Loading...
2010-03-16 4-C Exhibit 7CONSULTANT AGREEMENT MAZE & ASSOCIATES 4. TIME IS OF THE ESSENCE: Consultant and City agree that time is of the essence regarding the performance of this Agreement. 5. STANDARD OF CARE Consultant agrees to perform all services: hereunder in. a rnar�ner con�n�ensurate with generally accepted government auditi standards and agrees that all services shall be p er forrri ed by qualified and experienced personnel who are not employed by the City nor have any contractual relationship with City. 6. INDEPENDENT PARTIES City and Consultant int tat the r there created by this Agreement is that of employer- independent contractor, The manner and means of conducting the work a r e under the control of Consultant, exc to the extent they are limited by statute, rule or r and the express terms of this .:green ent. No civil service status or other right of ern to ent p YM W i ll b e ac q uire d .by vi rtue of Consult services. No o f the b enefits p rovided by City to its employees, including but not .limited to, unemployment insurance, wotkers' �cornpe nsatlon fans, p vacation and sick leave are available from pity toorstltant its erriployeesr agents. Deductions shall not::be. m ade for arty. state or federal taxes, FICA: pa.M. dhts PERS.. a eats, or pa. other purposes norm a with an e mplo yer- employe re lationship from arty fees d ue Consultant. Payments of the above items, if required, are the responsibziity of consultant. 6. IMMIGRATION REFORM AND CONTROL ACT A A Consultant assumes. any and all r esponsibi lity f or ve r i fying the :identity and emp authorization of all of his/her employees :performing w ork here purs to all a Iicab�e pp. IRCA or other :federal, or state rules and regulations. C shall ind emnify and hold Ci ty harmless from and against any loss, damage; liability, costs or expenses. arising from any. noncompliance .of this .provision by Consultant. 7. NONMDISCRI MINA'T'ION: Consistent ►vit City's policy that harassment and discrimination are unacee table p employ er/employee. conduct, Cons ultant agrees that hara or di scrimination directed t oward a job applicant, a City employee, or a citizen by Consultant. or Consultant's employee or subcontractor on the basis of race, religious creed, c nationa:t origin ancestry, har dlca p disability, marital status, pregnancy, sex, age, or sexual orientation :w 11 not be tolerated. Consultant ag that any and all violations of this. prov ision sh constitute a. materia brcaCh of this Agreement. 8. HOLD HARMLESS Indernn fiedtion Consultant shall indenm fy, defends and: hold harmless .City, it s City. Council, S commissions, officials, employees, and volunteers ("Indemnitees") from and against an y and all loss, damages, liability, claims, suits, costs and expenses whatsoever, including reasonable attorneys' fees ("Claims"), arising from or in any manner connected to. Con sultant' s negligent act or omission., whether alleged or actual, regarding performance of services or work conducted or performed pursuant to this Agreement.. If Cl aims are fled against Indemnitees which allege negligence on behalf of the Consultant, Consultant shall have no right of reimbursement a a inst g g Indemnitees for the costs of defense, even if negligence is not. fotund on the part of Consultant. However, Consultant shall not be obligated to .inde Indemnitees from Claims arisin g from the sole or active negligence or willful misconduct of Indet�zt'tees. Indenmification For Claims for Professional Liabili As to Claims for professional liability only, Consultant's obligation to. defend Inde nitees as set forth above) is limited to the extent to which its professional liabili insurance olic tY p Y will provide such defense costs. 9. INSIJRANCE On or before the cormencem.ent of the: terra of this Agr eemcnt, Consultant shall furnish City with certificates shoving the typ amount, G las s of o orations cover effective dates and p dates of expiration of insurance coverage in compliance with ara a his: 9A B C D and E p �P Such certificates, which do not limit Consultant's indemnifi shall also contain subst the following statement: Should any of the ab ov e in cov b Y this cert ificate b e canceled or coverage reduced before the expiration date thereof, the insurer affordin coverage g shall provide thirty (3 0) day advance wri tten notice to the �Cit o f Aiaineda b certified email Y Attention: Risk Manager." It is agreed that Consultant shall m aintain in: force .at ail tu g nes Burin the performance of this Agreement all appropriate coverage o f insurance re u red b this q Y Agreement with an insurance company that is acceptable to City acid lice to do in business in the State of California, indorsements naming the City as additional in shall be submitted with the insurance certificates. A4 O Consultant shall maintain the following: insurance coverage: (1} workers' Compensation Statutory coverage a s required by: the State o f California. 2 Liabifi Commercial general liability coverage in the following minimum limits: Bodily $500,000 each occurrence $1,000,000 aggregate all other. Property Damage: $100.,00.0. e a ch occurren $250,000. ggregate If submitted, c omb i n ed singl Brei po l icy with aggro ate .l iruits in th e g amounts: o f L000 000 will b conside equival to the. re uired minimum limits shown above. (3) Automotive Comprehensive automotive li ability coverage. in the follow in n�inirr urn g limits Bodily Injury $500,000:each occurrence Property Damage: $100,004 each occurrence or Combined :Single Limit: $5.O0,000 each occurrence (4) Professional Ilia�bili� it r oni uwmrniu Professional liability insurance which includes covera e for the g professional acts, errors an omissions of consultant in the amount of at least $1000 000 B. SUBRO GATIO WAIVER Consultant agrees that in the event of loss due to any of the perils for :which he/she has agreed to provide comprehensive general and automotive liability insurance, Consultant shall look solely to his/her insurance for r ecovery. Consultant hereby grants t o City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Consultant or City wi respect to the serv of C onsu ltant h erein, a waiv o f sny right td subroga which any such •insurer of said Co may a c qu i re against Ci ty. by virtue of the p a ym erit o any loss under such: i nsurance C. FAILURE TO SECURE If Consultant at any t me duri th e terra hereof sho fail to s o r maintain t i f ore g oing insura .ce Gt shall be permitted to obtain such insurance: in. the Consu ta na.I17:e or as an agent: of the Consu :and .shall be co mp ensated by the. Co nsu ltant for the costs o the insurance premiums dt the maximum rate pel itted by law and computed t`rom the date mitten notice is received that the premiurns. have not been paid. D. ADDITIONAL INSU_"D City, its C i ty cou ncil, :boards and commissions officers, etnployees `and Volunt sha.l be named as an additional insured under ail insurance coverages, except anyprafess liabili ty insurance, required by this Agreement. The. naming of an additional insured shall not affect any recovery to which such additional. insured would be entitled under this policy :if not named as such additional insured. An .additional insured named h premium, deductible portion of any loss, or expense. of any nature on thus policy or any extension thereof. Any other insurance held by an additio .insured shall no b e r e qu ire d to contribute anything toward any loss or expense covered by the insurance provide by this policy. E. SUFFICIENCY OF INSURANCE The insurance limits required by City are not represented as being sufficient to p rotect Consultant. Consultant is advised to confer with Consultant's insurance brayer to determine adequate coverage for Consultant. 10. CONFLICT OF INTEREST Consultant warrants that it is not. a .conflict of interest for Consultant to p erforin the services required by this A greement Consultant may be required to fill out a conflict of interest form if the services pro under this :greenlent require Consultant too make certain governmental decisions or serve n a staff capacity as defined in Title, Division 6, Section 1 8700 of the California Code of Regulations. 11. PROHIBITION AGAINST TRANSFERS Consultant shall not assign, sublease, h ypothecate, or transfer t or any interest therein, directly or indirectly, by operation of l aw or otherwise, without prior written consent of City. Any attempt to d o so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no rig or inter b reason of such g y attempted assignment, hypothecation or transfer. I-�oureyer, claims for money by Consultant from. City ender this greem.ent may be assigned to a bank, tr��s horn an or other financial p y institution without prior written consent. Written notice of such as s i gnment shall b e rom tl p p. Y furnished to City by Consultant. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital. stock of .Consultant, .or of the. interest of any. general partner or joint venturer or syndicate member or: cotenant, if Consultant is a partnership. or joint venture or syndicate or cot enant y� which shall result Jachang ing the control of Consultant, shall b e construed as an assi nrn of g this A.greement.. Control m e ans fifty percent .(50 or more of the votin power of the corporation. 12. SUBCONTRACTOR APPROVAL Unless prior written consent iom is obtained, only those eo le and sub eo ntra e tors p p whose names and resumes are attached to this Agreement shall be used in the erforrnan of this p Agreement. In the event .that Consultant employs subcontractors, such: sub c ontra c tors shall be required to furnish proef of workers' camper sa.tion insurance sr�d` sh 11 aiso.:be re wired to t q genera automobile and p rofes s ional liability :insurance in rea so nable c o nformity :to the insurance carried by Consultant. In addition; any �worl or services subeotracted hereunder shall be sub' ect to each provision of this Agreement. 13. ERMITS AND. LICENSES Consultants at his/her sole expense, shall obtain an maintain g d in the terns 0 f this Agreement all.. appropriate perms its; Gertif�cates and licenses including, but not limited to a Ci t Business License, that may be required in connection with the performance o services hereunder. 14. REPORTS A. Each and every report, hereinafter collectively referred to .as "Report reproduced, prepared or caused to be prepared by Consultant pursuant to or in connection with this Agreement, shall be the exclusive property of City. Consultant shall not copyright any Deport required by this Agreement and shall. execute appropriate documents to assign to Ci the copyright to Reports created pursuant to this Agreement. Any Report, acquired or re aired by this Agreement shall become the property of C ity, and all publication. rights are r to City. B. All Reports prepared by Consultant may be used by City. in. .execution or implementation of: (1), The original Project for which Consultant was hired; (2) Completion of the original Project by others; (3) Subsequent additions to the original project, and/or (4) Other .City projects as appropriate. C. Consultant shall, at such time and in such form as City may require, furnish reports concerning the status. of services required under this Agreement. D. All Reports required to be. provided by. this .Agreement :shall be P rifted :on recycled paper... All Reports shall be copied on both sides o the paper: except for one original, which shall be single sided. E. Igo Report, information or other data given to or prepared or assembled by Consultant pursuant to this. Agreement shall be made available to any individual or organ iz atio n by Consultant without prior approval by City, 15. WORK PAPERS Consultant shall maintain adequate `work papers supporting services provided in sufficient detail to permit an evaluation of services All .such records shall b in accordance with generally a cce pt e d g overnment aud iti ng s tandards and shalt b cl e arly identified a re adily accessible. Consultant shall provide free access to such books and records to the representatives of City or its designees at all proper times, and gives City the right to. examine and audit s am e and to make transcripts therefrom as necessary, and to allow inspection of all .work, data, documents, proceedings and activities related to this Agreement. Such records, together with s u pp o rting documents, shall b e .kept s epara te from other documents and re and shah. b e maintained fora period .of seven (7) years. If supplemental exam or audit of the records is n ece s s ary du to concerns rai by City's preliminary examination. or audit of records, and the City's supplemental examination or audit of the records discloses a faiiure to adhere to appropriate i cortro�s or other breach of. .contract or failure to act i good faith, then Consultant shall reimburse: City for a ll reasona costs. and ex p en ses a ss ocia t ed With. the Su ex am inat ion or audit. 16. NOTICES All notices, demands, requests or approvals .to be given under this Agreement shall b e given in writing and conclusively shall b e deemed served when del iver ed p o r on the second business da after the deposit thereof in the United States Mail postage prepaid, registered or certified, addressed as hereinafter provided. and in the rna u er required hereunder, consultant shall be. deemed in default in the p erformance of this Agreement. If such default is not. cured within a period of two 2 days after receipt t b y Consultant from City of written notice of default, specifying the nature. of such default and the steps necessary to cure such default, City may terminate the Agreement forthwith by giving to the Consultant written notice thereof. City shall have the option, at its sole discretion. and without cause of terminating rninatir this .Agreement by giving seven (7): days' prior written notice to Consultant as: rovided herein. Upon p p termination of this Agreement, each party shall pay to the other party that action of p compensation. speci fled in this. Agreement that. is earned and unpaid prior to the effective date of termination. 18. COMPLIANCES Consultant shall comply with all state or federal laws and all ordinances, rules and regulations enacted or issued by City. 19. CONFLICT OF LAW: This Agreement shall be. interpreted. under, and enforced by the laws of the State of California excepting any choice of law: rules.whic.h may direct the application of laws of another jurisdiction. The Agreement and obligations of the parties are sub' ect to all. valid laws orders rules, and regulations :o f the authorities having jurisdiction over this Agreement (or the successors of those authorities) Any suits brought pursuant to. this Agreement shall be filed with the courts of the Count of Alameda, State of California. 20. ADVERTISEMENT: Consultant shall not post, exhibit, display or allow to be posted, exhibited, displayed any signs, advertising, show. bills, lithographs, posters or cards of any kind pertaining to the services performed under this Agreement unless prior written approval has been secured from City to do otherwise. 21. WAIVER A waiver by City of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 22. INTEGRATED CONTRACT This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. 22. INSERTED PROVISIONS Each provision and clause required by law to be inserted into the Agreement shall be deemed to be enacted herein, and the Agreement shall be read and enforced as though each were included herein. If through mistake or otherwise, any such provision is not in or is .not correctly inserted, the Agreement shall be amended to make such insertion on application by either party. 23. CAPTIONS The captions in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit or amp ifs the teams or .provisions of this Agreement. IN WITNESS WHEREOF, the parties have caused the Agreement to be executed on the day and year first above written. CONSULTANT CITY OF ALAMEDA MAZE ASSOCIATES A. Municipal Corporation By o gs By Mn Marie Gallant.... Title Chief Executive officer Titic Inter arager REOOIV MENDED FOR. APPROVAL. r UZI/ riot GUIV 10; Dd JZ07I1110 I f AL U2 I P I Iw. of i CERTIFICATE OF INSURANCE COMMERCIA ALLSTATE INSURANCE COMPANY-A NORT14BROPK THI C 15 w3U As A MATTER OF VMRMATIOW AND CONFERS �a RIGHTS UPON CERT) MATE DOES NO AMEM. MEND OR ALTER THE CCVEPAGE AFFORDED BY THE POLICIES BELO CER'TtFiCAT� H� .f�E1�� `I`NI� INTERESTED PARTY Typ CERTJFICAT� HOLDER: 0EF171 KATE HOLDE AEI} INSURED Name anti Address of P t4 t� EIS Its CeOcate ie Issues I Is 7e an ldl a f Insured MAZE ASSOCIATES ING, city Of iklained 347 eUSKIr1K AVE 21's 22 63 Sant Qara Suite#22 CA 94520 22 PLEASAW HILL Almelo r CA 9450 Locatim AWrez R dwerent tpan ate) 510-747- Tts is 10 certify. fat ()f Insane lamed halvw have b e e n is to the isut3 Iacn®d ova roivftstan 9 U D.U e.ct v the expiratcari daie indicates# below, IulrarnIent teen arcend�n .o'f cont=t or Other document VAth ,react .#o .whEc tie this WigWe may Issued or ma P8rtain. The insurame afforded by the POW09 dwcrlba Lorain' ubj t to eIl tl"+e e it lan5, erld Ge�Ii�I s df such poIu .�P OF INSURANCt AND L1Mj M PpI Number. 50287.7W I ffectIVe U210: �3I'I'III c Iratlan Dl te: 't 1/` 0 RAISE SUMMAR�f 13USINESS LIABILIT' 'MO UNT. CO MPREHENSIVE t.fA�ILIT'i� 2,I��,[0a Each Accidental Ev FIRE a nd SPECII=IED PE RIL LEGAL LIAEILITY ant At 11ERT I�iC li .]!1R` GIAH[UTY St�,00D. Ei iO Aac�entaI Evert �ICAL P AYMENTS ,pad Mach P$r on PROPERTY INSORANCE 5 F s ,000 Each Ac�id6rd POUPY TYPE SPEC FOnM NAMED PERIL FORD BUILD �RS SPECIAL SPECIAL POW BUILC3ING I3eplaeaMent �t El A UDI Cash VaItre R epia tent Cst Col�T�tT cable C Replol She a1 uernent Co9t AGt�I�I Cash Value Wind iucil�g Exctuda Wind Yeg NCB MORTGAGE CLAUSE �-'I� po�Y cOMWns a M lxlI G[auSe in favor nf- age e Address CERTI PERIOD THI CEFMFI WILL RE MAIN IN FORCE FRCI� INCEPTION TH INCEPTION CF THE p 0L1GY t �L THE POLICY IS CANCELLED OR EXPI POLICY INCEPTIC�,DATE: 1/1I� ��t�i Ai�I 1p- SON Brlgoara at the k ffcm of The Imurod I�remisar. PROVISIONS TEis form. iS not tha co 'a cif irauranca, but �t� tha s IIG l a Idar Bowe has b een sued. Tie prnv;a-ionry 'bf tI� �1� 3119 in atI yes ts. I. p IT IS AGREED THAT SHOULD THE IN 'qLIRANCE PROTEG- oN EV10E�iCE l HEREIN TERMINATE. 7' IN E TO MAIL NC�TtGE OF �t� 7E�I�ATtDty WITR 7 0 DAY FR T HE EoLI_iN� ARE TEt ES: AR I CRT AGEE Ll Eltl MPANY III L IDEAI�CR �tC�L�E� At]DI't1AL SC1R I ANI AI�ICIAL ItT�RES TEp F'i4�tT�f TFOI� D t) all, A pproved as to Fo CO) 1044-4 GUSTOWER wo CITY A a lul 14-2 ACORD CERTIFICATE OF LIA.BILI.-. Mitchell Mitchell- Lic0620650 250 Bel Marin Keys Blvd, Bld E Novato CA 94949 Phone: 4 15-883-2 525 Fax:415 883--7752 INSURED Maze Associates 347.8 Buskirk Avre 215 Pleasant dill CA 64 OP ID DATE(VIM[PPIYYYY} YINSURANCE. MAZEAS 1 03/09Z10 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATIO ONLY. AND CONFERS..NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE `DOES NOT AMEND, EXTEND OR ALTER TH E COVERAGE AFFORDED BY. THE POLICIES BELOW INSURERS AFFORDING COVERAGE NAIC 4 INSURER A: Continental Casualty HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD.INDICATED, NOTWITHSTANDING INSURER B. ANY INSURER C. TERM OR CONDITION INSURER D: INSURER E: PERTAIN, GtK I Irlk;A I It HU LUtK CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 3 0 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO 50 SHALL City of Alameda IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE Paul W. Morris ACORD 25 (2001108} ACORD CORPORATION '1988 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 INS URANCE.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. LTR INSRC TYPE OF INSURANCE POLICY EFFECTIVE POLICY X IR T POLICY NUMBER PATE MMIDDIYY DATE MM /DDIYY LIMITS GENERAL LIABILITY EACH OCCURRENCE COMMERCIAL GENERAL LIABILITY PREMISES (Ea occurence) CLAIMS MADE OCCUR MED. EXP (Any one person) PERSONAL ADV INJURY GENERAL AGGREGATE GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS COMP/OP AGG POLICY PRO- LOC JECT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT ANY AUTO (Ea accident) ALL OWNED AUTOS BODILY INJURY SCHEDULED AUTOS Per p erson) HIRED AUTOS BODILY INJURY NON-OWNED AUTOS Per accident) PROPERTY DAMAGE (Per accident) GARAGE LIABILITY AUTO ONLY EA ACCIDENT ANY AUTO OTHER THAN EA ACC AUTO ONLY: AGG EXCESSIUMBRELLA LIABILITY EACH OCCURRENCE Approve( OCCUR CLAIMS MADE S to Fo m [DEDUCTIBLE RETENTION WORKERS COMPENSATION AND �j�� ORNEY WC ER' EMPLOYERS` LIABILITY E.L. EACH ACCIDENT ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. [DISEASE EA EMPLOYE OFFICERIMEMBER EXCLUDED? It yes, describe under E-L. DIS POLICY LIMIT SPECIAL PROVISIONS below OTHER A Prof. Liability APL 275366619 07/01/09 07/01/10 Per Claim. 2,000.000 A re ate 2 DESCRIPTION OF OPERATIONS f LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Full Prior Acts GtK I Irlk;A I It HU LUtK CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 3 0 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO 50 SHALL City of Alameda IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE Paul W. Morris ACORD 25 (2001108} ACORD CORPORATION '1988 IMPORTANT CERTIFICATEOF [IATE �lAdlOO1YYYY} LIABILITYINSURANGE. OPIDMR MAZ --1 03 /08 /10 S °1}IrR THIS CERTIFICATE IS.IS.SUED. AS A. MATTER OF. INFORMATION PERSONAL ADV INJURY. l Kosich GEhIERAL AGGREGATE, ONLY AND CIDNFERS.NO.RIGHTS UPON THE CERTIFICATE Callahan H OLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND O R COMBINED SINGLE LIMIT 3435 Mt Diablo Blvd, Ste. 300 ALTER THE COVE RAGE AFFORDED BY THE POLICIES BELOW. Lafayette CA 94549 BODILY INJURY {Per person} Phone: 925 284 3911 Fax 925 284 --3919 5 INSURERS AFFORDING COVERAGE NAIC INSURED INSURER A: Republ Indemnity Ins Co. PROPERTY DAMAGE. (Pcr as idenl) INSURER B: S AUTO ONLY EA ACCIDENT Maze Associates INSUR C; EA ACC 5 3478 Buskirk Ave., Suite 215 AUTO ONLY, AGG OAC.H OCCURRENCE S Pleasant.Hill.CA 94523 INSURER t7 S INSURER E. 5 COVERAGES THE POLICIES OF INSURANCE LISTED SELOW HAVE BEEN 186UED TO THE INSURED NAMED A13OVE FOR THE POL.tCY PEW INUIC:ATED. NQTWITH CDTH- ANY REQUIREhIENT, TERM OR CONDITION OF ANY CONTRACT OP. OTHER DOCUMENT. WITH RESPECT TO WHICH THIS CERTIFICATE �MAYBE ISSUED OR TORY LIMITS MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH El. EACH ACCIDENT POLICIES. AGGREGATE LIMITS SHOWN MAY 14AVE BEEN REDUCED BY PAIL] CLAIMS. 1,000,000 El, DISEASE EA EMrL OYEE INSR LTR DD'L NSRD TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MMtDDIYYYY) POLICY EXPIRATION DATE (MMfDD/YYYY) LIMITS GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY CLAIMS MADE or-CUR GEN'L AGGREGATE LIMIT APPLIES PER: PRO POLICY F`I JECT LOC AUTOMOBILE LIABILITY ANY AUTO AU. OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON•O`NNLDAUTT09 GARAGE LIABILITY ANYAUTO EXCESS UMBRELLA LIABILITY ::1 OCCUP 1:1 CLAIMS MADE DEDUCTIBLE RETENTION S WORKERS COMPENSATION AND EMPLOYERS' LIABILITY A ANY PROPRIETORtPARTNERIEXECUTIVE OFFICERWEMBER EXCLUDED? (Mandatary In NH) If yes, describe under SPECIAL PROVISIONS k-elow OTHER 15a7`661a 01/01/10 1 01/01/11 DESCRIPTION OF OPERATIONS! LOCATIO14S f VEHICLES 1 EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS *Except 10 days notice of cancellation for nonpayment of premium. EACH OCCURRENCE S DAMAGE TO RENTED PREMISES {Ea occurenee} S MED EXP (Any one person) S PERSONAL ADV INJURY. S GEhIERAL AGGREGATE, PRODUCTS COMPIOP AGG S COMBINED SINGLE LIMIT (Ea aedsdent) S BODILY INJURY {Per person} 5 BODILY INJURY (Per accident) S PROPERTY DAMAGE. (Pcr as idenl) S AUTO ONLY EA ACCIDENT OTHER THAN EA ACC 5 S AUTO ONLY, AGG OAC.H OCCURRENCE S AGGREGATE 5 S 5 X WC STATU• CDTH- TORY LIMITS ER El. EACH ACCIDENT 1,000,000 El, DISEASE EA EMrL OYEE i Q 0 0 Q Q Q El- DISEASE POLICY LIMIT S 1 0 0 0, 0 0 0 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE ❑ESCRIBEO POLICIES BE CANCELLED BEFORE THE EXPIRATION Aijm 3 DATE THEREOF. THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABIL TY OF ANY KIND UPON THE INSURER, ITS AGENTS OR itEPftESEHTATIVES. City of Alameda AunroRIZW REPRESENTATTVE 2263 Santa Clara Ave lameda CA 94501 N. ACORD 25 (2009/01) 1988 2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsements). 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 endorsements DISCLAIMER This Certificate of'lnsurance does not constitute a contract between the issuing insurers), 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: AvUKIJ Z-5 (ZuvVru1) M A ZE oC Exhibit A ASSOCIATES ACCOUNTANCY CORPORATION 3478 Buskirk Ave. -Suite 215 Pleasant Hill, California 94523 (925) 930 0902 •FAX (925) 930 0135 March 5, 2010 maze Cmazeassociates.com www.mazeassocfates.com Ann Marie Gallant Interim City Manager City of Alameda 2263 Santa Clara Alameda, CA 94501 Dear Ann Marie: We are pleased to confirn our understandir g o the.. s ervices "eve are to. provide for th C ity of Alameda for the gears ending June 30, 2010, 2011 and 2012. The services ire. have been engaged to provide. are outlined b e l ow, but we are also available to provide additional services at your request: 1 Audit of the basic financial statements, preparation. of Memorandum on Internal Control and assistance with the preparation of the Comprehensive Annual Financial Report including preparation and printing of color graphs and review of statistical information. 2) Testing two programs .for compliance with the Single Audit Act amendments of 1 996 and applicable laws and regulations and issuance of our report thereon. 3) Testing of compliance with Proposition 111 Appropriation Limit Increment and issuance of our report thereon. 4) Audit of basic component unit financial statements of the City of Alameda Police and Fire Retirement System Pension Plans 1079 and 1052. 5� Test Measure B funds for compliance with the Agreement for Distribution of Measure B Funds to Local Agencies. 6) Perform agreed -upon procedures to comply with County reporting requirements for the Parking Citation System and issue our report thereon. Tests of compliance for Metropolitan Transportation 'Commission/Transportation Development Act Programs and preparation of required reports. 8) Test of compliance for Prop 1B Program and preparation of required report. A professional Corporation We understand you will provide us with basic workspace suff cient to accommodate the audit team assigned to our audit y We understand the basic workspace will be equipped with a telephone and direct Internet access, preferably a temporary network outside of your network, a public IP address and a wired connection. We understand you will also provide us. with access to a fax machine: and read only access to your general Ied er system. Government ,4uditing Standards require that we provide the City with a co .of our most recent quality control py q ty review report and letter of comment. Our most recent peer review report, th letter of comment and our. responses accompany this letter. We appreciate the opportunity to be of service to the City and believe phis letter accurate l sunrnarizes the sign f cant terms of our engagement. If you have any questions, please let us khow.:If you agree with the terms of our engagement as described in this letter, please sign the enclosed copy and return. the entire co Py to .us. Maze Associates City of Alameda Engagement Letter Fees Attachment Our fees for the work in the attached engagement letter will be as follows, unless they are adjusted for one or more of the items below: Service Proposed Proposed Proposed 2010_Fees (a) 2011 Fees (a) 2012_s (a) I Basic Financial -Statements, CAFR assistance and Memorandum on Internal Control 2 S Ingle .:audit .Act Report (two programs) 3 Review of pity's Appropriations .Lirimit Financial Statements for the: 4 Police and Fire Retirement Plans 1 079 and 1082 5 Measure B 6 Parking Citation System Audit 7 MTCITDA Programs Audit 8 Prop 1B Totals ...$.1.0.8J3.9. .$I11,383 $114725. .14 .14,464 14,89.8 .822 :S47 872 5,559 5,726 5 3,365 3,46 3,570 2,657 2,737 2,819. 4 ..4566.5 4 1 1,591 1,639 $140,659 $144,579 $149,226 2010 Fees Our fees for 2010 are firm fixed fees. Our fees for the years 2011 and 2012 have been adjusted for the estimated increase in the Bay Area Consumers Price Index. PDF Copies of Reports scanned copies of the above reports are available upon request at no charge. These scanned copies (300,dpi) are not high quality and the file sizes may be .large, depending on the length of the report. If you intend to past the CAFR to. your website we do not recommend using the scanned copies to do so one of the options below should he .used. If you would like a. higher quality. PDF: file, there are. three options. The fees shorn below are based on a Comprehensive Annual Financial :Report. Please contact us. if you would like us to. prepare one of the following three options for your CA.FR, or if you'd like..a quote for the preparation of a file for another type of report. In addition, should you decide on one of the followffig options, ,please let us know at least a week in advance. 1. INDWMUAL PDF CAFR PAGES $200 Print words, numbers, and statistics to PDF, then scan anything not available digitally (letterhead, award certificates, etc). Use inZIP to archive individual PDF prints "as is" and send them to you and you will then Compile report. This option requires that you have a full copy of Adobe Acrobat Standard or Professional, and knowledge about the program,. as well as a way to "unzip" the files. This should be used if you are willing to assemble the PDF report, but still would like to have a high quality "printed to PDF" CAFR. Quality: Medium -High Time to Complete: 2 -3 business days File size: 1 -2MB (varies with number of pages scanned) 2 WEB PDF CAFR $750 Print words, numbers, and statistics to PDF, then scan anything not available digitally (letterhead, award certificates, etc). Compile into one document with embedded page numbers, linked Table of Contents, and PDF bookmarks for easy :document navigation. This option is ideal for placement. on a website or distribution via e -mail. Quality: Medium -High (depending on number of pages scanned) Time to Complete: 7-10 business .days File size: 2MB (varies with number of pages scanned) 3. CAMERA READY PDF CAFR $1, NO 0 Print words, numbers, and statistics to PDF and compile into one document with embedded page numbers. Insert available digital pages (letterhead, award certificates, etc) but *no scanning* as we do not have the facilities to scan documents at "camera ready" quality. This option. could be seat to any print shop to generate an official bound copy, for placement on a website, or distribution via e -mail. Quality: very High Time to Complete: 7 -1 o business days File size: 1 MB Additional Services The above fees are for audit and assurance services described in the accompanying engagement letter. They do not include fees for assisting with closing the books nor providing other accounting services. Should the City require assistance beyond audit services we will provide a cost estimate before proceeding. Report Finalization our fee is based on our understanding that all information and materials. necessary to finalize all our reports will be provided to us before we complete our year -end fieldwork in your offices. In the case of CAFRs, this includes all the materials and. information required. to. print the CAFR. As in the past, we will provide final drafts of all our reports one week after we leave your offices. we will schedule a Final Changes Meeting with you for a date no more than two weeks .after we provide the final drafts. At that meeting, we will finalize all reports for printing. After that date, report changes. you make and changes required. because information was not received timely will be billed at our normal hourly rates. Post Closing Client Adjusting Entries The first step in our year -end audit is the preparation of financial statement drafts from your final closing trial balance. That means any entries you make after handing us your closing trial balance must be handled as audit adjustments, or in extreme cases, by re-- inputting the entire trial balance, even if the amounts are immaterial. If you make such entries and the amounts are in fact immaterial, we will bill you for the costs of the adjustments or re -input at our normal hourly rates. Recurring Audit Adjustments Each year we include the prior year's adjusting entries as new steps in our Closing Checklist, so that you can incorporate these entries in your closing. If we are required to continue to make these same adjustments as part of this year's audit, we will bill for this service at our normal hourly rates. CAFR Printing As a convenience, we can send your CAFR to a printer we use locally. we do not charge for delivering camera -ready print masters to any printer of your choice and delivering the CAFRs or BFS to you. However, we will bill you for any additional time spent on the CAFR printing at our normal hourly rates. This includes changes after the report goes to the printer, obtaining, reviewing and 1 or delivering printer's proofs, etc. We can also help with CAFR design, including covers, tabs, dividers, color choices, bindings, organization charts, reaps, etc. we will estimate these costs for you before proceeding. Single Audit Act Additional programs will each cost $7,022 in 2010, $7,232 in .2011 and $7,449 in 2012 unless there are other factors which add to that program's cost; in that case, we will provide a cost estimate before proceeding. Grant Programs Requiring Separate A.udit Grant programs requiring separate. audits. represent. a significant increase in work scope, and fees for these audits vary based on the grant require rents If you wish us to determine and identify which programs are subject to audit, we will bill you for that time at our normal hourly rates. Changes in City Personnel Our experience is that changes and/or. reductions in Finance Department staff can have a pronounced impact on costs of performing the audit. If such changes occur, we will meet with you to assess their impact and arrive at a new fee before we begin the next phase of our work. However, we reserve the right to revisit this subject at the conclusion of the audit, based on your actual perforrnanc.e. and our actual costs. CER77F/ED PUBLIC ACGOCIMANTS 16360 Monterey lid., Sulte 174 40.4.0 Moorpai* Ave. Sui#e 230 Mangan Bill, CA 95D3T Sant o se., a.9511 Tel: (4DS) 779 -3313 Te1:` B 557 989D Fay (403) 776 -1555. Fax: (409) 557 -9893 October 7, 2008 1 J I Nichols, Rick &Company www. ni c h Disrick.com MAL& ASSOCIATES ACCOUNIrANCY CORPORATION O 7, 2008 3473 Busk Ave. Suite 21,� Pleasant Hill, Callfomla 94523 (925) 930 -0902 FAX (925) 930-0135 California Society of Certified Publio Accountants maze @mazaassvcia #es.cam www. T7" azeass©c a tes. coo peer Review Program 1235 Radio Road Redwood City, CA 94065 Ladies and Gentlemen: This letter represents our response to the report and letter of comments issued. in connection with the review of our ms's accounting and auditing practioe for the year ended May 31, 2005. The matters discussed herein were brought to the attention of all personnel H*=ediately upon the completion of the review. In addition, the rnatters discussed in this letter will be given special emphasis in our monitoring procedures. Planning Mate� As part of our implementation of the risk assessment standards and SAS 114, vie have already incorporated quantitative materiality documentation into our audit planning process. ReiDortina Checklists Our Government Auditing Standards reporting Gheeldists are current, and we are including as an additional step in our pre issuance review procedures the specific requirement for the reviewer to confirm that all verbiage in our auditors' report is consistent with current Yellow Book requi.rernerit We, believe these actions are responsive to the findings of the review. Yours very truly, 0�10 1� 0-0% 6��O� Maze Z Accountancy Corporation A Professional Carporafion