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HomeMy WebLinkAboutCC Resolution 12052 (MSS Rates 2007)RESOLUTION NO. 12052 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL AUTHORIZING TWO AGREEMENTS WITH HILTON, FARNKOPF & HOBSON, LLC 1) TO PERFORM A REVIEW OF MARIN SANITARY SERVICE'S 2007 RATE APPLICATION (AGREEMENT SEPTEMBER 2006 TO JUNE 30, 2007), AND 2) TO PUBLISH A SAN RAFAEL RATE RECOMMENDATION REPORT. THE CITY COUNCIL OF THE CITY OF SAN RAFAEL RESOLVES as follows: The CITY MANAGER and CITY CLERK are authorized to execute, on behalf of the City of San Rafael, two agreements with Hilton, Farnkopf & Hobson, LLC for 1) review of Marin Sanitary Service's 2007 rate application (agreement September 2006 to June 30, 2007) and 2) publication of a San Rafael rate recommendation report, 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 City Council of said City held on Monday the 18th day of September, 2006, by the following vote, to wit: AYES: COUNCILMEMBERS: Cohen, Heller, Miller, Phillips and Mayor Boro NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: None M JEANNE M. LEONCINI, City Clerk W:\City Managers- WorkFile\Council Material\Resolutions\2006\reso Hilton Audit 091806.doc AGREEMENT FOR: Review of Marin Sanitary Service's 2007 Rate Application This Agreement is made and entered into this 18th day of September 2006, by and between the CITY OF SAN RAFAEL (hereinafter "CITY"), and HIQn Farnkoof and Hob -;nn I I hereinafter "CONTRACTOR"). A. CITY. The City Manager shall be the representative of the CITY for all purposes under this Agreement. Economic Development Specialist, Stephanie Lovette, 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. Robert D. Hilton 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. CONTRACTOR shall perform the duties and/or provide services as described in Exhibit "A!' attached and incorporated herein. CITY shall cooperate with CONTRACTOR in his performance under this agreement and shall compensate CONTRACTOR as provided herein. For the full performance of the services described herein by CONTRACTOR, CITY shall pay CONTRACTOR an amount NOT to exceed $78,800, including the cost of local business license taxes as described in Section 20. Payment will be made monthly upon receipt by PROJECT MANAGER of itemized invoices submitted by CONTRACTOR. & • ► The term of this Agreement shall commence upon the date of execution of this agreement and shall end on June 30, 2007. 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 ten (10) 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 notice, to the reasonable satisfaction of the party giving such notice, within thirty (30) days of the receipt of said notice. 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 described in paragraph 7 below, shall be delivered to CITY as soon as possible, but not later than thirty (30) days after termination. 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. ►•► Upon reasonable notice, CONTRACTOR shall make available to CITY, or its agent, for inspection and audit, all documents directly related to CONTRACTOR'S performance of its duties under this Agreement. CONTRACTOR shall fully cooperate with CITY or its agent in any such audit or inspection. ►MAI . .11111 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. 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; 3. If any licensed professional performs any of the services required to be performed under this Agreement, a professional liability insurance policy in the minimum amount of one million ($1,000,000) dollars to cover any claims arising out of the CONTRACTOR's performance of services under this Agreement. 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. Except for professional liability insurance, the insurance policies shall be endorsed for contractual liability and personal injury; 3. Except for professional liability insurance, the insurance policies shall be specifically endorsed to include the CITY, and other entities in the Franchisors' Group, their officers, agents, employees and volunteers as additionally named insureds under the policies; 4. CONTRACTOR shall provide to PROJECT MANAGER, (a) Certificates of Insurance evidencing the insurance coverage required herein, and (b) specific endorsements naming CITY, and other entities in the Franchisors' Group, their officers, agents, employees and volunteers as additional 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's PROJECT MANAGER; 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. PROJECT MANAGER and the City Attorney shall approve the insurance as to form and sufficiency. 3 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. D. Any deductibles or self-insured retentions in CONTRACTOR's insurance policies must be declared to and approved by the PROJECT 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. iI 11• U7:11Ji10111aIST-AIrorkI CONTRACTOR shall indemnify, release, defend and hold harmless CITY, and other entities in the Franchisors' Group, their officers, agents, employees and volunteers, against any claim, demand, suit, judgment, loss, liability or expense of any kind, including attorney's fees, 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. Wimmi[iL "60 1016"103 1.118 1161 F-111 110104 1 CONTRACTOR shall not discriminate, in any way, against any person on the basis of age, sex, race, color, religion, ancestry, national origin or disability in connection with or related to the performance of its duties and obligations under this Agreement. 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, and other entities in the Franchisors' Group, their 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. 14. NO THIRQ_EARTY R 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. 15. 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 follows: TO CITY: Stephanie Lovette, Economic Development Specialist City of San Rafael 1400 Fifth Avenue P.O. Box 151560 San Rafael CA 94915-1560 TO CONTRACTOR: Mr. Robert D. Hilton, President Hilton Farnkopf and Hobson, LLC 2175 North California Boulevard, Suite 990 Walnut Creek, CA 94596 16. 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. 17. FNTIRF 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. 9 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. 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. 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. 20. CITY BUSINESS LIQFNSE/OTHFR TSS 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 94-3097242_ and CONTRACTOR certifies under penalty of perjury that said taxpayer identification number is correct. The laws of the State of California shall govern this Agreement. 6 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month and year first above written. CITY OF SAN RAFAEL City Ma er KENNETH A. NOR F ATTEST: City leek JEANNE M. LEONCINI City CONTRACTOR HILTON FARNKOPF AND HOBSON, LY By: Name: ROBERT D. HILTON Title: PRESIDENT WAManagement Services- WorkFile\Finance- WorkFile\Agreement and Contracts\Professional Contracts\2006\HF&H Refuse Report San Rafael.doc Ire HF&H CONSULTANTS, LLC Advisory Services to _= Municipal Management 2175 N. California Boulevard, Suite 990 Walnut Creek, California 94596 Telephone: 925/977-6950 Fax: 925/977-6955 www.hfi-consultants.coni September 5, 2006 Sent via a -mail Ms. Jean Bonander City Manager City of Larkspur 400 Magnolia Ave. Larkspur, CA 94939 Mr. Jeff Rawles Manager Special Projects County of Marin 3501 Civic Center Drive, Room 404 San Rafael, CA 94903-4155 Mr. Mark Williams District Manager Las Gallinas Valley Sanitary District 300 Smith Ranch Road San Rafael, CA 94903 Mr. Kenneth A. Nordhoff Interim City Manager City of San Rafael 1400 Fifth Avenue San Rafael, CA 94915-1560 Mr. Gary Broad Town Manager Town of Ross 31 Sir Francis Drake Blvd. Ross, CA 94957 Exhibit A Northern California Southern California Robert D. Hilton, CMC John W. Farnkopf, PE Laith B. Ezzet, CMC Subject: Proposal to Review Marin Sanitary Service's Application for 2007 Rates Dear Ms. Bonander and Messrs. Nordhoff, Rawles, Broad, and Williams: HF&H Consultants, LLC (HF&H) is pleased to present this proposal to perform a review of Marin Sanitary Service's (MSS) application for rates to be effective January 1, 2007. BACKGROUND In 1995, the Cities of San Rafael and Larkspur, the Town of Ross, the Ross Valley and Las Gallinas Valley Sanitary Districts, and the County of Marin (the Franchisors) adopted a new methodology that would be used to set MSS's rates for refuse collection and disposal as well as recyclable and yard waste collection and processing. The methodology is based on a detailed review (performed every three years) with summary reviews (based largely on the detailed review, the use of indices, and the review of a few key matters such as revenues and disposal costs) during the intervening years. In 2002, MSS was awarded the franchise to provide services to the City of San Anselmo. Also in 2002, MSS was awarded the franchise to provide services to the north area of the Ross Valley Sanitary District. In 2004, MSS acquired the Fairfax franchise. These expansions of service, and the need to allocate MSS's costs among the Franchisors and these new jurisdictions, make even more important the proper allocation of MSS's costs among the jurisdictions it services to ensure that the Franchisors are not paying a share of the costs to service San Anselmo, Fairfax, and the north area of the Ross Valley Sanitary District. In 2005, customers that were in the Las - - HF&H CONSULTANTS, LLC Marin Sanitary Service's Franchisors' Group September 5, 2006 Page 2 of 7 Gallinas Valley Sanitary District franchise area were integrated into the customer base of the City of San Rafael. Under a separate contract with the City of San Rafael, we are assisting in developing a rate structure that will meet MSS's revenue requirement after the integration. In 2003, the last detailed review was performed for rates to be effective in 2004. Rates for 2005 and 2006 were set using the indexed method. For a review of rates to be effective 2007, we have been asked to: • Perform a detailed review; and, • Perform a survey of similar rates from cities in the Bay Area receiving comparable services. SCOPE OF SERVICES Our scope of services is comprised of the following tasks: Task 1: Preliminary Application Review 1.1 Kick -Off Meeting with Company. HF&H will meet with the Company to receive the Company's Application and a presentation by the Company of the major matters leading to any rate adjustments. 1.2 Completeness and Compliance Review. Upon receipt of the Application, HF&H staff will test the compliance of the current Application to the current procedures. We will seek explanations for any unusual findings and we will inform the Company of any matters that come to our attention that lead us to believe the Application is either not in compliance or is inconsistent. 1.3 Mathematical Accuracy and Logical Consistency Review. HF&H staff will test the mathematical accuracy of all of the tables contained in the Application. We will verify that the Application is internally consistent and that any summary schedules agree to the supporting schedules or worksheets. We will seek explanations for any unusual findings and we will inform the Company in writing of any matters that may come to our attention that lead us to believe that the Application is not mathematically correct or logically consistent. 1.4 Reconciliation to Financial Statements. HF&H staff will reconcile the Application to the Company's most recent financial statements. We will seek explanations for any unusual findings and we will inform the Company in writing of any adjustments that may come to our attention that may be necessary to reconcile the Application to the financial statements. Awk - HF&H CONSULTANTS, LLC Marin Sanitary Service's Franchisors' Group September 5, 2006 Page 3 of 7 Task 2: Revenue Testing HF&H staff will assess the reasonableness of the Company's reported actual 2005, estimated 2006, and projected 2007 revenues by reviewing the current customer subscription data times the current rates. Additionally, we understand the Company has implemented a new accounting/ billing system in 2006. We will compare the rate tables in the new system to those rates approved by the Franchisors. Additionally, we will select a sample of residential and commercial accounts to verify the proper transition of subscription activity. We will review non -rate revenue for consistency and reasonableness. We will seek explanations for any unusual findings, and we will inform the Company of any adjustments that may come to our attention that we may believe are necessary to these estimated and projected revenues. Task 3: Expense Testing 3.1 Review Forecasted Annual Cost of Operations. HF&H staff will review the Company's reported actual 2005, estimated 2006, and forecasted 2007 annual cost of operations. We will test the following expenses for reasonableness based on historical trends, consistency with operating data, and consistency with management's plans: Wages and Salaries; Benefits Expense; Transfer, Transport, Disposal, and Processing Expense; Fuel and Oil Expense; Equipment and Vehicle Maintenance Expense; Depreciation/ Lease Expense; Interest Expense; and, Miscellaneous Expenses. HF&H will test individual transactions to ensure non -allowable costs have been excluded from the 2007 forecasted annual cost of operations. We will seek explanations for any unusual findings and we will inform the Company of any adjustments that we believe are necessary to these estimated and projected expenses. 3.2 Review Allocation Methodology. I1F&H will review the methodology used by MSS to allocate operating expenses to the individual jurisdictions to assure consistency with the agreed to methodology previously developed. We will seek explanations for any unusual findings and will inform the Company of any adjustments that may come to our attention that we may believe are necessary to the estimated and projected expenses. Task 4: Profit Calculation HF&H staff will calculate a reasonable profit using a 90.5% operating ratio applied to the forecasted annual cost of operations, as those forecasted annual cost of operations submitted in the Application may be adjusted. Task 5: Calculation of Necessary Rate Adjustments HF&H staff will calculate the difference between the projected revenue requirement (expenses plus profit) and revenues at current rates, to determine the amount of any rate adjustment for 2007. W HF&H CONSULTANTS, LLC Marin Sanitary Service's Franchisors' Group September 5, 2006 Page 4 of 7 Task 6: Comparison of Actual to Forecasted Results HF&H staff will compare the actual results for 2004 and 2005 to those anticipated when the rates were set using the indexed methodology and obtain and document explanations from the Company of any variations. Task 7: Communication of Results 7.1 HF&H staff will meet once with MSS management to discuss the preliminary findings from our review and receive additional information from the Company that may revise our preliminary findings. 7.2 HF&H staff will draft an initial report, based on the results from the above meeting; provide it to MSS management for review. Thereafter, we will confer with MSS management to discuss its comments regarding our initial draft report. 7.3 Based on the above meeting, HF&H will make any appropriate adjustments to our initial draft report and present a preliminary draft to the Franchisors. Thereafter, we will confer with the Franchisors to discuss its comments regarding our preliminary draft report. 7.4 Based on the comments from the Franchisors, we will amend the preliminary draft report and issue the final report. Task 8: Survey of Comparable Rates We will survey solid waste rates in the San Francisco Bay Area. We will identify communities with comparable services and contact them to solicit their participation and determine whether certain data is available. That data includes, but is not limited to, matters such as governmental fees, whether a transfer station is used, landfill disposal rates, whether employees are organized, and customer subscription data. As part of the survey we will attempt to compare not only the absolute rates but also the rate structures so that we may identify differences in pricing (vs. cost). Task 9: Engagement Management We will prepare and amend detailed work plans, monitor engagement progress, and provide sufficient resources to ensure timely completion of the engagement, review analytical results and interim findings, review the draft and final reports, and respond to questions regarding the progress of the engagement and other issues. a WHF&H CONSULTANTS, LLC Marin Sanitary Service's Franchisors' Group September 5, 2006 Page 5 of 7 SCHEDULE Recognizing that we are reliant upon the Company for the timely preparation of documents and response to our questions, we plan to perform this engagement in accordance with the following schedule: Activity Kick -Off Meeting Commence Fieldwork Present Preliminary Findings to MSS Provide MSS Draft Report MSS Provides Comments on Draft Report Provide Franchisors with Draft Report Franchisors Provides Comments on Draft Report Provide Franchisors and MSS with Final Report LIMITATIONS Completion Date September 21, 2006 Week of September 25, 2006 October 30, 2006 November 17, 2006 November 27, 2006 December 11, 2006 December 18, 2006 December 29, 2006 Every approach to an engagement is limited in its scope. The major limitations regarding our proposed scope of work are: The scope of work described above is different from an audit of financial statements performed in accordance with Generally Accepted Auditing Standards, which is performed by MSS's auditor. We will perform the tasks presented above in a manner that will allow us to achieve the objectives of the review in a cost-effective manner. We will rely on MSS's auditor with regard to matters related to MSS's internal controls. Our testing of MSS's Application (using judgmental samples of transactions and analytical procedures) will only be for the purpose of providing evidence that allows us to reach conclusions and recommendations regarding MSS's Application. We will conduct our review in accordance with the Contractor's Compensation and Rate Adjustment Methodology adopted by the Franchisors Group. This methodology includes the review of MSS management's projection of the future results of operations. We will review these projections for reasonableness and propose adjustments, as appropriate. We accept no responsibility to update these adjusted projected results after the date of our report. Additionally, the projections result from assumptions regarding future events and management's planned response to them. Frequently, future events do not occur as anticipated and the difference can be material. fti�� HF&H CONSULTANTS, LLC Marin Sanitary Service's Franchisors' Group September 5, 2006 Page 6 of 7 Further, we have neither included in the scope of our work modifications to any of the individual Franchisor's rates nor rate structures. We will continue working with the City of San Rafael in evaluating their rate structure after integrating the accounts from the Las Gallinas Valley Sanitary District and are preparing a separate proposal. If any other of the Franchisors would like us to perform modifications to their rate structures, we would be pleased to do so based on arrangements made with the requesting Franchisor. Finally, we have not included in the scope of our work presentations to the Franchisors' governing bodies. However, we would be pleased to do so based on arrangements made with the requesting Franchisor. FIRM AND PROPOSED ENGAGEMENT TEAM QUALIFICATIONS Since its founding nearly 17 years ago, HF&H Consultants, LLC has been providing independent solid waste rate review services to municipalities throughout California and the West Coast. Of particular relevance to this engagement, HF&H has been the Franchisors' consultant in this area for more than ten years. During that period, we have helped the Franchisors to substantially reduce the cost of the review through changes in methodology, while ensuring that both the customers' rates and MSS's level of profit are reasonable. I will be responsible for directing the project and will perform all sub -tasks related to the project management task described above, as well as attend all meetings with the Franchisors and key meetings with MSS management. I have been the Engagement Director and substantially involved in each of these annual reviews since 1995, and I am well known to both the Franchisors and MSS management. During the past 20 years, I have assisted more than 100 municipalities with nearly 400 solid waste consulting engagements, most of which have involved the cost of solid waste services. I will be assisted by less senior, experienced staff at lower billing rates, who will perform certain tasks under my direction. Marva Sheehan will serve as Engagement Manager under my close supervision. Ms. Sheehan was the Engagement Manager during the 2006 index review. She is a Certified Public Accountant with over 25 years of accounting and auditing experience; 13 of which have been in the solid waste industry. She will supervise and review the work performed by the staff assigned to the project to ensure that it is performed in accordance with the proposed scope of work; our detailed work plans, and meets the Franchisor's objectives. Rob Hilton will assist Ms. Sheehan. Mr. Hilton has worked on the South Bayside Waste Management Authority detailed rate review for the past four years. He will perform certain data gathering, organization, and analyses tasks under Ms. Sheehan s direct supervision. a HF&H CONSULTANTS, LLC Marin Sanitary Service's Franchisors' Group September 5, 2006 Page 7 of 7 FEES Based on the tasks performed during our last detailed review, my current understanding of the additional matters to be considered during this review, and the level of effort necessary to address them, I estimate our professional fees and out-of-pocket expenses for the scope of work described above to be $78,800, as shown on Attachment A. As in the past, we will bill you in accordance with our standard rates and practices as described in Attachment B up to the $78,800. It is possible that the level of effort to perform the review and address the additional matters may exceed our estimate and, if so, we will contact you before proceeding to obtain your approval or direction. Also, it is possible that our level of effort will be less and, if so, we will, of course, bill you the lesser amount. We sincerely appreciate the continued confidence you have expressed in HF&H and we are committed to do our best to fulfill your objectives. Should you have any questions, please call me at 925/977-6952. Very truly yours, HF&H CONSULTANTS, LLC � / Robert D. Hilton, CMC President Attachments: Fee Estimates Billing Rates cc: Mr. Joe Garbarino, Jr., Marin Sanitary Service Mr. Joe Garbarino, Sr., Marin Sanitary Service Ms. Patty Garbarino, Marin Sanitary Service Ms. Marva Sheehan, HF&H Ms. Kim Erwin, HF&H Task/Step Descriotion Task 1 Preliminary Anolication Review 1.1 Kick -Off Meeting with Company 1.2 Completeness & Compliance Review 1.3 Math Accuracy & Logical Consistency 1.4 Reconciliation to Financial Statements Sub -total Hours Fees Task 2 Revenue Testina Sub -total Hours Fees Task 3 Lxoense Testino 3.1 Review Forecasted Annual Cost of Operations 3.2 Review Allocation Methodology Sub -total Hours 6 Fees Task 4 Sub -total Profit Calculation Hours 44 Fees Task 5 Calculation of Necessary Rate Adiustments_ Sub -total Hours Fees Task 6 Comparison of Actual to Forecasted Results Sub -total Hours $3,500 Fees Task 7 Communication of Results 7.1 Present Preliminary Findings to MSS 7.2 Draft Report 7.3 Revise Draft Report and Present to Franchisors 7.4 Final Report Sub -total Hours 4 Fees Task Enaaaement Manaaement Sub -total Hours $10,500 Fees Total Fees $19,800 Attachment A Fee Estimate Hilton Sheehan Associate Admin Total Billing Rate $235.00 $175.00 $110.00 $75.00 4 4 2 2 12 2 8 2 8 6 10 28 0 44 $1,410 $1,750 $3,080 $0 $6,240 20 20 40 $0 $3,500 $2,200 $0 $5,700 52 52 4 8 24 4 60 76 0 140 $940 $10,500 $8,360 $0 $19,800 1 1 $0 $175 $0 $0 $175 10 10 20 $0 $1,750 $1,100 $0 $2,850 4 12 8 24 $940 $2,100 $880 $0 $3,920 8 8 4 20 34 8 8 8 8 4 4 8 8 8 8 44 58 24 20 146 $10,340 $10,150 $2,640 $1,500 $24,630 24 24 0 0 48 $5,640 $4,200 $0 $0 $9,840 Hours 82 195 166 20 463 Fees $19,270 $34,125 $18,260 $1,500 $73,155 Out -of -Pocket Expenses $1.845 Sub -total $75,000 Contingency $3.800 Total Budget S:\Clients\S\San Rafael\2006 - SW\Proposal\Fee Estimate.xls Attachment B HF&H CONSULTANTS, LLC STANDARD HOURLY RATES AND BILLING ARRANGEMENTS' (Effective January 1, 2006) Professional Fees Hourly rates for professional and administrative personnel are as follows: Position Rate President $235 Senior Vice President & Vice President $180-$220 Senior Manager $175-185 Senior Associate $145-$175 Associate $105-$115 Assistant Analyst $75-$85 Administrative Staff $75 Direct Expenses Standard charges for common direct expenses are as follows: Automobile Travel Document Reproduction Facsimile Telephone Public Conveyances Postage Overnight Mail and Couriers Prevailing IRS mileage rate 15 cents per page (black & white) 75 center per page (color) No charge No charge Actual Actual Actual ' Litigation Support and Expert Witness Services are not covered by this schedule of fees and expenses. HF&H CONSULTANTS, LLC STANDARD HOURLY RATES AND BILLING ARRANGEMENTS' (Effective January 1, 2006) Billing Policies Our policy is to bill for our services and direct expenses based on the standard hourly rates of the staff member assigned, multiplied by the time required to perform the client -related tasks, plus the subcontractor services as described above. In implementing this policy we adhere to the following practices: • We round to the nearest one-half hour (e.g., if two hours and 50 minutes are spent on a task, it is recorded as three hours, if two hours and 10 minutes are spent on a task, it is recorded as two hours). A minimum charge of one-half hour is charged for any client work performed in a day. • We attempt to schedule travel time before and after normal work hours and we do not bill for this time. If travel occurs during normal work hours and we can use public conveyances, we attempt to use the time productively for the benefit of the client or for another client and this time is billed to the appropriate client. If we must travel during business hours and cannot use the time productively or use a public conveyance, we bill the time to the client on whose behalf we are traveling. • Because public meetings (e.g., Board of Supervisors, City Council, and Board of Directors meetings) generally occur after business hours and are not conducted in accordance with strict schedules, our standard policy is to bill a minimum two-hour charge. • We do not mark up out-of-pocket expenses, however, we may charge administrative or professional time related to the provision of the goods and services associated with these charges. Costs for outside consultants and subcontractors are billed at actual cost plus a 15 percent administrative fee. • Mileage fees are based on the round-trip distance from the point of origin. • If a client's change to a previously scheduled meeting results in penalties being assessed by a third party (e.g., airline cancellation fee), then the client will bear the cost of these penalties. While no minimum fee for a consulting engagement has been established, it is unlikely (given the nature of our services) that we can gain an understanding of a client's particular requirement, identify alternatives, and recommend a solution in less than twenty-four hours. HF&H Consultants, LLC Page 2 of 3 HP&H CONSULTANTS. LLC STANDARD HOURLY RATES AND BILLING ARRANGEMENTS) (Effective January 1, 2006) Insurance We maintain the following policies of insurance with carriers doing business in California: • Comprehensive General Liability Insurance ($2,000,000) • Workers' Compensation ($1,000,000) • Professional Liability Insurance ($2,000,000) All costs incurred in complying with special insurance, licensing, or permit requirements, including but not limited to naming client as an additional insured and waiver of subrogation, become the responsibility of the client and are not included in the fees for services or direct charges but are billed in addition to the contract at cost, plus any professional or administrative fees. Invoices and Payment for Services Our time reporting and billing system has certain standard formats that are designed to provide our clients with a detailed invoice of the time and charges associated with their engagement. (We typically discuss these with our clients at our kick-off meeting.) We are also pleased to provide our clients with a custom invoice format but we will have to bill the client for any additional costs associated with their unique requirements. Billings for professional services and charges are submitted every month, in order that our clients can more closely monitor our services. A late fee of one and one-half percent per month is applied to balances unpaid after thirty (30) days. HF&H Consultants, LLC Page 3 of 3 AGREEMENT FOR: Marin Sanitary Service's 2007 Rate Application Individual Report for the City of San Rafael This Agreement is made and entered into this 18th day of September 2006, by and between the CITY OF SAN RAFAEL (hereinafter "CITY"), and Hilton Farnkopf and Hobson. LLC hereinafter "CONTRACTOR"). A. CITY. The City Manager shall be the representative of the CITY for all purposes under this Agreement. Economic Development Specialist, Stephanie Lovette, 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. Robert n Hilton 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. CONTRACTOR shall perform the duties and/or provide services as described in Exhibit "8" attached and incorporated herein. CITY shall cooperate with CONTRACTOR in his performance under this agreement and shall compensate CONTRACTOR as provided herein. For the full performance of the services described herein by CONTRACTOR, CITY shall pay CONTRACTOR an amount NOT to exceed $6,540, including the cost of local business license taxes as described in Section 20. Payment will be made monthly upon receipt by PROJECT MANAGER of itemized invoices submitted by CONTRACTOR. The term of this Agreement shall commence upon the date of execution of this agreement and shall end on June 30, 2007. 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 ten (10) 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 notice, to the reasonable satisfaction of the party giving such notice, within thirty (30) days of the receipt of said notice. 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 described in paragraph 7 below, shall be delivered to CITY as soon as possible, but not later than thirty (30) days after termination. 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. ► Is] 04 :►� Upon reasonable notice, CONTRACTOR shall make available to CITY, or its agent, for inspection and audit, all documents directly related to CONTRACTOR'S performance of its duties under this Agreement. CONTRACTOR shall fully cooperate with CITY or its agent in any such audit or inspection. 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. A. During the term of this Agreement, CONTRACTOR shall maintain, at no expense to CITY, the following insurance policies: I . 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; 3. If any licensed professional performs any of the services required to be performed under this Agreement, a professional liability insurance policy in the minimum amount of one million ($1,000,000) dollars to cover any claims arising out of the CONTRACTOR's performance of services under this Agreement. 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. Except for professional liability insurance, the insurance policies shall be endorsed for contractual liability and personal injury; 3. Except for professional liability insurance, the insurance policies shall be specifically endorsed to include the CITY, and other entities in the Franchisors' Group, their officers, agents, employees and volunteers as additionally named insureds under the policies; 4. CONTRACTOR shall provide to PROJECT MANAGER, (a) Certificates of Insurance evidencing the insurance coverage required herein, and (b) specific endorsements naming CITY, and other entities in the Franchisors' Group, their officers, agents, employees and volunteers as additional 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's PROJECT MANAGER; 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. PROJECT MANAGER and the City Attorney shall approve the insurance as to form and sufficiency. 3 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. D. Any deductibles or self-insured retentions in CONTRACTOR's insurance policies must be declared to and approved by the PROJECT 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. CONTRACTOR shall indemnify, release, defend and hold harmless CITY, and other entities in the Franchisors' Group, their officers, agents, employees and volunteers, against any claim, demand, suit, judgment, loss, liability or expense of any kind, including attorney's fees, 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. 11114111111111111111 ►•►9 :u ►_ •► CONTRACTOR shall not discriminate, in any way, against any person on the basis of age, sex, race, color, religion, ancestry, national origin or disability in connection with or related to the performance of its duties and obligations under this Agreement. 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, and other entities in the Franchisors' Group, their 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. 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. Q 15. hinTIr,Rj 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 follows: TO CITY: Stephanie Lovette, Economic Development Specialist City of San Rafael 1400 Fifth Avenue P.O. Box 151560 San Rafael CA 94915-1560 TO CONTRACTOR: Mr. Robert D. Hilton, President Hilton Farnkopf and Hobson, LLC 2175 North California Boulevard, Suite 990 Walnut Creek, CA 94596 16. INDEPENDFNT 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. _►� I a ►0LVA 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. 5 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. 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. 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. 1.191%01104 ► • ; 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 94-3097242_ and CONTRACTOR certifies under penalty of perjury that said taxpayer identification number is correct. 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 City Mana r KENNETH A. NOR FF ATTEST: City Clerk JEANNE M. LEONCINI APPROVED AS TO City Attorney GAV M: . RAGGHIANTI CONTRACTOR HILTON FARNKOPF AND HOBSON, L<< z By: Name: ROBERT D. HILTON Title: PRESIDENT WAManagement services- WorkFile\Finance- WorkFile\Agreement and Contracts\Professional Contracts\2006\HF&H Refuse Contract 06.doc 7 Exhibit A HF&H CONSULTANTS, LLC Northern California Advisory Services to Southern California Municipal Management 2175 N. California Boulevard, Suite 990 Robert D. Hilton, CMC Walnut Creek, California 94596 John W. Farnkopf, PE Telephone: 925/977-6950 Laith B. Ezzet, CMC Fax: 925/977-6955 urww. h f h -consul to n ts. co m September 14, 2006 Via e -snail; original to follow Mr. Ken Nordhoff City Manager City of San Rafael 1400 Fifth Ave., P.O. Box 151560 San Rafael, CA 94915-1560 Subject: Proposal to Review Marin Sanitary Service's Application for 2007 Rates - Individual Report for the City of San Rafael Dear Mr. Nordhoff: The City of San Rafael (City) has requested that HF&H Consultants, LLC (HF&H) as part of the review of Marin Sanitary Service's (MSS) application for rates to be effective January 1, 2007, evaluate possible rate adjustments resulting from the integration into the City of residential and commercial accounts that, prior to 2005, were part of the Las Galinas Valley Sanitary District. This letter communicates our proposed work scope for that project as well as our projected fees. BACKGROUND During 2005, the customers that were in the Las Galinas Valley Sanitary District franchise area (new customers) were integrated into the City of San Rafael. At that time, new customers' rates were revised to be consistent with those rates charged in the City of San Rafael. According to MSS, this resulted in the rates generating approximately $300,000 in revenues less than required to meet MSS' revenue requirement. As part of the rate setting process for the 2006 rate year, an additional rate adjustment of 6% was necessary to generate sufficient revenue to meet MSS' compensation requirement. $291,000 or 2.3 % of the increase related to a one time adjustment for 2005 franchise fees. As a result, the City has asked HF&H to review the MSS proposed rate calculation for 2007 for the City to ensure the calculation properly reflects the reversal of the one time adjustment and other adjustments resulting from the change in the franchise area of the City. WORK SCOPE Our proposed scope of work includes the following tasks: 1. Obtain the 2007 MSS revenue requirement from the City of San Rafael customer base. 2. Review the basis for MSS' calculation of a revenue surplus or shortfall and determine, based on the current rate structure, the average change to existing rates that would be necessary to offset this surplus or shortfall. Adlbk OW HF&H CONSULTANTS, LLC Mr. Ken Nordhoff September 14, 2006 Page 2 of 2 3. Recalculate the "reversal" of the 2005 Franchise Fee adjustment based upon data received from MSS. 4. Review all other adjustments specifically identified to San Rafael. 5. Recalculate the percentage change to rates based upon findings. 6. Communicate findings with MSS. 7. Prepare a draft report for review by the City and MSS for comment. 8. Revise the report for the comments received during task 7 and for the results of the review of the 2007 rate application and prepare a final report for presentation to the City Council. 9. Support the City staff by attending Council meetings to answer any questions regarding the proposed rate methodology. PROJECTED FEES Because of the nature of this engagement, we propose to bill you on a time and materials basis at our standard billing rates. Our estimated fee, including out-of-pocket expenses, for performing the nine tasks as described above, is $6,540. If less effort is required, we will bill you a lesser amount. If additional fees are necessary, we will inform you before proceeding. If the terms of this engagement are acceptable to the City, please indicate by signing below. Should you have any questions, please feel free to call me at 925/977-6952. Very truly yours, HF&H CONSULTANTS, LLC %-?� 'tetz� (Car�pr� Robert D. Hilton, CMC President cc: Kim Erwin - HF&H Marva Sheehan - HF&H Approved: this day of 200_ for the City of San Rafael Attachment A Fee Estimate S:\Clients\S\San Rafael\2006 - SW\Proposal\Fee Estimate - San Rafael b.xls Hilton Sheehan Associate Admin Total Billing Rate $235.00 $175.00 $110.00 $75.00 Task/Step Description Task 1 Obtain San Rafael Comoensation Reauest from MSS 1.1 Review for mathematical accuracy 1 Agree request to Franchisors Group consolidated 1.2 workpapers 1 Sub -total Hours 0 2 0 0 2 Fees $0 $350 $0 $0 $350 Task 2 Review MSS calculation of San Rafael Adiustment 1 Sub -total Hours 0 1 0 1 Fees $0 $175 $0 $0 $175 Task 3 Recalulate 2005 Franchise Fee adiustment 3.1 Compare current adjustment to projected adjustment from prior year 1 3.2 Obtain explanation of variance 1 2 Sub -total Hours 0 1 3 0 4 Fees $0 $175 $330 $0 $505 Task 4 Review other adiustments 4.1 Obtain support of other adjustments 3 2 4.2 Review/recalculate adjustments 2 Sub -total Hours 0 5 2 0 7 Fees $0 $875 $220 $0 $1,095 Task 5 Calculation of Necessary Rate Adiustments 2 4 Sub -total Hours 0 2 4 0 6 Fees $0 $350 $440 $0 $790 Task 6 Communication of Results 6_1 Present Preliminary Findings to MSS 1 1 6_2 Draft Report 1 3 1 1 6_3 Revise Draft Report and Present to City 3 1 6_4 Final Report 1 4 Sub -total Hours 3 11 1 2 17 Fees $705 $1,925 $110 $150 $2,890 Task 8 Enoaaement Management Sub -total Hours 1 2 0 0 3 Fees $235 $350 $0 $0 $585 Total Fees Hours 4 24 10 2 40 Fees $940 $4,200 $1,100 $150 $6,390 Out -of -Pocket Expenses $150 Sub -total $6,540 Contingency $0 Total Budget 6.540 S:\Clients\S\San Rafael\2006 - SW\Proposal\Fee Estimate - San Rafael b.xls From: Jurly Marshall At: CCI f-inancial a Insurance services t-aXILJ: I o: Kegg "novlcn ua>e: i u/u.&uuu uL:4t7 vivl rage: 4 or u ACORD CERTIFICATE OF LIABILITY INSURANCE OPID DATE(MM/DD/YYYY) �O 10/02/06 }j�I PRODUCER THIS CERTIFICATE IS ISSUED AS A 'I� INFORMATION California Coastal insurance ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE License #0381524 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 2262 Camino Ramon PO Bnx 5n76 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. San Ramon CA 94583-1328 Phone:925-866-7050 Fax:925-866-8275 AFFORDING COVERAGE NAIC9 INSURED IINSURERS INSURER A: Hartford insurance Company 22357 INSURER D: Houston Casualty Company Kathleen Hilton, Farnkop£, Hobson INSURER C: Preferred Employers 2175 N California Ste 990 INSURER D: Walnut Creek CA 94596 INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY 14LOUIRLMLN1. 1LRM OR CONDI IION OF ANY CON IRAC I OR 01HEH UOCUMENI WI IH HESPECI IU WHICH IHIS CEHI IFIC:AIE MAY HE 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 I"K Nuu'YULILY CI'tcL I IVC ruuLr okruwnury LTR INSRd TYPE OF INSURANCE POLICY NUMBER DATE (MM/DD/YY) DATE (MM/DD/YY) LIMBS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X X COMMERCIAL GENERAL LIAOILITY 57SBAGB6653 12/1 v 5/05 12/15/06 IPREMISESnrvwociv (EaKooccuv�cueence) 3300,000 ICLAIMS MADE F__] OCCUR I MED EXP (Any one person) $ 10,()00 PERSONAL & ADV INJURY $ :L,000,000 GENERAL AGGREGATE ;2,000,000 GEN'L AGGREGATE LIMIT APPLES PER Ij PRODUCTS - COMP/OP AGG $ 2,000,000 POLICY F-1 JECT n LOC AUTOMOBILE LIABILITY iA4YAUTO COMBINED SINGLE LIMIT $ 1,000 0 0 0 A 57SBAGB6653 12/15/05 12/15/06 (Eeaccident) ALL OWNED AUTOS BODILY INJURY I 3 SCHEDULED AUTOS (Per person) X I IIRCD AUTOS BODILY INJURY $ X NON -OWNED AUTOS (Per accident) _ PROPFRTY nAMAG7F S (Per accident) GARAGE LIABILITY I AUTO ONLY - EA ACCIDENT $ ANY AU 10 I OTHER THAN EA ALC AUTO ONLY: AGG !� 3 EXCESS/UMBRELLA LIABILITY I CACI I OCCURRENCE 3 2,000,000 A 7 OCCUR EICLAIMS MADE 57SELAGB6653 12/15/05 12/15/06 I AGGREGATE s2,000,000 I 3 DCDUCTIOLC I 3 X RETENTION $ 10000 I $ WORKERS COMPENSATION AND Ij X ITORY LIMIT." I I"IT EMPLOYERS' LIABILITY C WKN1121425 09/06/06 09/06/07 E.L. EACH ACCIDENT $ 1000000. ANY f'ROf'RIETOR/f'ARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYEE $3.000000. If yes, describe under SPECIAL PROVISIONS below I E.L. DISEASE - POLICY LIM[ 1 $1000000. OTHER B Professional Liab H70613397 06/01/06 06/01/07 Aggregate 2,000,000 Occur. 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS The City of San Rafael and its officers, agents, employees and volunteers are included as additional insured per attached policy endorsement. *10 Day Notice for Non -Payment of Premium CERTIFICATE HOLDER CANCELLATION SANRAFC SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30* DAYS WRITTEN City of San Rafael NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Attn : City Manager IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR P.O. Box 151560 San Rafael CA 94915 REPRESENTATIVES. AUTHORIZED RJPRESENTAYVE ACORD 25 (2001/08) (DACORD CORPORATION 1988 From: Judy Marshall At: CCI Financial & Insurance'Jervices I-axl U: I o: rcegg renoviun uuLc, i rin Y ayc..J Ulu 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 The Certificate of Insurance on the reverse side of this form 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 (2001/08) From: Judy Marshall At: U(;I Hnanclal & Insurance Services I -axle: I o: Megg F'enoVlch Date: 10/Z/PUUG 02:46 PM Page: 6 of G THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: 57SBAGB6653 BUSINESS LIABILITY COVERAGE FORM C. Who is an insured in the BUSINESS LIABILITY COVERAGE FORM is amended to include as an Insured the person or organization shown in the Declarations but only with respect to liability arising out of the operations of the named insured. For losses covered under the BUSINESS LIABILITY COVERAGE of this policy this insurance is primary to other valid and collectible Insurance which Is available to the person or organization shown In the Declarations as an Additional Insured. The City of San Rafael, its officers, agents, employees and volunteers Form SS 04 49 05 93 Printed in U.S.A. (NS) Copyright, Hartford Fire Insurance Company, 1993