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HomeMy WebLinkAboutFIDUCIARY EXPERTS LLCIN80ANbE NLOT ON FILE WORK MAY NQJ PROCEED CLERK OF COUNCIL v- DATE: d-- CONSULTANT AGREEMENT A -2014 -210 This agreement for the performance of services ( "Agreement ") is made and entered into on this 3rd day of September, 2014 ( "Effective Date "), by and between Fiduciary Experts, LLC, a California independent consulting firm which provides specialized advice related to 457 Deferred Compensation Plans, with its principal place of business located at 29250 Wrangler Drive, Miurieta, California 92563 (herein after referred to as "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 (hereinafter "City"), with its principal place of business located at 20 Civic Center Plaza, Santa Ana, CA 92701. City and Consultant may be referred to herein individually as a "Party" or collectively as the "Parties" or the "Parties to this Agreement." RECITALS A. City desires to retain a Consultant having special skill and knowledge in providing specialized advice as a fiduciary with expertise pertaining to the City's 457 Deferred Compensation Plan, including providing Plan participant education and strategic communications, investment advisory services, fiduciary compliance, and assistance with benchmarking and cost negotiations with Plan Provider and Recordkeeper. Consultant will assist the City in the transition f•om the current structure with the City's 457 Plan Provider and Recordkeeper to a new modern fund portfolio structure, 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 tinder this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. D. The Parties have specified in this Agreement the tenns and conditions under which . such services will be provided and paid for. 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 identified in Fiduciary Expert's LLC Statement of Work as set forth in Exhibit A to this Agreement. 2. COMPENSATION a) City agrees to pay, and consultant agrees to accept as total payment for its service described in Exhibit A, the amount of $5,000.00. 1 b) Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. TERM This Agreement shall commence on the date first written above and terminate on September 3, 2015, unless terminated earlier in accordance with Section 12, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor 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. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self - insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant 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, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If consultant is or employs licensed professionals such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (3 0) days prior written notice to the City. f If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special connsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their 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. City may make all reasonable decisions with respect to its representation in any legal proceeding. 3 7. 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 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 rightfal 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. 8. 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. 9. 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 telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: and, Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, CA 92702 -1988 telefacsimile (714) 647 -6956 Executive Director, Finance & Management Services City of Santa Ana 20 Civic Center Plaza (M -17) P.O. Box 1988 4 Santa Ana, California 92702 To Consultant: Maribel Larios 29250 Wrangler Drive Murrieta, California 92563 A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other 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 telefacsimile, any notice, tender, demand, delivery, or other 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. 10. 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 attaclunents 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, that terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acluiowledges 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 are not embodied herein. 11. 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 Agreement performed by City personnel or by other consultants retained by City. 12. TERMINATION This Agreement may be terminated by the City upon fifteen (15) days written notice of termination. hl such event, Consultant shall be entitled to receive and the City shall pay Consultant 5 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 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. 13. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. JURISDICTION - VENUE This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. 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. 15. PROFESSIONAL LICENSES Consultant shall, throughout the tern of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for 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 her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: Snnia C'.nrvalhn 52 Assistant City Attorney RECOMMENDED FOR APPROVAL: Francisco Gutierrez Executive Director Finance & Management Services CONSULTAN?f Mtiurieta, California 92563 Fiduciary Experts, LLC 7 CITY OF SANT ANA Davi Cavazos /mow City Manager V 111' / -5 -0/? . CERTIFICATE OF INSURANCE NOTICE: THIS INSURANCE PROVIDES COVERAGE ON A CLAIMS -MADE AND REPORTED BASIS AND, SUBJECT TO THE PROVISIONS OF THE POLICY, APPLIES ONLY TO ANY CLAIM FIRST MADE AGAINST AN INSURED AND REPORTED TO THE INSURER IN ACCORDANCE WITH SECTION VII, NOTICE. NO COVERAGE EXISTS FOR CLAIMS FIRST MADE AFTER THE END OF THE CERTIFICATE PERIOD UNLESS, AND TO THE EXTENT THAT, THE EXTENDED REPORTING PERIOD APPLIES. DEFENSE COSTS REDUCE THE LIMIT OF LIABILITY AND ARE SUBJECT TO THE RETENTION. PLEASE REVIEW THE POLICY CAREFULLY AND DISCUSS THE COVERAGE WITH YOUR INSURANCE AGENT OR BROKER. THIS CERTIFICATE OF INSURANCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND, OR ALTER THE COVERAGE AFFORDED BY THE INSURANCE POLICY. MED INSURED: Maribel Larios PRODUCER: Mercer Consumer, a service of Mercer Health & Benefits Administration LLC P,0. Box 8146 ADDRESS,. 29250 Wrangler Drive Des Moines, IA 50306 -8146 Murrieta, CA 92563 1 -866- 795 -2041 COMPANY AFFORDING COVERAGE: Continental Casualty Co. COVERAGE THIS IS TO CERTIFY THAT THE INSURED LISTED ABOVE IS COVERED UNDER THE POLICY OF INSURANCE LISTED BELOW, FOR THE CERTIFICATE PERIOD INDICATED. THE INSURANCE AFFORDED BY THE POLICY DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICY. Policy Number Certificate Certificate Period Limits of Liability Number Effective Date Expiration Date $ 1,000,000 Each Claim 425236695 RIA2103 08/12/2014 0811212015 $ 1,000,000 Aggregate This policy is also subject to a Policy Year '.. aggregate limit of liability of $ 15,000,000 The Policy Year aggregate limit of liability will be reduced by claims paid on behalf of all Insureds under the policy, including you. The Policy Year aggregate limit includes the total per claim /aggregate limits of the insurer regardless of the total number of Insureds under the Policy, the total number of Certificates of Insurance issued under the policy, Claims made under the policy, or persons or entities bringing such Claims. Retention: Securities (other than Mutual Funds /Variable Annuities /Variable Insurance), Investment Advisory Variable Annuities /Variable Insurance (that requires a securities license) and GSL20081XX 06 -2012 $ 5,000 Each Claim $ 5,000 Each Claim r sold through any Broker /Dealer Life, Accident, Health Insurance and Long T erm Care Products through any $ 500 Each Claim Insurance Company (that does not require a securities license) Indexed Annuities /Fixed Annuities I $_2,500 Each Claim Disability Income Insurance $_2,500 Each Claim NOTICE OF CLAIMS: Claims Notices: CANEWCLAIMS@CNA.COM Registered Investment Advisor Intake Notice Administrator CNA Specialty Claim PO Box 8317 Chicano. IL 60680 -8317 Named Insured's Endorsements attached at Certificate Inception. GSL19959XX (06 -12) GSL23422XXC (12 -10) GSLI1563XXC (11 -08) GSL21562XX (09 -10) CNA70262XX (09 -12) CNA70925XX (09 -12) CNA70926XX (09 -12) CNA71173XX (10 -12) GSL7805CA (10 -08) CNA73494XX (04 -13) CNA70262XX (06 -13) CNA74276XX (06 -13) DATE 08/12/2014 1I BY., C)r1a,.."_ Authorized Re) The Company affording coverage hereby certifies that the Named Insured named herein is insured under the Policy referenced above. The limits of liability, premium and effective date of coverage applicable to such Named Insured are as specified above. This certificate of insurance is not the contract of insurance. It is merely evidence of insurance provided under the Master Policy. All claims are paid according to the term of the Master Policy. A copy of such policy and any endorsements thereto is available at www.eoforiess.com. Keep this document in a safe place. It is evidence of your insurance coverage. '411_ 9 o 13 - o -.;- H I C J CO� HISCOX INSURANCE COMPANY INC. (A Stock Company) 104 South Michigan Avenue, Suite 600 Chicago Illinois 60603 Certificate of Commercial General Liability Insurance This certificate is issued for informational purposes only. It certifies that the policies listed in this document have been issued to the Named Insured. It does not grant any rights to any party nor can it be used, in any way, to modify coverage provided by such policies. Alteration of this certificate does not change the terms, exclusions or conditions of such policies. Coverage is subject to the provisions of the policies, including any exclusions or conditions, regardless of the provisions of any other contract, such as between the certificate holder and the Named Insured. The limits shown below are the limits provided at the policy inception. Subsequent paid claims may reduce these limits. Named Insured: Insurer Name: Policy Number: Type of Coverage: Policy Effective Date: Limits of Insurance Each Occurrence: FIDUCIARY EXPERTS LLC Hiscox Insurance Company Inc. UDC - 1249775- CGL -14 Occurrence December 15, 2014 Policy Expiration Date: December 15, 2015 Damage to Premises Rented to You: Medical Expense: Personal & Advertising Injury: General Aggregate: Products /Completed Operations Aggregate: General Aggregate Limit applies per: Is 1,000,000 $ 100,000 Any one premises $ 5,000 Any one person $ 1,000,000 $ 2,000,000 Products - completed operations are subject to the General Aggregate Limit Policy Description of Endorsements /Special Provisions Not applicable Additional Insured Status ® Certificate holder maintains Additional Insured Status if this boxed checked. This certificate does not grant any coverage or rights to the certificate holder. If this certificate indicates that the certificate holder is an additional insured, the policy(ies) must either be endorsed or contain spe -cific language providing the certificate holder with additional insured status. The certificate holder is an additional insured only to the extent indicated in such policy language or endorsement. Cancellation In the event of cancellation of any policy described above, the insurer will attempt to mail 10 days written notice to the certificate holder prior to the effective date of cancellation. However, failure to do so will not impose any duty or liabil�) upon the insurer, its agents or representatives, nor will it delay cancellation. - ( 4j'h^9° � da'J 1 CG DS 01 01 10 Includes copyrighted material of Insurance Services Office, Inc., with Page 4 ' its permission. © ISO Properties, Inc., 2000 AM HISCOX HISCOX INSURANCE COMPANY INC. (A Stock Company) 104 South Michigan Avenue, Suite 600 Chicago Illinois 60603 City of Santa Ana, Its employees, and council members while acting under the direction of the City o Certificate Holder Authorized Representative April 13, 2015 Date April 13, 2015 Date CG DS 01 01 10 Includes copyrighted material of Insurance Services Office, Inc., with Page 5 its permission. © ISO Properties, Inc., 2000 GEICO GEICO GENERAL INSURANCE COMPANY (i t Washington 00 VERIFICATION OF COVERAGE (SEE :BELOW UNDER CAUTIONARY NO'PE) INSURED Policy Number: 4214876908 Effective Date: 03 -06 -15 MARIBEL LARIOS Expiration Date: 09 -06 -15 29250 wrangler Or Registered State: CALIFORNIA MHrrieta CA 97563 To whom it may concern: This letter is to verify that we have issued the policyholder coverage under the above policy number for the dates indicated in the effec- tive and expiration date fields for the vehicle listed. This should serve as proof that the below mentioned vehicle meets or exceeds the Financial responsibility requirement for your state. This verification of coverage does not amend, extend or alter the coverage afforded by this policy. Vehicle Year: 2006 Make: BMW Model: 330 VIN:WBAVB33556KS36470 COVERAGES BODILY INJURY LIABILITY PROPERTY DAMAGE LIABILITY UNINSURED &UNDERINSURED MOTORISTS COMPREHENSIVE COLLISION Lienholder Additional Insured CITY OF SANTA ANA ITS EMPLOYEES AND COUNCIL MEMB 20 CIVIC CENTER PLAZA SANTA ANA, CA 97701 -0000 Additional Information: LIMITS DEDUCTIBLES $1MIL /$1MIL $10,000 $15,000/$30,000 $1,000 DED $1,000 DED If you have any additional questions, please call 1- 800.841 -3000. X_ Interested Party CAUTIONARY NOTE: THE CURRENT COVERAGES, LE rS, AND DEDUCTMLES MAYDIFFER FROfrI'THE COVERAGES, LIJ IITS,AND DEDUCTIBLES IN EFFECT AT OTHER TEVICS DURHNG'TIM POLICYPERIOD. THIS VERIFICATION OF COVERAGE RETLECTS THE COVERAGES, LIMITS AND DEDUCTIBLES AS OF THE ISSUES) DATE OF THIS DOCUMENT WHICH IS SHOWN UNDER "ADDTTIONAX.INFORM &rXON" OR MAN ISSUED DATE IS NOT SHOWN, THE DATE OF THIS FACSIMILE. U -33 10 -07 yJ �F GEICO, California Evidence of Liability Insurance Evidence of Insurance 1 -800- 841 -3000 �C��CO.4`rar'rb Here are your Evidence of Liability Insurance GEICO GENERAL INSURANCE COMPANY Cards. One card must be carried In the proper PO BOX 509090 SAN DIEGO, CA 92150 9090 insured vehicle. Proof of insurance is required I Code: 35882 to register or renew the registration of your Policy Number Effective Date Expiration Date vehicle. A law enforcement officer can ask you 4214876908 09 -06 -15 to prove that you have liability insurance meeting Year Make IVAodel Vehicle ID No. the basic requirements of California law. 2006 BMW 330 ! WBAVB33556KS36470 A violation of these requirements can result in a fine Insured: of up to: oo MARIBEL LARIOS $1 ,000 for the first time 2380 TREEHOUSE ST i. $2,000 for additional times CHULA VISTA, CA 91915 -1800 Also, a judge can have your vehicle Impounded. False proof of insurance may result in a fine up to $750 and 30 days in prison. The covered. promded bylhi. policy m.ets the minimum requirements otscamn,; 1600, &165oo 5 oche camornla Due to space limitations on the ID card, only the Vehicle Cod., minimum liability l lmns proscrlbed by l aim. Named Insured and the Co- insured are listed. Fora full list of drivers covered under this policy, please reference the Drivers sectlon of your Declaratlons Page,which is included with your insurance packet. If you would like additional ID cards you can go online to geico.com or call us at 1- 800 - 841 -3000. What to do at the time of an accident. • Do not admit fault. • Do not reveal the limits of your liability coverage to anyone. • Exchange contact information; get year, make, model, plate number, insurance carrier and policy number of all involved. Also, identify witnesses and collect contact information. • Contact the police or 911 if applicable. • Contact GEICO by calling 1- 300.041.3000 or visit geico.com to report the accident. U -4 -CA (11 -09)