" takes place or distributed or sold in the regular course of the offense is committed after the vendor's business. you cease to be a tenant in that b. The insurance afforded to such vendor premises; or described above: (11) The "bodily injury", "property (1) Only applies to the extent permitted by damage", "personal injury" or law; "advertising injury" arises out of (2) Will not be broader than the insurance structural alterations, new which you are required by the contract or construction or demolition operations performed by or on agreement to provide for such vendor; behalf of the manager or lessor. (3) Will not be broader than coverage (5) To "bodily injury", "property damage" or provided to any other insured; and "personal and advertising injury" arising (4) Does not apply if the "bodily injury", out of the rendering of or the failure to "property damage" or "personal and render any professional services. advertising injury" is otherwise'excluded This exclusion applies even if the claims from coverage under this Coverage Part, against any insured allege negligence or including any endorsements thereto other wrongdoing in the supervision, c. With respect to insurance afforded to such hiring, employment, training or vendors, the following additional exclusions monitoring of others by that insured, if apply: the "occurrence" which caused the The insurance afforded to the vendor does "bodily injury" or "property damage" or not apply to: the offense which caused the "personal and advertising injury" involved the (1) "Bodily injury" or "property damage" for rendering of or failure to render any which the vendor is obligated to pay professional services by or for you. damages by reasons of the assumption of liability in a contract or agreement. This d. With respect to the insurance afforded to exclusion does not apply to liability for these additional insureds, the following is damages that the insured would have in added to SECTION 11 - LIABILITY, D. Liability the absence of the contract or and Medical Expense Limits of Insurance: agreement; (2) Any express warranty unauthorized by you; t~:Y; 391-1006 08 16 Includes copyrighted materials of Insurance Services Offices, Inc.,with its permission. Page 2 of 6 notes i • • • (3) Any physical or chemical change in the The most we will pay on behalf of the vendor product made intentionally by the for a covered claim is the lesser of the vendor; amount of insurance: (4) Repackaging, unless unpacked solely for 1. Required by the contract or agreement the purpose of inspection, described in Paragraph a.; or demonstration, testing, or the 2. Available under the applicable Limits of substitution of parts under instruction Insurance shown in the Declarations; from the manufacturer, and then repackaged in the original container; This endorsement shall not increase the (5) Any failure to make such inspection, applicable Limits of Insurance shown in the adjustments, tests or servicing as the Declarations. vendor has agreed to make or normally 3. Alienated Premises undertakes to make in the usual course SECTION 11 - LIABILITY, B. Exclusions, 1. of business in connection with the sale Applicable To Business Liability Coverage k. of the product; Damage to Property, paragraph (2) is replaced by (6) Demonstration, installation, servicing or the following: repair operations, except such (2) Premises you sell, give away or abandon, if operations performed at the vendor's the "property damage" arises out of any part premises in connection with the sale of of those premises and occurred from hazards the product; that were known by you, or should have (7) Products which, after distribution or sale reasonably been known by you, at the time by you, have been labeled or relabeled the property was transferred or abandoned. or used as a container, part or 4, Broad Form Property Damage - Borrowed ingredient of any other thing or Equipment, Customers Goods, Use of Elevators substance by or for the vendor; a. The following is added to SECTION II - (8) "Bodily injury" or "property damage" LIABILITY, B. Exclusions, 1. Applicable To arising out of the sole negligence of the Business Liability Coverage, k. Damage to vendor for its own acts or omissions or Property: those of its employees or anyone else acting on its behalf. However, this Paragraph (4) does not apply to "property exclusion does not apply to: damage" to borrowed equipment while at a job'site and not being used to perform (a) The exceptions contained within the operations. exclusion in subparagraphs (4) or (6) above; or Paragraph (3), (4) and (6) do not apply to inspections, adjustments, tests "property damage" to "customers goods" (b) Such ins P J while on your premises nor to the use of or servicing as the vendor has elevators. agreed to make or normally the e undertakes to make in the usual b. purposes of this endorsement, the course of business, in connection following definition is added to SECTION II - with the distribution or sale of the LIABILITY, F. Liability and Medical Expenses products. Definitions: (9) "Bodily injury" or "property damage" 1. "Customers goods" means property of your customer on your premises for the place before you have signed the purpose of being: contract or agreement with the vendor. a. Worked on; or (10)To any person or organization included b. Used in your manufacturing process. as an insured by another endorsement c. The insurance afforded under this provision is issued by us and made part of this excess over any other valid and collectible Coverage Part. property insurance (including deductible) (11)Any insured person or organization, available to the insured whether primary, from whom you have acquired such excess, contingent or on any other basis. products, or any ingredient, part or container, entering into, accompanying 5. Incidental Malpractice - Employed Nurses, EMT's or containing such products. and Paramedics d. With respect to the insurance afforded to SECTION II - LIABILITY, C. Who Is An Insured, these vendors, the following is added to paragraph 2.a.(1)(d) does not apply to a nurse, SECTION II - LIABILITY, D. Liability and Medical Expense Limits of Insurance: 391-1006 08 16 Includes copyrighted materials of Insurance Services Offices, Inc., with its permission. Page 3 of 6 • • 4H§nover nce Group. O H3 A431963 1001554 emergency medical technician or paramedic o. Recall of Products, Work or Impaired employed by you if you are not engaged in the Property is replaced by the following: business or occupation of providing medical, o. Recall of Products, Work or Impaired paramedical, surgical, dental, x-ray or nursing Property services. 6. Personal Injury - Broad Form Damages claimed for any loss, cost or expense incurred by you or others for a. SECTION If - LIABILITY, B. Exclusions, 2. the loss of use, withdrawal, recall, Additional Exclusions Applicable only to inspection, repair, replacement, "Personal and Advertising Injury", paragraph adjustment, removal or disposal of: e. is deleted. (1) "Your product"; b. SECTION II - LIABILITY, F. Liability and Medical Expenses Definitions, 14. "Personal (2) "Your work"; or and advertising injury", paragraph b. is (3) "Impaired property"; replaced by the following: If such product, work or property is b. Malicious prosecution or abuse of withdrawn or recalled from the market or process. from use by any person or organization c. The following is added to SECTION II - because of a known or suspected defect, LIABILITY, F. Liability and Medical Expenses deficiency, inadequacy or dangerous Definitions, Definition 14. "Personal and condition in it, but this exclusion does advertising injury": not apply to "product recall expenses" that you incur for the covered recall" of "Discrimination" (unless insurance thereof is "your product". prohibited by law) that results in injury to the However, the exception to the exclusion feelings or reputation of a natural person, apply to "product recall does not but only if such "discrimination" is: expenses" resulting from: direction(7) done intentionally by or at the (4) Failure of an direction of: y products to accomplish (a) The insured; their intended purpose; (5) Breach of warranties of fitness, (b) Any officer of the corporation, quality, durability or performance,- director. stockholder, partner or member of the insured; and (6) Loss of customer approval, or any cost incurred to regain customer (2) Not directly or indirectly related to an approval; "employee", not to the employment, prospective employment or termination (7) Redistribution or replacement of of any person or persons by an insured. your product which has been recalled by like products or d. For purposes of this endorsement, the substitutes; following definition is added to SECTION II - LIABILITY, F. Liability and Medical Expenses (8) Caprice or whim of the insured; Definitions: (9) A condition likely to cause loss of 1. "Discrimination" means the unlawful which any insured knew or had treatment of individuals based upon race, reason to know at the inception of this insurance; color, ethnic origin, gender, religion, age, or sexual preference. "Discrimination" (10)Asbestos, including loss, damage or does not include the unlawful treatment clean up resulting from asbestos or of individuals based upon developmental, asbestos containing materials; or physical, cognitive, mental, sensory or (11)Recall of "your products" that have emotional impairment or any no known or suspected defect solely combination of these. because a known or suspected e. This coverage does not apply if liability defect in another of "your products' coverage for "personal and advertising has been found- injury" is excluded either by the provisions of b. The following is added to SECTION II - the Coverage Form or any endorsement LIABILITY, C. Who Is An Insured, paragraph thereto. 3.b.: 7. Product Recall Expense "Product recall expense" arising out of any a. SECTION II - LIABILITY, B. Exclusions, 1. withdrawal or recall that occurred before you Applicable To Business Liability Coverage, acquired or formed the organization. 391-1006 08 16 Includes copyrighted materials of Insurance Services Offices, Inc.,with its permission. Page 4 of 6 01C'.87 c. The following is added to SECTION II - of a deductible amount, you shall LIABILITY, D. Liability and Medical Expenses promptly reimburse us for the part of the Limits of Insurance: deductible amount we paid. Product Recall Expense Limits of Insurance The Product Recall Expense Limits of a. The Limits of Insurance shown in the Insurance apply separately to each SUMMARY OF COVERAGES of this consecutive annual period and to any endorsement and the rules stated below remaining period of less than 12 months, fix the most that we will pay under this starting with the beginning of the policy Product Recall Expense Coverage period shown in the Declarations, unless the regardless of the number of: policy period is extended after issuance for an additional period of less than 12 months. (1) Insureds; In that case, the additional period will be (2) "Covered Recalls" initiated; or deemed part of the last preceding period for (3) Number of "your products" the purposes of determining the Limits of withdrawn. Insurance. b. The Product Recall Expense Aggregate d. The following is added to SECTION II - Limit is the most that we will reimburse LIABILITY, E. Liability and Medical Expense you for the sum of all "product recall General Conditions, 2. Duties in the Event of expenses" incurred for all "covered Occurrence, Offense, Claim or Suit: recalls" initiated during the policy period. You must see to it that the following are done in the event of an actual or anticipated c. The Product Recall Each Occurrence "covered recall" that may result in "product Limit is the most we will pay in recall expense": connection with any one defect or deficiency. (1) Give us prompt notice of any discovery d. All "product recall expenses" in or notification that "your product" must be withdrawn or recalled. Include a connection with substantially the same description of "your product" and the general harmful condition will be reason for the withdrawal or recall; deemed to arise out of the same defect or deficiency and considered one (2) Cease any further release, shipment, "occurrence". consignment or any other method of e. Any amount reimbursed for "product distribution of like or similar products recall expenses' in connection with any until it has been determined that all one "occurrence" will reduce the amount such products are free from defects that could be a cause of loss under this of the Product Recall Expense Aggregate Limit available for reimbursement of insurance. "product recall expenses" in connection e. For the purposs of this endorsement, the with any other defect or deficiency. following definitions are added to SECTION f. If the Product Recall Expense Aggregate II - LIABILITY, F. Liability and Medical Expenses Definitions: Limit has been reduced by reimbursement of "product recall 1. "Covered recall" means a recall made expenses" to an amount that is less than necessary because you or a government the Product Recall Expense Each body has determined that a known or Occurrence Limit, the remaining suspected defect, deficiency, Aggregate Limit is the most that will be inadequacy, or dangerous condition in available for reimbursement of "product "your product" has resulted or will result recall expenses" in connection with any in "bodily injury" or"property damage". other defect or deficiency. 2. "Product recall expense(s)" means: g. Product Recall Deductible a. Necessary and reasonable expenses We will only pay for the amount of for: "product recall expenses" which are in (1) Communications, including radio excess of the $500 Product Recall or television announcements or Deductible. The Product Recall printed advertisements including Deductible applies separately to each stationary, envelopes and covered recall". The limits of insurance postage; will not be reduced by the amount of this deductible. We may, or will if required by law, pay all or any part of any deductible amount, if applicable. Upon notice of our payment 391-1006 OB 16 Includes copyrighted materials of Insurance Services Offices, Inc., with its permission. Page 5 of 6 )Hanover Insurance Croup_ 01-13 A431963 1001554 (2) Shipping the recalled products (1) If the "products - completed operations from any purchaser, distributor or hazard" is excluded from coverage under user to the place or places this Coverage Part including any designated by you; endorsement thereto; or (3) Remuneration paid to your (2) To "product recall expense" arising out of regular "employees" for any of "your products" that are otherwise necessary overtime; excluded from coverage under this (4) Hiring additional persons, other Coverage Part including endorsements than your regular "employees"; thereto. (5) Expenses incurred by"employees" $' Unintentional Failure to Disclose Hazards including transportation and The following is added to SECTION II - accommodations; LIABILITY, E. Liability and Medical Expenses (6) Expenses to rent additional General Conditions: warehouse or storage space; Representations (7) Disposal of "your product", but We will not disclaim coverage under this only to the extent that specific Coverage Part if you fail to disclose all hazards methods of destruction other than existing as of the inception date of the policy those employed for trash provided such failure is not intentional. discarding or disposal are 9. Unintentional Failure to Notify required to avoid "bodily injury" The following or "property damage" as a result g is added to SECTION II - of such disposal, LIABILITY, E. Liability and Medical Expenses General Conditions, 2. Duties in the Event of you incur exclusively for the purpose Occurrence, Offense, Claim or Suit: of recalling "your product"; and b. Your lost profit resulting from such Your rights afforded under this Coverage Part p 9 shall not be prejudiced if you fail to give us "covered recall". notice of an "occurrence", offense, claim or"suit", f. This Product Recall Expense Coverage does solely due to your reasonable and documented not apply: belief that the "bodily injury", "property damage" or "personal and advertising injury" is not covered under this Policy. ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED. 391-1006 08 16 Includes copyrighted materials of Insurance Services offices, Inc.,with its permission. Page 6 of 6 )10188 #OH3A431963 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following BUSINESSOWNERS COVERAGE FORM SCHEDULE Name Of Person Or Organization Location And Description Of Completed Operations ANY PERSON OR ORGANIZATION WHEN REQUIR AS REQUIRED BY CONTRACT Of no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) For the purpose of coverage provided by this agreement, the insurance afforded to such endorsement, the following changes are made to additional insured will not be broader than SECTION II - LIABILITY: that which you are required by the contract or agreement to provide for such additional A. The following is added to SECTION II - insured. LIABILITY, C. Who Is An Insured: B. The following is added to SECTION II - Any person or organization shown in the LIABILITY, D. Liability And Medical Expenses Schedule above is also an additional insured, Limits Of Insurance: but only with respect to liability for "bodily injury" or "property damage" caused, in whole If coverage provided to the additional insured is or in part, by 'your work" at the location required by a contract or agreement, the most designated and described in the Schedule we will pay on behalf of the additional insured is above, performed for that additional insured and the amount of insurance: included in the "products-completed operations 1. Required by the contract or agreement; or hazard". 2. Available under the applicable Limits of However: Insurance shown in the Declarations; 1. The insurance afforded to such additional whichever is less. insured only applies to the extent permitted This endorsement shall not increase the bylaw; and applicable Limits of Insurance shown in the 2. If coverage provided to the additional Declarations. insured is required by a contract or ALL OTHER TERMS, CONDITIONS AND EXCLUSIONS REMAIN UNCHANGED. 391-1602 08 16 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 1 of 1 r-1 the Hanover Insurance Group. 01-13 A431963 1001554 1. SECTION I - PROPERTY, if two or more of However, if you agree in a written this coverage part's coverages apply to contract, written agreement, or the same loss or damage, we will not pay written permit that the insurance more than the actual amount of the loss or provided to any person or damage_ organization included as an 2. SECTION II - LIABILITY, it is our stated Additional Insured under this intent that the various Coverage Parts, Coverage Part is primary and forms, endorsements or policies issued to non-contributory, we will not seek the named insured by us, or any company contribution from any other affiliated with us, do not provide any insurance available to that Additional duplication or overlap of coverage for the Insured which covers the Additional same claim, "suit", "occurrence", offense, Insured as a Named Insured except: accident, "wrongful act" or loss. We will (1) For the sole negligence of the not pay more than the actual amount of Additional Insured; or the loss or damage. (2) When the Additional Insured is If this Coverage Part and any other an Additional Insured under Coverage Part, form, endorsement or another liability policy. policy Issued to the named insured by us, b. Excess Insurance or any company affiliated with us, apply to the same claim, "suit", occurrence, This insurance is excess over: offense, accident, "wrongful act" or loss, the maximum Limit of Insurance under all (1) Any of the other insurance, a Parts, forms, whether primary, excess, such Coverage contingent or on any other basis: endorsements or policies combined shall not exceed the highest applicable Limit of (a) That is Fire, Extended Insurance under any one Coverage Part, Coverage, Builder's Risk, form, endorsement or policy. Installation Risk or similar coverage for "your work"; This condition does not apply to any (b) That is Pro ert Insurance for Excess or Umbrella Policy issued by us p y specifically to apply as excess insurance premises rented to you or over this policy, temporarily occupied by you G. Liberalization with permission of the owner; If we adopt any revision that would broaden (c) That is insurance purchased the coverage under this policywithout as you to cover your liability as a tenant for property additional premium within 45 days prior to or damage" to premises rented during the policy period, the broadened to you or temporarily coverage will immediately apply to this policy. occupied by you with H. Other Insurance permission of the owner; or 1. SECTION I - PROPERTY (d) If the loss arises out of the If there is other insurance covering the maintenance or use of same loss or damage, we will pay only for aircraft, "autos or watercraft the amount of covered loss or damage in to the extent not subject to SECTION II - LIABILITY, excess of the amount due from that other Exclusion g. Aircraft, Auto or insurance, whether you can collect on it or Watercraft; and not. But, we will not pay more than the applicable Limit of Insurance of SECTION 1 (2) Any other primary insurance - PROPERTY. available to you covering liability 2. SECTION II - LIABILITY for damages arising out of the premises or operations, or the If other valid and collectible insurance is products and completed available to the insured for a loss we operations, for which you have cover under SECTION II - LIABILITY, our been added as an additional obligations are limited as follows: insured by attachment of an a. Primary Insurance endorsement. This insurance is primary except when When this insurance is excess, we paragraph b. below applies. If this will have no duty under SECTION If - insurance is primary, our obligations LIABILITY defend the insured are not affected unless any of the against anyy suit if any other other insurance is also primary. Then, insurer has a duty ui defend the we will share with all that other insured against that will u If undertake other insurance by the method described in insurer defends, we will undertake to paragraph c. below. do so, but we will be entitled to the 391-1003 08 16 Includes co Page 79 of 81 copyrighted material of Insurance Services Office, Inc.,with its permission. 9 noise insured's rights against all those other premium in accordance with our rates and insurers. rules then in effect. c. When this insurance is excess over other 3. With our consent, you may continue this insurance, we will pay only our share of policy in force by paying a continuation the amount of the loss, if any, that premium for each successive one-year exceeds the sum of: period. The premium must be: (1) The total amount that all such other a. Paid to us prior to the anniversary insurance would pay for the loss in date; and the absence of this insurance; and b. Determined in accordance with (2) The total of all deductible and paragraph 2. above. self-insured amounts under all that Our forms then in effect will apply. If you other insurance. do not pay the continuation premium, this d. We will share the remaining loss, if any, policy will expire on the first anniversary with any other insurance that is not date that we have not received the described in this provision and was not premium. bought specifically to apply in excess of 4. Undeclared exposures or change in your the Limits of Insurance shown in the business operation, acquisition or use of Declarations for this Coverage. locations may occur during the policy e. Method of Sharing period that is not shown in the If all of the other insurance permits Declarations. If so, we may require an contribution by equal shares, we will additional premium. That premium will be follow this method also. Under this determined in accordance with our rates approach each insurer contributes equal and rules then in effect. amounts until it has paid its applicable J. Premium Audit Limit of Insurance or none of the loss 1. This policy is subject to audit if a premium remains, whichever comes first. designated as an advance premium is If any of the other insurance does not shown in the Declarations. We will permit contribution by equal shares, we compute the final premium due when we will contribute by limits. Under this determine your actual exposures. method, each insurer's share is based on 2. Premium shown in this policy as advance the ratio of its applicable Limit of premium is a deposit premium only. At the Insurance to the total applicable limits of close of each audit period, we will insurance of all insurers. compute the earned premium for that f. When this insurance is excess, we will period and send notice to the first Named have no duty under Business Liability Insured. The due date for audit premiums Coverage to defend any claim or "suit" is the date shown as the due date on the that any other insurer has a duty to bill. If the sum of the advance and audit defend. If no other insurer defends, we premiums paid for the policy period is will undertake to do so; but we will be greater than the earned premium, we will entitled to the insured's rights against all return the excess to the first Named those other insurers. Insured. 1. Premiums 3. The first Named Insured must keep 1. The first Named Insured shown in the records of the information we need for Declarations: premium computation and send us copies a. Is responsible for the at such times as we may request. p payment of all K. Transfer of Rights of Recovery Against Others premiums; and to Us b. Will be the payee for any return premiums we pay. 1. Applicable to SECTION I - PROPERTY 2. The premium shown in the Declarations was Coverage: computed based on rates in effect at the time If any person or organization to or for the policy was issued. On each renewal, whom we make payment under this policy continuation or anniversary of the effective has rights to recover damages from date of this policy, we will compute the another, those rights are transferred to us to the extent of our payment. That person or organization must do everything necessary to secure our rights and must do nothing after loss to impair them. But you may waive your rights against another party in writing: 391-1003 08 16 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 80 of 81 4F� nover nsurance Group. O H 3 A431963 1001554 a. Prior to a loss to your Covered We waive any right of recovery we may Property. have against any person or b. After a loss to your Covered Property organization with whom you have a only if, at time of loss, that party is written contract, permit or agreement one of the following: to waive any rights of recovery against (1) Someone insured by this such person or organization because of insurance; payments we make for injury or damage arising out of your ongoing (2) A business firm: operations or 'your work" done under a (a) Owned or controlled by you; contract with that person or or organization and included in the "products-completed operations (b) That owns or controls you; or hazard". (3) Your tenant. This condition does not apply to You may also accept the usual bills of Medical Expenses Coverage. lading or shipping receipts limiting the L. Transfer of Your Rights and Duties Under liability of carriers. This Policy This will not restrict your insurance. Your rights and duties under this policy 2. Applicable to SECTION If - LIABILITY may not be transferred without our written Coverage: consent except in the case of death of an individual Named Insured. If you die, your If the insured has rights to recover all or rights and duties will be transferred to your part of any payment we have made legal representative but only while that under this Coverage Part, those rights legal representative is acting within the are transferred to us. The insured must scope of their duties as your legal do nothing after loss to impair such representative. Until your legal rights. At our request, the insured will representative is appointed, anyone with bring "suit' or transfer those rights to us proper temporary custody of your property and help us enforce them. will have your rights and duties but only with respect to that property. 241 391-1003 08 16 Includes copyrighted material of Insurance Services Office, Inc., with Its permission. Page 81 of 81 D10162 Hanover Insurance Group. AW3A427458 1001554 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART A. The following is added to SECTION II - Primary and Non-Contributory LIABILITY COVERAGE, Paragraph A.1. Who Is If you agree in a written contract, written An Insured: agreement or written permit that the insurance Additional Insured if Required by Contract provided to a person or organization who If you agree in a written contract, written qualifies as an additional "insured" under agreement or written permit that a person or SECTION II - LIABILITY COVERAGE, Paragraph organization be added as an additional A.1. Who Is An Insured, subparagraph "insured" under this Coverage Part, such Additional Insured if Required by Contract is person or organization is an "insured"; but only primary and non-contributory, the following to the extent that such person or organization applies: qualifies as an "insured" under paragraph A.1.c. The liability coverage provided by this Coverage of this Section. Part is primary to any other insurance available If you agree in a written contract, written to the additional "insured" as a Named Insured. agreement or written permit that a person or We will not seek contribution from any other organization be added as an additional insurance available to the additional "insured" "insured" under this Coverage Part, the most except: we will pay on behalf of such additional (1) For the sole negligence of the additional "insured" is the lesser of "insured"; or (1) The Limits of Insurance for liability coverage (2) For negligence arising out of the ownership, specified in the written contract, written maintenance or use of any "auto' not owned agreement or written permit; or by the additional "insured" or by you, unless (2) The Limits of Insurance for Liability that "auto' is a "trailer" connected to an Coverage shown in the Declarations "auto" owned by the additional "insured" or applicable to this Coverage Part. by you; or Such amount shall be part of and not in addition (3) When the additional "insured" is also an to the Limits of Insurance shown in the additional "insured" under another liability Declarations applicable to this Coverage Part. policy. Regardless of the number of covered "autos", C. This endorsement will apply only if the "insureds", premiums paid, claims made or "accident' occurs: vehicles involved in the "accident', the most we 1. During the policy period; will pay for the total of all damages and "covered pollution cost or expense" combined 2. Subsequent to the execution of the written resulting from any one "accident' is the Limit of contract or written agreement or the Insurance for Liability Coverage shown in the issuance of the written permit; and Declarations. 3. Prior to the expiration of the period of time B. The following is added to SECTION IV - that the written contract, written agreement BUSINESS AUTO CONDITIONS, Paragraph B. or written permit requires such insurance to General Conditions, subparagraph 5. Other be provided to the additional "insured". Insurance: D. Coverage provided to an additional "insured" will not be broader than coverage provided to any other "insured" under this Coverage Part. ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED. s' 461-0478 12 12 Includes copyrighted material of I50 Insurance Services Office, Inc., with its permission Page 1 of 1 10271 ` rn,� Hanover Insurance Croup. AW3A427458 1001554 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM BUSINESS AUTO PHYSICAL DAMAGE COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: NBS GOVERNMENT FINANCE GROUP Endorsement Effective Date: 9/24/17 - SCHEDULE-Name(s) Of Person(s) Or Organization(s): ANY PERSON OR ORGANIZATION WHEN REQUIRED BY A WRIT Information required to complete this Schedule, if not shown above, will be shown in the Declarations The Transfer Of Rights Of Recovery Against Others To Us Condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. 461-0500 11 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission Page 1 of 1 )ip254 Thr. Hanover Insurance Group- WH3A427457 1001554 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us ) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule The additional premium for this endorsement shall be 2 % of the California workers' compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description ONLY WHERE REQUIRED BY CONTRACT This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 9/24/17 Policy No WH3-A42745"1-04 Endorsement No Insured NBS COVERN14ENT FINANCE GROUP Premium $ Insurance Company THE HANOVER TNSORANCE COMPANY (J)/ Countersigned By WC 04 03 06(Ed. 04-84) 2. Full Force and Effect. This modifying Amendment is supplemental to the Agreement and is by reference made part of said Agreement. All of the terms, conditions, and provisions, thereof, unless specifically modified herein, shall continue in full force and effect. In the event of any conflict or inconsistency between the provisions of this Amendment and any provisions of the Agreement, the provisions of this Amendment shall in all respects govern and control. 3. Corporate Authority. The persons executing this Amendment on behalf of the Parties hereto warrant that (1) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment on behalf of said party, (iii) by so executing this Amendment,such party is formally bound to the provisions of this Amendment, and (iv)the entering into this Amendment does not violate any provision of any other agreement to which said party is bound. [SIGNATURES ON NEXT PAGE] 2 IN WITNESS WHEREOF, the parties have executed this Amendment as of the dates stated below. ATTEST: "CITY" ITY OF PALM SPRINGS, C By By D. ames Thompson, City Clerk David H. Ready anager Date: b6/a l uo Date: Pa l APPROVED BY CITY COUNCIL APPROV711S TO FORM: By Cady Att rney Date: 0'� ;1046 "CONSULTANT" NBS Govern nt Finance Group (dba NBS) Date: By: Date: f I I(o ' yt Io'-fi61GlY c - ViU �Ye��idQvrr 3 CALLCOFMA ALL4MXWOSE ACRNOWLEDGMEM CIVL CODE§1188 A rolsy pee or o&w afkw canlimg this cmtli®a veriiea only the dwwq of dw idvdud who wgred dw dxunwi le which tus caeiresae a matted.and nut to wwhhiues.�r a vaidiy of Ova doahmad. state OF Caiq ) County of �.i�CA S1 D C ) Date HMO kwart Acme and True e6 to Cfhcer personally appeared 1Jey� �n of t (t/ who proved to me on the be of asbefectory evidence to be the perecro -lose nmr.(14 is/eA albac bed to the wd m iobument and eduKwAedged io me tet_ha!apaMtoy executed the same n hoAwcitwi autrodmd cspacty(w4 and that by hM w Aka amgtabae�f on the wwtrunent the pa=VA. w the entity upon bwwt of which the person)aced,wmmded the ihetrumw. I terry under PENALTY OF PSiR)RY under the kwe of the gtda of CeHane Wr u peraam is true and correct vvFTNESS had and nlficef STACEY N.TAYLOR Commksion Y02S192 { ' i lip Notary Public•Calftmis 2029122 ' Riverside County B °yN Comm.E ires Jun 15.2017 Pface Notary Beef Above a�rnDwtt_ Through tho seckm is cpboraG conyplabW Mm fnhbanadion oath dater nNerni m of tw daaanerd or huuckdart reaMaisnant of this form to an umffriwx d document Deempbon of Attached Downent True or Type of Document Document Due: Number of Pagee: 8igrerts) Otter Than Marred Above: Cepacdy(ea)Ceirwd by 8ignorfa) signer's None: Signer's Name: ❑Carpasb OW —Tileie): ❑Corporate Officer—TO*): ❑Partner— ❑Lmied ❑Oerheral ❑partner— ❑Limed ❑General ❑Individud ❑Atiomey in Fad ❑Indhvidual ❑Atiomey in Fad ❑Tnaee ❑Guwdm or Carwer mior ❑Tnaee ❑Guardian or Careervator ❑Other. ❑OBer: 3igrer a Repreaahting: signer Is Represerbhg: WD14 Nabonal Nday Aasocmbm•www.Nobawelueny-erg•1-8dd-u8 NOTARY(1-800-87o-etC_7) lam efi887 4 EXHIBIT A-2 CONSULTANT SCOPE OF SERVICES Review of Internal Processes and Procedures Related to the CSA 152 NPDES Charge Project Schedule. NBS will meet with City staff, legal counsel, and other interested parties to: • Establish lines of communication. • Clarify the specific project goals and criteria that will meet the City's preference. • Identify and resolve any special circumstances regarding the charge. • Develop project schedules and provide for effective interaction of all involved parties. • Establish meeting dates consistent with schedule to achieve project milestones. Data Collection and Review. NBS will gather and review data relevant to the project, including but not limited to: • Administrative policies or other documents pertaining to the administration of the charge. • Budgets including a breakdown of City staff costs. • Description of City staff time coding or cost allocation systems applicable to work performed on the charge. • City's cost allocation plan. • Description and templates for any administrative functions related to the charge currently in use by the City. Staff Interview. NBS will interview City staff to gather information about the ongoing administration of the charge, both the historical and current processes in place to administer the charge, and any other internal systems related to the ongoing administration of the charge. Fund Balance Review. NBS will review historical and current fund balances and the tracking processes and procedures of the funds associated with the charge, any surpluses, deficits, current reserve fund levels, any projections previously prepared by the City, along with any goals and policies associated with the charge. Staff Cost Review. NBS will review the process for determining the annual projected internal staff costs and expenses incurred while administering the charge. Cost categories may include, but not be limited to, all relevant expenses, and incidental costs (engineering, legal, City staff, consultants and ongoing administration). Administration Procedures. NBS will review current policies and procedures for the charge, and any other documents pertinent to ongoing administration of the CSA 152 NPDES Charge. NBS will review City staffs understanding of the CSA Act, the administration process, and ongoing administration of the charge. Q NBS Palm Springs CSA 152 Audit and Administration 2016-06-21 Exhibit A-2 Revised Procedures. NBS will recommend modifications and the creation of policies and procedures, forms, documents, timelines and systems consistent with the CSA Act and the goals and standards of the City for ongoing administration of the charge. Recommendations Report. Prepare an initial report identifying issues and possible solutions including critical status and a proposed timeline. The report will provide analysis and support for discussion by staff and the City Council. Presentation of Recommendations Report. NBS will present the recommendations and possible solutions detailed in the report to the City and address any questions or concerns. Meeting Attendance. NBS will attend meetings to address questions and/or concerns. Meeting attendance is subject to additional reimbursement for time and travel expenses. Toll-Free Phone Number. NBS will provide a toll-free phone number for use by the City staff and all stakeholders. NBS staff will be available to answer questions regarding the project. City Responsibilities. The City shall furnish Consultant with any pertinent information that is available to City and applicable to the Services. The City shall designate a person to act with authority on its behalf in respect to the Services. The City shall promptly respond to Consultant's requests for reviews and approvals of its work, and to its requests for decisions related to the Services. City understands and agrees that Consultant is entitled to rely on all information and documents supplied to Consultant by City or any of its agents or contractors and other government sources or proxies thereof as being accurate and correct and Consultant will have no obligation to confirm that such information and documentation is correct and that Consultant will have no liability to City or any third party if such information is not correct. CSA 152 NPDES Charge Boundary Audit Project Schedule. NBS will communicate with City staff, legal counsel and other interested parties to: • Establish lines of communication. • Clarify the specific project goals, components and criteria that will meet the City's preference. • Identify and resolve any special circumstances that may be involved in the project. • Develop project schedules to meet legal requirements and provide for effective interfacing of all involved parties. • Establish meeting points consistent with schedule to achieve project milestones. • Establish and coordinate with City staff a schedule to assure completion of necessary actions and compliance with statutes. V1 N BS- 2 Palm Springs CSA 162 Audit and Administration 2016-06-21 Exhibit A-2 Boundary Audit. NBS will research and compare the 2015/16 fiscal year assessment roll, County Assessor's secured roll data, boundaries from City GIS data, and the original formation and 2015/16 fiscal year documents to identify parcels levied outside the boundaries and parcels missed within the boundaries of the CSA. Findings Report. NBS will document findings as a result of the audit including proposed corrections and fiscal impact for review and approval by the City. Corrective Measures. NBS will request the implementation of any corrective measures by the County Auditor-Controller's Office on behalf of the City. NBS will also work with the City to ensure funds are redistributed where applicable. Preventative Measures. NBS will provide the City with an updated parcel listing to ensure future assessment rolls reflect all and only parcels within the boundaries of the CSA. City Responsibilities. The City shall furnish Consultant with any pertinent information that is available to City and applicable to the Services. The City shall designate a person to act with authority on its behalf in respect to the Services. The City shall promptly respond to Consultant's requests for reviews and approvals of its work, and to its requests for decisions related to the Services. City understands and agrees that Consultant is entitled to rely on all information and documents supplied to Consultant by City or any of its agents or contractors and other government sources or proxies thereof as being accurate and correct and Consultant will have no obligation to confirm that such information and documentation is correct and that Consultant will have no liability to City or any third party if such information is not correct. CSA 152 NPDES Charge Levy Audit Project Schedule. NBS will communicate with City staff, legal counsel and other interested parties to: • Establish lines of communication. • Clarify the specific project goals, components and criteria that will meet the City's preference. • Identify and resolve any special circumstances that may be involved in the project. • Develop project schedules to meet legal requirements and provide for effective interfacing of all involved parties. • Establish meeting points consistent with schedule to achieve project milestones. • Establish and coordinate with City staff a schedule to assure completion of necessary actions and compliance with statutes. Levy Audit NBS will research and compare the 2015/16 fiscal year assessment roll as corrected by the Boundary Audit, County Assessor's secured roll data, applicable City V N BS' 3 Palm Spnngs CSA 152 Audit and Administration 2016-06-21 Exhibit A-2 data, and the Method of Assessment (rates) found in the original formation documents, the 1997/98 (Prop. 218) and 2015/16 fiscal year documents and reports to recalculate assessment levies for all parcels based on all applicable property characteristics, as required by the Method of Assessment. Findings Report. NBS will document findings as a result of the audit including historical modifications, misinterpretation and misapplication of the Method of Assessment, proposed corrections, and fiscal impact for review and approval by the City. Corrective Measures. NBS will request the implementation of any corrective measures by the County Auditor-Controller's Office on behalf of the City. NBS will also work with the City to ensure funds are redistributed where applicable. Preventative Measures. NBS will provide the City with an updated assessment roll and supporting data and calculations in an Excel spreadsheet to ensure future assessment rolls reflect the correct application of the Method of Assessment for the charge. City Responsibilities. The City shall furnish Consultant with any pertinent information that is available to City and applicable to the Services. The City shall designate a person to act with authority on its behalf in respect to the Services. The City shall promptly respond to Consultant's requests for reviews and approvals of its work, and to its requests for decisions related to the Services. City understands and agrees that Consultant is entitled to rely on all information and documents supplied to Consultant by City or any of its agents or contractors and other government sources or proxies thereof as being accurate and correct and Consultant will have no obligation to confirm that such information and documentation is correct and that Consultant will have no liability to City or any third party if such information is not correct. CSA 152 NPDES Charge Annual Administration Services Kick-Off Meeting, Project Schedule. NBS will meet with City staff, legal counsel and other interested parties to: • Establish lines of communication. • Clarify the specific project goals, components and criteria that will meet the City's preference. • Identify and resolve any special circumstances that may be involved in the administration of the District. • Develop project schedules to meet legal requirements and provide for effective interfacing of all involved parties. • Establish meeting points consistent with schedule to achieve project milestones. • Establish and coordinate with City staff a schedule to assure completion of necessary actions and compliance with statutes. V NBS 4 Palm Springs CSA 152 Audit and Administration 2016-06-21 Exhibit A-2 Database Development. NBS will update the database with current County Assessor's information including property owner names and addresses, information from the audit, and any other available data that will augment the existing database. Budget Preparation. NBS will meet with City staff to review the District budget for the coming fiscal year. This budget will be based on historical costs and actual and/or projected changes in costs and/or improvements to be maintained. Cost categories may include, but are not limited to capital improvements and maintenance costs, incidental costs (engineering, legal, District administration) and reserve funds. Assessment Computation and Rate Analysis. NBS will compute the assessment for each parcel within the District according to the Method of Assessment. NBS will provide an assessment summary which will include the maximum assessments and current year assessments, separated by zone and method of assessment categories, if applicable. Engineer's Report Preparation. NBS will prepare the annual Engineer's Report and provide to City staff. The annual Engineer's Report does not require a Registered Professional Engineer (PE) signature and stamp unless an assessment increase, as defined by Proposition 218, occurs. The Report will consist of: • District background information. • A detailed and technically supported Method of Assessment. • A description of the improvements and services that are being funded by the District. • A cost estimate for the improvements and services being funded. • Copy or reference to the original District Diagram. • A table showing assessment levies by zone and method of assessment categories. • An Assessment Roll listing assessments by parcel or reference a complete roll on file with the City. Meet with City Staff. NBS will meet with City staff to review the Engineer's Report for modifications and approval. Noticing and Resolution Coordination. NBS will coordinate activities to ensure that required tasks are completed within the scheduled time frame. NBS will assist the City (or the City's legal counsel) with preparation of any notice of public hearing or other meetings requiring publication. NBS will assist the City (or the City's legal counsel) with preparation of the staff report, all legal notices and the associated resolutions described below: • Resolution describing improvements, initiating proceedings, and ordering the engineer to prepare and file a report for the City. • Resolution preliminarily approving the Engineer's Report. • Resolution of Intention declaring the intention of the City Council to levy and collect assessments and setting a date for the public hearing. • Resolution authorizing the placement of assessments on the secured property tax bills. Q NBS 5 Palm Springs CSA 152 Audit and Administration 2016-06-21 Exhibit A-2 Public Hearing Attendance. NBS will attend the public hearing as requested by the City. Levy Submittal. NBS will submit the levy to the County Auditor-Controller in the required format. Assessments rejected by the County Auditor-Controller will be researched and resubmitted for collection on the County Tax Roll. Any parcels that are not submitted to the County for collection will be invoiced for payment directly to the City. Final Engineer's Report. NBS will update the annual Engineer's Report and deliver to City staff. Toll-Free Phone Number. NBS shall provide a toll-free phone number for use by the City, other interested parties and all property owners. NBS will be available to answer questions regarding the District and the ongoing collection of assessments. Bilingual staff is available to assist Spanish-speaking property owners. City Responsibilities. The City shall furnish Consultant with any pertinent information that is available to City and applicable to the Services. The City shall designate a person to act with authority on its behalf in respect to the Services. The City shall promptly respond to Consultant's requests for reviews and approvals of its work, and to its requests for decisions related to the Services. City understands and agrees that Consultant is entitled to rely on all information and documents supplied to Consultant by City or any of its agents or contractors and other government sources or proxies thereof as being accurate and correct and Consultant will have no obligation to confirm that such information and documentation is correct and that Consultant will have no liability to City or any third party if such information is not correct. COMPENSATION FOR SERVICES Review Internal Processes and Procedures, Provide Boundary Audit, and Levy Audit Related to the CSA 152 NPDES Charge Consulting Services (1) ........................................................................................$22,400 Estimated Expenses (1, 2) ..................................................................................... $1,500 Total Not-To-Exceed of Fees Above .................................................................$23,900 (1) The Consulting Fees and Estimated Expenses include two on-site visits to the City; one for staff interviews and one for the presentation of the recommendations report to City staff. Additional onsite visits may incur additional fees and expenses. (2) See description of expenses below. Annual Administration Services for the CSA 152 NPDES Charge ConsultingServices..............................................................................................$12,750 Estimated Expenses (1) ............................................................................................$250 Total Not-To-Exceed of Fees Above .................................................................$13,000 (1) See description of expenses below. V NBS- 6 Palm Spdngs CSA 152 Audit and Administration 2016-06-21 Exhibit A-2 Expenses Customary out-of-pocket expenses will be billed to the City at actual cost to NBS. These expenses may include, but not be limited to travel, lodging, meals, mailing fulfillment, postage, supplies, reproduction, telephone, data, and mapping. Annual Fee Increases A cost of living allowance ("COLA") may be applied to the Administration services listed above on October 1 each year, beginning with October 1, 2017. The COLA would be the actual cost of living increase based on the U.S. Department of Labor, Bureau of Labor Statistics, Consumer Price Index for all urban consumers for the Southern California counties. Terms Consulting services will be invoiced monthly. Administration services will be billed on a quarterly basis. Expenses will be itemized and included in the next regular invoice. If the project is prematurely terminated by either party or delayed for reasons beyond NBS's control, NBS shall receive payment for work completed. Payment shall be made within 30 days of submittal of an invoice. If payment is not received within 90 days simple interest will begin to accrue at the rate of 1.5%d per month. V NBS Palm Springs CSA 152 Audit and Administration 2016-06-21 Exhibit A-2 AMENDMENT NO. 1 TO District Administration, Tax Roll Billing and Related Services (Agreement No. 6288) THIS FIRST AMENDMENT to the Contract Services Agree t N . 6288 for District Administration, Tax Roll Billing and Related Services is made and entered into on 201�y and between the City of Palm Springs, a California charter city and municipal co poration (hereinafter r ferred to as the "City"), and NBS Government Finance Group (dba NBS), (hereinafter referred to as the"Consultant") collectively, the "Parties". RECITALS A. City and Consultant previously entered into a contract services agreement for District Administration, Tax Roll Billing and Related Services, which was made and entered into on November 13, 2012 (the"Agreement')for three years with two one year renewal options through FY 16-17 in accordance with the schedule of fees set forth in Exhibit "K. B. Section 3.3, "Changes" allows for changes in the Scope of Services/Work via executed written Amendment. C. City and Consultant desire to amend the Agreement (Amendment #1) to add Community Facilities District(CFD) annexation services for the remainder of the term of the agreement through FY 16- 17 pursuant to the Scope of Services and Schedule of Compensation in Exhibit A-1. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein,the Parties agree as follows: AGREEMENT 1. Section 1.1 "Scope of Services" of the Agreement is hereby amended as follows. "In compliance with all terms and conditions of this Agreement, Consultant shall provide District Administration, Tax Roll Billing and Related Services, including CFD Annexation Services, to the City as described in the Scope of Services/Work attached to this Agreement as Exhibits °A" and "A-1° and incorporated by reference (the "services" or "work"). Exhibits "A" and "A-V include the agreed upon schedule of performance and the schedule of fees. Consultant warrants that all services and work shall be performed in a competent, professional, and satisfactory manner consistent with prevailing industry standards. In the event of any inconsistency between the terms contained in the Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern." Section 3.1 "Compensation of Consultant' of the Agreement is hereby amended as follows.- "Consultant shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibits "A" and "A-1". 2. Full Force and Effect. This modifying Amendment is supplemental to the Agreement and is by reference made part of said Agreement. All of the terms, conditions, and provisions, thereof, unless specifically modified herein, shall continue in full force and effect. In the event of any conflict or inconsistency between the provisions of this Amendment and any provisions of the Agreement, the provisions of this Amendment shall in all respects govern and control. 1 3. Corporate Authority. The persons executing this Amendment on behalf of the Parties hereto warrant that (1) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment on behalf of said party, (iii) by so executing this Amendment, such party is formally bound to the provisions of this Amendment, and (iv)the entering into this Amendment does not violate any provision of any other agreement to which said party is bound. [SIGNATURES ON NEXT PAGE] 2 IN WITNESS WHEREOF, the parties have executed this Amendment as of the dates stated below. ATTEST: "CITY" CITY OF PALM SPRINGS, C r B ames Thompson, City Clerk David H. Ready, Ci4egynager Date: Date: APPRO S TO FORM: APPROVEED E Y�I N Cf�L=Nvi? By L �1 tE� 2 t* City Att rney Date: D Z•o S, opy IS "CONSULTANT" NBS Governrpont Finance Group (dba NIBS) 4---, Date: By: 17;4vIZ CTCHAm, VICE R SIVC+,r Date: v M Ie FtA el Yu:—wlY rE"7� i.s�f KrT4r«-/ 3 EXHIBIT A-1 CONSULTANT SCOPE OF SERVICES CFD Annexation Consultant will complete all tasks required to annex territory to a CFD, as listed below. Kick-Off Meeting, Project Schedule. Consultant will meet with Client staff, legal counsel, the financial advisor and other interested parties to: • Establish lines of communication. • Clarify the specific project goals and criteria that will meet the Client's preference. • Identify and resolve any special circumstances regarding the annexation of the CFD. • Develop project schedule to meet legal requirements and provide for effective interaction of all involved parties. • Establish meeting dates consistent with schedule to achieve project milestones. Data Collection. Consultant will gather and review data relevant to the annexation of territory to a CFD. Data will be obtained from various sources, including Client records, Assessor's parcel maps, and County Assessor information. District Boundaries. Consultant will make determinations of the property subject to the Special Tax. • Establish boundaries for the annexation area of the CFD, giving consideration to both the project area and peripheral lands. • Verify ownership based on last equalized tax roll. Cost Estimate. Consultant will obtain the estimate of project costs and incidental expenses and prepare a total project Cost Estimate. Rate and Method of Apportionment. Consultant will work with Client staff, legal counsel, the financial advisor and other interested parties to determine if any changes are to be made to the Rate and Method of Apportionment of the CFD. Mapping. Consultant will prepare the Annexation Boundary Map and related documents and present to Client staff as required by the Mello-Roos Community Facilities Act of 1982, Special Tax Report. Based on the results of the aforementioned reviews, discussions and modifications, Consultant will prepare a detailed written report (Special Tax Report) including the Cost Estimate, the Rate and Method of Apportionment and the Boundary Map and present to Client staff, legal counsel, and property owners. Consultant will also file the Special Tax Report with the City Clerk and will include a signed Special Tax Certificate. Notices and Ballots. Consultant will prepare and mail notices and ballots to all property owners or will coordinate with the County Registrar of Voters to mail notices 43 N gg Palm Spnngs_CFD Annexatiol_12 09 14 revised for all annexations A as amendment to existing agreement and ballots to registered voters within the territory to be annexed to a Community Facilities District. The notices and ballots will comply with "Proposition 218, The Right to Vote on Taxes Act", the Mello-Roos Community Facilities Act of 1982 and all applicable provisions of the Elections Code. Final form of notices and ballots will be approved by Client staff and legal counsel. Consultant will also tabulate all property owner ballots or provide any necessary assistance to the County Registrar of Voters in the tabulation of registered voter ballots. Consultant will file a written summary of the election results with Client staff. Public Hearing. Consultant will present all necessary testimony and respond to public comments regarding the annexation proceedings. Filing CFD Documents. Consultant will record the Annexation Boundary Map with County Recorder in compliance with the Mello-Roos Community Facilities Act of 1982. Consultant will record the Notice of Special Tax Lien, including the Rate and Method of Apportionment, with County Recorder in compliance with the Mello-Roos Community Facilities Act of 1982. COMPENSATION FOR SERVICES CFD Annexation . of Concurrent Annexations Consulting 1 Annexation $7,500 2 Concurrent Annexations (per annexation 6,000 3 Concurrent Annexations (per annexation 5,000 4 Concurrent Annexations (per annexation 4,250 5 or more Concurrent Annexations (per annexation 3,750 (1) "Concurrent" means annexations occur on the same timeline and same City Council dates. (2) Plus expenses- see description of expenses below. (3) Fiscal Impact analysis is not included in the scope listed above, and if required will be priced separately. Expenses Customary out-of-pocket expenses will be billed to the Client at actual cost to Consultant. These expenses may include, but not be limited to, mailing fulfillment, postage, reproduction, telephone, travel, meals and various third-party charges for data, maps, and recording fees. Terms Services will be invoiced monthly. Expenses will be itemized and included in the next regular invoice. Payment shall be made within 30 days of submittal of an invoice. If payment is not received within 90 days simple interest will begin to accrue at the rate of 1.5% per month. Either party can cancel contracts with 30 days written notice. 43 N BS Palm Slonngs_CFD Annexatio2_12 09 14 revised for all annexations v4 as amendment to existing agreement CALWOM IA AU4RA OM AgUIOVRJMG R CrAL CODE f i lea A nowy pole or ott w cWc 6 Via aralicda venue ody dw i lw d ftia ideidW Ww sgmd 1M dacuraa to wFKhdiaardiraae a aoaded ad nottr Vuti*e socvawu avabfgdtlWdDmpmn 3tme OF caifarria ) cwdy of CNFF >S1 QC-- On 3W) `l .Zv 1.5 before Ogle Hwa heart Names and Title of tfw Ofbcw pwsarafy appewed pRy 1��'re.irn l A;�II�E Qt=t:��LR. mwnem of-%vm* edw Provos to me a, the h®a of aatadudory audance to be the pwaar"s %ft— rwre" ara. suhacrbed to e wiin iraba me that rwd and admordedged to hadahaAM f eaea Um w awrw'the er heaewffl a aAtra®d cspmWmmy and mat by h*herllt atprabAr"an to im mmnart the person, or the er y upon b~of ad:ch—Ma pwoonW acfad aZ&u the neb nwd- I aahly wWw PENALTY OF PERAW WOW the lass of the Stda of Cafdoaw Old the lw omm pare~ �` a Imes and correct $TAM IA TAVW vvrfrFss my Irnd�w official emd- zcm , comfw"D 2929192 Wvmw cowpy &Vmklmof Pbw Notwy SW Abow OP►fOMAL Though/as sectim a aptiast eonplsfip BW IPrarnfmbon Can dsdw aKwation of to doaum g or AardAwd maidwhnwd of tha tam to w ura7bw dad ducamant. Dmmnpkm of Ai*dwd Dooumwd Tie or Type of Docunwt Documwd Date: Numbw of Papa: SWba of Othw Than Named Above: Capecdyfw)C**wd by SWrw") 9igrmla Nemec Sipnei s Name: ❑Capo-Is Off——Teew O corpora*Olticw—Ti* Y ❑Parker— ❑Lmrmled ❑Owwd ❑Parbw— ❑bribed O Oenwal ❑lndvidud ❑Attan ey it Fact ❑lmdvidud ❑At*mey n Fad ❑Tnwfee ❑Gu diwr or conservator ❑Truame ❑Ouandm or Owwwvator ❑OMar ❑ovh -- awwIs g- Sigim is RapeeantnB- CM14 Nefond Ndwy Assocudm-vraw.Natiwat*Awy_wg•1A00.D8 NOTARY(14MO79-68M Rem NW 4 CONSULTING SERVICES AGREEMENT District Administration, Tax Roll Billing and Related Services THIS AGREEMENT FOR CONSULTING SERVICES ("Agreement") is made and entered into on /ye% 18 , 2012, by and between the City of Palm Springs, a California charter city and municipal corporation ("City"), and NBS Government Finance Group (dba NBS), ("Consultant'). City and Consultant are individually referred to as "Party" and are collectively referred to as the"Parties". RECITALS A. City requires the services of a professional consultant to provide District Administration, Tax Roll Billing and Related Services ("Project'). B. Consultant has submitted to City a proposal to provide District Administration, Tax Roll Billing and Related Services, to City under the terms of this Agreement. C. Based on its experience, education, training, and reputation, Consultant is qualified and desires to provide the necessary services to City for the Project. D. City desires to retain the services of Consultant for the Project. In consideration of these promises and mutual agreements, City agrees as follows: AGREEMENT 1. CONSULTANT SERVICES 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Consultant shall provide District Administration, Tax Roll Billing and Related Services, services to City as described in the Scope of ServicesAVork attached to this Agreement as Exhibit "A" and incorporated by reference (the "services" or "work"). Exhibit "A" includes the agreed upon schedule of performance and the schedule of fees. Consultant warrants that all services and work shall be performed in a competent, professional, and satisfactory manner consistent with prevailing industry standards. In the event of any inconsistency between the terms contained in the Scope of ServicesAVork and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern. 1.2 Compliance with Law. Consultant services rendered under this Agreement shall comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders,rules, and regulations. 1.3 Licenses and Permits. Consultant shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the services required by this Agreement. Revised:6116/10 720599A 1.4 Familiarity with Work. By executing this Agreement, Consultant warrants that it has carefully considered how the work should be performed and fully understands the facilities, difficulties, and restrictions attending performance of the work under this Agreement. 2. TIME FOR COMPLETION The time for completion of the services to be performed by Consultant is an essential condition of this Agreement. Consultant shall prosecute regularly and diligently the work of this Agreement according to the agreed upon schedule of performance set forth in Exhibit "A." Consultant shall not be accountable for delays in the progress of its work caused by any condition beyond its control and without the fault or negligence of Consultant. Delays shall not entitle Consultant to any additional compensation regardless of the party responsible for the delay. 3. COMPENSATION OF CONSULTANT 3.1 Compensation of Consultant. Consultant shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit "A". The total amount of Compensation shall not exceed $49,000 for FY 12-13; $34,000 for FY 13-14; $37,000 for FY 14-15; $39,000 for FY 15-16 and $41,000 for FY 16-17. 3.2 Method of Payment. In any month in which Consultant wishes to receive payment, Consultant shall submit to City an invoice for services rendered prior to the date of the invoice, no later than the first working day of such month, in the form approved by City's finance director. Payments shall be based on the hourly rates set forth in Exhibit "A" for authorized services performed. City shall pay Consultant for all expenses stated in the invoice that are approved by City and consistent with this Agreement, within thirty (30) days of receipt of Consultant's invoice. 3.3 ChanPes. hi the event any change or changes in the Scope of Services/Work is requested by City, Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into: A. To provide for revisions or modifications to documents, work product, or work, when required by the enactment or revision of any subsequent law; or B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Consultant's profession. 3.4 Appropriations. This Agreement is subject to, and contingent upon, funds being appropriated by the City Council of City for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate without penalty to City. 4. PERFORMANCE SCHEDULE 4.1 Time of Essence. Time is of the essence in the performance of this Agreement. 2 Revised:6116110 720599.1 4.2 Schedule of Performance. All services rendered under this Agreement shall be performed under the agreed upon schedule of performance set forth in Exhibit "A." Any time period extension must be approved in writing by the Contract Officer. 4.3 Force Maieure. The time for performance of services to be rendered under this Agreement may be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of Consultant, if Consultant notifies the Contract Officer within ten (10) days of the commencement of such condition. Unforeseeable causes include, but are not limited to, acts of God or of a public enemy, acts of the government, fires, earthquakes, floods, epidemic, quarantine restrictions, riots, strikes, freight embargoes, and unusually severe weather. After Consultant notification, the Contract Officer shall investigate the facts and the extent of any necessary delay, and extend the time for performing the services for the period of the enforced delay when and if, in the Contract Officer's judgment, such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. 4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of three fiscal years (FY 12-13 thru FY 14-15) with two one-year renewal options for FY 15-16 and FY 16-17, unless extended by mutual written agreement of the parties. 4.5 Termination Prior to Expiration of Term. City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Consultant. Where termination is due to the fault of Consultant and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Consultant shall immediately cease all services except such as may be specifically approved by the Contract Officer. Consultant shall be entitled to compensation for all services rendered prior to receipt of the notice of termination and for any services authorized by the Contract Officer after such notice. Consultant may terminate this Agreement, with or without cause, upon thirty(30) days written notice to City. 5. COORDINATION OF WORK 5.1 Representative of Consultant. The following principal of Consultant is designated as being the principal and representative of Consultant authorized to act and make all decisions in its behalf with respect to the specified services and work: Mike Rentner, President and CEO. It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services under this Agreement. The foregoing principal may not be changed by Consultant without prior written approval of the Contract Officer. 5.2 Contract Officer. The Contract Officer shall be the City Manager or his/her designee ("Contract Officer"). Consultant shall be responsible for keeping the Contract Officer fully informed of the progress of the performance of the services. Consultant shall refer any 3 Revised:6/16/10 720599.1 decisions that must be made by City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer. 5.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, education, capability, and reputation of Consultant, its principals and employees, were a substantial inducement for City to enter into this Agreement. Therefore, Consultant shall not contract with any other individual or entity to perform any services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. 5.4 Independent Contractor. Neither City nor any of its employees shall have any control over the manner, mode, or means by which Consultant, its agents or employees, perform the services required, except as otherwise specified. Consultant shall perform all required services as an independent contractor of City and shall not be an employee of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role; however, City shall have the right to review Consultant's work product, result, and advice. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. 5.5 Personnel. Consultant agrees to assign the following individuals to perform the services in this Agreement. Consultant shall not alter the assignment of the following personnel without the prior written approval of the Contract Officer. Acting through the City Manager, the City shall have the unrestricted right to order the removal of any personnel assigned by Consultant by providing written notice to Consultant. Name: Title: Dave Ketcham Client Services Director David Schroeder Project Manager Jason Roth Analyst 6. INSURANCE Consultant shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Exhibit "B", incorporated herein by reference. 7. INDEMNIFICATION. 7.1 Indemnification. To the fullest extent permitted by law, Consultant shall defend (at Consultant's sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the "Indemnified Parties"), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively "Claims"), including but not limited to 4 Revised:6/16/10 720599A Claims arising from injuries to or death of persons (Consultant's employees included), for damage to property, including property owned by City, from any violation of any federal, state, or local law or ordinance, and from errors and omissions committed by Consultant, its officers, employees, representatives, and agents, that arise out of or relate to Consultant's performance under this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the City, its elected officials, officers, employees, agents, and volunteers. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Consultant's indemnification obligation or other liability under this Agreement. Consultant's indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final. This provision is intended for the benefit of third party Indemnified Parties not otherwise a party to this Agreement. 7.2 DesiEn Professional Services Indemnification and Reimbursement. If the Agreement is determined to be a "design professional services agreement" and Consultant is a "design professional" under California Civil Code Section 2782.8, then: A. To the fullest extent permitted by law, Consultant shall indemnify, defend (at Consultant's sole cost and expense), protect and hold harmless City and its elected officials, officers, employees, agents and volunteers and all other public agencies whose approval of the project is required, (individually"Indemnified Party'; collectively"Indemnified Parties") against any and all liabilities, claims,judgments, arbitration awards, settlements, costs, demands, orders and penalties (collectively"Claims"), including but not limited to Claims arising from injuries or death of persons (Consultant's employees included) and damage to property, which Claims arise out of, pertain to, or are related to the negligence, recklessness or willful misconduct of Consultant, its agents, employees, or subcontractors, or arise from Consultant's negligent, reckless or willful performance of or failure to perform any term, provision, covenant or condition of this Agreement ("Indemnified Claims"), but Consultant's liability for Indemnified Claims shall be reduced to the extent such Claims arise from the negligence, recklessness or willful misconduct of the City and its elected officials, officers, employees, agents and volunteers. B. The Consultant shall require all non-design-professional sub-contractors, used or sub-contracted by Consultant to perform the Services or Work required under this Agreement, to execute an Indemnification Agreement adopting the indemnity provisions in sub- section 7.1 in favor of the Indemnified Parties. In addition, Consultant shall require all non- design-professional sub-contractors, used or sub-contracted by Consultant to perform the Services or Work required under this Agreement, to obtain insurance that is consistent with the Insurance provisions as set forth in this Agreement, as well as any other insurance that may be required by Contract Officer. 8. RECORDS AND REPORTS 8.1 Reports. Consultant shall periodically prepare and submit to the Contract Officer reports concerning the performance of the services required by this Agreement, or as the Contract Officer shall require. 5 Revised:6/16/10 720599.1 8.2 Records. Consultant shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Consultant shall keep such books and records as shall be necessary to properly perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records. 8.3 Ownership of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Consultant in the performance of this Agreement shall be the property of City. Consultant shall deliver all above-referenced documents to City upon request of the Contract Officer or upon the termination of this Agreement. Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights or ownership of the documents and materials. Consultant may retain copies of such documents for Consultant's own use. Consultant shall have an unrestricted right to use the concepts embodied in such documents. 8.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Consultant in the performance of services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. 8.5 Cost Records. Consultant shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred while performing under this Agreement. Consultant shall make such materials available at its offices at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment for inspection by City and copies shall be promptly furnished to City upon request. 9. ENFORCEMENT OF AGREEMENT 9.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 9.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs. 6 Revised:6/16/10 720599.1 9.3 Waiver. No delay or omission in the exercise of any right or remedy of a non- defaulting party on any default shall impair such right or remedy or be construed as a waiver. No consent or approval of City shall be deemed to waive or render unnecessary City's consent to or approval of any subsequent act of Consultant. Any waiver by either party of any default must be in writing. No such waiver shall be a waiver of any other default concerning the same or any other provision of this Agreement. 9.4 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative. The exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 9.5 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, a declaratory judgment, or any other remedy consistent with the purposes of this Agreement. 10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 10.1 Non-Liability of City Officers and Employees. No officer or employee of City shall be personally liable to the Consultant, or any successor-in-interest, in the event of any default or breach by City or for any amount which may become due to the Consultant or its successor, or for breach of any obligation of the terms of this Agreement. 10.2 Conflict of Interest. No officer or employee of the City shall have any direct or indirect financial interest in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which effects their financial interest or the financial interest of any corporation, partnership, or association in which he/she is, directly or indirectly, interested in violation of any state statute or regulation. Consultant warrants that Consultant has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement. 10.3 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination or segregation in the performance of or in connection with this Agreement regarding any person or group of persons on account of race, color, creed, religion, sex, marital status, disability, sexual orientation, national origin, or ancestry. 11. MISCELLANEOUS PROVISIONS 11.1 Notice. Any notice, demand, request, consent, approval, or communication that either party desires, or is required to give to the other party or any other person shall be in writing and either served personally or sent by pre-paid, first-class mail to the address set forth below. Notice shall be deemed communicated seventy-two (72) hours from the time of mailing if mailed as provided in this Section. Either party may change its address by notifying the other party of the change of address in writing. 7 Revised:6116/10 720599A To City: City of Palm Springs Attention: City Manager/ City Clerk 3200 E. Tahquitz Canyon Way Palm Springs, California 92262 To Consultant: NBS Government Finance Group DBA NBS Attention: Mike Rentner, President/CEO 32605 Temecula Parkway, Suite 100 Temecula, CA 92592 11.2 Integrated Agreement. This Agreement contains all of the agreements of the parties and supersedes all other written agreements. 11.3 Amendment. No amendments or other modifications of this Agreement shall be binding unless through written agreement by all Parties. 11.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to cant'out the intent of the parties. 11.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties' successors and assignees. 11.6 Third Party Beneficiary. Except as may be expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third-party beneficiary or otherwise, upon any entity or person not a party to this Agreement. 11.7 Recitals. The above-referenced Recitals are hereby incorporated into the Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement,by the same. 11.8 Authority. The persons executing this Agreement on behalf of the Parties warrant that they are duly authorized to execute this Agreement on behalf of Parties and that by so executing this Agreement the Parties are formally bound to the provisions of this Agreement. 8 Revised:6/16/10 720599.1 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. "CITY" City of Palm Springs Date: t t/la/ loft ;;;I vid H. Ready Cty Manager APPROVED BY CITY COUNCIL Lul-Q[ man APPROVED AS TO FORM: ATTEST / By:/ ti By: L Douglas C. Holland, (r James Thompson, City Attorney {U� City Clerk "CONSULTANT" NBS Government Finance Group ( dba NBS) Date: / �/ By : 4�11z- I—A ) Mike Rentner SeeTe,,, i P 'dent Date:/ (name) �P.nIS�e Mt ��Y1 (veep eiti 9 Revised:6/16/10 720599] CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CML CODE g 1189 a State of California 1 County of / [�p 1l► // 'n 1/D 1 WAN On { 2 � before me, I 1 ,{c t V�lX� ek LL V� 1�1 y AN Date Here In rt Name and Title o e Olficeti r v personally appeared { t t ( F C V '>, \ Q.r Name(s)ol Signer(s) who proved to me on the basis of satisfa tory evidence to be the personA<whose name subscribed to t�h within instrument and acknowledged to me that 6)P6¢pell executed the same in i fr authorized capac�t�and that by Is tr signatWersT on the instrument the persoAs)-,'or the entity upon behalf of which the perso acted, executed the instrument. 2CNELLE I certify under PENALTY OF PERJURY under the m iftWon a 1974101 laws of the State of California that the foregoing per'Cam paragraph is true and correct. Carom. �4 Y 201i WITNESS my and and/oofficial seal. Signature: ` l Place Notary Seal Above Signature of Notary Public �— OPTIONAL Though the information below is not required by law,it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signers) Signer's Name: Signer's Name: ❑ Corporate Officer — Title(s): ❑Corporate Officer — Title(s): ❑ Individual INNEM ❑ Individual ❑ Partner—❑Limited ❑General Top of thumb here ❑Partner — ❑ Limited ❑General Top of thumb here ❑ Attorney in Fact ❑Attorney in Fact ❑ Trustee ❑Trustee ❑ Guardian or Conservator ❑Guardian or Conservator ❑ Other: ❑Other: Signer Is Representing: Signer Is Representing: 0 2010 National Notary Association•NationalNotary.org-1-800-US NOTARY(1-800-876-6827) Item#5907 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California ` County of T' t On , C� I f)j7 before me, r-- I'� — _... /V � eae err nrmeaMTi Officer I f' personally appeared �� L:Q Aheei,N) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) WW<subseibed to the within instrument and acknowledged Ic__me that �"a{ptl executed the same in M91herAW authorized capacity(ies),and that by gi!*Rferftheit!signature(s)on the NAYAN P. GHELANI Instrumentthe person(s), or the entity upon behalf of NaMy Commission # 1825490 which the persons)acted,executed the Instrument.Notary Public -California z aI cert' under PENALTY OF PERJURY under the laws Riverside County dy Comm.Expires Dec 31,2012 of the State of California that the foregoing paragraph is true and correct. W ITN ESS my hand and official seal. Flan wrtn 9w Signature se+avmauo rueac OPTIONAL Though Ore information babes is not required by raw.h may prove valuable to persons relying on the dxtirnent and rxrrud prevtM haadldent removal and reaffsohni of this form to anpther dbturnent. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s)Other Than Named Above: Capacity(ies)Claimed by Signers) Signer's Name- Signer's Name: 71 Individual �1 Individual 71 Corporate Officer—Tdo(s): ❑Corporate Officer—Title(s): J Partner—❑Limited ❑General ❑Partner—❑Limited L General D Attorney in Fact L Attorney in Fact Trustee Top of to"Here ❑Trustee I Too a ftrIt hem L Guardian or Conservator :1 Guardian or Conservator i7 Other._ ❑Other:. I . Signer is Representing: Signer Is Represend ng: Ll 02peT NNaaINmryNoodabn•9%ea9eb"he..PA.e�x?RO¢.(],a"emnh,CJ,ei SI3e402•w.xu.INrtia:�blrrrpp tin Y59e] Fta,der.GeETdl i-0eDMM e&'? 10 Revised:6/16/10 720599.1 EXHIBIT "A" CONSULTANT'S SCOPE OF SERVICES/WORK Including, Schedule of Fees And Schedule of Performance 1 1 Revised:6/16/10 720599.1 I t. £ t r t '0,1 , t4 -� are" " ' r" > il,.Y +Q� �!S Y:. � t ti t) +ir 9 M. ?C 82..j5 Temecula ParKway.Scite 10G r ' Temecula,CA 92592 r 7t t M.aP_ Tel tr;e:500.670:576 (�;981296.9997 `Fi 951.296.1998 a � : !lri ti t September 21, 2012 tt'tti Mr. Geoffrey S. Kiehl Director of Finance and Treasurer City of Palm Springs 3200 Tahquitz Canyon Way Palm Springs, CA 92262 Subject: Proposal to Provide District Administration,Tax Roll Billing and Related Services Dear Mr. Kiehl: NBS would like to thank you for the opportunity to continue providing 1915 Act Assessment District and Community Facilities District Administration, Tax Roll Billing and Related Services for the City of Palm Springs ("City"). We look forward to continuing our professional relationship. Please find enclosed our Proposal outlining our scope of services and fees for the City of Palm Springs. NBS PROFILE NBS is a special purpose firm providing the exact types of services required by the City. NBS provides Special Financing District (SFD) consulting and administration services. These practices focus on the formation and ongoing administration of Community Facilities Districts (CFDs), Landscape Maintenance Districts(LMDs), Assessment Districts(ADs), Business Improvement Districts(BIDS), property-related fee districts, and special parcel tax districts. Ongoing administration services include tasks such as cost recovery,fund analysis/budget preparation,tax roll preparation, and telephone/email support. In addition to the annual administration, NBS is also responsible for the formation of SFDs which have funded a wide range of public improvements and services. Unlike all of our competitors,we provide these services exclusively for local govemmental agencies. NBS has been providing these services across California since its inception. For 15 years, NBS has assisted these agencies with specific public finance tasks and engineering projects related to the use of SFDs, which include special assessment and special tax districts. This is the primary focus at NBS, and we are committed to providing on-going administration, assessment engineering, and other related services. helping communities fund tomorrow From a public agency's perspective,we believe the following four points are the most important qualities of NBS: 1. Differentiation—The unique qualities of NBS include: • Working solely for local public agencies,without the inherent conflict of interest • Development of D-FAST software, which incorporates the latest in technology for administration efficiency Focus on the needs of local agencies who use SFDs 2. Benefits- By using NBS, a public agency gets: • Quality of work and attention to detail High level of service • Real stewardship, offering solutions that make sense for the public • Value and reasonable fees 3. Base Infrastructure and Systems—The backbone of NBS includes: • Robust information and data technology systems • Quality control systems to ensure accuracy • An emergency preparedness and business back-up plan • Options for enhanced data availability via D-FAST proprietary software 4. Strong Track Record: Most importantly, NBS has a proven track record of delivering services on time, as demonstrated by: Continuous growth of client base High client retention rate • Strong client references Company Literature Navigating the laws, codes and regulations affecting local governments requires a guidebook. And so we wrote one, coining new industry phrases and capturing definitions that have become a ready resource for local government professionals. The NBS Special Financing Districts (SFD) primer, available online at the following URL link: ham:/i'www.nbsgov.com/expertise/publications has been credited as the best publication on SFD's in a decade by prominent industry professionals. NBS University—Continuing Education Every year NBS keeps things fresh by sponsoring content-rich workshops that bring industry insiders together to learn, share ideas and meet with their peers. Our topics qualify for continuing education (CE) units for the California Board of Accountancy. This year's seminar theme is "Extreme Revenue Makeover'. The Southern California workshop was most recently held in Rancho Cucamonga, California on May 24, 2012. NBS For more information, you can visit www.nbsqov.com/nbs-workshops. Hrtvcxst a ti '1 NBS Page 2 STAFF QUALIFICATIONS NBS is staffed with seasoned experts who are dedicated to providing our clients with the best possible results. The NBS staff is fully conversant with all changes to laws, codes,and regulations affecting local governments. Recognized as leaders in their field, they are often asked to teach continuing education courses, serve as expert witnesses, and participate in workouts for troubled agencies. In addition, NBS staff works with our clients as partners by developing an intimate knowledge of their needs and responding with strategic and timely solutions. NBS certifies that the following individuals have the ability to perform the work for the City of Palm Springs: DAVE KETCHAM, CLIENT SERVICES DIRECTOR Responsibilities: Mr. Ketcham will be responsible for obligating NBS to all commitments, schedule, and pricing for the project. He will ensure that the City's fundamental objectives are being met at all times. Experience: Dave Ketcham is a Director at NBS. He possesses over 15 years of experience in public finance and management. Dave provides consulting around the country to agencies with Special Financing Districts (SFDs), including those that are in default or that face other unique issues. Dave also directs the design and implementation of the D-FAST software, which is being used to manage special assessments on over 2 million parcels throughout the United States. DAVID SCHROEDER, PROJECT MANAGER Responsibilities: Mr. Schroeder will work closely with the City's designated project manager to monitor the project schedule and delivery of work products to the City's satisfaction. He will serve as an additional primary contact for City staff and will provide senior-level technical analysis as warranted throughout the project. Experience: David Schroeder is a Manager at NBS where he and his staff administer special financing districts including Property-Based Business Improvement Districts, 1913/1915 Act Assessment Districts, Mello-Roos Community Facilities Districts and Landscape and Lighting Districts. David has experience working with all aspects of special district administration including continuing disclosure and delinquency management. He is actively involved in the daily administration of district administration operations. JASON ROTH,ANALYST Responsibilities: Under the direction of the Project Manager, Mr. Roth will serve as the primary point of contact for City staff. Mr. Roth will perform all day-to-day activities related to the project. Experience: Jason Roth is a Financial Analyst at NBS, where his daily responsibilities focus around the ongoing administration of over 40 special assessment/tax districts within the state of California. His administration functions include calculation of annual levies, analysis of district finances, calculation of redemption of bonds from prepayments, bond tenders, apportionment of liens and annual report preparation. In addition, he plays an active role in creating and maintaining effective delinquency management policies, ensuring that continuing disclosure requirements and arbitrage rebate obligations are met. Jason deals with County agents including the Auditor Controller's Office, Treasurer Tax Collector, and County Assessor's Office. He understands county timetables and requirements for transmittal and processing of data critical to the successful administration of special districts. Jason offers assistance to district property owners and provides explanations of bond covenants and government code in a manner understandable to professionals and the lay person. NB m. Page 3 REFERENCES The following are recent similar project descriptions of work performed in the last three (3) calendar years: The CITY OF CHULA VISTA utilizes special tax Community Facilities Districts, Landscape Maintenance Districts, 1913/1915 type Assessment Districts and Open Space Assessment Districts to fund infrastructure and maintenance projects citywide. The City currently has 56 districts (34 of them Landscape Maintenance Districts) representing over 28,000 parcels. New districts continue to be formed,and development continues. In 2005, the City conducted an RFP (Request for Proposal) process and selected NBS to replace the incumbent administration firms. Prior to this point, the City had a number of firms involved in the administration and was unhappy with the level of service and the system overall. The City conducted another RFP process in 2010 and retained NBS as the City's consultant. The full range of administration services includes handling the day-to-day management, data maintenance and updates, preparing and disseminating Continuing Disclosure Reports, performing Apportionments of assessment district liens, responding to payoff calculation and other informational requests, monitoring and following up on delinquencies, submitting the correct levy information to the County, etc. NBS has also installed its proprietary software, D-FAST Online, at the City for enhanced access. This cutting edge solution allows the City access to their data but allows for expert outsourced administration. Contact. Eric Adachi, Special District Accountant 276 Fourth Avenue, MS E-100 Chula Vista, CA 91910 (P)619.476.5376 (E)eadachi@ci.chula-vista.ca.us The CITY OF LONG BEACH in Los Angeles County utilizes a number of special financing districts. Since 2002, NBS has been the City's trusted administrator performing annual ongoing services related to the City's 1915 Act Assessment Districts, Benefit Improvement Districts, and Community Facilities Districts totaling over 3,000 parcels. Annual services include data collection, policy review, cost recovery, cash and equivalents analysis, fund analysis, levy calculation and submittal, resubmission of rejects, annual reports, prepayment calculation/amortization schedule, bond calls, release of liens, notice of special assessment, and a toll free number for property owners and third party inquiries. NBS also provides County Assessor Reporting to aid in complying with the requirements of Revenue and Taxation Code 163. For the 2011/12 fiscal year, NBS placed a combined $3.94 million on the Los Angeles County property tax roll, for the City's districts. Contact. David Nakamoto, Treasurer 333 West Ocean Blvd., 6" Floor Long Beach, CA 90802 (P)562.570.6845 (E)david.nakamoto@longbeach.gov NBS Page 4 The CITY OF SAN JACINTO in Riverside County utilizes a number of special financing districts to support infrastructure and services. NBS provides formation, administration and support services to the City for numerous assessment and special tax, Community Facilities Districts (CFDs). NBS also administers the City's 1972 Act Landscape& Lighting Districts, including over 65 zones used mainly for maintenance of the City's many neighborhood parks. NBS has been instrumental in helping the City tackle delinquency issues. This includes performing delinquency data analysis for 1915 Act assessment districts with high delinquency rates and/or defaulted bonds for which workout plans were prepared. NBS has participated with legal counsel in preparation of judicial foreclosure cases and analysis of bond tender programs used in foreclosure workouts. In addition to administration services, NBS also assists the City in the formation of various Special Financing Districts. Contacts Tom Prill, Acting Finance Director City of San Jacinto 595 S. San Jacinto Avenue, Building B San Jacinto, CA 92583 (P)951.537.6352 (E)tprill@sanjacintoca.us SCOPE OF SERVICES 1915 Act Assessment District Administration Expert Resource. First and foremost, NBS will act as the City's "expert resource," and is available to answer questions and advise the City on particular issues involving the Assessment Districts. Kick-Off Meeting, Project Schedule. NBS will meet with City staff, legal counsel and other interested parties to: • Establish lines of communication. • Clarify the specific project goals and criteria that will meet the City's preference. • Identify and resolve any special circumstances that may be involved in the administration of the Districts. • Develop project schedules to meet legal requirements and provide for effective interaction of all involved parties. • Establish meeting dates consistent with schedule to achieve project milestones. Data Collection. NBS will gather and review data relevant to the administration of the Districts. Data will be obtained from various sources, including City records, Assessor's parcel maps, and County Assessor information and establish a database for the Assessment Districts. Policy Review. NBS will review policies and procedures that have been established by the Agency for compliance with the governing documents and law. These policies will be incorporated into our service to the City. Cost Recovery. NBS will identify all costs associated with the administration of the Assessment Districts and recover those costs through the levy process as outlined in §8682 and §8682.1 of the California Streets and Highways Code. These costs may include, but not be limited to Registrar/Transfer/Paying Agent fees, Arbitrage Rebate calculation fees, bank fees, and expenses of the City and its consultants related to the administration of the Districts. Fund Analysis. NBS will determine the balance requirements and acquire the current cash balances for the Districts. We will make recommendations to ensure that the flow of funds and fund balances are in compliance with bond documents. Cash flow analysis will also be performed to determine any levy shortfall or surplus. NBSPage 5 Annual Assessment Levy. NBS will calculate the annual assessment levy for each parcel in each of the Districts and submit the amount for each parcel to the County in the format and medium (i.e. tape, diskette)required by the County Auditor-Controller. Resubmission or Rejects. NBS will research the status of any parcels rejected by the County Auditor- Controller, and resubmit corrected data for collection on the County Tax Roll. Any parcels that are not accepted by the County for collection will be invoiced directly,with payment directed to the City. Maintain Assessment District Data. NBS will annually track all parcel changes to ensure that all changes are documented. Historical parcel change and assessment apportionment data will be maintained by NBS. Annual Report. NBS will provide a comprehensive Annual Report that will show a detail listing of the amounts submitted to the levy or directly billed for collection, details of delinquent assessments, fund analysis, paid off parcels and release of liens, all bond call activity, and assessed valuation information. Delinquency Monitoring. NBS will provide the City with a comprehensive list of delinquencies after each installment becomes due. This report will show delinquency percentage as well as a detailed list of each delinquent parcel. Prepayment Calculation/Amortization Schedule. NBS will provide assessment prepayment calculations and amortization schedules to interested parties. The requester will pay the cost of this service; however,there will be no charge to the City or property owners. Bond Calls. NBS will prepare the spread of principal to be called within maturities for all bond calls and coordinate the call with the Paying Agent/Trustee. Release of Liens. NBS will prepare all documents required to release the liens of parcels that have prepaid the assessment. Notice of Special Assessment. NBS will provide a "Notice of Special Assessment" disclosure notice to requesting parties as required by§53754 of the Government Code of the State of California. The fee of any Notice of Special Tax shall be paid by the party requesting the disclosure notice. Toll-Free Phone Number. NBS will provide a toll-free phone number for use by the City, other interested parties and all property owners. Our staff will be available to answer questions regarding the formation and ongoing collection of assessments for the Districts. Bilingual staff is available for Spanish-speaking property owners. County Assessor Reporting. NBS will work with the County Assessor to aid in complying with the requirements of Revenue & Taxation Code 163. This includes providing data such as parcel number, original assessment and current principal balance to the County Assessor. Tax Roll Submittal Services for 1972 Act Landscaping and Lighting Districts Data Gathering. Gather and review data pertinent to the Landscaping and Lighting Maintenance Districts. Data will be obtained from various sources such as the annual Engineer's Reports prepared by the City, assessor's parcel maps and county assessor information as determined to be necessary based on the requirements of the method of apportionment. Quality Control. Perform cross-reference tests looking at the various data sources, land use codes, and other pertinent information to verify the Assessment Roll in the Engineer's Reports. ON B V Page 6 Database. Create a database of all parcels within the Districts and relevant levy information based on the Assessment Rolls found in the Engineer's Reports, and as provided electronically by the City. County Submittal. Submit the levy to the County Auditor Controller in the required electronic format. Levies rejected by the County Auditor Controller will be submitted to the City for further research, update of the Assessment Roll and resubmitted for collection on the County Tax Roll. Any parcels that are not submitted to the County for collection will be invoiced with payment to be directed to the City. Reporting. Provide a listing of parcels and levy amounts applied by the County for the Districts. Parcel and levy data can be provided via a CD ROM, diskette or emailed, as desired. Community Facilities District Administration Expert Resource. First and foremost, NBS will act as the City's "expert resource," and is available to answer questions and advise the City on particular issues involving the Community Facilities District. Data Collection. NBS will gather and review data pertinent to the administration of the Community Facilities District. Data will be obtained from various sources such as assessor's parcel maps, building permits and county assessor information as determined to be necessary based on the requirements of the Rate and Method of Apportionment. NBS will maintain and periodically update a database of all parcels within the districts and relevant parcel information. Administrative Cost Recovery. NBS will identify all costs associated with the administration of the Community Facilities District and recover those costs through the levy process as outlined in §53317(e) and §53340 of the Government Code of the State of California. Such costs may include, but are not be limited to: bank fees, legal fees, county tax collection fees, and all costs and expenses of the public agency and its consultants related to district administration. Cash Flow Analysis. NBS will determine the cash flow requirement,acquire current fund balances and make recommendations to keep the flow of funds and fund balances in compliance with the bond documents. Fund transfers might include the transfer of available surplus funds to be used as levy credits or the transfer of reserve funds to the redemption fund upon the prepayment of special taxes. Cash flow analysis will also be performed to determine any levy shortfall or surplus collections. Special Tax Requirement. NBS will calculate the annual Special Tax Requirement that will include all necessary components as outlined in the Rate and Method of Apportionment, such as principal and interest due, administrative expenses, collection for direct financing of services or facilities, and a fund credit or replenishment as determined from analysis of the district funds. Levy Calculation. NBS will calculate the annual special tax levy for each parcel within the Community Facilities District following the guidelines established in the Rate and Method of Apportionment. Meeting Attendance. NBS will attend district related Council/Board meetings related to district administration, as requested by the City. Levy Submittal. NBS will submit the levy to the County Auditor Controller in the required format and medium (i.e. e-mail, diskette). Special Taxes rejected by the County Auditor Controller will be researched and resubmitted for collection on the County Tax Roll. Any parcels that are not submitted to the County for collection will be invoiced directly to the parcel owner, with payment submitted to the public agency. Special Tax Levy Report. NBS will provide an annual Special Tax Levy Report. This report will include a parcel listing with levy amounts and other parcel information, the details of the annual Special Tax Requirement, current delinquency information, fund analysis, administrative expenses to be recovered, status of the project and current issues affecting the districts. NBSBS Page 7 Delinquency Monitoring. NBS will provide a comprehensive list of delinquencies after each special tax installment becomes due. The delinquency report will provide the district's overall delinquency percentage as well as a detailed list of each delinquent parcel, with the name and address of the delinquent parcel owner, the delinquent amount and penalties. Prepayment Calculations. NBS will provide special tax prepayment calculations to interested parties. The party requesting the calculation shall pay the fee of any prepayment calculation. Bond Calls. NBS will prepare the spread of principal to be called within maturities for all bond calls and coordinate the call with the Paying Agent/Trustee. Release of Liens. NBS will prepare all documents required to release the liens of parcels that have prepaid the special tax. CDIAC Reporting. NBS will perform all necessary reporting to the California Debt and Investment Advisory Commission as required by §53359.5(b) and §53359.5(c) of the Government Code of the State of California. Notice of Special Tax Disclosure. NBS will provide Notice of Special Tax Disclosure notices to requesting parties as required by §53340.2 and §53341.5 of the Government Code of the State of California. The fee of any Notice of Special Tax shall be billed to the party requesting the disclosure form. Toll-Free Phone Number. NBS will provide a toll-free phone number for use by the City, other interested parties and all property owners. Our staff will be available to answer questions regarding the districts and ongoing collection of the special tax. Bilingual staff is available for Spanish-speaking property owners. Delinquency Management NBS will develop a comprehensive delinquency management program which includes a discussion and interpretation of the issuer's foreclosure covenant together with a review of the existing policies and procedures of the City. This service can be provided as part of overall annual administration or as a stand-alone service. When deemed as the appropriate course of action, NBS will perform the following. Delinquency Reports. NBS will provide the City with an updated list of delinquencies prior to sending any of the below letters. This report will also detail each district's percentage of delinquencies, as well as a detailed list of each delinquent parcel. Reminder Letter. At the City's direction, send a reminder letter to the property owner of each delinquent parcel for the December 10th installment. The purpose of the letter is to inform and educate the property owner of their obligation to pay assessments. Demand Letter. At the City's direction, send a demand letter to the property owner of each delinquent parcel for the April 10th installment. This letter will be mailed to any property owner who remains delinquent for both installments or who is delinquent for April 10th only. The purpose of this letter is to further educate the property owner and advise them of a potential foreclosure. Foreclosure Letter. This type of letter is typically sent after the installments for a parcel have been removed from the tax roll. The letter delineates what amount must be paid directly to the City to forestall the turnover of documents to the foreclosure attorney. Tax Roll Removal. NBS will provide the information required to remove parcels from the tax roll and coordinate with the County Auditor Controller to verify the removal. This step is in preparation of turning the parcels over for foreclosure. Once removed from the tax roll, each property owner will receive one final foreclosure letter indicating the amount due and payment instructions. AD N Y� Page 8 Payment Plans. At the City's discretion, NBS will offer payment plans to property owners in lieu of turning parcels over to the City's foreclosure counsel. Subsequent Foreclosure Services. NBS will prepare and deliver all information to the City's foreclosure counsel. We will also continue to supply the City's counsel with additional information throughout the foreclosure process. We will continue to respond to property owner and City staff phone calls regarding the status of all cases, and will coordinate and audit status reports on a bi- monthly basis from the City's foreclosure counsel. Toll-Free Phone Number. NBS will provide a toll-free phone number for use by the City, other interested parties and all property owners. Our staff will be available to answer questions regarding the formation and ongoing collection of assessments for the Districts. Bilingual staff is available for Spanish-speaking property owners. Apportionments Parts 10 and 10.5 of the Streets and Highways Code detail the methodology and procedure that the City must follow in apportioning the assessment lien on parcels that are reconfigured and/or subdivided. With our experience in district formation and the development of methods of assessment,we are able to ensure that apportionments are properly performed. Assuming proceeding under the preferred procedure of Part 10.5, NBS will perform the following: Application Forms. NBS will provide apportionment application forms and instructions to the City's Engineering representative for inclusion as a condition of approval for subdivision within each Assessment District. Segregation. NBS will apportion the special assessment according to the method of spread as described in the engineer's report. Notice of Apportionment. NBS will prepare a notice of apportionment and send it via certified mail to the issuing underwriter, as required. Assessment Diagram. NBS will prepare an amended assessment diagram and notice. The diagram and notice will be filed and recorded with the County Recorder. Amortization Schedule. NBS will prepare an amortization schedule for each newly created assessment type. Apportionment Report. NBS will prepare and submit to the City an Apportionment Report showing the finalized apportionment and the amended assessment diagram. In the event proceedings are undertaken under Part 10,the following additional items are required: Resolutions. NBS will prepare the required resolutions to order the amended assessment, the amended assessment diagram, notices to the property owner, and fix the amount of costs to perform the apportionment. Public Meetings. NBS will be available to attend any public meetings required to complete the apportionment. ONBV Page OPTIONAL SERVICES These services will not be performed unless formally requested by the City. Audit of Community Facilities Districts 2005-1 &2007-1 Per the City's request, during FY 2012/13 NBS will perform an audit of Community Facilities Districts 2005-1 & 2007 due to concerns over potential parcel classification &development status discrepancies identified by NBS during our review of the data provided by the former administrator. Boundary Review. NBS will research and audit each boundary map (including annexation boundary maps),to identify any parcels missing from each CFD. Building Permit Collection. NBS will travel to City to collect building permits for all properties within each CFD to ensure all properties are being taxed pursuant to each CFD's Rate and Method of Apportionment. Building Permit Review. NBS will review each permit and compare it to the information on file for each parcel within each CFD. NBS will research and reconcile any the discrepancies. Findings Report. NBS will document all discrepancies found as a result of the audit for review and approval by the City. The Findings Report will also include detailed information for all parcels as available. Corrective Measures. NBS will implement all approved corrective measures in each CFD's parcel database and ensure that these changes are reflected in future special tax levies beginning with the 2013/14 fiscal year. Research and Resubmit CSA 152 Levy rejects Research Levy Submittal Rejects. NBS will research the CSA 152 charges that are initially rejected by the County Auditor Controller as provided to the City by the CSA 152 administrator. The new parcels will be identified and a resubmittal file will be prepared. Levy Submittal. NBS will submit the levy to the County Auditor Controller in the required format and medium (i.e. e-mail,diskette). FEES The total fees and expenses for the services and projects that are currently defined for each Fiscal Year will not exceed the following amounts(future years include projected moderate growth in CFD parcel counts, as-needed projects, and cost of living increases as defined below): FY 2012/13: $49,000(includes one-time AD Closeouts and CFD audits) FY 2013/14: $34,000 FY 2014/15: $37,000 FY 2015/16: $39,000 FY 2016/17: $41,000 NBV C Page 10 1915 Act Assessment District Administration District Parcel Count Total Annual Fee AD 161 308 $3,150 AD 162 95 3,150 AD 164 196 3,150 Total Annual Fee $9,450 Community Facilities District Administration District Base Fee Parcel Count Per Parcel Fee Total Annual Fee CFD 2005-1 $4,000 1,257 $1/parcel $5,257 CFD 2007-1 2,000 14 $1/parcel 2,014 Total Annual Fee $6,000 $7,271 Revenue and Taxation Code 163 Data Submittal to the County AnnualFee........................................................................................................................No Charge This information is part of the database used to calculate the annual levy. We routinely send this information to the County. Tax Roll Submittal Services for 1972 Act Landscaping and Lighting Districts District Service Type Parcel Count Annual Base Fee SLMD#3 1972 LLD Tax Roll Billing 75 $250 PMD#6A 1972 LLD Tax Roll Billing 25 250 PMD#6C 1972 LLD Tax Roll Billing 30 250 PMD#7 1972 LLD Tax Roll Billing 53 250 PMD#8 1972 LLD Tax Roll Billing 62 250 PMD#9 1972 LLD Tax Roll Billing 77 250 PMD#10 1972 LLD Tax Roll Billing 308 250 PMD#10 Zone 2 1972 LLD Tax Roll Billing 196 250 SLMD# 12 1972 LLD Tax Roll Billing 11 250 Total Base Fee $2,250 Assessment District Construction Fund Closeout Services Total for Assessment Districts No. 157 and 158...............................................................................$3,500 NBA�R^` Page 11 Delinquency Management ReminderLetters(1)..............................................................................................................................$15 DemandLetters(1)..................................................................................................................................30 LienholderLetters(1, 2)...........................................................................................................................40 ForeclosureLetters..................................................................................................................................50 PaymentPlan Administration.................................................................................................................150 TaxRoll Removal (3,4)...........................................................................................................................75 Noticeof Intent Removal(4)....................................................................................................................25 Subsequent Foreclosure Fees(4) .........................................................................................................100 All fees are based on a per parcel/per district basis, except as noted below. 1. This fee will be recovered as part of the next levy. 2. Letter is sent to lienholders where public Notice of Default has been filed. Fee reduced to$20 when sent jointly with Demand or Foreclosure Letter to same parcel. 3. This fee includes filing of"Notice of Intent to Remove Delinquent Installments'but does not include County fees for removal from the tax roll. 4. This fee is per parcel/per district/per year from the initiation of the foreclosure. LienholderResearch......................................................................................................................... Hourly Annual Allowance for Delinquency Management Fees Shown Above...........................................$4,000* Fees will be invoiced by NBS to the City as work, if any, is authorized by the City and recovered directly from the delinquent parcel's levy resulting in no cost to the City. OPTIONAL SERVICES These services will not be performed unless formally requested by the City. Audit of Community Facilities Districts 2005-1 &2007-1 Audit fee includes NBS to collect building permits onsite...............................................................$18,500 Research and Resubmit CSA 152 Levy rejects Research and Resubmit CSA 152 Levy rejects................................................................................$2,500 Expenses Customary out-of-pocket expenses will be billed to the City at actual cost to NBS. These expenses may include, but not be limited to travel, mailing fulfillment, postage, telephone, reproduction, meals and various third-party charges for data, maps, and recording fees. Annual Allowance for Expenses.......................................................................................................$1,200 NB V Page 12 Annual Fee Increases Cost of living increases may be applied to the services listed above on October 1 each year, beginning with October 1, 2013. The COLA would be the actual cost of living increase, based on the U.S. Department of Labor, Bureau of Labor Statistics, Consumer Price Index for All Urban Consumers for the Los Angeles-Riverside-Orange County area, not to exceed 3%annually. Additional Services The following table shows our current hourly rates. Additional services authorized by the City but not included in the currently defined scope of services and projects will be billed at this rate or the then applicable hourly rate. Title Hourly Rate Director $ 190 Senior Consultant/Programmer 150 Engineer 140 Consultant 130 Analyst 100 Clerical/Support 55 Expert Witness TBD;with minimum fee NBS' Page 13 Terms This proposal is for a three year term, with two one-year extensions as long as it is agreeable to the City. Administration services will be invoiced quarterly at the beginning of each quarter. Expenses will be itemized and included in the next regular invoice. Fees for all other services will be invoiced upon completion of the task. If the project is prematurely terminated by either party, NBS shall receive payment for work completed. Payment shall be made within 30 days of submittal of an invoice. If payment is not received within 90 days simple interest will begin to accrue at the rate of 1.5% per month. Either party can cancel contracts with 30 days written notice. Schedule of Performance See Appendix"A"for the anticipated Schedule of Performance for the 1915 Act Assessment District and Community Facilities District Administration services. Please feel free to contact me if you have any questions or need further information. Best regards, NBS Government Finance Group, DBA NBS Mike Rentner President and CEO 9/21/2012 Title Date NBV Page 14 Appendix "A" Schedule of Performance for 1915 Act Assessment District and Community Facilities District Administration Services Performed Cateaory Action By Date Building Permit Data City Staff provides building permit data City July 1 for Community Facilities Districts Cost Recovery Worksheet NBS prepares and delivers the annual NBS July 5 Cost Recovery Worksheet to the City City Staff reviews the Cost Recovery Cost Recovery Worksheet Worksheet,provides amounts to be City July 15 recovered,fund balances,signs,and returns the worksheet NBS will calculate the annual assessment and special tax levy for each parcel in each of the Districts Annual Assessment Levy and submit the amount for each parcel NBS August 10 to the County in the format and medium(i.e.tape,disk,email) required by the County Auditor- Controller. NBS will research the status of any parcels rejected by the County Auditor-Controller,and resubmit Resubmission or Rejects corrected data for collection on the NBS Middle of August County Tax Roll.Any parcels that are not accepted by the County for collection will be invoiced directly,with payment directed to the City. NBS will provide a comprehensive Annual Report that will show a detail listing of the amounts submitted to the Annual Report levy or directly billed for collection, NBS December details of delinquent assessments, fund analysis,paid off parcels and release of liens,all bond call activity, and assessed valuation information. NBS will provide the City with a comprehensive list of delinquencies Delinquency Monitoring after each installment becomes due. NBS January and May This report will show delinquency percentage as well as a detailed list of each delinquent parcel. At the City's direction,send a reminder letter to the property owner of each delinquent parcel for the Reminder Letter December 10th installment. The NBS January purpose of the letter is to inform and educate the property owner of their obligation to pay assessments. NBS- Page 15 Performed Cat o Action By Date At the City's direction,send a demand letter to the property owner of each delinquent parcel for the April 1 Oth installment. This letter will be mailed Demand Letter to any property owner who remains NBS May Assessment District delinquent for both installments or who is delinquent for April l Oth only. The purpose of this letter is to further educate the property owner and advise them of a potential foreclosure. This type of letter is typically sent after the installments for a parcel have Foreclosure Letter been removed from the tax roll. The Assessment District letter delineates what amount must be NBS When Required paid directly to the City to forestall the turnover of documents to the foreclosure attorney. NBS will provide the information required to remove parcels from the tax roll and coordinate with the County Auditor Controller to verify the Tax Roll Removal removal. This step is in preparation of NBS and Assessment District turning the parcels over for County When Required foreclosure. Once removed from the tax roll,each property owner will receive one final foreclosure letter indicating the amount due and payment instructions. At the City's discretion,NBS will offer Payment Plans payment plans to property owners in Assessment District lieu of turning parcels over to the NBS When Required City's foreclosure counsel. NBS will prepare and deliver all information to the City's foreclosure counsel. We will also continue to supply the City's counsel with Subsequent Foreclosure additional information throughout the Services foreclosure process. We will continue NBS When Required Assessment District to respond to property owner and City staff phone calls regarding the status of all cases,and will coordinate and audit status reports on a bi-monthly basis from the City's foreclosure counsel. NBS will prepare the spread of Bond Calls principal to be called within maturities NBS and September and March Assessment District for all bond calls and coordinate the Trustee When Required call with the Paying AgentfTmstee. Release of Liens NBS will prepare all documents Assessment District required to release the liens of parcels NBS When Required that have prepaid the assessment. NBS will apportionment services to Apportionments ensure the assessment lien is NBS When Required Assessment District apportioned to any parcel that reconfigures. N B Page 16 Performed Cat o Action By Date NBS will perform an analysis of all Construction Fund remaining funds to determine their Closeout appropriate disposition in accordance NBS October Assessment District with applicable laws and district documents. NBS will provide a toll-free phone number for use by the City,other interested parties and all property owners.Our staff will be available to Toll-Free Phone Number answer questions regarding the NBS All Year formation and ongoing collection of assessments and special taxes for the Districts.Bilingual staff is available for Spanish-speaking property owners. "D NB,S Page 17 EXHIBIT "B" INSURANCE PROVISIONS Including Verification of Coverage, Sufficiency of Insurers, Errors and Omissions Coverage, Minimum Scope of Insurance, Deductibles and Self-Insured Retentions, and Severability of Interests (Separation of Insureds) 12 Revised:6/16/10 720599.1 INSURANCE 1. Procurement and Maintenance of Insurance. Consultant shall procure and maintain public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Consultant's performance under this Agreement. Consultant shall procure and maintain all insurance at its sole cost and expense, in a form and content satisfactory to the City, and submit concurrently with its execution of this Agreement. Consultant shall also carry workers' compensation insurance in accordance with California workers' compensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement, including any extensions. Such insurance shall not be cancelable without thirty(30) days advance written notice to City of any proposed cancellation. Certificates of insurance evidencing the foregoing and designating the City, its elected officials, officers, employees, agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to commencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorsements evidencing the same shall not be construed as a limitation of Consultant's obligation to indemnify City, its elected officials, officers, agents, employees, and volunteers. 2. Minimum Scope of Insurance. The minimum amount of insurance required under this Agreement shall be as follows: 1. Comprehensive general liability and personal injury with limits of at least one million dollars ($1,000,000.00) combined single limit coverage per occurrence and two million dollars ($2,000,000) general aggregate; 2. Automobile liability insurance with limits of at least one million dollars ($1,000,000.00)per occurrence; 3. Professional liability (errors and omissions) insurance with limits of at least one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is: required is not required; 4. Workers' Compensation insurance in the statutory amount as required by the State of California and Employer's Liability Insurance with limits of at least one million dollars $1 million per occurrence. If Consultant has no employees, Consultant shall complete the City's Request for Waiver of Workers' Compensation Insurance Requirement form. 3. Primary Insurance. For any claims related to this Agreement, Consultant's insurance coverage shall be primary with respect to the City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its respective elected officials, officers, employees, agents, and volunteers shall be in excess of Consultant's insurance and shall not contribute with it. For Workers' Compensation and Employer's Liability Insurance only, the insurer shall waive all rights of subrogation and 13 Revised:6/16/10 720599.1 contribution it may have against City, its elected officials, officers, employees, agents, and volunteers. 4. Errors and Omissions Coverage. If Errors & Omissions Insurance is required, and if Consultant provides claims made professional liability insurance, Consultant shall also agree in writing either(1) to purchase tail insurance in the amount required by this Agreement to cover claims made within three years of the completion of Consultant's services under this Agreement, or (2) to maintain professional liability insurance coverage with the same carrier in the amount required by this Agreement for at least three years after completion of Consultant's services under this Agreement. Consultant shall also be required to provide evidence to City of the purchase of the required tail insurance or continuation of the professional liability policy. 5. Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best's Key Rating of B++, Class VII, or better, unless otherwise acceptable to the City. 6. Verification of Coverage. Consultant shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, effecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Consultant's insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers' Compensation policies. Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or(2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate: 1. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured... " ("as respects City of Palm Springs Contract No. " or 'for any and all work performed with the City"may be included in this statement). 2. "This insurance is primary and non-contributory over any insurance or self- insurance the City may have..." ("as respects City of Palm Springs Contract No. " or 'for any and all work performed with the City" may be included in this statement). 3. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, "endeavor to" mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out. 14 Revised:6/16/10 720599.1 4. Both the Workers' Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers. In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Consultant's obligation to provide them. 7. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City prior to commencing any work or services under this Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its elected officials, officers, employees, agents, and volunteers; or (2) Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include evidence of the amount of any deductible or self-insured retention under the policy. Consultant guarantees payment of all deductibles and self-insured retentions. 8. Severabitity of Interests (Separation of Insureds). This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the limits of the insurer's liability. 15 Revised:6/16/10 720599.1