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HomeMy WebLinkAboutCC Resolution 11875 (Sales Tax Audit Services; Hinderliter, De Llamas)RESOLUTION NO. 11875 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL APPROVING AND AUTHORIZING THE MAYOR TO EXECUTE AN AMENDMENT TO THE AGREEMENT BETWEEN THE CITY AND HINDERLITER, DE LLAMAS AND ASSOCIATES FOR SALES TAX AUDIT AND INFORMATION SERVICES SO AS TO 1) EXTEND THE TERM OF THE AGREEMENT AND 2) TO AMEND THE SCOPE OF SERVICES TO INCLUDE EXAMINATION OF CITY TRANSACTIONS AND USE TAX RECORDS WHEREAS, pursuant to Resolution No. 10752, the City of San Rafael entered into an agreement with Hinderliter, de Llamas and Associates to provide the City with sales tax audit and information services; and WHEREAS, the City desires to amend said agreement to 1) renew the agreement for an additional three years, expiring December 31, 2008, and 2) amend the scope of services provided by the contractor to include examination of City's transactions and use tax records. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN RAFAEL HEREBY RESOLVES AS FOLLOWS: The City Council of the City of San Rafael hereby approves and authorizes the Mayor to execute an amendment to the Agreement between Hinderliter, de Llamas and Associates for sales tax audit and information services so as 1) to extend the term of the agreement for an additional three years, expiring December 31, 2008, and 2) to amend the scope of services to include examination of the City's transactions and use tax records, in a form to be approved by the City Attorney. I, Jeanne M. Leoncini, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the San Rafael City Council held on the 17th day of January, 2006, by the following vote to wit: AYES: Councilmembers: Cohen, Heller, Miller, Phillips and Mayor Boro NOES: Councilmembers: None ABSENT: Councilmembers: None JEAWE M. LEONCINI, City Clerk AGREEMENT BETWEEN THE CITY OF SAN RAFAEL AND HINDERLITER, DE LLAMAS AND ASSOCIATES FOR SALES TAX AND TRANSACTIONS AND USE TAX AUDIT AND INFORMATION SERVICES This Agreement is made and entered into the 17th day of January, 2006, by and between the CITY OF SAN RAFAEL (hereinafter "CITY"), and HINDERLITER, DE LLAMAS AND ASSOCIATES, INC. (hereinafter "CONTRACTOR"). RECITALS WHEREAS, pursuant to Resolution No. 10752, the City of San Rafael entered into an agreement with Hinderliter, de Llamas and Associates to provide the City with sales tax audit and information services; and WHEREAS, pursuant to Resolution No. 11875, the City amended said agreement to 1) renew the agreement for an additional three years, expiring December 31, 2008, and to 2) expand the scope of services to include examination of City's transactions and use tax records in connection with the City's new Transactions and Use Tax enacted by the voters on November 8, 2005; and WHEREAS, CONTRACTOR has the expertise, training and experience to perform and is willing and able to continue to perform tax audit and information services for CITY; AGREEMENT NOW, THEREFORE, the parties hereby agree as follows: 1. PROJECT COORDINATION. A. CITY. The City Manager shall be the representative of the CITY for all purposes under this Agreement. The CITY's Finance Director is hereby designated the PROJECT MANAGER for the CITY, and said PROJECT MANAGER shall supervise all aspects of the progress and execution of this Agreement. B. CONTRACTOR. CONTRACTOR shall assign a single PROJECT DIRECTOR to have overall responsibility for the progress and execution of this Agreement for CONTRACTOR. Lloyd de Llamas is hereby designated as the PROJECT DIRECTOR for CONTRACTOR. Should circumstances or conditions subsequent to the execution of this Agreement require a substitute PROJECT DIRECTOR for any reason, the CONTRACTOR shall notify the CITY within ten (10) business days of the substitution. 2. "SALES TAX" DEFINED The term "sales tax", wherever that term is used in this Agreement, shall mean both the City's Sales and Use tax and the City's Transactions and Use tax. 3. DUTIES OF CONTRACTOR. CONTRACTOR shall perform the duties and/or services as follows: A. Sales Tax and Economic Analysis 1. CONTRACTOR shall establish a special database that identifies the name, address and quarterly allocations of the major sales tax producers within the CITY for the most current and previous four quarters from the date of this Agreement. Major sales tax producers are defined as those businesses meeting a quarterly revenue threshold determined by CITY. Since 100% of the business outlets registered with the Board of Equalization (BOE) are tracked monthly, this major producers database is designed to highlight the activities of major businesses. A second database covering the same period will be established showing total sales tax receipts for each business category identified by the BOE. These databases will be utilized to generate special reports to the CITY on: major sales tax producers by rank and category, analysis of sales tax activity by category, business district or redevelopment area specified by CITY, analysis or reporting aberrations and per capita and outlet comparisons with state-wide sales. 2. CONTRACTOR shall provide up -dated reports each quarter identifying changes in sales by major outlets and by category; area growth and decline comparisons; and current graphics, tables and top 100 listings. Quarterly aberrations due to State audits, fund transfers and receivables along with late or double payments will be identified. 3. CONTRACTOR shall additionally provide an analysis for CITY of its Redevelopment Agency to share with Chambers of Commerce and other economic development interest groups that analyze CITY's sales tax trends by major groups and geographic areas without disclosing confidential information. 4. CONTRACTOR shall provide annual reports for the Administrator and City Council identifying historical growth comparisons with state, county, selected city averages and C.P.I. indices; top producer listings and composition and volatility of the economic base. Annual reconciliation worksheets to assist Finance Officers with budget forecasting shall also be provided. 2 5. CONTRACTOR shall make available to CITY staff the HdL DATA computer program and database containing sellers permit information for all in -city business outlets registered with the BOE. In addition, CONTRACTOR shall process for CITY the monthly registration and allocation files provided by the BOE in magnetic media. Printouts of registration changes and dollars allocated by business name and number shall be provided from these files on a monthly basis. B. Allocation Audit and Recovery 1. CONTRACTOR shall conduct an initial and on-going sales tax audit in order to identify and correct "point-of-sale" distribution errors and thereby generate previously unrealized sales tax income for CITY. Common errors that will be monitored and corrected include: transposition error resulting in misallocations; erroneous consolidation of multiple outlets; misreporting of "point-of-sale" from the wrong location; delays in reporting new outlets; misidentifying transactions as a "use tax" rather than a "sales tax"; and erroneous fund transfers and adjustments. 2. CONTRACTOR shall initiate contacts with the appropriate sales management and accounting officials in companies that have businesses where a probability of error exists to verify whether current tax receipts accurately reflect the local sales activity. Such contacts will be conducted in a manner to encourage local business retention and expansion. 3. CONTRACTOR shall prepare and submit to the BOE all information necessary to correct any allocation errors that are identified and shall follow-up with the individual businesses and the BOE to ensure that all back quarter payments due the CITY are recovered. 4. If during the course of its audit CONTRACTOR finds businesses located within CITY that are properly reporting sales tax but have the potential for modifying their operation to provide an ever greater share to the CITY, CONTRACTOR shall work with those businesses and CITY to encourage such changes. C. Ongoing Consultation CONTRACTOR shall work with CITY and Redevelopment Agency staffs on questions related to tenant mix alternatives for maximum sales tax returns; advise CITY business license staff on utilization of reports to enhance business license collection efforts; provide sales tax projections on specific projects for redevelopment negotiation and CITY budget purposes; and provide sample reports, letters and programs to enhance the sales tax base through improved economic development efforts. 3 D. Confidentiality Section 7056 of the California Revenue and Taxation Code specifically limits the disclosure of confidential taxpayer information contained in the records of the BOE. This section specifies the conditions under which a City may authorize persons other than CITY officers and employees to examine State Sales and Use Tax records. The following conditions specified in California Revenue and Taxation Code section 7056 (b)(1) are hereby made part of this Agreement. 2. CONTRACTOR is authorized by this Agreement to examine sales or transactions and use tax records of the BOE provided to CITY pursuant to contract under the Bradley -Burns Uniform Sales and Use Tax Law. 3. CONTRACTOR is required to disclose information contained in, or derived from, those sales or transactions and use tax records only to an officer or employee of CITY who is authorized by resolution to examine the information. 4. CONTRACTOR is prohibited from performing consulting services for a retailer as defined in California Revenue and Taxation Code section 6015, during the term of this Agreement. 5. CONTRACTOR is prohibited from retaining the information contained in, or derived from those sales or transactions and use tax records, after this Agreement has expired. Information obtained by examination of BOE records shall be used only for purpose related to the collection of local sales and use tax or for other governmental functions of CITY as set forth by resolution adopted pursuant to California Revenue and Taxation Code section 7056 (b). The resolution shall designate CONTRACTOR as a person authorized to examine sales and use tax records and certify that this Agreement meets the requirements set forth above and in California Revenue and Taxation Code section 7056 (b)(1). 4. CONTRACTOR'S PROFESSIONAL STANDARDS. CONTRACTOR shall maintain or exceed the level of competency presently maintained by other similar practitioners in the State of California, for professional and technical soundness, accuracy and adequacy of all work, advice and materials provided to CITY under the terms of this Agreement. 5. DUTIES OF CITY. CITY shall adopt a resolution in a form acceptable to the BOE and in compliance with California Revenue and Taxation Code section 7056, authorizing CONTRACTOR to examine the confidential sales tax records of CITY. CITY further agrees to provide any 0 information or assistance that may be readily available such as business license records within CITY and to provide CONTRACTOR with proper identification for contacting businesses. CITY further agrees to provide copies of the monthly allocation reports received for the most recent five quarters from the execution of this Agreement and to continue to provide copies of future allocation reports on computer readable magnetic media until such time as all audit adjustments have been completed by the BOE and percentage reimbursements due the CONTRACTOR have been paid. 6. CONSIDERATION. A. CITY shall pay CONTRACTOR six hundred, fifty dollars ($650.00) per month for CONTRACTOR's 1) establishment of the sales and transactions tax databases, 2) provision of the ongoing reports and 3) the provision of the computer software program and databases referenced herein. This amount shall be referred to as the "monthly fee". B. In addition to the monthly fee, CITY shall pay CONTRACTOR 15% of all new sales, transactions and/or use tax revenue received by CITY as a result of audit and recovery work performed by CONTRACTOR including any reimbursement from the Sales and Use Tax Compensation Fund as outlined in California Revenue and Taxation Code section 97.68. This amount shall be referred to as the "audit fee". New sales, transactions and/or use tax revenue shall not include any amounts determined by CITY or CONTRACTOR to be increment attributable to causes other than CONTRACTOR's work pursuant to this Agreement. In the event that CONTRACTOR is responsible for an increase in the tax reported by businesses already properly making tax payments to CITY, it shall be CONTRACTOR's responsibility to separate and support the incremental amount attributable to its efforts prior to the computation of the audit fee. Said audit fees will apply to State Fund Transfers received for back quarter reallocations and monies received in the first eight consecutive reporting quarters following completion of the audit by CONTRACTOR and confirmation of corrections by the BOE. CONTRACTOR shall provide CITY with an itemized quarterly invoice showing all formula calculations and amounts due for audit fees. CONTRACTOR shall obtain CITY approval prior to beginning the work of correcting tax reporting methodology or "point-of-sale" for specific businesses where said payment of the audit fee will be expected. Said approval shall be deemed given when the City Manager or his designated representative, signs a Sales Tax Audit Authorization form, a copy of which is attached as Exhibit "A". CITY shall pay audit fees upon CONTRACTOR's submittal of evidence of State Fund Transfers and payments to CITY from businesses identified in the audit and approved by the CITY. C. The above sum shall constitute full reimbursement to CONTRACTOR for all direct and indirect expenses incurred by CONTRACTOR in performing audits including salaries of CONTRACTOR's employees and travel expenses in connection with contacting local and out-of-state businesses and BOE representatives. 5 7. PROPRIETARY INFORMATION. In performing its duties under this Agreement, CONTRACTOR will produce reports, technical information and other compilations of data to CITY. These reports, technical information and compilations of data, are derived by CONTRACTOR using methodologies, formulae, programs, techniques and other processes designed and developed by CONTRACTOR at a substantial expense. CONTRACTOR's reports, technical information, compilations of data, methodologies, formulae, programs, techniques and other processes designed and developed by CONTRACTOR shall be referred to as Proprietary Information. CONTRACTOR's Proprietary Information is not generally known by the entities with which CONTRACTOR competes. CONTRACTOR desires to protect its Proprietary Information. Accordingly, CITY agrees that neither it nor any of its employees, agents, independent contractors or other persons organizations over which it has control, will at any time during or after the term of this Agreement, directly or indirectly use any of CONTRACTOR's Proprietary Information for any purpose not associated with CONTRACTOR's activities. Further, CITY agrees that neither it nor any of its employees, agents, independent contractors or other persons organizations over which it has control, will disseminate or disclose any of CONTRACTOR's Proprietary Information to any person or organization not connected with CONTRACTOR, without the express written consent of CONTRACTOR. The CITY also agrees that it will undertake all necessary and appropriate steps to maintain the proprietary nature of CONTRACTOR's Proprietary Information. 8. TERM OF AGREEMENT. The term of this Agreement shall be for three (3) years commencing on January 1, 2006, pursuant to City Council Resolution No. 11875 and ending on December 31, 2008. 9. TERMINATION. Either party may terminate this Agreement without cause upon thirty (30) days written notice mailed or personally delivered to the other party. A. Discretionary. Either party may terminate this Agreement without cause upon thirty (30) days written notice mailed or personally delivered to the other party. B. Cause. Either party may terminate this Agreement for cause upon fifteen (15) days written notice mailed or personally delivered to the other party, and the notified party's failure to cure or correct the cause of the termination, to the reasonable satisfaction of the party giving such notice, within such fifteen (15) day time period. 0 C. Effect of Termination. Upon receipt of notice of termination, neither party shall incur additional obligations under any provision of this Agreement without the prior written consent of the other. D. Return of Documents. Upon termination, any and all CITY documents or materials provided to CONTRACTOR and any and all of CONTRACTOR's documents and materials prepared for or relating to the performance of its duties under this Agreement including but not limited to, data, surveys and reports, shall be delivered to CITY as soon as possible, but not later than thirty (30) days after termination and upon CITY's payment of remaining consideration pursuant to section 7E, below. E. Payment of Compensation Upon Termination. Upon the presentation of such notice, CONTRACTOR may continue to work through the date of termination. Upon termination as provided herein, CONTRACTOR shall be paid the value of all tax analysis and reporting work performed to date less any payments previously made by CITY. In ascertaining the value of the work performed up to the date of termination, consideration shall be given to amounts due for any unpaid invoices, and to businesses identified by CONTRACTOR which make tax payments after termination of this Agreement as a result of CONTRACTOR's work. After CITY receives said tax payments for such businesses, CONTRACTOR shall be paid the audit fee resulting from tax payments made by the business for back quarter reallocations and the first eight consecutive reporting quarters following completion of the audit by CONTRACTOR and confirmation of corrections by the BOE. Compensation for any audit work previously authorized and satisfactorily performed shall be made at the times provided in the preceding section ("Consideration") of this Agreement. 10. OWNERSHIP OF DOCUMENTS. The written documents and materials prepared by the CONTRACTOR in connection with the performance of its duties under this Agreement, shall be the sole property of CITY. CITY may use said property for any purpose, including projects not contemplated by this Agreement. 11. INSPECTION AND AUDIT. Upon reasonable notice, CONTRACTOR shall make available to CITY, or its agent, for inspection and audit, all documents and materials maintained by CONTRACTOR in connection with its performance of its duties under this Agreement. CONTRACTOR shall fully cooperate with CITY or its agent in any such audit or inspection. 12. ASSIGNABILITY. The parties agree that they shall not assign or transfer any interest in this Agreement nor the performance of any of their respective obligations hereunder, without the prior written consent of the other party, and any attempt to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect. 13. INSURANCE. 7 A. During the term of this Agreement, CONTRACTOR shall maintain, at no expense to CITY, the following insurance policies: 1. A comprehensive general liability insurance policy in the minimum amount of one million ($1,000,000) dollars per occurrence for death, bodily injury, personal injury, or property damage; 2. An automobile liability (owned, non -owned, and hired vehicles) insurance policy in the minimum amount of one million ($1,000,000) dollars per occurrence; B. The insurance coverage required of the CONTRACTOR by section 11. A., shall also meet the following requirements: 1. The insurance shall be primary with respect to any insurance or coverage maintained by CITY and shall not call upon CITY's insurance or coverage for any contribution; 2. The insurance policies shall be endorsed for contractual liability and personal injury; 3. The insurance policies shall be specifically endorsed to include the CITY, its officers, agents, employees, and volunteers, as additionally named insureds under the policies. 4. CONTRACTOR shall provide to CITY, (a) Certificates of Insurance evidencing the insurance coverage required herein, and (b) specific endorsements naming CITY, its officers, agents, employees, and volunteers, as additional named insureds under the policies. 5. The insurance policies shall provide that the insurance carrier shall not cancel, terminate or otherwise modify the terms and conditions of said insurance policies except upon thirty (30) days written notice to CITY. 6. If the insurance is written on a Claims Made Form, then, following termination of this Agreement, said insurance coverage shall survive for a period of not less than five years; 7. The insurance policies shall provide for a retroactive date of placement coinciding with the effective date of this Agreement; 8. The insurance shall be approved as to form and sufficiency by PROJECT MANAGER and the City Attorney. C. If it employs any person, CONTRACTOR shall maintain worker's compensation and employer's liability insurance, as required by the State Labor Code and other applicable laws and regulations, and as necessary to protect both CONTRACTOR and CITY against all liability for injuries to CONTRACTOR's officers and employees. 0 D. Any deductibles or self-insured retentions in CONTRACTOR's insurance policies must be declared to and approved by the City's Risk Manager and the City Attorney. At CITY's option, the deductibles or self-insured retentions with respect to CITY shall be reduced or eliminated to CITY's satisfaction, or CONTRACTOR shall procure a bond guaranteeing payment of losses and related investigations, claims administration, attorney's fees and defense expenses. 14. INDEMNIFICATION. CONTRACTOR shall indemnify, release, defend and hold harmless CITY, its officers, agents, employees, and volunteers, against any claim, demand, suit, judgment, loss, liability or expense of any kind, including attorney's fees and administrative costs, arising out of or resulting in any way, in whole or in part, from any acts or omissions, intentional or negligent, of CONTRACTOR or CONTRACTOR'S officers, agents and employees in the performance of their duties and obligations under this Agreement. 15. NONDISCRIMINATION. CONTRACTOR shall not discriminate, in any way, against any person on the basis of age, sex, race, color, religion, ancestry, national origin, sexual orientation or disability in connection with or related to the performance of its duties and obligations under this Agreement. 16. COMPLIANCE WITH ALL LAWS. CONTRACTOR shall observe and comply with all applicable federal, state and local laws, ordinances, codes and regulations, in the performance of its duties and obligations under this Agreement. CONTRACTOR shall perform all services under this Agreement in accordance with these laws, ordinances, codes and regulations. CONTRACTOR shall release, defend, indemnify and hold harmless CITY, its officers, agents and employees from any and all damages, liabilities, penalties, fines and all other consequences from any noncompliance or violation of any laws, ordinances, codes or regulations. 17. NO THIRD PARTY BENEFICIARIES. CITY and CONTRACTOR do not intend, by any provision of this Agreement, to create in any third party, any benefit or right owed by one party, under the terms and conditions of this Agreement, to the other party. 18. NOTICES. All notices and other communications required or permitted to be given under this Agreement, including any notice of change of address, shall be in writing and given by personal delivery, or deposited with the United States Postal Service, postage prepaid, addressed to the parties intended to be notified. Notice shall be deemed given as of the date of personal delivery, or if mailed, upon the date of deposit with the United States Postal Service. Notice shall be given as 9 follows: TO CITY: Cindy Mosser, Finance Director Project Manager City of San Rafael 1400 Fifth Ave. (P.O. Box 151560) San Rafael, CA 94915-1560 TO CONTRACTOR: Lloyd de Llamas (Project Director) Hinderliter, De Llamas and Associates, Inc. 1340 Valley Vista Drive, Suite 200 Diamond Bar, California 91765 19. INDEPENDENT CONTRACTOR. For the purposes, and for the duration, of this Agreement, CONTRACTOR, its officers, agents and employees shall act in the capacity of an Independent Contractor, and not as employees of the CITY. CONTRACTOR and CITY expressly intend and agree that the status of CONTRACTOR, its officers, agents and employees be that of an Independent Contractor and not that of an employee of CITY. 20. ENTIRE AGREEMENT -- AMENDMENTS. A. The terms and conditions of this Agreement, all exhibits attached, and all documents expressly incorporated by reference, represent the entire Agreement of the parties with respect to the subject matter of this Agreement. B. This written Agreement shall supersede any and all prior agreements, oral or written, regarding the subject matter between the CONTRACTOR and the CITY. C. No other agreement, promise or statement, written or oral, relating to the subject matter of this Agreement, shall be valid or binding, except by way of a written amendment to this Agreement. D. The terms and conditions of this Agreement shall not be altered or modified except by a written amendment to this Agreement signed by the CONTRACTOR and the CITY. E. If any conflicts arise between the terms and conditions of this Agreement, and the terms and conditions of the attached exhibits or the documents expressly incorporated by reference, the terms and conditions of this Agreement shall control. 21. SET-OFF AGAINST DEBTS. CONTRACTOR agrees that CITY may deduct from any payment due to CONTRACTOR under this Agreement, any monies which CONTRACTOR owes CITY under 10 any ordinance, agreement, contract or resolution for any unpaid taxes, fees, licenses, assessments, unpaid checks or other amounts. 22. WAIVERS. The waiver by either party of any breach or violation of any term, covenant or condition of this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or violation of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent acceptance by either party of any fee, performance, or other consideration which may become due or owing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, condition, covenant of this Agreement or any applicable law, ordinance or regulation. 23. COSTS AND ATTORNEY'S FEES. The prevailing party in any action brought to enforce the terms and conditions of this Agreement, or arising out of the performance of this Agreement, may recover its reasonable costs (including claims administration) and attorney's fees expended in connection with such action. 24. CITY BUSINESS LICENSE / OTHER TAXES. CONTRACTOR shall obtain and maintain during the duration of this Agreement, a CITY business license as required by the San Rafael Municipal Code. CONTRACTOR shall pay any and all state and federal taxes and any other applicable taxes. CONTRACTOR's taxpayer identification number is 33-0008507, and CONTRACTOR certifies under penalty of perjury that said taxpayer identification number is correct. 25. APPLICABLE LAW. The laws of the State of California shall govern this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month and year first above written. - CITY OF SAN RAFAEL � 1 KE14 NORDHOFF, City Man, r ATTEST: CONTRACTOR By. &,� Name: A/dycyc4—aan:ks Title: J ANNE M. L�ICityClerk APPR D O CRY T. RA TI CitAttorney 12 SAMPLE EXHIBIT A Sales Tax Audit Work Authorization No. SAMPLE The following business or businesses, located in the City of San Rafael, have been identified as having the potential for generating additional sales tax revenue to the City of San Rafael. Contractor is hereby authorized to contact the given business(s) and the State Board of Equalization to verify the accuracy of the current reporting methodology and obtain the necessary documentation for the Board of Equalization, to modify allocation formulas, and to return previous misallocated revenue that may be due to City. Contractor's compensation shall be 15% of the new sales and/or use tax revenue received by the City as a result of audit and recovery work performed by Contractor, as set forth in the Agreement between Contractor and City. CITY OF SAN RAFAEL LM Date HINDERLITER, DE LLAMAS AND ASSOCIATES Date ACORDCERTIFICATE OF LIABILITY INSURANCE OP ID M DATE (MM/DOIYYYV),, xINDE-111 16 06 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Valley Insurance Service ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE License# 0566246 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 861 South Oak Park Road ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW Covina CA 91724 Phone: 626-966-3664 Fax: 626-966-3895 INSURERS AFFORDING COVERAGE I NAIC # INSURED I INSURER Safeco Ins. Co. of America 24732 Hinderliter de Llamas & Asso & INSURER B: Safeco Ins. Co. of America 24732 HDL Software LLC 6one I INSURER C, HDL Coren & 1340 Valley Vista Dr #200 INSURER D: Diamond Bar CA 91765 INSURER E: I COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSK -WU-L LTR 'NSRE TYPE OF INSURANCE POLICY NUMBER NOLICY Crr.1. .Vt ru 1-T cArIKArIUN DATE (MM/DD/YY) I DATE (MM/DD/YY) LIMITS I GENERAL LIABILITY EACH OCCURRENCEf 2, 000, 000 A X COMMERCIAL GENERAL LIABILITY 02BP402231-2 UAMAL1t IU KtN I CU is2,000,000 01/01/07 01/01/08 IPREMISES(Eaoccurence) CLAIMS MADE I X OCCUR I MED EXP (Anyone person) Is 10,000 PERSONAL & ADV INJURY Is 2, 000, 000 GENERAL AGGREGATE Is 4, 000, 000 GEN'L AGGREGATE LIMIT APPLIES PER, I PRODUCTS - COMP/OP AGG Is 4, 000, 000 POLICY JECT n LOC I I AUTOMOBILE LIABILITY _ COMBINED SINGLE LIMIT S1 000 000 B X ANY AUTO 24CC109957-2 01/01/07 01/01/OB (Eaaccidenl) r T 'T f ALL OWNED AUTOS BODILY INJURY f SCHEDULED AUTOS (Per person) X HIRED AUTOS I BODILY INJURY I f X NON -OWNED AUTOS (Per accident) PROPERTY DAMAGE S (Per accident) GARAGE LIABILITY I AUTO ONLY -EA ACCIDENT I f ANY AUTO OTHER THAN EA ACC I f AUTO ONLY: AGG I S EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE I S OCCUR EICLAIMS MADE I AGGREGATE I $ —1 _ I If DEDUCTIBLE I I S RETENTION S I I $ WORKERS COMPENSATION AND I (TORY LIMITS I I ER EMPLOYERS' LIABILITY I E.L. EACH ACCIDENT S ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICERIMEMBER EXCLUOED7 I E.L. DISEASE - EA EMPLOYEE $ If yes, describe under SPECIAL PROVISIONS below E.L. DISEASE - POLICY LIMIT S OTHER A Business Property 02BP402231-2 01/01/07 01/01/08 Spec Form $433,000 Deduc/Occ $1,000 DESCRIPTION OF OPERATIONS 1 LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS 10 days notice of cancellation for non-payment of premium. The City of San FILE® Rafael, its officers, agents, employees and volunteers are named as additional insured per attached endorsement. flfl eg e rry ni[- CERTIFICATE HOLDER CANCELLATION GItv of r4ly Rafael SANR_O 1 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL , �,I,,,, � MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, d, City of San Rafael Attn • City Clerk REPRESENTATIVE Post Office Box 151560 AUTHqKqAD /f San Rafael CA 94915-1560 IVn'(/� t/�- ACORD 25 (2001/08) © ACORD CORPORATION 1988 POLICY NUMBER: 02BP402231-2 COMMERCIAL GENERAL LIABILITY Hinderliter De Llamas, HDL Software & HDL Coren & Cone THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS (FORM B) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: City of San Rafael P.O. Box 151560 San Rafael, CA 94915 (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of your ongoing operations performed for that insured. CG 20 10 10 93 Copyright, Insurance Services Office, Inc., 1992 FILED N O Y 2 a 2906 ACORD CERTIFICP l" OF LIABILITY INSURA'' CSR SF DATE(MM/DD/YYYY) HINDE-1 11/30/06 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Valley Insurance Service ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE License# 0566246 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 861 South Oalc Park Road ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Covina CA 91724 Phone: 626-966-3664 Fax: 626-966-3895 INSURERS AFFORDING COVERAGE INAIC# INSURED I INSURER A: Preferred Employers I Hinderliter de Llamas & INSURER B: Associates & HDL Software, LLC INSURER C: 1340 Valley Vista Dr #200 INSURER D: Diamond Bar CA 91765 INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. YNan AUUA POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LTR INSR[ TYPE OF INSURANCE DATE (MM/DD/YY) DATE (MM/DD/YY) LIMITS GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY = CLAIMS MADE Ll OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: —1 POLICY n JECT F -] I LOC AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS GARAGE LIABILITY ANY AUTO EXCESS/UMBRELLA LIABILITY —1 OCCUR O CLAIMS MADE DEDUCTIBLE RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY A ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? If yes, describe under SPECIAL PROVISIONS below OTHER EACH OCCURRENCE $ UAMAUt- I U Ht:N l tU PREMISES (Ea occurence) $ MED EXP (Any one person) I $ PERSONAL & ADV INJURY I $ GENERAL AGGREGATE I$ PRODUCTS - COMP/OP AGG I $ I COMBINED SINGLE LIMIT $ (Ea accident) BODILY INJURY $ (Per person) BODILY INJURY I $ (Per accident) PROPERTY DAMAGE $ (Per accident) AUTO ONLY - EA ACCIDENT I $ OTHER THAN EA ACC I $ AUTO ONLY: AGG I $ EACH OCCURRENCE I $ AGGREGATE I $ I$ I$ I$ I X ITORYLIMITS I IOER WKN125849-2 01/01/07 01/01/08 I E.L. EACH ACCIDENT 1$1000000 E.L. DISEASE - EA EMPLOYEE $ 10 0 0 0 0 0 E.L. DISEASE - POLICY LIMIT 1 $ 10 0 0 0 0 0 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PRO IISIONS - *10 days notice of cancellation for nonpayment of premium & non -reporting. u i;cc L CERTIFICATE HOLDER San Rafael Dennis Shives Post Office Box 151560 San Rafael CA 94915-1560 ACORD 25 (2001/08) CANCELLATION SANR- 01 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL L .:.. a _MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, ­. i,, 1.14. PAI.. .,i. 1.16 J, 1 i1.0 -1l n,v i'.1•' '1 .i: :111 ..�'�I• .,r .i o ES. AUTHORIZED REPRESENTATIVE �- Harold J. Borak r%� ..i`i/�, ©/ACORD CORPORATION 1988