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HomeMy WebLinkAbout2010 CON Public Financial Management Group - Investment & Financial Advisory ServicesAGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND PUBLIC FINANCIAL MANAGEMENT, INC., A PUBLIC CORPORATION THIS AGREEMENT is entered into this 16TH day of MARCH, 2010, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and PUBLIC FINANCIAL MANAGEMENT, INC, a public corporation. RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide financial advisory services. WHEREAS, the CITY has determined that the CONSULTANT is a Financial Advisor and is qualified by experience and ability to perform the services desired by the CITY, and the CONSULTANT is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONSULTANT. The CITY hereby agrees to engage the CONSULTANT and the CONSULTANT hereby agrees to perform the services hereinafter set forth in accordance with all terms and conditions contained herein. The CONSULTANT represents that all services required hereunder will be performed directly by the CONSULTANT or under direct supervision of the CONSULTANT. 2. SCOPE OF SERVICES. The CONSULTANT will perform financial adivisory services, as detailed in Exhibit "A", as needed and requested by City. The CONSULTANT shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CITY may unilaterally, or upon request from the CONSULTANT, from time to time reduce or increase the Scope of Services to be performed by the CONSULTANT under this Agreement. Upon doing so, the CITY and the CONSULTANT agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services. 3. PROJECT COORDINATION AND SUPERVISION. Jeanette Ladrido, CPA, hereby is designated as the Project Coordinator for the CITY and will monitor the progress and execution of this Agreement. The CONSULTANT shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONSULTANT. Julio Morales thereby is designated as the Project Director for the CONSULTANT. 4. COMPENSATION AND PAYMENT. The compensation for the CONSULTANT shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The labor rates for work described in Exhibit "A " shall not exceed the rates listed in Exhibit "B". Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice. The total compensation under this Agreement shall not exceed forty -thousand dollars ($40,000) during the term of this Agreement. The CONSULTANT shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred and shall make such materials available at its office at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment under this Agreement, for inspection by the CITY and for furnishing of copies to the CITY, if requested. 5. ACCEPTABILITY OF WORK. The City shall decide any and all questions which may arise as to the quality or acceptability of the services performed and the manner of performance, the acceptable completion of this Agreement and the amount of compensation due. In the event the CONSULTANT and the City cannot agree to the quality or acceptability of the work, the manner of performance and/or the compensation payable to the CONSULTANT in this Agreement, the City or the CONSULTANT shall give to the other written notice. Within ten (10) business days, the CONSULTANT and the City shall each prepare a report which supports their position and file the same with the other party. The City shall, with reasonable diligence, determine the quality or acceptability of the work, the manner of performance and/or the compensation payable to the CONSULTANT. 6. LENGTH OF AGREEMENT. The duration of this Agreement is for the period of March 16, 2010 through June 30, 2012. 7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONSULTANT for this Project, whether paper or electronic, shall become the property of the CITY for use with respect to this Project, and shall be turned over to the CITY upon completion of the Project, or any phase thereof, as contemplated by this Agreement. Contemporaneously with the transfer of documents, the CONSULTANT hereby assigns to the CITY and CONSULTANT thereby expressly waives and disclaims, any copyright in, and the right to reproduce, all written material, drawings, plans, specifications or other work prepared under this agreement, except upon the CITY's prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CONSULTANT shall, upon request of the CITY, execute any further document(s) necessary to further effectuate this waiver and disclaimer. The CONSULTANT agrees that the CITY may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium or method utilize the CONSULTANT's written work product for the CITY's purposes, and the CONSULTANT expressly waives and disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual property and artistic works. Any modification or reuse by the CITY of documents, drawings or specifications prepared by the CONSULTANT shall relieve the CONSULTANT from liability under Section 14 but only with respect to the effect of the modification or reuse by the CITY, or for any liability to 2 City's Standard Agreement — June 2008 revision the CITY should the documents be used by the CITY for some project other than what was expressly agreed upon within the Scope of this project, unless otherwise mutually agreed. 8. INDEPENDENT CONSULTANT. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners or joint venturers with one another. Neither the CONSULTANT nor the CONSULTANT's employees are employee of the CITY and are not entitled to any of the rights, benefits, or privileges of the CITY's employees, including but not limited to retirement, medical, unemployment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONSULTANT and the CONSULTANT's employees, and it is recognized by the parties that a substantial inducement to the CITY for entering into this Agreement was, and is, the professional reputation and competence of the CONSULTANT and its employees. Neither this Agreement nor any interest herein may be assigned by the CONSULTANT without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONSULTANT from employing or hiring as many employees, or sub-CONSULTANT's, as the CONSULTANT may deem necessary for the proper and efficient performance of this Agreement. All agreements by CONSULTANT with its sub/CONSULTANT(s) shall require the subCONSULTANT to adhere to the applicable terms of this Agreement. 9. CONTROL. Neither the CITY nor its officers, agents or employees shall have any control over the conduct of the CONSULTANT or any of the CONSULTANT's employees except as herein set forth, and the CONSULTANT expressly agrees not to represent that the CONSULTANT or the CONSULTANT's agents, servants, or employees are in any manner agents, servants or employees of the CITY, it being understood that the CONSULTANT, its agents, servants, and employees are as to the CITY wholly independent CONSULTANTs and that the CONSULTANT's obligations to the CITY are solely such as are prescribed by this Agreement. 10. COMPLIANCE WITH APPLICABLE LAW. The CONSULTANT, in the performance of the services to be provided herein, shall comply with all applicable State and Federal statutes and regulations, and all applicable ordinances, rules and regulations of the City of National City, whether now in force or subsequently enacted. The CONSULTANT, and each of its subCONSULTANT's, shall obtain and maintain a current City of National City business license prior to and during performance of any work pursuant to this Agreement. 11. LICENSES, PERMITS, ETC. The CONSULTANT represents and covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. The CONSULTANT represents and covenants that the CONSULTANT shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, or approval which is legally required for the CONSULTANT to practice its profession. 12. STANDARD OF CARE. A. The CONSULTANT, in performing any services under this Agreement, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the CONSULTANT's trade or profession currently practicing under similar conditions and in similar locations. The CONSULTANT shall take all special precautions necessary to protect the CONSULTANT's employees and members of the public from risk of harm arising out of the nature of the work and/or the conditions of the work site. 3 City's Standard Agreement — June 2008 revision B. Unless disclosed in writing prior to the date of this agreement, the CONSULTANT warrants to the CITY that it is not now, nor has it for the five (5) years preceding, been debarred by a governmental agency or involved in debarment, arbitration or litigation proceedings concerning the CONSULTANT's professional performance or the furnishing of materials or services relating thereto. C. The CONSULTANT is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONSULTANT has been retained to perform, within the time requirements of the CITY, or, when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONSULTANT has notified the CITY otherwise, the CONSULTANT warrants that all products, materials, processes or treatments identified in the project documents prepared for the CITY are reasonably commercially available. Any failure by the CONSULTANT to use due diligence under this sub -paragraph will render the CONSULTANT liable to the CITY for any increased costs that result from the CITY's later inability to obtain the specified items or any reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. 13. NON-DISCRIMINATION PROVISIONS. The CONSULTANT shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONSULTANT will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause. 14. CONFIDENTIAL INFORMATION. The CITY may from time to time communicate to the CONSULTANT certain confidential information to enable the CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY. The CONSULTANT shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided herein. The foregoing obligation of this Section 13, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONSULTANT, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONSULTANT without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONSULTANT by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONSULTANT shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CITY. In its performance hereunder, the CONSULTANT shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. CONSULTANT shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 14. 4 City's Standard Agreement — June 2008 revision 15. INDEMNIFICATION AND HOLD HARMLESS. The CONSULTANT agrees to defend, indemnify, and hold harmless the City of National City, its officers and employees, against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONSULTANT's negligent performance of this Agreement. 16. WORKERS' COMPENSATION. The CONSULTANT shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Government Code and all amendments thereto; and all similar state or Federal acts or laws applicable; and shall indemnify, and hold harmless the CITY and its officers, and employees from and against all claims, demands, payments, suits, actions, proceedings and judgments of every nature and description, including reasonable attorney's fees and defense costs presented, brought or recovered against the CITY or its officers, employees, or volunteers, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by the CONSULTANT under this Agreement. 17. INSURANCE. The CONSULTANT, at its sole cost and expense, shall purchase and maintain, and shall require its subCONSULTANTs, when applicable, to purchase and maintain throughout the term of this agreement, the following insurance policies: ® A. If checked, Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence. B. Automobile insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $1,000,000 combined single limit per accident. Such automobile insurance shall include owned, non -owned, and hired vehicles ("any auto"). C. Commercial general liability insurance, with minimum limits of $1,000,000 per occurrence/$2,000,000 aggregate, covering all bodily injury and property damage arising out of its operations under this Agreement. D. Workers' compensation insurance in an amount sufficient to meet statutory requirements covering all of CONSULTANT'S employees and employers' liability insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed with a waiver of subrogation in favor of the City. Said endorsement shall be provided prior to commencement of work under this Agreement. If CONSULTANT has no employees subject to the California Workers' Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said Declaration shall be provided to CONSULTANT by CITY. E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, employees, and volunteers, so that any other policies held by the CITY shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY of cancellation or material change. F. Said policies, except for the professional liability and workers' compensation policies, shall name the CITY and its officers, agents and employees as additional insureds, and separate additional insured endorsements shall be provided. G. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONSULTANT shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must be on or before the date of this Agreement. 5 City's Standard Agreement — June 2008 revision H. Any aggregate insurance limits must apply solely to this Agreement. Insurance shall be written with only California admitted companies which hold a current policy holder's alphabetic and financial size category rating of not less than A VIII according to the current Best's Key Rating Guide, or a company equal financial stability that is approved by the City's Risk Manager. In the event coverage is provided by non -admitted "surplus lines" carriers, they must be included on the most recent California List of Eligible Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements. J. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the CITY's Risk Manager. If the CONSULTANT does not keep all of such insurance policies in full force and effect at all times during the terms of this Agreement, the CITY may elect to treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. K. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. 18. LEGAL FEES. If any party brings a suit or action against the other party arising from any breach of any of the covenants or agreements or any inaccuracies in any of the representations and warranties on the part of the other party arising out of this Agreement, then in that event, the prevailing party in such action or dispute, whether by final judgment or out -of -court settlement, shall be entitled to have and recover of and from the other party all costs and expenses of suit, including attorneys' fees. For purposes of determining who is to be considered the prevailing party, it is stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not be considered in determining the amount of the judgment or award. Attorney's fees to the prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual amount of attorney's fees incurred by the prevailing party. 19. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of the American Arbitration Association (the "AAA") before resorting to arbitration. The costs of mediation shall be borne equally by the parties. Any controversy or claim arising out of, or relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be settled by arbitration in San Diego, California, in accordance with the Commercial Arbitration Rules of the AAA then existing. Any award rendered shall be final and conclusive upon the parties, and a judgment thereon may be entered in any court having jurisdiction over the subject matter of the controversy. The expenses of the arbitration shall be borne equally by the parties to the arbitration, provided that each party shall pay for and bear the costs of its own experts, evidence and attorneys' fees, except that the arbitrator may assess such expenses or any part thereof against a specified party as part of the arbitration award. 20. TERMINATION. A. This Agreement may be terminated with or without cause by the CITY. Termination without cause shall be effective only upon 60-day's written notice to the CONSULTANT. During said 60-day period the CONSULTANT shall perform all services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the CITY for cause in the event of a material breach of this Agreement, misrepresentation by the 6 City's Standard Agreement — June 2008 revision CONSULTANT in connection with the formation of this Agreement or the performance of services, or the failure to perform services as directed by the CITY. C. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONSULTANT as provided for herein. D. In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONSULTANT, whether paper or electronic, shall immediately become the property of and be delivered to the CITY, and the CONSULTANT shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of the Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused the CITY by the CONSULTANT's breach, if any. Thereafter, ownership of said written material shall vest in the CITY all rights set forth in Section 6. E. The CITY further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONSULTANT; (2) a reorganization of the CONSULTANT for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONSULTANT. 21. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: To CITY: To CONSULTANT: Jeanette Ladrido, CPA Finance Director City of National City 1243 National City Boulevard National City, CA 91950-4301 Julio Morales Senior Managing Consultant Publilc Financial Management, Inc., a public corproation 633 West Fifth Street, Suite 6700 Los Angeles, CA 90071 Notice of change of address shall be given by written notice in the manner specified in this Section. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to constitute receipt of the notice, demand, request or communication sent. Any notice, request, demand, direction or other communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-eight (48) hours by letter mailed or delivered as specified in this Section. 7 City's Standard Agreement — June 2008 revision 22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONSULTANT shall not perform services of any kind for any person or entity whose interests conflict in any way with those of the City of National City. The CONSULTANT also agrees not to specify any product, treatment, process or material for the project in which the CONSULTANT has a material financial interest, either direct or indirect, without first notifying the CITY of that fact. The CONSULTANT shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONSULTANT shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the CITY in which the CONSULTANT has a financial interest as defined in Government Code Section 87103. The CONSULTANT represents that it has no knowledge of any financial interests that would require it to disqualify itself from any matter on which it might perform services for the CITY. ❑ If checked, the CONSULTANT shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically, the CONSULTANT shall file a Statement of Economic Interests with the City Clerk of the City of National City in a timely manner on forms which the CONSULTANT shall obtain from the City Clerk. The CONSULTANT shall be strictly liable to the CITY for all damages, costs or expenses the CITY may suffer by virtue of any violation of this Paragraph 21 by the CONSULTANT. 23. MISCELLANEOUS PROVISIONS. A. Computation of Time Periods. If any date or time period provided for in this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday or federal, state or legal holiday. B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof. D. No Obligations to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto. E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. F. Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the parties hereto. G. Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof. H. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Entire Agreement. This Agreement supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent or representative 8 City's Standard Agreement — June 2008 revision of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. J. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. K. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and (vi) any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. CITY OF TIONAL CITY By: on Morrison, Mayor APPROVED AS TO FORM: George H. Eiser, III City Attorney 9 THE PUBLIC FINANCIAL MANAGEMENT GROUP, INC. , a public corporation (Corporation — signatures of two corporate officers) (Partnership — one signature) (Sole pro.rietorship — one signature) ame)) (Print) (Title) /14 6. Met By: (Name) (Print) (Title) City's Standard Agreement — June 2008 revision Exhibit A Public Financial Management, Inc., a public corporation Scope of Services • Financial Planning and Debt Management. 1) Assist and advise with the implementation of a long-range financial plan for the City/CDC. Development of the plan may include: a) Establishing policies and procedures; b) Identifying and evaluating objectives; c) Reviewing and analyzing cost effective alternatives for financing the City/CDC's operating and capital requirements; and d) Estimating revenue and financing requirements. 2) Assist and advise the City/CDC in managing short and long term debt programs. • Capital Budget Programming 1) Assist and advise the City/CDC with the implementation of a multi -year capital budget. Development of the budget may include: a) Establishing policies and procedures; b) Review of current and potential future revenue sources and determination of funding capacities; c) Identification of pending capital improvement expenditures; d) Identification of funding options, including "pay-as-you-go" alternatives, cash, grants and the appropriate use of debt; e) Projection of operating and maintenance costs related to proposed capital projects; and f) Examination of related fiscal and credit rating impacts. • Debt Issue Development and Oversight. 1) Planning & Development a) Analyze alternatives for structuring the proposed financing and establishing the terms of the sale to strengthen marketability. b) Recommend the best method of sale, competitive or negotiated, considering current economic and market conditions and the character of the financing. c) Consult with rating agencies on the proposed financing and assist the City/CDC in obtaining the most favorable rating possible. d) Coordinate the work and act as a liaison with bond counsel and other professionals. 2) Marketing e) Advise on the appropriate terms and conditions of the bond sale. f) Advise on the timing of the bond sale. g) Assist in the preparing the City/CDC's Official Statements and coordinating review with the City/CDC and Bond Counsel. h) Advise the City/CDC on full disclosure requirements and conformance to suggested guidelines. i) Assist in publicizing the bond sale to develop regional public and institutional interest. j) Advise on the most appropriate formats for bidding. Exhibit B Public Financial Management, Inc., a public corporation Compensation and Payment The rates for general financial advisory services are summarized below: Title Hourly Rate Managing Director 350.00 Senior Managing Consultant 295.00 Consultant 225.00 In addition to the hourly and flat bond transaction fees and upon approval of the City, the Consultant may be reimbursed for all out-of-pocket expenses on an actual cost basis. Expenses include items such as travel, parking, meals, express mail delivery services, telephone, photocopying, outside graphic fees, etc. For individual bond transactions, PFM will work with the City to determine a not to exceed fee, plus expenses. Liability Insurance Endorsement Policy Period NOVEMBER 30, 2009 TO NOVEMBER 30, 2010 Effective Date MARCH 1 1, 2010 Policy Number 3536-39-50 DTO Insured PUBLIC FINANCIAL MANAGEMENT, INC Name of Company GREAT NORTHERN INSURANCE COMPANY This Endorsement applies to the following forms: GENERAL LIABILITY Who Is An Insured Scheduled Person or Organization Under Who Is An Insured, the following provision is added: Subject to all of the terms and conditions of this insurance, any person or organization shown in the Schedule, acting pursuant to a written contract or agreement between you and such person or organization, is an insured; but they are insureds only with respect to liability arising out of your operations, or your premises, if you are obligated, pursuant to such contract or agreement, to provide them with such insurance as is afforded by this policy. However, no such person or organization is an insured with respect to any: • assumption of liability by them in a contract or agreement. This limitation does not apply to the liability for damages for injury or damage, to which this insurance applies, that the person or organization would have in the absence of such contract or agreement. • damages arising out of their sole negligence. Scheduled Person or Organization City of National City and Community Development Commission of the City of National City, its elected officials, officers, agents, and employees 1243 National City l3oulcvard National City, CA 91 950-4301 All other terms and conditions remain unchanged. Liability Insurance Additional Insured- Scheduled Person Or Organization continued 80-02-2367 (Rev. 8-04) Endorsement Page t WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY WC 124 (4-84) WC 00 03 13 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following "attaching clause" need be completed only when this endorsement is issued subsequent to preparat ion of the policy.) This endorsement, effective on 03/11110 at 12:01 A. M. standard time, forms a part of (DATE) Policy No. (D9)7154-24-35 of the PACIFIC INDEMNITY COMPANY (NAME OF INSURANCE COMPANY) issued to PUBLIC FINANCIAL MANAGEMENT, INC 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. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us. This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. Schedule For loss to which this insurance applies, any person or organization, provided the insured has waived their rights of recovery against such person or organization in a written contract or agreement that is executed before such loss. To the extent that the insured's rights to recover all of part of any payment made under this insurance have riot been waived, those rights are transferred to us. City of National City and Community Development Commission of the City of National City, its elected officials, officers, agents, and employees 1243 National City Boulevard National City, CA 91950-4301 WC 124 (4-84) WC009313 Copyright 1983 National Council on Compensation Insurance. Page 1 of 1 ACC) DR CERTIFICATE OF LIABILITY INSURANCE PRODUCER Phone: 212-344-2444 Frank Crystal & Co., Inc. Financial Square 32 Old Slip New York NY 10005 DATE (MM/DO/YYYY) 3/15/2N.0 Fax 212-509-1292 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIL # wsusssA Indian Harbor Insurance CO, 36990 INSURER B. INSURER C. .____.__ _1__. INSURER D'. INSURER E: INSURED Public Financial Management, Inc. Two Logan Square, Suite 1600 l8th and Arch Streets Philadelphia PA 19103 COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION GE ANY CERTIFICATE MAY BE ISSUFD OR MAY PERTAIN, THE INSURANCE AFFORDED TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE THE INSURED CONTRACT OR OTHER BY THE LIMITS SHOWN POLICY EFFECTIVE DATE EM1 DOYYYY1 NAMED ABOVE FOR DOCUMENT POLICIES DESCRIBED MAY HAVE BEEN POLICY EXPIRATION DATE(MMlODYYYY) THE POLICY PER :CD INDICATE1D. 'AITH RESPECT TO NHICH THIS HEREIN IS SUBJECT 'ro ALL THE REDUCED EY PAID CLAIMS. LIMITS INSR ADD POLICY NUMBER N NSR TYPE OF INSURANCE GENERAL LIABILITY EACH OCCURRENCE _ DAMAGE 1O RENTED-"-" $ .. _. COMMERCIAL GENERAL LIABILITY _.._ PREMISF$,[E. a'......ce) $„-..._.. .. _........___._ CLANS MADE [-1 OCCUR MED EXP (Any One Roman) 1 S PERSONAL SADV INJURY $ GENERAL FGGREGATE._...... S__.__...... ... _.___...... GENL — AGGREGATE LIMIT APPLIES PER: PRODUCTS COMPLOP AGG S POLICY Jr-_ 1I PRO i j1 IOC 1 JFCT AUTOMOBILE LIABILITY _..._ COMBINED SINGLE LIMIT (Ea aer 1IC l) �.._. ANY AUTO ..._.____.. _. _.. _.... _. __.. -- ALL OWNED AUTOS BODILY INJURY S (Po perso[1 SCHEDULED AUTOS __.__— HIRED AUTOS BODILY INJURY S (Per accident) NON -OWNED AUTOS _... _...__. ._.-_.....__ __. ____ __......... PROPERTY DAMAGE 5 (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT ..._..,,.._ 5 —..� EA ACC I5_........ R Y..._ OTAUTO ANY AUTO --- AUTO ONLY: AGG ; S EXCESS I UMBRELLA LIABILITY EACH OCCURRENCE __J OCCUR L_ l CLAIMS MADE AGGREGATE __ _.....__... $ DEDUCTIBLE RETENTION S WORKERS COMPENSATION WC STATU- i OTN- AND EMPLOYERS' LIABILITY E.L. EACH ACCIDENT S ANY PROPRIETOR/PARTNER/EXECUTIVE! E.L.DISEASE EA EMPLOYEE __.LO._.__—._.___ M OFFICER/MEMBER EXCLUDED? 1 (Mandatory In NH) $ __.__._.._.... It yes. de criee Under PROVISIONS below E.L. DISEASE -POLICY LIMIT $ Fy S SPECIAL OTHER ELU11455709 11/30/2009 11/30/2010 Limit of Liability $115,000,000 Professional Liability DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS Evidence of Coverage only. The Professional Liability Policy is non -cancelable by the Insurer except for non-payment of preen;urn. CERTIFICATE HOLDER City of National City and Community Development Commission of the City of National City 1243 National City Boulevard National City CA 91950-4301 SHOULD ANY OF TIE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO D0 SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER., ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE (1J., „ Q (} ,4 ACORD 25 (2009/01) 01988.2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD IMPORTANT It the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions cf 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). DISCLAIMER This Certificate of Insurance does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2009101) Liability Insurance Endorsement Policy Period NOVEMBER 30, 2009 TO NOVEMBER 30, 2010 Effective Date MARCH II, 2010 Policy Number 353G-39-50 DTO Insured PUBLIC FINANCIAL MANAGEMENT, INC Name of Company GREAT NORTHERN INSURANCE COMPANY This Endorsement applies to the following forms: GENERAL LIABILITY Who Is An Insured Scheduled Person or Organization Under Who Is An insured, the following provision is added: Subject to all of the terms and conditions of this insurance, any person or organization shown in the Schedule, acting pursuant to a written contract or agreement between you and such person or organization, is an insured; but they are insureds only with respect to liability arising out of your operations, or your premises, if you are obligated, pursuant to such contract or agreement, to provide them with such insurance as is afforded by this policy. However, no such person or organization is an insured with respect to any: assumption of liability by them in a contract or agreement. This limitation does not apply to the liability for damages for injury or damage, to which this insurance applies, that the person or organization would have in the absence of such contract or agreement. damages arising out of their sole negligence. Scheduled Person or Organization City of National City and Community Development Commission ofthc City of National City, its elected officials, officers, agents, and employees 1243 National City Boulevard National City, CA 91950-4301 A11 other terms and conditions remain unchanged. Liability Insurance Additional insured- Scheduled Person Or Organization continued 80-02-2367 (Rev, 8-04) Endorsement Page 1 ACCP pR CERTIFICATE OF LIABILITY INSURANCE PRODUCER phone: 212-344-2444 Frank Crystal & Co., Inc. Financial Square 32 01d Slip New York NY 10005 Fax: 212-509-1292 INSURED Public Financial Management, Inc. Two Logan Square, Suite 1600 18th and Arch Streets Philadelphia PA 19103 DATE (MM/OD'YYYYI 3/15/2010 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC 11 INSURER A' Federal Insurance Company 20281 INsuRERB:Creat Northern ins. Co, 2.0303. IN$uRER INSJRER D INSURER E THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITTOM OE ANY CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED 'PERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE 'I HE INSURED CONTRACT OR OTHER SY THE LIMITS SHOWN POLICY EFFECTIVE DATE IMMrDO/YYYY) NAMED ABOVE FOR DOCUMENT POLICIES DESCRIBED MAY HAVE BDEN POLICY EXPIRATION DATE IMM/DO(YYYYI THE POLICY PERIOD INDICATED,. WITH RESPECT To WH1CIi TIIIS HEREIN .IS SU©JEC'F 'I'0 iAL,i, THE REDUCED BY PAID CLAIMS LIMITS INSR��AADO'L LTR INSRG TYPE OF INSBRANCE POLICY NUMBER B Iij GENERAL --- X LIABILITY COMMERCIAL GENJERAILIAB'•LITY 35363950 11/30/2009 11/30/2010 EACHOCCURRENCE_ )S], DAMAGE TO RENTED ' PREMISES jpaoccurrence-) 1 MED EXP(Anyone person) 1 PERSONALBADV INJURY , GENERAL AGGREGATE 152, PRODUCTS • COMPrOPAGG Q_0(Z 000 U. S 10, 000 51, 000, 000 000, 000 _. S I nc1uded 7 CLAIMS MADE V1 OCCUR GEML X� AGGREGATE LIMIT APPLIES PER. ....— JECT 1 LOC POLICY PRO- A AUTOMOBILELIABIUTY X X ANY AUTO ALL OWIJEDAUTOS 73248555 11/30/2009 11/30/2010. COMBINEDSINGLE LIMIT (Ea accident) BODILY INJURY (Per person) P,OOiLY INJURY (Per accident) I S 1, 000, 000 S 4 S PROPERTY DAMAGE {Per acc,den1) GARAGE LIABILITY ANY AUTO AUTO ONLY EAACCIUENI OTHER THAN EA ACC AUTO ONLY AGG S S S j.) EXCESS IUMBRELLA LIABILITY `71 OCCUR 17.1 CLAIMS MADE _1 DEDUCTIBLE RETENTION S 79774080 ;11/30/2009 11/30/2010 EACH OCCURRENCE AGGREGATE S1.0_,000,.00.0 S 10, 000, 000 IS I S S B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE— OFFICER/MEMBER EXCLUDED/ (Mandatory in NH) --- IT yes. descnbe under SPECIAL PROVISIONS below 71642435 11/30/2009 11/30/2010 X I WC STATU OTH ZORYLUELS, _ER E.i EACH ACCIDENT _...... .__. .__- IS 1, 000, 000 S 1, 00 0_, 000 II _ . f S 1, 000, 000 E,L. DISEASE _EA EMPLOYER E.L. DISEASE- POLICY LIMIT' OTHER DESCRIPTION OF OPERATIONS / LOCATIONS r VEHIC'.ES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS It .s hereby understood and agreed that. _Te City of National. Ci :.y and Community Development COtlttla scion of the City oL ,Jational City, its elected officials, officers, agents, and empleyeesare included as Additional Insureds with respect to General Liability and Non -Owned 11 Hired Automobile coverage only. This insurance shall be primary and non-contributory. See Attached — CERTIFICATE HOLDER City of National City and Community Development Commission Of the City of National City 1243 National City Boulevard National City, CA 91950-4301 CANCELLATION3 0 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. AUTHORIZED REPRESFIJTATIVE,+ 04 /) ACORD 25 (2009/01) 01988-2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER This Certificate of Insurance does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2009/01) DESCRIPTIONS Continued. Evidence of coverage only: - Workers Compensation RESOLUTION NO. 2010 — 40 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT WITH PUBLIC FINANCIAL MANAGEMENT GROUP TO PROVIDE FINANCIAL ADVISORY SERVICES FROM MARCH 16, 2010 THROUGH JUNE 30, 2012 FOR AN AMOUNT NOT TO EXCEED $40,000 WHEREAS, the City of National City desires to retain a consultant to provide financial advisory services; and WHEREAS, Public Financial Management Group (PFM) is a public finance advisory firm that is well -experienced and skilled in providing the type of services desired by the City, and is willing to enter into an agreement to provide such services in an amount not to exceed $40,000. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby authorizes the Mayor to execute an agreement in the not to exceed amount of $40,000 with Public Financial Management Group to provide financial advisory services. Said agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 16th day of March, 2010. on Morrison, Mayor ATTEST: ael R. Dall f N Mi a, City Clerk APPROVED AS TO FORM: �7r George H. Eiser, III City Attorney Passed and adopted by the Council of the City of National City, California, on March 16, 2010 by the following vote, to -wit: Ayes: Councilmembers Morrison, Parra, Sotelo-Solis, Van Deventer, Zarate. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: RON MORRISON Mayor of the City of ational City, California !i City CI-rk of the City of ational City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2010-40 of the City of National City, California, passed and adopted by the Council of said City on March 16, 2010. City Clerk of the City of National City, California By: Deputy CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT a0\0 • 11 MEETING DATE: March 16, 2010 AGENDA ITEM NO. 13 .TEM TITLE: Resolution of the City of National City authorizing the Mayor to execute an agreement with the Public Financial Management (PFM) Group to provide as needed independent investment and financial advisory services from March 16, 2010 through June 30, 2012 for an amount not to exceed $40,000 PREPARED BY: Jeanette Ladrido, CP \ - DEPARTMENT: Finance PHONE: 619-336-4331 APPROVED BY: EXPLANATION: On February 15, 2010, Councilmember VanDeventer, the Community Development Executive Director, the Finance Director and the Financial Services Officer interviewed six (6) qualified financial advisory companies for both the City and Community Development Commission. Staff selected PFM to provide Financial Advisory Services for the period of March 16, 2010 through June 30, 2012. PFM's core business purpose is to provide independent investment and financial advice to state and local government agencies. In addition to bond issuances and investment of monies, PFM provides a variety of financial and strategic matters. National City currently has $46.4 million in cash and investments. PFM will review the cash and investments to ensure the safety, liquidity and maximum yield of these funds. FINANCIAL STATEMENT: ACCOUNT NO. 632-404-045-213-0000 APPROVED: APPROVED: Finance MIS Funds are available in the Finance Department's Expert and Consultant Services account in an amount not to exceed $20,000 in FY 09/10 and $20,000 in FY 10/11. ENVIRONMENTAL REVIEW: N/A ORDINANCE: INTRODUCTION: FINAL ADOPTION: STAFF RECOMMENDATION: Staff recommends hiring PFM as the City's independent financial advisor to include investment advisory and all areas identified in Exhibit A. BOARD / COMMISSION RECOMMENDATION: ATTACHMENTS: y, ,rc;+�V1'0t-' \o. solution Professional Services Agreement OFFICE OF THE CITY CLERK 1243 National City Blvd. National City, California 91950 Michael R. Della, CMC - City Clerk 619-336-4228 phone • 619-336-4229 fax March 23, 2010 Mr. Julio Morales Public Financial Management Group 633 West Fifth Street, Suite 6700 Los Angeles, CA 90071 Dear Mr. Morales, On March 16th, 2010, Resolution No. 2010-40 was passed and adopted by the City Council of the City of National City, authorizing execution of an agreement with Public Financial Management Group. We are enclosing for your records a certified copy of the above Resolution and a fully executed original agreement. Michael R. Dalla, CMC City Clerk Enclosures cc: Finance Dept.