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HomeMy WebLinkAboutHILDEBRAND CONSULTINGINSURANCE ON FILE N-2022-176 WORK MAY PROCEED UNTIL INSURANCE EXPIRES s 1. zeZ3 CLERK OF COUNCIL CONSULTANT AGREEMENT D", I L: CITY OF SANTA ANA THIS AGREEMENT is made and entered into on this Se day of May, 2022 by and between cHildebrand Consulting, LLC., a California company ("Consultant'), and the City of Santa Ana, a C14 charter city and municipal corporation organized and existing under the Constitution and laws of r� the State of California ("City"). RECITALS A. The City desires to retain a Consultant having special skill and knowledge in the field of cost of service analyses. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: SCOPE OF SERVICES Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Exhibit A. The total amount to be expended during the term of this Agreement shall not exceed Fifty Thousand Dollars and Zero Cents ($50,000), including any extension periods exercised under Section 3. b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on June 1, 2022 for a one-year term ending May 31, 2023, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may Page 1 of 9 be extended for one (1), one-year period upon a writing executed by the City Manager and City Attorney. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent Consultant and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data'). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 6. INSURANCE Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Consultant, his agents, representatives, employees or subcontractors. a. Minimum Scope and Limit of Insurance: 1. Automobile Liability. Insurance Services Office Form Number CA 00 01 covering any auto (Code 1), or if Provider has no owned autos, hired, (Code 8) and non -owned autos (Code 9), with a limit no less than $1,000,000 per accident for bodily injury and property damage. (Not required if Consultant does not require an automobile to provide services.) Page 2 of 9 2. Worker's Compensation Insurance. In accordance with California State law, Provider, if Provider has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Provider agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. (Not required if Consultant provides written verification it has no employees.) 3. Professional Liability (Errors and Omissions): insurance appropriate to the Consultant's profession, with limit no less than $1,000,000 per occurrence or claim. 4. Broader Coverage. If the Provider maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Provider. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions 1. Additional Insured Status: The City, its officers, officials, employees and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Provider including materials, parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Provider's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20, 33, or CG 20 38; and CG 2037 if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Provider's insurance coverage shall be primary coverage at least as broad as ISO CG 20 0104 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers,officials, employees, or volunteers shall be excess of the Provider's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Provider hereby grants to City a waiver of any right to subrogation that any insurer of said Provider may acquire against the City by virtue of the payment of any loss under such insurance. Provider agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self -Insured Retentions: Self -insured retentions must be declared to and approved by the City. The City may require the Provider to purchase coverage with a lower Page 3 of 9 retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims -made basis: The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. ii. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. iii. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Provider shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Provider's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies,including endorsements required by these specifications, at any time. 9. Subcontractors: Provider shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Provider shall ensure that City is an additional insured on insurance required from subcontractors. 10. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal Page 4 of 9 injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all Page 5 of 9 nonpublic information. Confidential infonnation includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 12. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Page 6 of 9 Agreement performed by City personnel or by other contractors or consultants retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by Page 7 of 9 first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the mamler provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Executive Director, Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, California 92702 Fax: To Consultant: Hildebrand Consulting, LLC. Attn: Mark Hildebrand 3378 Oakland Street Oakland, California 94602 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. The Agreement is the final and complete agreement and any prior or contemporaneous agreements for similar services between the parties is superseded by this Agreement. This shall not apply where the Parties are currently engaged and Consultant is providing services not contemplated by this Agreement. Page 8 of 9 C. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: �rDaisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Br n Salvatierra Deputy City Attorney RECOMMENDED FOR APPROVAL: Nabil Saba, PE Executive Director Public Works Agency CITY OF SANTA ANA I{ st� City Manager HILDEBRAND CONSULTING, LLC Name: Mark Hildebrand Title: Page 9 of 9 EXHIBIT A CONSULTANT'S PROPOSAL HILDEBRAND ' CONSUl71 NG April 14, 2022 City of Santa Ana Atten: Rudy Rosas, Principal Civil Engineer Public Works Agency, City Corporation Yard 215 South Center Avenue, Building A Santa Ana CA 02703 Subject: Proposal for Corporate Yard, Central Stores and Fuel Rate Study Dear Mr. Rosas, In response to your request on behalf of the City of Santa Ana, Hildebrand Consulting, LLC. is pleased to submit this proposal to conduct a study to calculate fair and reasonable internal rates for Corporate Yard, Central Stores and Fuel services. I bring over 21 years of experience as a consultant to municipal governments. Hildebrand Consulting provides a broad range of financial, utility rate, and management consulting services. I have performed hundreds of studies covering a diverse range of cost allocation issues, user fee development, and financial planning to more than 70 clients. As an independent consultant, Hildebrand Consulting offers a distinctive value proposition by being directly engaged in all facets of work while charging affordable rates. I have personally supported the City of Santa Ana in several studies related to utility rates since 2018. Project Understanding The City's Public Works Agency provides both external services (to the benefit of the public) and internal services (to the benefit of City departments). The internal services that are relevant to this proposal include (a) the Corporate Yard, which provides storage and office space to numerous City departments, (b) Central Stores, which stocks supplies for the convenience of City departments, and (c) Fueling Station, which dispenses gasoline, diesel, compressed natural gas (CNG), and propane to City departments. We understand that the current internal rates for the above services are generally equitable but are due for an update and better documentation. The objective of this study is to develop internal rates that reflect the full cost of providing service in order to equitably allocate costs to the benefiting City departments. The rationale for the rates will be defensible, transparent, and documented with an administrative record. Proposed Approach The follow describes the general approach for developing rates that reflect the full cost of providing Corporate Yard and Central Stores services. Page 1 Corporate Yard, Central Stores, and Fuel Rate Study City of Santa Ana Corporate Yard Rates The City's Corporate Yard's function is to provide space to various City departments. These spaces come in different forms for different purposes, including: • Office space • Warehouse storage • Workshop/mechanic space • Covered and uncovered parking (standard and large vehicles) • Covered and uncovered outdoor storage The intent of this study will be to develop equitable rental rates for each of these types of spaces. The study will require the following steps: 1. Quantify the total average annualized costs for running the Corporate Yard. This will include both operating costs as well as annualized, long-term capital costs for maintaining/replacing the facilities; 2. Determine the total area of each of the types of spaces (in square feet); 3. Determine the relative rental values between the types of spaces through market research'; and 4. Calculate the equitable rental rate per square foot for the different types of spaces based on the total cost of providing the service and by weighting the different spaces based on their relative market value. The above rental rates may be expressed as weekly, monthly, or annual rates. The rates may also be updated annually based on a published inflationary index (such as the CPI). Central Stores Mark -Up Rate The function of the City's Central Stores is to purchase, store and distribute (sell) supplies to City departments. In order to rover the cost of operating and maintaining the Central Stores facilities, the City marks -up the supplies as they are sold to City departments. The current mark-up is 20%. The intent of this study will be to update (if appropriate) the mark-up rate in order to recover the cost of providing the service. The study will require the following steps: 1. Quantify the total annualized annual costs for running Central Storage. This will include both operating costs as well as annualized, long-term capital costs for maintaining the facilities; 2. Quantify the average annual cost of supply purchases (acquisition costs) over the past 5 years; and 3. Calculate the mark-up (as a percentage) that would have been needed in order to generate sufficient revenues to offset the annualized costs of operating and maintaining Central Stores. i It is important to note that the actual rent for these spaces will not be based on market rates, but rather the *relative* rent between the different spaces will be established based on market data. The assumption will be that market data will reflect the relative difference in operating and maintenance costs for different types of facilities. Page z -'` HILDEBRAND CONSULTING Corporate Yard, Central Stores, and Fuel Rate Study City of Santa Ana Fuel Mark -Up Rate The function of the City's Fueling Station is to purchase, store and distribute (sell) fuel to City departments. In order to cover the cost of operating and maintaining the Fueling Stations, the City marks -up the fuel as it is sold to City departments. The current mark-up is S1 per gallon of gasoline and diesel, $1.34 per gasoline -gallon equivalent of CNG, and currently there is not mark-up for propane. The intent of this study will be to update the mark-up rate in order to recover the cost of providing the service. The study will require the following steps: 1. Quantify the total annualized annual costs for running the Fueling Station services. This will include both operating costs as well as annualized, long-term capital costs for maintaining the facilities and we will attempt to differentiate between the costs associated with each type of fuel; 2. Quantify the average annual cost of each fuel supply purchases over the past 5 years; and 3. Calculate the mark-up (as a percentage) that would have been needed in order to generate sufficient revenues to offset the annualized costs of operating and maintaining the Fueling Station function for each type of fuel. Scope of Work Task 1: Study Initiation We will begin the project with a conference call with City staff to confirm the purpose, use and goals for the study to ensure that we have a common understanding of the project objectives. We will discuss the basis of the City's current rates and discuss the anticipated data needs and project schedule. Following the initial conference call, we will submit a detailed data request list and allow a few weeks for the City to provide the data. It is assumed that the City will be able to provide financial data regarding annual operating costs and annualized capital costs for the Corporate Yard, Central Stores and Fueling Stations. The capital costs may be based on planned capital improvement costs or based on the depreciation expense of existing assets. It is also assumed that the City will be able to provide data an the square footage of each type of space (see Project Approach). If the fuel mark-up is to be differentiated by fuel -type, we will need operating cost data and asset data that is specific to each type of fuel. Hildebrand Consulting will not conduct on -site measurements. Task 2: Rate Calculation Upon receipt of the requested data, we will develop the rates as described in the Project Approach. This process with be interactive with City staff and we will share our progress during periodic conference calls. We will use market data from available on-line resources such as(but not limited to) LoopNet.com, Crexi.com, and Reonomy.com. We will develop a dynamic spreadsheet that will allow for simply updates of operating costs, annualized capital costs, square footage data, and space weighting (based on market data). Page 3 ,, HILDEBRAND CONSULTING Corporate Yard, Central Stores, and Fuel Rate Study City of Santa Ana Task 3 - Presentation and Draft/Final Report Prior to delivering a draft report, Hildebrand Consulting will present the study findings to City staff with a PowerPoint presentation via video conference. This presentation will explain the inputs, methodology and findings of the study. City staff will be invited to ask questions and propose modifications, as appropriate, to the study inputs. Following this presentation, comments will be incorporated in the calculations and a draft report will be developed for City staff review. This formal report will describe the methodologies used to calculate the proposed rates. Following review and comment by City staff we will prepare a final report. This scope assumes no formal presentations of findings to City Council or other leadership group. The proposed budget assumes that Hildebrand Consulting will conduct all work remotely. Price Proposal The total estimated cost to perform each task is summarized in the table below. It is our practice to bill clients monthly for actual time and expenses incurred during the prior month. Task 1 Study Initiation 22 $5,060 Task 2 Rate Calculation 126 $28,980 Task 3 Presentation and Report 52 $11,960 Total Labor: 200 $46,000 Estimated Direct Expenses: $0 Contingency: $4,000 Proposed Fee: $50,000 Please let me know if you have any questions regarding this proposal. I appreciate the opportunity to be of service to the City for this study. Sincerely, arYi k ildebra�� Hildebrand Consulting, LLC. 510.316.0621(m) Page HILDEBRAND CONSULTING VI I MCI�VII�are: mee.vo.ia m:4r:m m'DD' AFRO® CERTIFICATE OF LIABILITY INSURANCE DATM) E/8/202 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 AssuredPartners Design Professionals Insurance Services, LLC 3697 Mt. Diablo Blvd., Suite 230WC,Ne CONTACT NAME: Nan FefrlCk PHONE FAX E 510-272-1400 A/c No); Lafayette CA 94549 AIL ADDRESS: nancy.ferrick@assuredpartners.com INSURERS AFFORDING COVERAGE NAIL# INSURERA: Underwriters at Lloyd's, London 32727 Licenself 6003745 INSURED MARKHIL-01 Hildebrand Consulting, LLC 3378 Guido Street INSURER B: INSURER C: INSURER D: Oakland CA 94602 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 86664697 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 LTR TYPE OF INSURANCE ADDL SUER POLICYNUMBER POLICY EFF MMIDDIYYYY POLICY EXP MM/DDlYYYY LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS-MADEI—XI OCCUR V Y ENC000234005 5/1/2022 5/1/2023 EACH OCCURRENCE $2,000,000 DAMAGE TORENTED PREMISES Ea occuffenes $100.000 MED EXP (Any one person) $ 25,000 PERSONAL B ADV INJURY $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $2,000,000 POLICY FX]PEI LOC PRODUCTS-COMP/OPAGG $2,000.000 $ OTHER: A AUTO MOBILELIABILITY V Y EN0000234005 5/1/2022 5/1/2023 COMBINED SINGLE LIMIT Ea accident $2.000.000 BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEOULEO AUTOS ONLYMAUTOS BODILY INJURY (Per accident) $ X HIRED NON -OWNED AUTOSONLYAUTOS ONLY PROPERTY DAMAGE Per accident $ $ UMBRELLA LIAR OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED I I RETENTION$ $ WORKERS COMPENSATION AND EMPLOYERS'LIABILITY YIN PER OTH- STATUTE I I ER E.L. EACH ACCIDENT $ ANYPROPRIETORIPARTNEWEXECUTIVE OFFICER/MEMBEREXCWDED7 ❑ NIA EL DISEASE EA EMPLOYE $ (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS be. E.L. DISEASE -POLICY LIMIT $ A Professional Liability Incl. ENC000234005 5/1/2022 5/1/2023 Per Claim $2,000,000 Contractors Pollution Liability Annual Aggregate $2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: All Operations of the Named Insured. The City of Santa Ana, its officers, officials, employees, and volunteers are named as additional Insured for General Liability and Non -Owned and Hired Auto Liability as required per written contract or agreement. General Liability is Primary/Non-Contributory and a Severability of Interests Clause applies per policy form wording. The Named Insured has no company owned autos. Insurance coverage includes waiver of subrogation per the attached endorsement(s). Professional Liability Retroactive Date: 05/01/2018. Professional Liability Deductible: $2,500 per claim. General Liability Deductible: $2,500 per occurrence. 30 Days Notice of Cancellation. City of Santa Ana Risk Management Division 20 Civic Center Plaza Santa Ana, CA 92702 or uanceua ion SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Rbk Mouggaimi Ovid n R%V4wED 6 Mrxw®Br. Itlase {7r[zfex ®- Ruk Marwge,rmr um ml ode ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD V N Certain Underwriters at Lloyds Unique Market Reference B1776BL202300M effective date of this endorsement: 05/01/2022 policy number: ENC 0002340-05 Endorsement Number: 04 ADDITIONAL INSURED - OWNERS, LESSORS OR CONTRACTORS - COMPLETED OPERATIONS In consideration of an additional premium of $o, this endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART All other terms and conditions of this Policy remain unchanged. SCHEDULE Name Of Additional Insured Person(s) Or Organ izations : Location And Description Of Completed Operations Any person(s) or organization(s) where this All project locations where this endorsement is required by contract. endorsement is required by contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". CG 20 37 07 04 ©Insurance Services Office. Inc. Rit Mgwd DMA ItE E &/1�Br 7w P..". RUN MariagemmrOmal Pile Certain Underwriters at Lloyds Unique Market Reference B1776BL202300M effective date of this endorsement: 05/01/2022 policy number: ENC 0002340-05 Endorsement Number: 03 ADDITIONAL INSURED — OWNERS, LESSEES OR CONTRACTORS — SCHEDULED PERSON OR ORGANIZATION In consideration of an additional premium of $o, this endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART All other terms and conditions of this Policy remain unchanged. SCHEDULE Name of Additional Insured Person(s) Or I Location(s) of Covered Operations Any person(s) or organization(s) where this All project locations where this endorsement is required by contract. I endorsement is required by contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II —Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. CG 20 10 07 04 ©Insurance Services Office, Inc.Maa 'yr Ren[wfn6 nrrxoa®er: ��. 01 i��7�-' Tau prts,ta« B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 20 10 07 04 ©Insurance Services Office, Inc. Risk oM,� Ruk Marugencn pmallYtle Certain Underwriters at Lloyds Unique Market Reference B1776BL202,300M effective date of this endorsement: 05101/2022 policy number: ENC 0002340-05 Endorsement Number: 02 PRIMARY/NON-CONTRIBUTORY — OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART All other terms and conditions of this Policy remain unchanged. The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: CG 20 01 0413 (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. ©Insurance Services Office, Inc. .w Rbk Mo,.ga�mt D;vWon I�inE+LID6 MPR'N®BV: RukhL nagmmt OniralAide Certain Underwriters at Lloyds Unique Market Reference B1776BL202300M effective date of this endorsement: 05101/2022 policy number: ENC 0002340-05 Endorsement Number: o6 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART All other terms and conditions of this Policy remain unchanged. SCHEDULE Name of Person or Organization: Any person(s) or organization(s) where this endorsement is required by contract. All Person(s) Or Organization(s) where this endorsement is 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.) The TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US Condition (Section IV - COMMERCIAL GENERAL LIABILITY CONDITIONS) is amended by the addition of the following: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products -completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 10 93 ©Insurance Services Office, Inc. „y. •,. IR�nEwm6 MPRW®B'/' %u �!ico.tert Rok Marwgrnm[amrzl Fide Certain Underwriters at Lloyds Unique Market Reference B1776BL202300M effective date of this endorsement: policy number: ENC 0002340-05 05/01/2022 Endorsement Number: 08 HIRED AND NON -OWNED AUTO LIABILITY COVERAGE ENDORSEMENT In consideration of an additional premium of $o, this endorsement modifies insurance provided under the Commercial General Liability coverage applicable to this policy. All other terms and conditions of this Policy remain unchanged. COVERAGE: Hired Auto Liability Non -Owned Auto Liability Limits of Insurance: $2,000,000 Each Occurrence $2,000,000 Aggregate (included in General Aggregate of Policy) HIRED AUTO LIABILITY This insurance provided under this policy applies to "bodily injury" or "property damage" arising out of the maintenance or use of a "hired auto' by you or your employee in the course of your business. NON -OWNED AUTO LIABILITY The insurance provided under this policy applies to "bodily injury" or "property damage" arising out of the use of a "non -owned auto' in your business by any person other than you. With respect to the insurance provided by this endorsement: 1. The COMMERCIAL GENERAL LIABILITY COVERAGE FORM, SECTION I — COVERAGES, COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY, z. Exclusions items c., e., g., In., i., i., k., m., n. and o. are deleted and replaced by the following: CGL149 12/2o16 wtnm.�dawroR ; �Ri.kMma9nrent4niralPide ~ a. "Bodily injury": L To an employee of the insured arising out of and in the course of employment by the insured; or ii. To the spouse, child, parent, brother or sister of that employee as a consequence of (1) above. This exclusion applies: iii. Whether the insured may be liable as an employer or in any other capacity; and iv. To any obligation to share damages with or repay someone else who must pay damages because of injury. This exclusion does not apply to: v. Liability assumed by the insured under an "insured contract"; or A. "Bodily injury" to "domestic employees" not entitled to worker's compensation benefits. b. "Property damage": L To any vehicle rented or hired under a written rental contract or agreement; or ii. To property owned or transported by the insured or in the insured's care, custody or control. z. The COMMERCIAL GENERAL LIABILITY COVERAGE FORM, SECTION 11 — WHO IS AN INSURED is deleted in its entirety with respect to coverage afforded by this endorsement and replaced by the following: Each of the following is an insured under this insurance to the extent set forth below: a. You b. Any other person using a "hired auto" with your permission; c. With respect to a "non -owned auto", any partner or executive officer of yours, but only while such "non -owned auto" is being used in your business; d. Any other person or organization, but only with respect to their liability because of acts or omissions of an insured under a., b. or c. above. CGL149 12/2o16 R.t Mwg. and DM: 7av Prcx.a.e Rek Marugennrtdaialhtle None of the following is an insured under this insurance: e. Any person engaged in the business of his or her employer with respect to "bodily injury" to any co -employee of such person injured in the course of employment; f. Any partner or executive officer with respect to an "auto" owned by such partner or executive officer or a member of their household; g. Any person while employed in or otherwise engaged in duties in connection with an "auto business", other than an "auto business" you own or operate; h. The owner or lessee, of whom you are a sub lessee, of a "hired auto" or the owner of a "non -owned auto' or any agent or employee of any such owner or lessee; I. Any person or organization with respect to the conduct of any current or past partnership or joint venture that is not shown as a Named Insured in the Declarations. DEFINITIONS: The following additional definitions apply to coverage provided by this endorsement: a) "Auto business" means the business or occupation of selling, repairing, servicing, storing or parking "autos." b) "Domestic employees" are persons engaged in household or domestic work performed principally in connection with a residence premises. c) "Hired auto' means any "auto' you lease, hire or borrow. This does not include any "auto" you lease, hire or borrow from any of your employees or members of their households, or from any of your partners or executive officers. d) "Non -owned auto' means any "auto' you do not own, lease, hire or borrow which is used in connection with your business. However, if you are a partnership a "non -owned auto' does not include any "auto' owned by any partner. 3. In the event of loss arising out of any one "occurrence" which is also insured under the Hired and Non -Owned Auto Liability Project(s) endorsement, issued by us, the Limit of Insurance of this endorsement shall not exceed the highest applicable Limit of Insurance that is applicable to the claim or `suit" under this endorsement, and that limit shall be the only Limits of Insurance payable by us. This is the most we will pay regardless of the number of insureds, claims made, or "suits" brought, or persons or organizations making claims or "suits". CGL149 1212o16 aetne.g�aw.� M -"��"". fRnEmm6Arrxadm Br: -� %asC F�rc-aan WWW a ma,dg omaiax " CITY OF SANTA ANA RISK MANAGEMENTa d[aae" 4HUMAN RESOURCES Managing Risk ftrough Positive Change �f Affidavit of Exemption for Workers' Compensation Insurance I Mark Hildebrand (Nome/Title) following declaration: hereby affirm under penalty of perjury, the I certify on behalf of Hildebrand Consulting, LLC (Consultant/Company Name) that during the term of my contract for Fee study services with the City of Santa Ana, (Type of service provided) I will not employ any person in any manner so as to become subject to the workers' compensation laws of California, and agree that if I should become subject to the workers' compensation provisions of Section 3700 of the Labor Code, I shall forthwith comply with the provisions and provide proof of workers' compensation coverage immediately. Date: June 8, 2022 Print Name: Mark Hildebrand Print Title: Owner Signature: Telephone: 510-316-0621 WARNING: FAILURE TO SECURE WORKERS' COMPENSATION COVERAGE IS UNLAWFUL, AND SHALL SUBJECT AN EMPLOYER TO CRIMINAL PENALTIES AND CIVIL FINES UP TO ONE HUNDRED THOUSAND DOLLARS ($100,000). IN ADDITION TO THE COST OF COMPENSATION, DAMAGES AS PROVIDED FOR IN SECTION 3706 OF THE LABOR CODE, INTEREST, AND ATTORNEY'S FEES. , -�� _�" Risk Ma�9rrtm[Omalhtle I:\Risk Mgmt\Insurance Requirem ents\ Affidavit of Exemption for Workers' Compensation Insurance 2(