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HomeMy WebLinkAboutContracts & Agreements_179-2018Ps 1 1 (6127118) AGREEMENT TO PERFORM PROFESSIONAL SERVICES This agreement for the provision of services associated with Community Facilities District ("Agreement") is made and entered in this 18th day of September, 2018 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City)" and Webb Municipal Finance, LLC ("Consultant") City and Consultant are sometimes individually referred to herein as a "Party" and, together, as the "Parties " In consideration of the mutual promises contained herein, City and Consultant agree as follows ARTICLE 1 — ENGAGEMENT OF CONSULTANT 1 1 City hereby engages Consultant to provide Community Facilities District services for City (the "Services") 12 The Services shall be performed by Consultant in a professional manner, and Consultant represents that it has the skill and the professional expertise necessary to provide the Services to City at a level of competency presently maintained by other practicing professional consultants in the industry providing like and similar types of Services ARTICLE 2 — SERVICES OF CONSULTANT 21 The Services that Consultant shall perform are more particularly described in Exhibit "A," entitled "Scope of Services," which is attached hereto and incorporated herein by reference 22 Consultant shall comply with applicable federal, state and local laws and regulations in the performance of this Agreement including, but not limited to, State prevailing wage laws ARTICLE 3 — RESPONSIBILITIES OF CITY 3 1 City shall make available to Consultant information in its possession that may assist Consultant in performing the Services 32 City designates Paul Toor, Municipal Utilities and Engineering Director, as City's representative with respect to performance of the Services, and such person shall have the authority to transmit instructions, receive information, interpret and define City's policies and decisions with respect to performance of the Services ARTICLE 4 — PERFORMANCE OF SERVICES 41 Consultant shall perform and complete the Services in a prompt and diligent manner accordance with the schedule set forth in Exhibit "A," entitled "Scope of Services," which is attached hereto and incorporated herein by reference The Services shall commence on the Effective Date of this Agreement. I 1ca1djmlAgreements\Webb Finance LLC CFD Services Ageement.2018 doc PS 1 1 (6127118) 42 Consultant shall complete the Services by December 31, 2019, unless the Services are terminated earlier as provided for herein 43 If Consultant's Services include deliverable electronic visual presentation materials, such materials shall be delivered in a form, and made available to the City, consistent with City Council adopted policy for the same It shall be the obligation of Consultant to obtain a copy of such policy from City Staff ARTICLE 5 — PAYMENTS TO CONSULTANT 5 1 Total compensation for Consultant's performance of the Services shall not exceed the amount of Fifty -Six Thousand Five Hundred Dollars ($56,500) City shall pay Consultant on a time and materials basis up to the not to exceed amount in accordance with Exhibit "B" entitled "HOURLY RATE SCHEDULE" attached hereto and incorporated herein by reference 5.2 Consultant shall submit monthly invoices to City describing the Services performed during the preceding month Consultant's invoices shall include a brief description of the Services performed, the dates the Services were performed, the number of hours spent and by whom, and a description of reimbursable expenses related to the Services City shall pay Consultant no later than thirty (30) days after receipt and approval by City of Consultant's invoice 53 Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be in writing Any such notice shall be deemed delivered (1) on the date of delivery in person, (ii) five (5) days after deposit in first class registered mail, with return receipt requested, (in) on the actual delivery date if deposited with an overnight courier; or (iv) on the date sent by facsimile, if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail, m each case properly posted and fully prepaid to the appropnate address set forth below, or such other address as a Party may provide notice in accordance with this section city City Clerk City of Redlands 35 Capon Street P O Box 3005 (mailing) Redlands, CA 92373 Consultant Heidi Schoeppe Webb Municipal Finance, LLC 3750 McCray Street hschoeppe@webbmfinance com 951-320-6087 ARTICLE 6 — INSURANCE AND INDEMNIFICATION 61 The following insurance coverage required by this Agreement shall be maintained by Consultant for the duration of its performance of the Services Consultant shall not perform any Services unless and until the required insurance listed below is obtained by I 1caldtmlAgrcements\Webb Finance LLC CFD Services Ageement.2018 doc PS 1 1 (6127/18) Consultant Consultant shall provide City with certificates of insurance and endorsements evidencing such insurance prior to commencement of the Services Insurance policies shall include a provision prohibiting cancellation or modification of the policy except upon thirty (30) days prior written notice to City A Workers' Compensation and Employer's Liability insurance in the amount that meets statutory requirements with an insurance carrier acceptable to City, or certification to City that Consultant is self-insured or exempt from the workers' compensation laws of the State of California Consultant shall execute and provide City with Exhibit "C" entitled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference prior to performance of the Services B Comprehensive General Liability insurance with carriers acceptable to City in the minimum amount of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) aggregate, for public liability, property damage and personal injury is required City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City C Business Auto Liability coverage, with mimmum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit bodily injury liability and property damage liability This coverage shall include all Consultant owned vehicles used in connection with Consultant's provision of the Services, hired and non -owned vehicles, and employee non -ownership vehicles City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City 62 Consultant shall defend, indemnify and hold harmless City and its elected officials, employees and agents from and against any and all claims, losses or liability, including attorneys' fees, arising from injury or death to persons or damage to property occasioned by any negligent act or omission by, or the willful misconduct of, Consultant, or its officers, employees and agents in performing the Services ARTICLE 7 — CONFLICTS OF INTEREST 71 Consultant covenants and represents that it does not have any investment or interest in any real property that may be the subject of this Agreement or any other source of income, interest in real property or investment that would be affected in any manner or degree by the performance of Consultant's Services Consultant further covenants and represents that in the performance of its duties hereunder, no person having any such interest shall perform any Services under this Agreement 72 Consultant agrees it is not a designated employee within the meaning of the Political Reform Act because Consultant A Does not make a governmental decision whether to 1 Icaldjrni AgreementslWebb Finance LLC CFD Services Ageement 2018 doc PS -1 1 (6127118) (i) approve a rate, rule or regulation, or adopt or enforce a City law, (ii) issue, deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization or entitlement, (iii) authorize City to enter into, modify or renew a contract; (iv) grant City approval to a contract that requires City approval and to which City is a party, or to the specifications for such a contract, (v) grant City approval to a plan, design, report, study or similar item, (vi) adopt, or grant City approval of, policies, standards or guidelines for City or for any subdivision thereof B Does not serve in a staff capacity with City and in that capacity, participate in making a governmental decision or otherwise perform the same or substantially the same duties for City that would otherwise be performed by an individual holding a position specified in City's Conflict of Interest Code under Government Code section 87302 73 In the event City determines that Consultant must disclose its financial interests, Consultant shall complete and file a Fair Political Practices Commission Form 700, Statement of Economic Interests, with the City Clerk's office pursuant to the written instructions provided by the City Clerk ARTICLE 8 — GENERAL CONSIDERATIONS 8 1 In the event any action is commenced to enforce or interpret any of the terms or conditions of this Agreement the prevailing Party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for the use of in-house counsel by a Party 82 Consultant shall not assign any of the Services, except with the prior written approval of City and in strict compliance with the terms and conditions of this Agreement Any assignment or attempted assignment without such prior written consent may, in the sole discretion of City, results in City's immediate termination of this Agreement 83 Consultant is for all purposes under this Agreement an independent Consultant and shall perform the Services as an independent Consultant Neither City nor its agents shall have control over the conduct of Consultant or Consultant's employees, except as herein set forth Consultant shall supply all necessary tools and instrumentalities required to perform the Services Assigned personnel employed by Consultant are for its account only, and in no event shall Consultant or personnel retained by it be deemed to have been employed by City or engaged by City for the account of, or on behalf of City Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent, nor shall Consultant have any authority, express or implied, to bind City to any obligation 11ca1djmlAgreements\Webb Finance LLC CPD Services Ageement 2018 doc PS 1 1 (6/27118) 84 This Agreement may be terminated by City, in its sole discretion, by providing not less than five (5) days prior written notice to Consultant of City's intent to terminate If this Agreement is terminated by City, an adjustment to Consultant's compensation shall be made, but (1) no amount shall be allowed for anticipated profit or unperformed Services, and (2) any payment due Consultant at the time of termination may be adjusted to the extent of any additional costs to City occasioned by any default by Consultant Upon receipt of a termination notice, Consultant shall immediately discontinue its provision of the Services and, within five (5) days of the date of the termination notice, deliver or otherwise make available to City, copies (in both hard copy and electronic form, where applicable) of project related data, design calculations, drawings, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by Consultant in performing the Services Consultant shall be compensated on a pro -rata basis for Services completed up to the date of termination 85 Consultant shall maintain books, ledgers, invoices, accounts and other records and documents evidencing costs and expenses related to the Services for a period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant pursuant to this Agreement Such books shall be available at reasonable tunes for examination by City at the office of Consultant 86 This Agreement, including the Exhibits incorporated herein by reference, represents the entire agreement and understanding between the Parties as to the matters contained herein, and any prior negotiations, written proposals or verbal agreements relating to such matters are superseded by this Agreement Except as otherwise provided for herein, any amendment to this Agreement shall be in writing, approved by City and signed by City and Consultant 87 This Agreement shall be governed by and construed in accordance with the laws of the State of California 88 If one or more of the sentences, clauses, paragraphs or sections contained in this Agreement is declared invalid, void or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair or invalidate the remaining sentences, clauses, paragraphs or sections contained herein, unless to do so would deprive a Party of a material benefit of its bargain under this Agreement 11ca1dJmlAgreements\Webb Finance LLC CFD Services Ageement 2018 doc P5-1 1 (6127118) IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed in confirmation of this Agreement CITY OF REDLANDS "w'04R Paul Attest �hneonaldson, City Clerk WEBB MUNICIPAL FINANCIAL, LLC By A�i& Heidi Schoeppe, President/Managing Director I 1caldjrn\Agreements\Webb Finance LLC CFD Services Ageement.2018 doc EXHIBIT "A„ SCOPE OF SERVICES ADMINISTRATION SERVICES P5-1 1 (6127118) a Land Use Research I Development Research WEBB will use all resources available including the San Bernardino County equalized roll data, shape file data for our in-house GIS platform, and regular parcel data updates from the Assessor's Office We are confident we are able to quickly identify residential and commercial/industrial developments, conduct assessor's parcel research, and provide accurate database management WEBB will conduct development research to identify building permit issuance, building square footage, and situs address for the new buildings Upon determination of this information, WEBB will be able to provide the City with related GIS data, as required ii Parcel Research- WEBB will review current Assessor's Parcel Maps for updating the Assessor's Parcel Numbers (APN) within the City iii Database Management WEBB will utilize our proprietary software, WebbSTARTM, to maintain a comprehensive database of the CFD and Parcel information in a form compatible for the annual levy submission to San Bernardino County as outlined in the County's fixed charge submission packet WebbSTARTM will maintain all data related to individual parcels including special tax information,), current property ownership information, and assessed valuation information b Classification of Property I Exempt Property WEBB will determine the appropriate property classification in accordance with the Rates and Method of Apportionment (RMA) WEBB will review the land use code information from the latest equalized roll from San Bernardino County and update our WebbSTARTM database for the special tax calculations annually WEBB will identify all property owned by public agencies or entities exempt from the special tax and classify them in accordance with the RMA WEBB will communicate these classifications to the City and report them on our Annual Levy Detail reports WEBB will confirm the location of these properties using our GIS database and illustrate them on our annual Audit Map li Taxable Property WEBB will identify all taxable properties and classify them in accordance with the RMA WEBB will communicate with the City these classifications and report them on our annual levy detail reports Through our GTS database, we will confirm the location of these properties and illustrate them on our annual audit map c Financial Analysis i Special Tax Requirement WEBB will apply the RMA and calculate the annual special taxes to be levied for the current fiscal year WEBB will report this information to the City to assist in the budget review process WEBB will review the special tax requirement as it is defined in the RMA to ensure accurate cost recovery for the City I 1ca1djmlAgrcementslWebb Finance LLC CPD Services Ageement 2018 doe PS -1 1 (6127118) Ii Calculate Special Tax Rates With the use of our WebbSTARTM software, WEBB will calculate the special tax rates for all classifications and report this information to the City prior to submittal to the San Bernardino County Auditor -Controller's Office d Report Preparation I Annual Levy Report Once finalized, WEBB will provide the City with a hard copy and an electronic copy of the annual levy report containing the Information used to calculate the annual installment amount for each parcel, as well as a summary of the total annual levy for the CFD ii Assembly Bill (AB) 2109 WEBB will prepare all required reports pursuant to the recently enacted AB 2109 (Government Code Section 12463 2) This report is due annually, seven months after the close of the fiscal year, along with the City's annual Financing Transactions Report WEBB will inform and keep City Staff apprised of all aspects relating to this new bill e Enrollment of Special Taxes I Levy Requirement In consultation with the City, WEBB will determine the Levy requirement for the current fiscal year on or before August 10 11 Annual Levy Preparation and Submittal Each year WEBB will, in consultation with City Staff, determine the levy requirement for the current fiscal year WEBB will calculate and prepare the annual levy in the media, format, and configuration acceptable for direct submission to the San Bernardino County Auditor -Controller's Office prior to the statutory deadline and shall perform adjustments and corrections to the levies on the property tax rolls as necessary f Roll Changes and Adjusted Property Tax Bills 1 Changes to the Secured Tax Roll Upon determination that changes to the secured tax roll necessitate corrections/revisions after the deadline, WEBB will research, recalculate, and with the City's approval, rectify the Issue g Responses to Property Owner Questions I Primary Contact WEBB will serve as the initial and primary contact to the CFD's property owners, title companies and other interested parties regarding the CFD proceedings and annual installments A toll free telephone number, of WEBB's designation, will appear on the regular property tax bill, next to the CFD, to facilitate contact with the public WEBB will provide a toll free phone number for the City to refer property owners, title companies, and other interested parties to in regard to CFD proceedings and annual installments h Disclosure I Report Preparation WEBB will prepare, for the City's approval, any State and/or Federal Disclosure reporting requirements pertaining to the CFD, if applicable WEBB will provide an electronic and a hard copy of each report to the City for internal use ANNEXATION SERVICES a Annexation Boundary Map I 1ca1djmlAgreementslWebb Finance LLC CFD Services Ageement.2018 doe PS -1 I (6/27/I9) I Boundary Map Preparation WEBB's Engineers and GIS Specialists will prepare the annexation boundary map, illustrating the boundaries of territory proposed for inclusion in the CFD, capturing the entirety of any parcel subject to taxation by the CFD The map shall meet the requirements of the Mello -Roos Act and the San Bernardino County Recorder's Office Additionally, WEBB will record the map with the San Bernardino County Recorder's Office b Gathering Information I Land Use Classification WEBB will meet with the City's Staff, legal counsel, team of consultants and project proponents to confirm the annexation schedule of events, procedural and financial considerations, establish the appropriate land use classifications, and discuss and identify the boundaries of the proposed annexation WEBB will obtain the latest assessor's parcel maps and equalized tax roll information from the San Bernardino County Assessor's Office, and GIS shape files from our in-house GIS platform for the annexation ii Identify Boundaries WEBB's GIS Specialists will identify the boundaries of territory proposed for inclusion in the annexation capturing the entirety of any parcel subject to taxation by the annexation c Consulting Services I Consulting and Advising WEBB will provide consulting services and advise the City as necessary This includes due diligence to ensure accuracy in the process and provision of clear written documentation in our approach to structuring the RMA and the special tax roll To ensure and maintain quality assurance, WEBB has instituted an internal auditing and review policy that requires a minnnum of two individuals with the appropriate expertise to review and audit any information prior to dissemination of that information to the client WEBB will attend City Council meetings as well as informal meetings or hearings held for the purpose of disseminating information to the public WEBB will be fully prepared to present all necessary testimony and to respond to all public comments d Landowner Election i Owner Name Preparation WEBB will prepare a list of the owner names and acreages using the most current data available from the San Bernardino County Assessor's office u Registrar of Voters WEBB will obtain a certificate from the Registrar of Voters confirming whether there are, or are not, registered voters within the boundaries of the annexation e Notice of Special Tax Lien I Notice Preparation WEBB will provide a list of APNs for the Notice of Special Tax ADDITIONAL SERVICES NOT INCLUDED IN SCOPE OF SERVICE, INCLUDED IN ANNUAL FEE F Assembly Bill (AB) 2109 i Report Preparation WEBB will prepare all required reports pursuant to the recently enacted AB 2109 (Government Code Section 12463 2) This report is due annually, seven 11ca1djmlAgrccments\Webb Finance LLC CFD Services Ageement 2018 doc PS 1 1 (6127118) months after the close of the fiscal year, along with the City's annual Financing Transactions Report WEBB will inform and beep City Staff apprised of all aspects relating to this new bill 10 11caldjrn\Agreements\Webb Finance LLC CFD Services Ageement.2018 doc PS 1 1 (6/27/18) EXHIBIT "B" HOURLY RATE SCHEDULE Effective through December 31, 2019 PERSONNEL $/ Hr. Principal -in -charge ... $18300 Project Manager $13600 QA/QC Analyst .......... $13600 GIS Analyst ...... $10700 Financial Analyst 11ca1djmlAgreements\Webb Finance LLC CFD Services Ageement 2018 doc F5 I 1 (6127118) EXHIBIT "C" WORKERS' COMPENSATION INSURANCE CERTIFICATION Every employer, except the State, shall secure the payment of compensation in one or more of the following ways (a) By being insured against liability to pay compensation by one or more insurers duly authorized to write compensation insurance in this State (b) By securing from the Director of Industrial Relations, a certificate of consent to self -insure, either as an individual employer, or as one employer in a group of employers, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self -insure and to pay any compensation that may become due to his or her employees CHECK ONE I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for Workers' Compensation or to undertake self- insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work and activities required or permitted under this Agreement (Labor Code §1861.) I affirm that at all tunes, in performing the work and activities required or permitted under this Agreement, I shall not employ any person in any manner such that I become subject to the workers' compensation laws of California However, at any time, if I employ any person such that I become subject to the workers' compensation laws of California, immediately I shall provide the City with a certificate of consent to self -insure, or a certification of workers' compensation insurance I certify under penalty of perjury under the laws of the State of California that the information and representations made in this certificate are true and correct Webb Municipal Finance, LLC Date By Heidi Schoeppe President/Managing Director 12 1 1ca1djm\Agreements\Webb Finance LLC CFD Services Ageement.2018 doc