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HomeMy WebLinkAboutHOWARD E. NYHART CO., INC., THE N-2026-134 01 ) 011j4 fr JUN 1 12026 AGREEMENT WITH THE HOWARD E.NYHART CO.,INC. FOR ACTUARIAL VALUATION SERVICES FOR OTHER POST-EMPLOYMENT BENEFITS (OPEB) p: U►qr THIS AGREEMENT is made and entered into on this 28th day of April, 2026 by and 5o►YUh No Uil) between The Howard E. Nyhart Co., Inc, an Indiana corporation ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California("City"). RECITALS A. On February 5,2026,the City issued a Request for Proposal No.26-011 ("RFP"),by which it sought proposals from qualified firms to provide actuarial services for other post- employment benefits ("OPEB") in accordance with Governmental Accounting Standards Board Statement 75. B. Consultant submitted a responsive proposal that was selected by the City and Consultant represents that it 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: 1. SCOPE OF SERVICES Consultant shall perform those services as described in the Scope of Work, identified and attached hereto as Exhibit A, as well as RFP No. 26-011 and the Consultant's proposal, which are incorporated herein 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 B, attached hereto and incorporated herein. The total annual amount shall not exceed the amounts specified in Exhibit B. The annual amounts for each fiscal year review, as listed in Exhibit B,shall be paid out in two(2)installments: Fifty(50)percent upon commencement of the listed fiscal year review, and the remaining Fifty (50) percent upon completion of the listed fiscal year review. The parties shall agree upon, in writing, to confirm the commencement and completion of services. The total amount to be expended during the term of this Agreement shall not exceed$39,000. b. Payment by City shall be made within forty-five(45) days following receipt of proper monthly invoices evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance Page 1 of 8 #2178086v1 set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above for a one (1) year term, consistent with the timing to complete each fiscal year review,with the option for the City to grant up to five(5) extensions to this Agreement for the remaining fiscal year reviews, listed in Exhibit B,until completion of review for the fiscal year ending June 30, 2031, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 15, below. 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 Insurance requirements are attached hereto as Exhibit C. Page 2 of 8 #2I78086v1 7. 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 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 Contractor, 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 Contractor'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 Contractor. 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 Page 3 of 8 #2178086v1 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 nonpublic information. Confidential information 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 a. 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. b. No immediate family members of either the Mayor, City Council Member, or any appointed City Official, including appointed board and commission members, as defined under the City's Municipal Code, whose position with the City shall award or influence the award of this Agreement, or any competing,.contract or amendment thereof, shall be employed in any capacity by the Consultant or have any other direct or indirect financial benefit or interest in this Agreement. c. The section also prohibits the awarding of any agreement, contract, grant, or any amendment to those awards, to any former full-time employee for one-year from date of employee separation except for any CalPERS retiree as authorized by City Council resolution d. The Consultant must comply with all conflict of interest laws, ordinances, and regulations now in effect or hereafter to be enacted during the term of this Agreement. The Consultant warrants that it is not now aware of any facts which conflict with the prohibitions defined above. If the Consultant hereafter becomes aware of any facts that might reasonably be expected to create a conflict of interest,it must immediately make full written disclosure of such facts to the City. Full written disclosure must include, but is not limited to, identification of all persons implicated and a complete description of all relevant circumstances. Failure to comply with the provisions of this paragraph will be a material breach of this Agreement. e. Consultant covenants that none of its directors, officers, employees, or agents shall participate in selecting or administrating any subcontract supported(in whole or in part) by City funds stemming from the Agreement where the awarding of the subcontract has any direct or indirect financial benefit or interest to any individual, as defined in Page 4 of 8 #2178086v1 subsections(b) and(c) above. 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 Contractor, 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 Contractor. The patties 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 Contractor, 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 Agreement performed by City personnel or by other Contractors 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. Page 5 of 8 #2178086v1 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 Ma 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 first class or certified mail,postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: City Clerk City of Santa Ana 20 Civic Center Plaza(M-30) P.O.Box 1988 Santa Ana,CA 92702-1988 Fax: 714- 647-6956 Page 6 of 8 #2178086v1 With courtesy copies to: Executive Director, Finance and Management Services Agency City of Santa Ana 20 Civic Center Plaza(M-17) P.O. Box 1988 Santa Ana, California 92702 Fax: (714) 647-5414 To Contractor: The Howard E.Nyhart Co., Inc. 5750 Castle Creek Pkwy STE 245 Indianapolis, IN 46250 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. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. [signature page to follow] Page 7 of 8 #2178086v1 SIGNATURE PAGE TO THE AGREEMENT WITH THE HOWARD E. NYHART CO., INC. FOR ACTUARIAL VALUATION SERVICES FOR OTHER POST EMPLOYMENT BENEFITS (OPEB) IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA 4- 41 r 411510 Alvaro Nunez City Manager APPROVED AS TO FORM: SONIA R. CARVALHO NYHART, INC.: City Attorney athan T. Martinez Johns� cc Assistant City Attorn Nafional Healthcare Director RECOMMENDED FOR APPROVAL: Alexander Trinidad(Jun 3,2026 15:59:26 PDT) Alexander Trinidad, CPA Executive Director Finance and Management Services Agency Page 8 of 8 #2178086v1 EXHIBIT A Scope of Services #2178086v1 CITY OF SANTA ANA EXHIBIT 1 - SCOPE OF SERVICES Consultant shall perform services as set forth below. GASB Statement No. 75 Report A. The objective of this review is to provide basis for the recognition of Other Post-Employment Benefits (OPEB) costs as prescribed in GASB Statement 75 and to provide relevant information about the actuarial accrued liabilities as presented in the City's Annual Comprehensive Financial Report (ACFR) for the Fiscal Year ending June 30, 2026, with an option to extend the agreement for up to five(5) additional one-year terms. The 2025 ACFR can be found on the City's website at https://www.santa-ana.org/financial- reports/. The City does not participate in the CalPERS California Employers' Retiree Benefits Trust. However, the procedures used must comply with CaIPERS' Actuarial Assumptions and Methods required for participation in the California Employers'Retiree Benefits Trust(CERBT). Specifically, the selected firm shall provide: i. A determination of actuarial valuation for total OPEB liability by bargaining unit and roll-forward data to comply with all of the requirements of applicable GASB Statement 75. ii. All necessary information for inclusion in the City's ACFR for the fiscal year ending June 30, 2026 and each of the following fiscal years if extensions are granted.This includes drafting it its entirety the note to the financial statements and all of the required supplementary information in accordance with GASB Statement 75 for each fiscal year. Some of the items to be presented in the valuation report include but are not limited to: a) Executive Summary of Results b) Summary of actuarial assumptions & plan provisions c) Information necessary to prepare the City's ACFR (e.g. Changes in Total OPEB Liability, Sensitivity of Total OPEB Liability,OPEB Expense, Deferred Outflows/Inflows balances,journal entries, etc.) d) Actuarial Certification iii. Assistance in implementing any new GASB statements and other financial pronouncements related to OPEB and providing ongoing professional consultation. iv. The actuarial valuation report and all other required information to report in the ACFR should be provided no later than August 15 of each year. B. Completion of the study shall require the following at minimum: i. GASB 75 Actuarial Valuation Report for each fiscal year end. ii. Meeting with City staff to determine an appropriate actuarial cost method and selection of data. iii. Attending one or more meetings (in-person or remotely)with the Finance staff and possibly with an external auditor to discuss the report. City of Santa Ana RFP No.26-011 Page 13 of 30 EXHIBIT B Costs Proposal #2178086v1 i O C O1 O - me a) U7 Co u a) U .N 0) no N c aE 3 c a C7 I! C � — (0 U T 1- To 0To in O V) " N C -o 0 -CL a) a) O 3 0 3 M O. 7 T C U Y d > r- O O C O> 4) ` P. ,i •C 30 L 0 O a) O .0 ffl w O — C U) -a U Q U co a) (U > c) O^ O 3 c E.-. 00 _0- C 0 Cti O - C U ` >-, a) uj ) 0) I) co to" ° a) °' 17 0 7 c C) a) _c O 2RS ) a) a� E0 N E Q c 7 c voi (a • -ccis „_ 7C 0 a)a) c (n , Co n w o a "-o- w. U (i) 7 c C L c a) \ 7 -o O Q-'- co E a) -- , a c c o (p 0) E 0 7 0 0 C O a) C Q C CO o a) O Ln O LLc) u, CO(a C (D E O u_ 00 O c) O 00 O LL O� O OM N O Q) a) C O O CD () O O O ER 69 6A 69 ., U a) fn a) CO N N N. 7 U) (n (f) (L) C L .. L 6R 64 64 3 1. 64 C O r- N N O N .� O .-• C C c� (h N r- U C 0 C Q Q 69 69 69 64 o co >,C 'C -0 ' C c C U C a (U (1) 7 (a L Y (n X .)+ U1 C o 3 i 0.) cEE y - coa) co «� a) 0 a) .. TO w Oa) •7 a) c Env- a) a CO • _ a.) 5.al a) Un U a (D co O O O •C a) c a) W m. U a) L (0 O O O O O O 0 .- o U c > N Q. Q Y 7 >'_c (0 0 nCO O O O U C (a O U c o m CO >- o >- o � T a) 3 zc (n 3 a W ill LL W LL w � co .•- E :3 O a 7 N c 07 vim) 0 o IL o L o '" c0UC U a) c U) 0 o •o o _o 0 0 o) ca N Q I . o o ro Co O 'v - a) a .. ... C O. C c c c - w c a) a) Si ow • •a LL a o = o z 0 z ai U f° 0 : u 5 c -E. Q I..L c ° a o C CO CO CO CO von Q Q W o o N coo cr= ', C 0 z > 7 > > > C o c y.1 �'-' c Co +-' 0 3 0 oca U }, m E CO E CO o o m in' u y o C/) un c ca > > > E = E .- a) c a) '0 = C — a) — I. — a) " v) C 7 CO7 E I. o a) o U r 0 ' CO 76 Q ti u_ li c o a Co Q Q C 0 0) I—CH Q � I U (n (a (a U EXHIBIT C Insurance Requirements #2178086v1 CITY OF SANTA ANA EXHIBIT 3 - INSURANCE REQUIREMENTS Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require any subcontractors to obtain and maintain insurance as described below for the entire Term of this Agreement against claims for injuries to persons or damage to property which may arise from or in connection with services, products and materials supplied to City. Total cost of such insurance shall be borne by Consultant. MINIMUM SCOPE AND LIMIT OF INSURANCE 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 0lcovering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal& advertising injury with limits no less than $1,000,000 per occurrence and$2,000,000 aggregate. Required policy limits can be met with primary and umbrella/excess insurance policies. 2. Automobile Liability (AL): Insurance Services Office Form CA 00 01 covering Code 1 (any auto), with limits no less than $1,000,000 combined single limits. In the event Consultant does not maintain commercial automobile liability insurance, City will accept evidence of personal automobile insurance, provided that such policy is endorsed for business use and provides coverage with a minimum limit of $1,000,000. Required policy limits can be met with primary and umbrella/excess insurance policies. 3. Workers' Compensation (WC): as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident, policy or employee, for bodily injury or disease. Coverage is not required if Consultant has no employees and signs request to waive such insurance. 4. Professional Liability (PL): with limits no less than $1,000,000 per occurrence or claim, and $2,000,000 aggregate. If Consultant maintains broader coverage and/or higher limits than the minimum requirements for each line of coverage shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. Other Insurance Provisions The above required insurance policies are to contain or be endorsed to contain the following provisions: 1. City,its City Council,its officers,officials,employees,agents,and volunteers are to be covered as additional insureds, under Consultant's CGL and AL policies, with respect to any liability arising out of work or operations performed by or on behalf of the Consultant including materials,parts, equipment,and personnel furnished in connection with such work or operations. 2. Consultant's Insurance company(ies)agrees to waive all rights of subrogation against City,its City Council, its officers, officials, employees, agents, and volunteers for losses paid under the terms of Consultant's CGL, AL, and WC policies which arise from work performed by Consultant under this Agreement. 3. For any claims related to this contract, Consultant's insurance coverage shall be primary and any insurance maintained by City, its City Council, its officers, officials, employees, agents, or volunteers shall not contribute with it. 4. A severability of interest provision must apply for all the additional insureds, ensuring that Consultant's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the insurer's limits of liability. 5. Insurance policies required herein shall provide that coverage shall not be canceled, suspended, voided, reduced in coverage or in limits, non-renewed by the carrier, or materially changed except after thirty (30) I City of Santa qri FOR PROPCW,1%RifiFRIENCE ONLY. Page 20 of 3 „Fl CITY OF SANTA ANA days prior written notice has been given to City. Ten (10)days prior written notice shall be provided to City for policy cancellation or non-renewal due to non-payment of premium. 6. Certificate Holder on each Evidence of Insurance certificate shall be: City of Santa Ana, Attention: (Name of Department Staff Responsible for Agreement), Address of Department Responsible for Agreement, M- XX, Santa Ana, CA 92701. The name and location of project must be included in the Description of Operations section of each certificate. Self-Insured Retentions Self-insured retentions must be declared to and approved by the City. The City may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the State of California with a current A.M. Best rating of no less than A:VII, unless otherwise acceptable to City. Verification of Coverage Consultant shall furnish City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive Consultant's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 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. fdp 1.3.0LiAna FOR PROPO t Rf NCE ONLY. Page 27rr4Q_ OPEB Valuation Services agmt. - CAO Signed Final Audit Report 2026-06-03 Created: 2026-06-03 By: Kristin Andrade(kandrade@santa-ana.org) Status: Signed Transaction ID: CBJCHBCAABAAgBdsPVZYzDVY2-aZRc17XMkCeU73_H4T "OPEB Valuation Services agmt. - CAO Signed" History ti Document created by Kristin Andrade (kandrade@santa-ana.org) 2026-06-03-10:20:26 PM GMT E+ Document emailed to Alexander Trinidad (atrinidad@santa-ana.org)for signature 2026-06-03-10:20:50 PM GMT `i Email viewed by Alexander Trinidad (atrinidad@santa-ana.org) 2026-06-03-10:20:57 PM GMT dp Document e-signed by Alexander Trinidad (atrinidad@santa-ana.org) Signature Date:2026-06-03-10:59:26 PM GMT-Time Source:server-Signature Appearance Selected:DRAW 0 Agreement completed. 2026-06-03-10:59:26 PM GMT a Adobe Acrobat Sign ACE h® CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY) 5/11/2026 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Cameron Schuh Brown & Brown RS Insurance Services, LLC PHONE FAX 6 Concourse Pkw , Ste 2300 lac.No.Extl: 470-456-4375 INC.No): Atlanta, GA 30328 ADDRESS: Cameron.Schuh(c,bbrown.com INSURER(S)AFFORDING COVERAGE NAIC# www.bbinsurance.com INSURER A: Great Northern Insurance Company 20303 INSURED INSURER B: Chubb National Insurance Company 10052 The Howard E. Nyhart Company, Inc. 5750 Castle Creek Parkway Suite 245 INSURER C. Indianapolis IN 46250 INSURER D: Chubb Indemnity Insurance Company 12777 INSURER E: XL Specialty Insurance Company 37885 INSURER F: _ COVERAGES CERTIFICATE NUMBER: 90507748 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 ADDTYPE OF INSURANCE NSI SUER POLICY NUMBER POLICY EFF POLICY EXP LIMITS UNSO,tYVD JMMlDDlYYYY) (MM/DD/YYW) A ✓ COMMERCIAL GENERAL LIABILITY / ✓ 3952-18-14 7/1/2025 7/1/2026 EACH OCCURRENCE $2,000,000 CLAIMS-MADE ✓ OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) $2,000,000 MED EXP(Any one person) $10,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY JET / LOC PRODUCTS-COMP/OPAGG $INCLUDED _ OTHER: $ A AUTOMOBILE LIABILITY 73593601 7/1/2025 7/1/2026 COMBINED NGLE LIMIT $ ✓ ✓ (EaaccdenqSI 1,000,000 ✓ ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY _ AUTOS ONLY (Per accident) $ UMBRELLA LIAR _ OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE S DED RETENTION$ _ S B WORKERS COMPENSATION 7174-63-26 7/1/2025 7/1/2026 ,/ STATUTE OTH- ER AND EMPLOYERS'LIABILITY Y/N *see attached ANYPROPRIETORJPARTNER/EXECUTIVE E.L.EACH ACCIDENT S 1,000,000 OFFICER/MEMBEREXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE S 1.000.000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 D Workers'Compensation ✓ 7177-08-19 7/1/2025 7/1/2026 EL Each Accident $1,000,000 **see attached EL Disease-Ea Emp $1,000,000 EL Disease-Policy Limit $1,000,000 E Professional Liab.-E&0(Ret.$1M) _ ELU204918-25 7/1/2025 7/1/2026 Per claim/Aggregate $10,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may he attached if more space is required) The City of Santa Ana,its City Council,officers,officials,employees,agents,and volunteers are covered as additional insureds on the Commercial General Liability and Auto Liability policies,with respect to liability arising out of work or operations performed by or on behalf of Contractor including materials,parts,equipment,and personnel furnished in connection with such work or operations. Waiver of Subrogation applies,where required by written contract. APPROVED By Tu Tran Nguyen at 7:39arn,May 12,2026 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attn: Finance & Management Services ACCORDANCE WITH THE POLICY PROVISIONS. 20 Civic Center Plaza Santa Ana, CA 92701 AUTHORIZED REPRESENTATIVE Brown&Brown RS Insurance Services,LLC 1 Brown&Brown RS Insurance Services,LLC ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 90507748 1 XX 7/1/25 Ascensus Only+Prof Liability 25-26 ** 1 EXc1:XS 1 Judith Boich 1 5/11/2026 2:02:14 PM (EDT) 1 Page 1 of 8 AGENCY CUSTOMER ID: LOC#: ACORIO ADDITIONAL REMARKS SCHEDULE Page of AGENCY NAMED INSURED Brown&Brown RS Insurance Services,LLC The Howard E.Nyhart Company,Inc. 575a apolis IN 4kk Parkway Swte 245 POLICY NUMBER Indianapolis IN 46250 3952-18-14 CARRIER NAIC CODE Great Northern Insurance Company 20303 EFFECTIVE DATE;7/1/2025 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE:Certificate of Liability Insurance(03/16) HOLDER: City of Santa Ana Attn:Finance&Management Services ADDRESS:20 Civic Center Plaza Santa Ana,CA 92701 Workers Compensation States *Workers' Comp Policy Number 7174-63-26 includes the following States: AR, AZ, CO, CT, FL, GA, ID, IL, IN, KS, KY, LA, MD, ME, MI, MN, MO, MT, NC, NE, NH, NM, NV, NY, OK, OR, PA, RI, SD, TN, TX, UT, VA, VT, WV **Workers' Comp Policy Number 7177-08-19 includes the following States: AL, AR, AZ, CA, DC, DE, FL, IA, ID, MA, MS, NJ, NY, PA, RI, SC, WI ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ATTACHMENT 90507748 1 XX 7/1/25 Ascensus OnlytProf Liability 25-26 t* 1 excl,XS 1 Judith Botch 15/11/2026 2:02.14 PM (anTI 1 Page 2 of 6 C H U B B• Liability insurance Endorsement Policy Period JULY 1,2025 TO JULY 1,2026 Effective Date APRIL 29,2026 Policy Number 3952-18-14 DTO Insured MERCURY PARENT HOLDINGS,INC The Howard E.Nyhart Company,Inc. Name of Company GREAT NORTHERN INSURANCE COMPANY Date Issued MAY 8,2026 This Endorsement applies to the following forms: GENERAL LIABILITY Under Who Is An Insured,the following provision is added Who Is An Insured Additional Insured- Persons or organizations shown in the Schedule are Insureds;but they are insureds only if you are Scheduled Person obligatedpursuant to a contract or agreement to provide them with such insurance as is afforded by Or Organization this policy. However,the person or organization is an Insured only: • if and then only to the extent the person or organization is described in the Schedule; • to the extent such contract or agreement requires the person or organization to be afforded status as an insured; • for activities that did not occur,in whole or in part,before the execution of the contract or agreement;and • with respect to damages,loss,cost or expense for injury or damage to which this insurance applies. No person or organization is an insured under this provision; • that is more specifically identified under any other provision of the Who Is An Insured section(regardless of any limitation applicable thereto). • with respect to any assumption of liability(of another person or organization)by them in a contract or agreement.This limitation does not apply to the liability for damages,loss,cost or expense for injury or damage,to which this insurance applies,that the person or organization would have in the absence of such contract or agreement. Liability Insurance Addition!Insured-Scheduled Person Or Organization continued Form 80-02-2367(Rev.5-07) Endorsement Page 1 90507748 1 XX 7/1/25 Aecenaue only+Prof Liability 25-26 ** 1 Excl:XS 1 Judith Boich 18/11/2026 2:02,14 PM (EDT) 1 Page 3 of 8 CHUBB' Liability Endorsement (continued) Under Conditions,the following provision is added to the condition titled Other Insurance. Conditions Other Insurance— If you are obligated,pursuant to a contract or agreement,to provide the person or organization Primary, Noncontributory shown in the Schedule with primary insurance such as is afforded by this policy,then in such case Insurance—Scheduled this insurance is primary and we will not seek contribution from insurance available to such person Person Or Organization or organization. Schedule • CITY OF SANTA ANA,ITS CITY COUNCIL,OFFICERS,OFFICIALS, EMPLOYEES,AGENTS,AND VOLUNTEERS All other terms and conditions remain unchanged. • Authorized Representative ? Liability Insurance Additional Insured•Scheduled Person Or Organization lest page Form 8042-2367(Rev.5.07) Endorsement Page 2 90507748 I XX 7/1/25 Ascensus Only+Prof Liability 25-26 " I Exol:XS 1 Judith Boich 15/11/2026 2:02:14 PM (EDT) I Page 4 of 8 C H U B B® Liability insurance Endorsement Policy Period JULY 1,2025 TO JULY 1,2026 Effective Date APRIL 29,2026 Policy Number 3952-18-14 DTO Insured MERCURY PARENT HOLDINGS,INC Name of Company GREAT NORTHERN INSURANCE COMPANY Date Issued MAY 8,2026 This Endorsement applies to the following forme! GENERAL LIABILITY Under Conditions,Transfer Or Waiver Of Rights Of Recovery Against Others,the following provision is added: Conditions Transfer Or Waiver Of However,we waive any right of recovery we may have against the designated person or organization Rights Of Recovery shown below because of payments we make for injury or damage arising out of your ongoing Against Others operations or done under a contract with that person or organization and included in the products-completed operations hazard.This waiver applies to the designated person or organization. Designated Person Or Organization ANY PERSON OR ORGANIZATION THAT THE INSURED CONTRACTUALLY COMMITS TO PRIOR TO A LOSS OR OCCURRENCE. CITY OF SANTA ANA,ITS CITY COUNCIL,OFFICERS,OFFICIALS, EMPLOYEES,AGENTS,AND VOLUNTEERS All other terms and conditions remain unchanged. Authorized Representative Liability Insurance Condition•Waiver Of Transfer Of Rights Of Recovery last page Form 8602.2362(Rev.401) Endorsement Page 1 90507746 1 XX 7/1/25 Ascensus Only+Prof Liability 25-26 ** I Bxc1:XS 1 Judith Boich 15/11/2026 2:02;14 PM (EDT) 1 Page 5 of 8 The Howard E.Nyhart Company,Inc. POLICY NUMBER: (25) 7359-36-01 COMMERCIAL AUTO CA 04 44 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Endorsement Effective Date: SCHEDULE Name(s) Of Person(s) Or Organization(s): CITY OF SANTA ANA, ITS CITY COUNCIL, OFFICERS, OFFICIALS, EMPLOYEES, AGENTS, AND VOLUNTEERS Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the 'loss" under a contract with that person or organization. CA04441013 ©Insurance Services Office, Inc., 2011 Page 1 of 1 90507748 1 XX 7/1/25 Ascensus Only-Prof Liability 25-26 ** 1 Excl:XS I Judith Botch 15/11/2026 2;02;14 PM (SOT) 1 Page 6 of 8 POLICY NUMBER: (25) 7359-36-01 COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds"for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Endorsement Effective Date: SCHEDULE Name Of Person(s) Or Organization(s): CITY OF SANTA ANA, ITS CITY COUNCIL, OFFICERS, OFFICIALS, EMPLOYEES, AGENTS, AND VOLUNTEERS Information required to complete this Schedule, if not shown above,will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured"for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph Al. of Section II — Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA20481013 ©Insurance Services Office, Inc., 2011 Page 1 of 1 90501748 1 XX 1/1/25 Aecenaue Only+Prof Liability 25-26 ** 1 Excl:XS 1 Judith Belch 5/11/2026 2:02:14 PM (EDT) Page 7 of 8 CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3.A. of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us. You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. Schedule 1. (® ) Specific Waiver Name of person or organization CITY OF SANTA ANA,ITS CITY COUNCIL,OFFICERS,OFFICIALS,EMPLOYEES, AGENTS AND VOLUNTEERS (r_) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: ALL CALIFORNIA OPERATIONS The Howard E.Nyhart Company, Inc. 3 Premium: The premium charge for this endorsement shall be 1% percent of the California premium developed on payroll in connection with work performed for the above person(s)or organization(s)arising out of the operations described. 4. Minimum Premium: Authorized Representative This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 07-01-25 Policy No. 7177-08-19 Endorsement No. Insured MERCURY PARENT HOLDINGS,- INC Premium $ Incl. The Howard E.Nyhart Company,Inc. Insurance Company Chubb Indemnity Insurance Company Countersigned By WC 90 03 75(05/18) 96E0QF41 I xxc@021485GEeapnOolyO,l&yePrbfahilatityNa haf Negliexc1:201$/daBit®sfaa8RopgtsAan7R Oj6Pag92104oFM1@EDT) Page B of 8