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HomeMy WebLinkAboutA5572 - BARTLE WELLS ASSOCIATES WASTEWATER RATE STUDY AND FACILITY FEE UPDATE ti AMENDMENT NO. 2 TO CONSULTING SERVICES AGREEMENT NO. 5572 WITH BARTLE WELLS ASSOCIATES WASTEWATER RATE STUDY The following articles of Agreement No. 5572 are hereby amended to read as follows: 3.1 Compensation of Consultant. For the services rendered pursuant to this Agreement, Consultant shall be compensated and reimbursed, in accordance with the schedule of fees set for in Exhibit "A", which total amount shall not exceed Fifty Thousand Dollars ($50,000). Purchase Order Number(s): 0000530 Agreement Number: 5572 Original Approval: October 26, 2007 Original Contract Amount: $ 5,000 Amount of Previous Increase(s) $ 33,000 Amount of This Increase $ 12,000 Amended Total: $ 50,000 Account Number(s): 420-6800-43200 SIGNATURES ON LAST PAGE r "w Except as specifically amended by this Amendment No. 2, all terms and provisions of Agreement No. 5572 remain in full force and effect. ATTEST: CITY OF PALM SPRINGS, a California charter city r B By: �itylerk O Q�J�DI 1 City Manager APPROVED AS TO FORM: APPROVED BY CITY COUNCIL `"City Attorneyf / CONSULTANT: Checks one:_Individual_Partnership"Corporation BARTLE WELLS ASSOCIATES Corporations require two notarized signatures: One signature must be from the Chairman of Board, President,or any Vice President.The second signature must be from the Secretary,Assistant Secretary,Treasurer,Assistant Treasurer,or Chief Financial Officer). Notarized Signature of Chairman of Board, No ari ed Signature Secretary, sst Secretary, President or any Vice President Treasurer,Asst /treasurer or(Chief Financial Officer Name: / ► '� I&AI V Zr Name: K�>_ej V , c_�M/d r Title: V"C2 r re_f" P"1f _ Title: C' ' I'er or(-Zr State of (O yqo­Il State of i��it i6(K 0— County of Jss 11 County of kA&#y ��--ss�� � On ` D before me, Y1it! fNbO(, On before me, 1M�tM�, C)-4wn personally appeared ekyc `TXS ____— personally appeared who proved to me on the basis of satisfactory evidence)to be who proved to me on the basis of satisfactory evidence)to be the person(s) whose name(s) is/are subscribed to the within the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) person(s), or the entity upon behalf of which the person(s) acted,executed the instrument. acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and State of California that the foregoing paragraph is true and correct. correct. WITNESS my hand and official seal. WITNESS my hand and official seal. Notary Signature: Notary Signature: Notary Seal: Notary Seal: .�►w,w�wr STEPHANIE OSBORN STEPHANIE OSBORN Commission#1837274 Co misslon#1837274 Notary Public-CaNfornia Notary Public-CalMornia Alameda County Alameda County Cotton. q Mar 17.2013+ MY Comm.Ex IM Alp 17.2013 AMENDMENT NO. 1 TO CONSULTING SERVICES AGREEMENT NO. 5572 WITH BARTLE WELLS ASSOCIATES WASTEWATER RATE STUDY The following articles of Agreement No. 5572 are hereby amended to read as follows: 3.1 Compensation of Consultant. For the services rendered pursuant to this Agreement, Consultant shall be compensated and reimbursed, in accordance with the schedule of fees set for in Exhibit "A", which total amount shall not exceed Thirty-Eight Thousand Dollars ($38,000). 4.4 Term. The original termination date of November 16, 2007, is hereby retroactively extended. Unless earlier terminated in accordance with Section 9.5 of this Agreement, this Agreement shall continue in full force and effect until the required services are performed to the satisfaction of the City, or December 31, 2012, whichever occurs first. The following attachment Exhibit "A": Exhibit "A" — Consultant's Scope of Services/Work including Schedule of Fees and Schedule of Performance, shall be replaced with the attached Consultant's Scope of Services/Work letter dated April 12, 2009. Purchase Order Number(s): 0000530 Agreement Number 5572 Original Approval: October 26, 2007 Original Contract Amount. $ 5,000 Amount of Previous Increase(s) $ 0 Amount of This Increase $ 33,000 Amended Total: $ 38,000 Account Number(s): 420-6800-43200 SIGNATURES ON LAST PAGE m Dp,,Y Except as specifically amended by this Amendment No. 1, all terms and provisions of Agreement No. 5572 remain in full force and effect- ATTEST: CITY OF PALM SPRINGS, a California charter city City Clerk ®� { r �2cnra By, � City Manage APP, VED AS TO FORM: APPROVED BY CITY COUNCIL By: /Ci Attune / /' CO UL ,4NT: Check one:_Individual_Partnership Corporation BARTLE WELLS ASSOCIATES Corporations require two notarized signatures: One signature must be from the Chairman of Board, President,or any Vice President.The second signature must be from the Secretary,Assistant Secretary,Treasurer,Assistant Treasurer,or Chief Financial Officer). By: alex �� By: (/( V. Notarized Signature of Chairman of Board, Notari ed Signature Secretary,Asst Secretary, President or any Vie President Treasurer,Asst treasurer or Chief Financial Officer Name: Alex l/oldkv V-1" Name: � eej �� - c.% 61110- Title: VET- evvi. It Title: Chy eF r l4Cd/NGOAI 01Y 'cy- State of CAI t i OL f State of ro - "bdYy0� County of f+63 County of� wyw- u--�Iss On 5 I b before me, � �d U11�1110..SCJ6/Vl Cn l� before me,_ ,i �o personally appeared 4yt X h�K�� personally appeared -Pr A S�f 1 who proved to me on the basis of satisfactory evidence) to be who proved to me on the basis of satisfactory evidence)to be the person(s) whose name(s) is/are subscribed to the within the person(s) whose name(s) Ware subscribed to the within Instrument and acknowledged to me that he/she/they instrument and acknowledged to me that he/she/they executed the same In his/her/their authorized capacity(les), executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) person(s), or the entity upon behalf of which the person(s) acted,executed the instrument. acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and State of California that the foregoing paragraph is true and correct. correct WITNESS my hand and official seal. WITNESS my hand (a�nff +d official l. -iall psea Notary Signature!-^ Notary Signature: 12 a IY�A-l�/wt ,SWL. Notary Seal: Notary Seal: STEPHANIE CSAORN STEPHANIE OSBORN r Conlislon 1137274 Commission1837274 L Notary Public•Callkmia Notary Public-California sAamU CCny Alameda County %CQMM.fwk"uvlll 13 M Comm.Ex Ins Mar 17,2013 f i 1889 Alcatraz Avenue BARTLE WELLS ASSOCIATES Berkeley, CA 94703 \ INDEPENDENT PUBLIC FINANCE ADVISORS 510 653 3399 fax: 510 653 3769 www.bardewells.com April 12,2009 City of Palm Springs PO Box 2743 Palm Springs, CA 92263 Ann: Marcus L. Fuller, Assistant Director of Public Works/Assistant City Engineer Re: Proposal for Wastewater Rate Study Bartle Wells Associates is pleased to submit this proposal to develop a wastewater rate study for the City of Palm Springs. B WA has 45 years of experience specializing in water and wastewater rates and finance. We have consulted for over 450 California water and wastewater agencies and completed over 1,000 utility rate and fee studies. For this assignment we will a) develop wastewater rate recommendations adequate to support the City's projected operating and capital needs, and b) assist the City with complying with the procedural requirements of Proposition 218. Key objectives include: • Provide independent evaluation of the City's wastewater rates and finances; • Evaluate financing alternatives for the City's wastewater capital improvement needs; • Develop 10-year cash flow projections to determine annual revenue requirements for funding long-term wastewater enterprise operating, maintenance, and capital needs; • Phase in any necessary rate adjustment over time, to the extent possible, to minimize the annual impact on customers; • Draft the required Proposition 218 notice that Inust be mailed to all affected property owners and/or customers prior to adopting new and increased wastewater rates; • Present findings and recommendations at up to two Council Meetings, including the required Prop. 218 public rate hearing, to obtain input and help build public acceptance. Bartle Wells Associates has a well-earned reputation for providing our clients with straightforward, practical advice. We have substantial experience presenting our findings and recommendations to non-tecluaical audiences. And we have a strong track record of building consensus for our final recommendations. All of our lead consultants are Certified Independent Public Finance Advisors. I have enjoyed working with the City on our prior assignments and look forward to assisting the City with the wastewater rate study. Please contact me if you have any questions or would like additional information. Sincerely, BARTLE WELLS ASSOCIATES } Alex Handlers,i m,6,CIPrA Vice-President BARTLE WELLS ASSOCIATES Bartle Wells Associates is an independent financial advisor to public agencies with expertise in water and wastewater rates and finance. Our firm was established in 1964 and is owned and managed by its principal consultants. We have over 45 years of experience advising local governments on the complexities and challenges in public finance. We have advised over 450 public agency clients in the western United States and completed over 2,500 assignments. We have the diversity of experience and distinctive abilities to evaluate all types of financial issues faced by local governments and to recommend the best and most-practical solutions. Bartle Wells Associates has a stable,well-qualified professional team. Our education and backgrounds include finance, civil engineering, public administration, public policy, and economics. The firm is owned and managed by its principal consultants who have been with the firm for many years. Bartle Wells Associates specializes in three professional services: PROFESSIONAL SERVICES financial plans, utility rate&fee studies, and project financing. We are the only independent financial advisor providing all three ■ Financial Plans services to public agencies. ■ Rate & Fee Studies ■ Project Financing Our financial plans provide agencies with a flexible roadmap for funding long-term operating and capital needs. We evaluate the wide range of financing options available, develop a plan that recommends the best financing approach, and clearly identify the sources of revenue for funding projects and repaying any debt. We also help agencies develop prudent financial policies, such as fund reserve targets,to support sound financial management. BWA has developed over 1,000 water and wastewater enterprise financing plans to help public agencies fund their operating and capital programs and maintain long-term financial health. Our rate and fee studies employ a cost-of-service approach and are designed to maintain the long-term financial health of a utility enterprise while being fair to all customers. We develop practical recommendations that are easy to implement and often phase in rate adjustments over time to minimize the impact on ratepayers. We also have extensive experience developing impact fees that equitably recover the costs of infrastructure required to serve new development. BWA has completed hundreds of water,wastewater,and recycled water rate and fee studies. We are familiar with virtually every type of water and sewer rate structure and are knowledgeable about the legal requirements governing water and sewer rates and connection fees. We develop clear, effective presentations and have represented cities and special districts at hundreds of public hearings to build consensus and public acceptance for our recommendations. Onu projectfinancing experience includes over 300 bond sales, bank loans, lines of credit, and state and federal grants and loans. We generally recommend issuing debt via a competitive sale process to achieve the lowest interest rates possible. To date,we have helped California agencies obtain over S4 billion of project financing. We work only for public agencies;we are independent financial advisors and do not buy,trade, or resell bonds. Our work is concentrated on providing independent advice which enables our clients to finance their projects on the most favorable terms—lowest interest rates,smallest issue size, and greatest flexibility. Bartle Wells Associates is a charter member of the National Association of Independent Public Finance Advisors(NAIPFA),which establishes strict criteria for independent advisory firms. All of our consultants are Certified Independent Public Finance Advisors(CIPFAs). Bartle Wells Associates is committed to providing value and the best advice to our clients. Our strength is qualit}--the quality of advice, service,and work we do for all our clients SCOPE OF SERVICES This section presents a proposed scope of services that Bartle Wells.Associates believes will form a sound basis for completing this assignment. We can work with the City to develop a final scope that meets the City's objectives. Our general approach is to work closely with staff, identify objectives, set milestones,have frequent communication, and remain flexible to resolve unanticipated issues. A. Wastewater Rate Study Bartle Wells Associates will perform the following services in connection with preparation of a wastewater rate study for City of Palm Springs, working at all times in close cooperation with City staff and other consultants and advisors as needed. 1. Project Kickoff To initiate our work, hold a conference call with City staff, and others as appropriate,to accomplish the following: ■ Identify members of City staff and others who will participate in the project. • Determine the roles and responsibilities of all project participants. • Establish project schedule and key milestone dates. ■ Confirm the key goals, objectives, and expectations of the project team. 2. Investigation & Data Collection Assemble the information necessary to understand and describe a)the current financial condition of the City's wastewater enterprise as well as b)the enterprise's future funding requirements for operating and maintenance expenses, capital improvements including repairs and replacements, and maintaining an adequate level of fund reserves. We will need a variety of information from the City, including the following: ■ Revenue and expense detail for recent years • Current budget and/or any preliminary budget data for the upcoming fiscal year • Fund balances as of the beginning of the current fiscal year ■ Current rate schedule ■ Future operating &maintenance cost projections or escalation rates ■ Capital improvement cost projections and/or major alternatives • Conservative estimate of future growth rate in the City's customer base • Any other information relevant to current or future wastewater enterprise finances 3. Develop Forecasts and Projections Based on evaluation of the data assembled and input from City staff and other members of the project team,prepare forecasts and projections to be used in development of long-term cash flow projections. Projections will include,but are not limited to: • Cost escalation factors for operating, maintenance, and capital costs • Estimated future growth rates to include in financial projections • Estimates of future repairs and replacement costs • Other future funding needs, such as new staffing needs, etc. 4. Evaluate Financing Alternatives for Capital Improvements Review the City's capital improvement program, engineering Master Plans, and other projections of future capital needs. Work with City to identify future capital needs to incorporate into the financial projections. Evaluate financing alternatives for the City's wastewater capital needs, including long-term repairs and replacements. BWA often recommends agencies phase-in an adequate level of funding for replacements over time. If debt is required, discuss options with City and identify the lowest-cost financing options. 5. Recommend a Minimum Fund Reserve Target Recommend prudent fund reserve target(s) for the City's wastewater enterprise. Develop a plan to help the City achieve and maintain the recommended target(s) over time. 6. Develop Long-Term Cash Flow Projections & Rate Projections Develop cash flow projections showing the financial position of the City's wastewater enterprise over the next 10 years. The cash flows will project fund balances,revenues, and operating and capital expenses, and will incorporate forecasts developed with staff input. After developing a base-case cash flow scenario, we can develop alternatives for evaluation and identify the impact on rates. Based on the annual revenue requirements identified by the cash flow projections, develop long-term sewer rate projections. 7. Prepare Report Summarizing Findings & Recommendations Submit a report clearly and concisely explaining key findings and recommendations and identifying key alternatives when applicable. Receive input on draft report from the City's project team and prepare a final report incorporating input received. S. Present Findings & Recommendations Develop a PowerPoint presentation summarizing key findings and recommendations. Present recommendations at a City Council meeting and receive input. Rate increases are often controversial. BWA has extensive experience developing clear presentations that facilitate public understanding of the need for rate increases. We understand the importance of building consensus and public acceptance for our recommendations. BWA.can take the lead in presenting the rate recommendations at public meetings unless directed otherwise by staff. S. Proposition 218 Noticing & Rate Adoption Process In conjunction with completing a wastewater rate update, Bartle Wells Associates will assist the City in complying with the procedural requirements of Proposition 218 for adopting any necessary wastewater rate increases. Proposition 218 establishes requirements for adopting or increasing property-related fees and charges. For water or wastewater rates, Proposition 218 requires that the City: • mail notification of proposed rate increases—as well as the date,time, and place of public hearing at which the rate increases will be considered—to all affected property owners (and potentially also any ratepayers who are tenants and not property owners), • hold a public hearing not less than 45 days after the notices are mailed, and • subject the rate increases to majority protest; if written protests are received by more than 50% of all affected parcels, the proposed rate increases cannot be adopted. Water and wastewater rates do not require voter approval provided rates do not exceed the cost of providing service. BWA will assist the City with the following tasks related to Proposition 218. 1. Draft Proposition 218 Wastewater Rate Notice Work with City to identify a preferred format for the Prop. 218 notice. Develop a draft Prop. 218 notice and distribute to the City for staff and legal review. Based on input received, develop a final notice. In order to facilitate public acceptance of any recommended rate increases, BWA recommends the notice go beyond the minimum legal requirements by providing clear and concise explanation of the reasons for any rate adjustments. 2. Work with City & County to Obtain Data List for Mailing the Prop. 218 Notices Work with City staff and/or Riverside County to obtain a list of property owners and their addresses of record. Based on input from the City's legal counsel, also consider mailing notices to wastewater customers who are not property owners. 3. Coordinate Printing& Mailing of Proposition 218 Notice As directed by staff, coordinate the printing and mailing of the Prop. 218 notices. Legally, the notices must be mailed at least 45 days prior to the public hearing at which City Council will consider adoption of any wastewater rate increases. However, BWA recommends setting a target to complete the mailing a couple of weeks prior to the legal deadline. 4. Attend Proposition 218 Public Rate Hearing& Present Rate Study Recommendations Attend the required Proposition 218 public hearing. As directed by staff, give a presentation summarizing key findings and recommendations. Answer questions from Council and be prepared to respond to questions or comments from citizens, as directed by Council or staff. BWA will assist the City in establishing a clear procedure for the public hearing including receiving public comments, tabulating the number of written protests against the proposed wastewater rates, and adopting proposed wastewater rates. Additional Services BWA will remain available to provide additional consulting service as requested by the City. AVAILABILITY & FEES Bartle Wells Associates will perform the following services in connection with the wastewater rate update,working at all times in close cooperation with the City's staff and its other consultants and advisors. I. BWA is prepared to begin work upon acceptance of this proposal. The study will be completed in accordance with a schedule established jointly with the City. 2. All work will be performed by Bartle Wells Associates. Alex Handlers,Vice President and Principal, will be assigned as project lead and will devote time and effort toward successfully completing the project on schedule and on budget. Alex may be assisted by other BWA consultants. 3. The fee for professional services for the wastewater rate study will not exceed$25,000 plus direct expenses. The fee for the Proposition 218 noticing and rate adoption process will not exceed$8,000 plus direct expenses, which among other things may include costs for printing and mailing the Prop. 218 notices. The fee is payable monthly on a time and materials basis as work proceeds according to our Billing Rate Schedule 2009 and is based on the following conditions: a. Availability of all necessary information from the City in a timely manner. b. Attendance at up to four meetings or presentations at the City including up to two progress meetings and two City Council presentations. c. Two draft submittals and one final submittal of financial model tables. Time and expenses involved in revising tables and assumptions due to changes in information or in preparing additional tables may constitute additional services if not possible to accomplish within the proposed budget. d. One draft submittal and one final submittal of the report,presentation,and Prop. 218 notice. Time and expenses involved in additional revisions or drafts may constitute additional services if not possible to accomplish within the proposed budget. 4. In addition to the services provided under this proposal, the City may authorize BWA to perform additional services for which the City will compensate BWA based on our hourly rates at the time the work is performed,plus direct expenses. Additional services may include; additional meetings or presentations, and changes in project scope. 5. Bartle Wells Associates will maintain in force, during the full term of the assignment, insurance in the amounts and coverage as provided in the Schedule of Insurance attached. 6. 1f the project is terminated for any reason, BWA is to be reimbursed for professional services and direct expenses incurred up to the time BWA receives notification of such termination. 7. This proposal may be withdrawn or amended if not accepted within 60 days of its date. 8_ BWA will not require a formal contract and will accept a letter from an appropriate City official as authorization to proceed. BARTLE WELLS ASSOCIATES BILLING RATE SCHEDULE 2009 Rates Effective 1/1/2009 Professional Services Financial Analyst I......................................................................................S95 per hour Financial Analyst II...................................................................................$125 per hour Senior Financial Analyst...........................................................................S165 per hour Senior Consultant .....................................................................................S195 per hour Principal Consultant..................................................................................$225 per hour The professional time rates include all overhead and indirect costs. Bartle Wells Associates does not charge for secretarial support services and internal computer time. Expert witness, legal testimony or other special limited assignment will be billed at one and one- half times the consultant's hourly rate. The above rates will be in effect through December 31, 2009 at which time they will be subject to change. Direct Expenses Subconsultants will be billed at cost plus ten percent. Word processing and computer- assisted services related to official statement production are charged as direct expenses at $60 per hour. Other reimbursable direct expenses incurred on behalf of the agency will be billed at cost plus ten percent. These reimbursable costs include, but are not limited to: ■ Travel, meals, lodging ■ Automobile mileage ■ Long distance telephone and fax ■ Messenger services and mailing costs ■ Printing and report binding ■ Photocopying ■ Special statistical analysis r Graphic design and photography r Outside computer services ■ Special legal services r Bond ratings ■ Legal advertisements Insurance Bartle Wells Associates maintains insurance in the amounts and coverage as provided in the attached schedule of insurance. Additional or special insurance,licensing, or permit requirements beyond what is shown on the schedule of insurance are billed in addition to the contract amount. Payment Fees will be billed monthly for the preceding month, and will be payable within 30 days of the date of the invoice. A late charge of 1.0 percent per month may be applied to balances unpaid after 60 days. SCHEDULE OF E1SQR NCE L>Lsu 6- BARI7E'�TLTSASSOCLATES E Tfe Mel-7-A----a me-inSrmu r.t ,fn forts,dlirrre trefa::aemr qf" a a.:a1e=Ts,L frsarWC m the arr=,,�r Wid c Ua„a aspro•--aded rr.ticiS�ri:yad:e. I einu-,"ana?5�urm;ceira.7u;rd.m:nair.marsmc--cs diaprern:mr,csarend.,then.;l;ecnraian;Q`;Ae trar'[a.:ew'a:C be addedm cOreannmtrxr.^r. DEECRIPTION CONgAh-V Lae .TIGk T=OF IIiSIJZL_VCE FOLICYtiuliG'Er_ CM LGESANDi ILMITS bATS Commer:ial General Hard'ordlnsurance Cernpary $2,000,000 Generaungrsagate &D09 Liabiliy Pol:cy- 35-SBA PA685+ . $2-0010.000 R, ducts CQmptOp Areegte $1,000-000 Permmiil&Adv erasing fnjtay" $1,000-000 Each Occurrence Amoractile Liability Harrt'ord lns=mce Company $1,000,000 Combined Single Lime_ &P09 Policy 4=5-IIEC VG25=1 1S'orlers Compensoticm Harrf6-dUnder.T7 =_ A'o :e-s C©mF satw2 S=torsi Lmats for the Staa-o=Cd!fJb ia- 6TO9 h Eamloyrrs'Liabiliy I=ixaace Company Employes,Liabili� Polnev 35-71'ECFG?252 Bodilylnjw-rb Accede--$1,000,000 each accidem Batlilrinjtiss byDtseasz- $1,AGG,GGAeacheinployez Bcdil;�IayurrlrrDss�:ssa- $1,AGG,GGGpalicplisni; Professional Liab±] - Chubb&Son,lzc. Sclely In the pe:fO==e Of seMUS as MIMLcipsl financing 6'? 05, ED0091045 coandnass fur odtrrs for a fee Linn S1,AOA,AAGpe7Occlnreace& ��e�at (tnchlcimgdexse costs,eLa:ges,and eepemes) r CONSULTING SERVICES AGREEMENT Bartle Wells Associates THIS AGREEMENT FOR CONSULTING SERVICES (the "Agreement") is made and entered into this 10 day of August, 2007, by and between the City of Palm Springs, a California charter city and municipal corporation ("City"), and Bartle Wells Associates, a California Corporation("Consultant"). RECITALS A. City requires the services of a qualified consultant to independently review current and future funding requirements for the City's Wastewater Treatment Plant and to develop financial projections estimating future revenues, expenses and fund reserves ("Project"). B. Consultant has submitted to City a proposal dated July 31, 2007 to provide advisory and financial services necessary to complete the Project. C. Based on its experience, education, training, and reputation, Consultant is qualified to provide the necessary services to City for the Project and desires to provide such services. D. City desires to retain the services of Consultant for the Project. NOW, THEREFORE, in consideration of the promises and mutual agreements contained herein, City agrees to retain and does hereby retain Consultant and Consultant agrees to provide services to the City as follows: AGREEMENT 1. CONSULTANT SERVICES 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Consultant shall provide advisory and financial services to City as described in the Scope of Services/Work attached to this Agreement as Exhibit "A" and incorporated herein by reference (the "services" or "work"), which 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 in accordance with all standards prevalent in the industry. In the event of any inconsistency between the terms contained in the Scope of Services/Work and the terms set forth in the main body of this Agreement, the terms set forth in -fte-tnain body of'thi's'Agreement-sliall govern: -- - --- - 1.2 Compliance with Law. All services rendered under this Agreement shall be provided by Consultant in accordance with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders,rules, and regulations promulgated thereunder. 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. 1 Revised:8/16/2007 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 Agr=nent. 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. For the services rendered pursuant to this Agreement, Consultant shall be compensated and reimbursed, in accordance with the schedule of fees set forth in Exhibit"A," which total amount shall not exceed$5,000. 3.2 Method of Payment In any month in which Consultant wishes to receive payment, Consultant shall no later than the first working day of such month, submit to City in the form approved by City's finance director, an invoice for services rendered prior to the date of the invoice. Payments shall be based on the hourly rates as set forth in Exhibit "A" for authorized services performed. City shall pay Consultant for all expenses stated thereon, which are approved by City consistent with this Agreement, within thirty (30) days of receipt of Consultant's invoice. 3.3 Changes- In the event any change or changes in the Scope of Services/Work is requested by City, the parties hereto shall execute a written amendment to this Agreement, setting forth with particularity all terms of such amendment, including, but not limited to, any additional fees. An amendment may be entered into: A. To provide for revisions or modifications to documents or other work product or work when documents or other work product or work is required by the enactment or revision of law subsequent to the preparation of any documents, other work product, or work; 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 therefore by the City Council of City for each fiscal year covered by the Agreement. 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:8/16/2007 4.2 Schedule of Performance. All services rendered pursuant to this Agreement shall be performed pursuant to the agreed upon schedule of performance set forth in Exhibit"A." The extension of any time period must be approved in writing by the Contract Officer. 4.3 Force Maieure. The time for performance of services to be rendered pursuant to this Agreement may be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of Consultant, including, but 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 if Consultant shall within ten(10)days of the commencement of such condition notify the Contract Officer who shall thereupon ascertain 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, and 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 9.5 of this Agreement, this Agreement shall continue in full force and effect for a period of three (3) months, commencing on August 16, 2007, and ending on November 16, 2007, unless extended by mutual written agreement of the parties, 5. COORDINATION OF WORK 5.1 Representative of Consultant. The following principal of Consultant is hereby designated as being the principal and representative of Consultant authorized to act in its behalf with respect to the services and work specified herein and make all decisions in connection therewith: Alex Handlers, Vice President. 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 hereunder. The foregoing principal may not be changed by Consultant without prior written approval of the Contract Officer. S.2 Contract Officer. The Contract Officer shall be the City Manager, or his/her designee. It shall be the Consultant's responsibility to keep the Contract Officer, or his/her designee, fully informed of the progress of the performance of the services and Consultant shall refer any decisions that must be made by City to the Contract Officer_ Unless otherwise specified herein,any approval of City required hereunder 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 in whole or in part the services required hereunder without the express written approval of City. In addition, neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law,without the prior written approval of City. 3 Revised:8/16/2007 5A 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 herein, except as otherwise set forth herein. Consultant shall perfomt all services required herein 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 Tole; 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 set forth herein. 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: Alex Handlers Vice President 6. INSURANCE Consultant shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in Exhibit"B,"which is attached hereto and is incorporated herein by reference. 7. 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 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, which Claims arise out of or are related to Consultant's performance under this Agreement, but excluding such Claims arising from the negligence or willful misconduct of the City, its elected officials, officers, employees, agents, and volunteers. Under no circumstances --shall _ construed to limit ndemnificationoblgatd limits set forth Agreement re insurance re urrements an Consultant s i ion or other liabilit hereunder. 4 Revised:8/16/2007 8. RECORDS AND REPORTS 8.1 Renorts. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. 8.2 Records. 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 and shall be delivered to City upon request of the Contract Officer or upon the termination of this ,Agreement, and 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 hereunder. Consultant may retain copies of such documents for its own use. Consultant shall have an unrestricted right to use the concepts embodied therein. 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 and shall make such materials available at its offices at all reasonable times during the tern of this Agreement and for three (3) years from the date of final payment for inspection by City and copies thereof shall be promptly furnished to City upon request. 9. ENFORCEMENT OF AGREEMENT 9A 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 ubmit to the personal jurisdiction of such court in the d Consultant covenants and agrees to _ California,_ or an other appropriate court in such county, e event of such action. 9.2 Waiver. No delay or omission in the exercise of any right or remedy of a non- defaulting party on any default shall impair-suet right Gr remedy or be cons a as a watvar-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 and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 5 Revised:all6/2007 9.3 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 and 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. 9A 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 perfonnance of this Agreement, to obtain injunctive relief, a declaratory judgment, or any other remedy consistent with the purposes of this Agreement. 9.5 Termination Prior to Expiration of Term. City reserves the right to tenninate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Consultant, except that 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 hereunder 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 thereafter, Consultant may terminate this Agreement, with or without cause, upon thirty (30) days written notice to City. 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 terns of this Agreement. 10.2 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 either __party desires or is_requiredto 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. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed comimutucated seventy-two (72) hours from the time of mailing if mailed as provided in this Section. 6 Revised,8/15/2007 To City: City of Palm Springs Attention: City Manager&City Clerk 3200 E. Tahcluitz Canyon Way Palm Springs, California 92262 To Consultant: Bartle Wells Associates Attention: Alex Handlers, Vice President 1889 Alcatraz Avenue Berkeley, California 94703 11.2 Integrated Agreement, This Agreement contains all of the agreements of the ,parties and cannot be amended or modified except by written agreement. 11.3 Amendment. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 11.4 Severability, 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 carry out the intent of the parties hereunder. 11.5 Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by so executing this Agreement the parties hereto are formally bound to the provisions of this Agreement. [SIGNATURE PAGE SEPARATELY ATTACHED] 7 Revised;8/1 612 0 0 7 IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates stated below. "CITY" City of Palm Springs Date;_ 10.06.01. By: G "�i ) Tro L. Butzlaff Assi nt City M a Administration - l0 2b a' APPROVED AS TO FORM: ATTEST Douglas Wolland, mes Thompson, City Atto ey City Clerk "CONSULTANT" Bartle Wells Associates Date: S 2 ( � 7 By : ZZ, �.. ._ President p Date: Al-,A<L 2/ m 7 _ ( �� • Cl//,ram,�'C Secretary 8 Revised:811fi/2007 EXHIBIT "A" CONSULTANT'S SCOPE OF SERVICES/WORK Including, Schedule of Fees And Schedule of Performance 9 Revised:8/1612007 1889 Alcatraz Avenue BARTLE WELLS AssoCTATES Berkeley,CA 94703 INDEPENDENT PUBLIC FINANCE ADVISORS 510 653 3399 fax:510 653 3769 e-mail: bwa@bartleweW.com July 31,2007 City of Palm Springs PO Box 2743 Palm Springs CA 92263 Attn: Troy Butzlaff,Assistant City Manager Re: Proposal for Wastewater Rate Update Bartle Wells Associates is pleased to submit this proposal to conduct a Wastewater Rate Update for the City of Palm Springs. BWA has completed utility rate studies for hundreds of California water and wastewater agencies. In 2005 we assisted the City with development of a Wastewater Rate Study and Facility Fee Update. Key elements of the Wastewater Rate Update will include: • Review the current and future funding requirements of the City's sewer enterprise, including capital needs identified in the new Wastewater Treatment Plant Capital Rehabilitation and Repair Plan; • Develop 10-year financial projections estimating future revenues, expenses,and fund reserves; • Recommend sewer rates needed to meet the City's future annual revenue requirements; • Remain available to assist City with implementation of rate recommendations if needed; any future rate increases must be adopted pursuant to the procedures established by Proposition 218. I enjoyed working with the City on our prior assignment and look forward to assisting the City with the Wastewater Rate Update. Please contact me if you have any questions or need additional information. Very truly yours, _-BAR-TL�E,W.ELLS-ASSOCIATES-, .-----._---- — .. ( -L Alex Handlers,MPA,CIPFA Vice-President BARTLE WELLS ASSOCIATES Bartle Wells Associates is an independent financial advisor to public agencies with expertise in water and wastewater rates and finance. Our firm was established in 1964 and is owned and managed by its principal consultants. We have over 40 years of experience advising local governments on the complexities and challenges in public finance. We have advised over 450 public agency clients in The western United States and completed over 2,500 assignments. We have the diversity of experience and distinctive abilities to evaluate all types of financial issues faced by local governments and to recommend the best and most-practical solutions. Bartle Wells Associates has a stable, well-qualified professional team, Our education and backgrounds include finance, civil engineering,business,public administration,and economics. The firm is owned and managed by three principal consultants who have been with the firm for many years-Doug Dove, Tom Gaffney,and Reed Schmidt. PROFESSIONAL SERVICES Bartle Wells Associates specializes in three professional services: financial plans,utility rate&fee studies,and project financing. " Financial Plans We arc the only independent financial advisor providing all three n Rate&Fee Studies services to public agencies. o Project Financing Ourj inancial plans provide agencies with a flexible roadmap for funding long-term operating and capital needs. We evaluate the wide range of financing options available,develop a plan that recommends the best financing approach,and clearly identify the sources of revenue for funding projects and repaying any debt. We also help agencies develop prudent financial policies, such as fund reserve targets,to support sound financial management. BWA has developed over 1,000 water and wastewater enterprise financing plans to help public agenoics fund their operating and capital programs and maintain long-term financial health. Our rate and fee studies employ a cost-of-service approach and are designed to maintain the long-term financial health of a utility enterprise while being fairto all customers. We develop practical recommendations that are easy to implement and often phase in rate adjustments over time to minimize the impact on ratepayers. We also have extensive experience developing impact fees that equitably recover the costs of infrastructure required to serve new development. BWA has completed hundreds of water,wastewater,and recycled water rate and fee studies. We are familiar with virtually every type of water and sewer rate structure and are knowledgeable about the legal requirements goveming water and sewer rates and connection fees. We develop clear,effective presentations and have represented cities and special districts at hundreds of public hearings to build consensus and public acceptance for our recommendations. Our projectfinancing experience includes over 300 bond sales,bank loans, lines of credit,and state and federal grants and loans. We generally recommend issuing debt via a competitive sale process to achieve the lowest interest rates passible. To date,we have helped California agencies obtain over$4 billion of project financing. We work only for public agencies;we are independent financial advisors and do not buy,trade,or .. —resell-bonds-Our-work-is-concentrated on-providing independent advice-which enables our-clients to finance-- their projects on the most favorable terms—lowest interest rates,smallest issue size,and greatest flexibility- Bartle Wells Associates is a charter member of the National Association of Independent Public Finance Advisors(NAIPFA),which establishes strict criteria for independent advisory firms. All of our consultants are Certified Independent Public Finance Advisors(CiPFAs). Bartle Wells Associates is committed to providing value and the best advice to our clients. Our strength is qualil)�-the quality of advice,service,and work we do for all our clients SCOPE OF SERVICES This section presents a proposed scope of services that Bartle Wells Associates believes will form a sound basis for completing this assignment. We would be happy to work with the City to develop a final scope that meets all of the City's objectives. BWA's general approach is to work closely with staff, identify objectives, set milestones,have frequent communication, and remain flexible to resolve unanticipated issues. Wastewater Rate Update Bartle Wells Associates will perform the following services in connection with preparation of a wastewater rate update for City of Palm Springs, working at all times in close cooperation with City staff and other consultants and advisors as needed. I. Project Kickoff To initiate our work,hold a conference call with City staff,and others as appropriate,to accomplish the following: ■ Identify members of City staff and others who will participate in the project. ■ Determine the roles and responsibilities of all project participants. ■ Establish project schedule and key milestone dates. ■ Confirm the key goals,objectives,and expectations of the project team. 2. Investigation &Data Collection Assemble the information necessary to understand and describe the City's current financial situation and its ability to fund ongoing wastewater operating and maintenance expenses, and the proposed wastewater capital improvements. We will need a variety of information from the City, including the following: ■ Revenue and expense detail for recent years ■ Current budget ■ Fund balances as of the beginning of the current fiscal year • Current rate schedule ■ Conservative estimate of future growth rate in the City's customer base • Future operating&maintenance cost projections or escalation rates • Capital improvement projections • Any other information relevant to current or future wastewater enterprise finances 3. Develop Forecasts and Projections - - Based-on-evaluation-of-the data assembled-and input-From-Eity-staff-and othermembers of -the project team, prepare forecasts and projections to be used in development of long-term cash flow projections. Projections will include, but are not limited to: • Estimated future growth rates • Cost escalation factors for operating, maintenance,and capital costs • Estimates of future collection system repairs and replacements • Ongoing vehicle and equipment repairs and replacements • Other future funding needs 4. Develop Long-Term Cash Flow Projections & Rate Projections Develop cash flow projections showing the financial position of the City's wastewater enterprise over the next 10 years. The cash flows will project fund balances, revenues,and operating and capital expenses,and will incorporate forecasts developed with staff input. After developing a base-case cash flow scenario,we can develop alternatives for evaluation and identify the impact on rates. Based on the annual revenue requirements identified by the cash flow projections, develop long-term sewer rate projections. 5. Prepare Brief Memo Summarizing Findings&Recommendations Submit a draft report explaining key findings and recommendations and identifying key alternatives when applicable. Receive input on draft report from the Citys project team. Prepare final reports incorporating input received. 6. Present Findings &Recommendations(if Needed) Develop a PowerPoint presentation and present findings and recommendations at a City Council meeting, Additional Services BWA will remain available to provide additional consulting service as requested by the City. Rate Adoption & Proposition 218 If future rate adjustments are needed, BWA can assist City with implementing any necessary rate increases pursuant to the requirements of Proposition 218. In order to adopt future sewer rate increases, the City must a) mail notification of proposed rates and the date,time, and location of a public hearing to all affected property owners and potentially also to ail non-property owner customers,b) hold a public rate hearing not less than 45 days after the notices are mailed,and c) subject the proposed rate increases to majority protest meaning the City cannot adopt rate increases if more than 50%of property owners submit protests against the proposed rates. Schedule We will develop a mutually agreeable schedule to complete the study within the City's preferred timeframe. BWA estimates that the study can reasonably be completed within approximately 30 to 60 days assuming information and feedback are provided on timely basis by the City and other members of the project team. Availability & Fees Battle Wells Associates wdl perform the followin sernces in connec p g tion with the wastewater rate update,working at all times in close cooperation with the City's staff and its other consultants and advisors. I. 13WA is prepared to begin work upon your acceptance of this proposal. The study will be completed in accordance with a schedule established jointly with the City. 1. All work will be performed by Bartle Wells Associates. Alex Handlers,Vice President and senior consultant,will be assigned to this project. Other consultants are available to assist if needed. 2. The fee for professional services will not exceed$5,000. The fee is payable monthly on a time and materials basis as work proceeds according to our Billing Rate Schedule 2007. The fee is based on the following conditions: a. Availability of all necessary information from the City in a timely manner. b. Attendance at not more than one meetings or presentation at the City. c. One draft submittal and one final submittal of the memo. Time and expense involved in revising tables and assumptions due to changes in information or in preparing additional draft reports may constitute additional services if not possible to accomplish within the proposed budget, 3. In addition to the services provided under this proposal, the City may authorize BWA to perform additional services for which the City will compensate BWA based on our hourly rates at the time the work is performed, plus direct expenses. 4. Bartle Wells Associates will maintain in force,during the full term of the assignment, insurance in the amounts and coverage as provided in the Schedule of Insurance attached. 5. if the project is terminated for any reason,BWA is to be reimbursed for professional services and direct expenses incurred up to the time BWA receives notification of such termination. 6. This proposal may be withdrawn or amended if not accepted within 60 days of its date. 7. BWA will not require a formal contract. BWA will accept a letter from an appropriate City official authorizing us to proceed. Attachments: Billing Rate Schedule 2007 Schedule of Insurance BARI'LE WELLS ASSOCIATES BILLING RATE SCHEDULE 2007 Rates Effective 1/l/2007 Professional Services Financial Analyst I......................................................................................$95 per hour Financial Analyst II...................................................................................$140 per hour Project Consultant..................................................................-.................$160 per hour Senior Consultant .................................................................. ..................$175 per hour ProjectManager........................................................................................$190 per hour Principal Consultant.......................................................................-----------$215 per hour Expert witness, legal testimony or other special limited assignment will be.billed at one and one- half times the consultant's hourly rate. The professional time rates include all overhead and indirect costs, Bartle Wells Associates does not charge for secretarial support services and internal computer time, The above rates will be in effect through December 31, 2007 at which time they will be subject to change. Direct Expenses Word processing and computer-assisted services related to official statement production are charged as direct expenses at$60 per hour. Subconsultants will be billed at cost plus ten percent. Other reimbursable direct expenses incurred on behalf of the agency will be billed at cost plus ten percent. These reimbursable costs include, but are not limited to: ■ Travel, meals, lodging ■ Automobile mileage ■ Long distance telephone and fax ■ Messenger services and mailing costs r Typography and printing ■ Photocopying and report binding ■ Special statistical services ■ Graphic design and photography ■ Outside computer services ■ Special legal services ■ Bond ratings ■ Advertisements Bartle Wells Associates maintains insurance in the amounts and coverage as provided in the attached schedule of insurance. Special insurance,licensing, or permit requirements beyond what is shown on the schedule of insurance are billed in addition to the contract amount. Payment Pees will be billed monthly for the preceding month,and will be payable within 30 days of the date of the 'invoice. A late charge of 1.0 percent per month may be applied to balances unpaid after 60 days. SCHEDULE OF INSURANCE Insured: BARTLE WELLS ASSOCIATES Bartle Wells Associates will maintain in farce,during the full term offhe assignment, insurance in the amounts and coverage ar provided in this schedule Ifadditional insurance is required, and the insurer increases lhepremium as a resell, their the amowrtofthe increase will be added to the contract price. r DESCRIMON COMPANY AND EXPIRATION EXPIRATION TYPE OF INSURANCE POLICY NUMBER COVERAGES AND i.Ii>fITS DATE Commercial General Hartford Insurance Company . $2,000,000 General Aggregate 611108 Liability Policy#35-SBA PA6857 . $2,000,000 Products Comp/Op Aggregate $1,000,000 Personal &Advertising Injury . $1,000,000 Each Occurrence Automobile Liability Hartford Insurance Company . S1,000,000 Combined Single Limit 611108 .Policy 435-SBA PA6857 Workers Compensation !Hartford Undenvtriters Workers' Compensation: Statutory Limits for the State of California. 6/1/08 &Employers' Liability :Insurance Company Employers'Liability: Policy 935-WEC FG7858 . Bodily Injury by Accident - $1,000,000 each accident ■ Bodily Injury by Disease- $1,000,000 each employee . Bodily Injury by Disease- $1,000,000 policy limit Professional Liability Chubb & Son, Inc. Solely in the performance of services as municipal financing 611108 BIND094045 consultants for others for a fee. Limit: $I,000,000 Per Occurrence&Aggregate{including defense costs, charges, and expenses} 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) 10 Revised:8/16/2007 Insurance Consultant shall procure and maintain, at its sole cost and expense, mud submit concurrently with its execution of this Agreement, in a fonn and content satisfactory to the City, 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 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 extension thereof, and 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. A. Minimum Scone of Insurance. The minimum amount of insurance required hereunder shall be as follows: I. 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. VivS A;yT,,�aCLW� least /Q'1 nnn nnn _p e ar7d- T flitritHIl-&^S�rC••�utc�Bn� 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 $1 million per occurrence. If Consultant has no employees, Consultant shall complete the City's Request for Waiver of Workers' Compensation Insurance Requirement form. For any claims related to this Agreement, Consultant's insurance coverage shall be primary insurance as respects City and its respective elected officials, officers, employees, golunteers,__lany insurance_ ..x._seJf_insurance.r{iaintaii>ed h..y__.Cify_and.its_aespective elected officials, officers, employees, agents, and volunteers shall be. in excess of Consultant's insurance and shall not contribute with it. For Workers' Compensation and Employer's Liability Insurance only, the insurer shall waive all rights of subrogation and contribution it may have against City, its elected officials, officers, employees, agents, and volunteers. kau prs,idvs � pre€essier3al 4ia "`� �Tn n...�ta•At-sliall else agree in Purchawtail • hFaunw, e in the u.. eiinl revived by this t t Revised:8/16/2007 eemplefien e f Ge ..ltant' ,.BY-a„'y s-_fi 7e_ti'_ _"_o-CCS1�E1iP_ / r��£5$k0na1 iigl�i}ity�iyrs�arnn cc':c:c©=:::: c c ter, a .fir-eeFap" :.ice. ameu.A -.,.A—}..._+7.is A....e..me at least tL..ee a.-s—a'Ae.. ..��iplcti6ii_8i censi 11-- .i .-Me es .�--anucr-tc use gFe pro-vl�5 C. Sufficiency of Insurers. Insurance required herein 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 hating of B++, Class VII,or better,unless otherwise acceptable to the City. A. 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 Na" 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 Bolder 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-mustbe-crossed-out-------- - - ----- 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. 12 Revised:8/1 612 0 0 7 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 t),e.required documents prior to the commencement of work shall not waive the Consultant's obligation to provide them. E. 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 the insurer shall reduce or eliminate such deductibles or self'insured retentions as respects the City, its elected officials, officers, employees, agents, and volunteers; or, 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. F. Severability 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. 13 Revised:8/16/2007