HomeMy WebLinkAbout2007/09/11 Item 3
CITY COUNCIL
AGENDA STATEMENT
09/11107 Item~
SUBMITTED BY:
RESOLUTION APPROVING THE SECOND
AMENDMENT TO AN AGREEMENT BETWEEN THE
CITY OF CHULA VISTA AND NBS GOVERNMENT
FINANCE GROUP, DBA NBS, FOR SPECIAL TAX
CONSULTANT SERVICES FOR THE FORMATION OF
AN INFRASTRUCTURE FINANCING COMMUNITY
FACILITIES DISTRICT WITHIN OTAY RANCH
VILLAGE TWO PURSUANT TO THE MELLO-ROOS
COM:MUNITY FACILITIES ACT OF 1982, AND
AUTHORIZING THE MAYOR TO EXECUTE THE
AMENDMENT.
ENGINEERING & GENERAL SERVICES DIRECTOR ~~
ASSISTANT CITY MANAGER -==;,---r
CITY MANAGER ~--r-
ITEM TITLE:
REVIEWED BY:
4/5THS VOTE: YES
NO X
BACKGROUND
This report discusses the justification for waiving the formal consultant selection process
for the Special Tax Consultant with expertise in the formation of Infrastructure Financing
Community Facilities Districts (CFD).
Tonight, Council will consider the approval of an amendment to an agreement with NBS,
the City's Special Tax District Administrators, to include the formation of a
Infrastructure CFD within Otay Ranch Village Two, pursuant to the "Mello-Roos
Community Facilities Act of 1982".
ENVIRONMENTAL REVIEW
The Environmental Review Coordinator has reviewed the proposed actIVIty for
compliance with the California Environmental Quality Act (CEQA) and has detennined
that the activity, adoption of a contract amendment, is not a "Project" as defined under
Section 15378 of the State CEQA Guidelines; therefore, pursuant to Section 15060(c)(2)
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09/11/07,fiem~
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of the State CEQA Guidelines the activity IS not subject to CEQA. Thus, no
environmental review is necessary.
RECOMMENDA nON
That Council adopt the resolution:
.
Approving the second amendment to an agreement between the City of Chula
Vista and NBS Government Finance Group, DBA NBS, for Special Tax
Consultant Services for the formation of an Infrastructure Financing
Community Facilities District within Otay Ranch Village Two pursuant to the
Mello-Roos Community Facilities Act of 1982, and authorizing the Mayor to
execute the amendment.
BOARDS/COMMISSION RECOMMENDATION
Not Applicable
DISCUSSION
The City currently has 23 Assessment Districts and/or Community Facilities Districts, all
formed for the purpose of financing infrastructure improvements. The City began
utilizing infrastructure districts in 1985 in order to provide long-term financing for
necessary infrastructure in newly developing areas of the City. Otay Project L.P. has
submitted a request to the City to begin forming an Infrastructure Financing Community
Facilities District within Otay Ranch Village Two.
The early stages of formation are underway, but during the duration of formation, the
contract with the special tax consultant, MMS, expired on August 24, 2007. Therefore,
the City is in need for a special tax consultant to complete the formation process.
The Special Tax Consultant's role is to recommend CFD boundaries, provide input into
the bond-sizing process, prepare the Engineer's Report, recommend the rate and method
of apportionment of the special tax, and prepare the project's acquisition/financing
agreement. fi is recommended that the City amend the agreement with our current
special tax district administration consultant, NBS, as they are prepared to take on the
required tasks. All members of the district formation team are agreeable to this selection.
NBS is a recognized expert in special tax and assessment financing, and their knowledge
combined with the fact that they currently serve as administration consultant for the
City's current special tax districts puts them in a better position to step-in and provide the
necessary services efficiently and expertly.
Because NBS is the City's current Special District Administrator (meaning they perform
the duties associated with implementing and administering the district after it is formed),
they have been involved in the formation process of this district from the beginning.
Typically, the formation consultant and the administration consultant are the same due to
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the efficiencies that are realized when one team of experts is doing both-this action will
allow Chula Vista to realize these advantages.
Gi ven the critical and sensi ti ve nature of each of the elements of a successful bond sale
and the importance of continuity, staff believes this approach avoids the potential of
significantly negatively impacting the district formation to the risk of the City, developer
and, ultimately the future residents of this district. The risk to the City of trying to offer
bond issuances with documentation from consultants who are unfamiliar with the needs
of the City outweigh any perceived advantage to undertaking a selection process in this
particular instance. The amount of time it will take for a formal selection process as well
as the time it will take to bring the selected special tax consultant up to speed would be
significant, and could possibly delay the formation of the district. It should be noted,
however, that staff is in the process of developing an RFP for future work of this type.
DECISION MAKER CONFLICT
Staff has reviewed the property holdings of the City Council and has found no property
holdings within 500 feet of the boundaries of the property which is the subject of this
action.
FISCAL IMPACT
There is no impact to the General Fund resulting from this action. The total cost for
establishing this district is expected to be $45,000 for NBS Special Tax Consultant
Services, plus actual expenses. All costs associated with the formation of this district will
be paid through a deposit account funded by the developer.
ATTACHMENTS:
1. Original Agreement dated May 10,2005
2. NBS Contract First Amendment
3. NBS Contract Second Amendment
Prepared by: Tessa Quicho, Administrative Analyst II, Engineering Department
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m>>tMENT 1
Parties and Recital Page(s)
Agreement between
City of Chula Vista
and
NBS Government Finance Group, dba NBS
for Special District Apportionment, Delinquency Monitoring, Administration
and Other Services
This agreement (" Agreement"), dated dfs O>j .I:k ;:J"o 5- for the purposes of reference
only, and effective as of the date last executed unl ss ano er date is otherwise specified in Exhibit
A, Paragraph 1 is between the City-related entity as is indicated on Exhibit A, paragraph 2, as such
("City"), whose business form is set forth on Exhibit A, paragraph 3, and the entity indicated on the
attached Exhibit A, paragraph 4, as Consultant, whose business form is set forth on Exhibit A,
paragraph 5, and whose place of business and telephone numbers are set forth on Exhibit A,
paragraph 6 ("Consultant"), and is made with reference to the following facts:
Recitals
Whereas, the City has formed Assessment Districts to provide funding for benefiting
properties and infrastructure under the Municipal Improvement Acts 1913 and 1915; and,
Whereas, the City has formed, or is in the process of forming, Mello-Roos Community
Facilities Districts to provide funding for the construction of infrastructure or for the maintenance of
open space areas in accordance with the Community Facilities Act of 1982; and,
Whereas, the City has formed twenty-four Open Space Districts to provide funding for
perpetual maintenance of common open, space areas; and,
Whereas,Sectian 8730 'of the Streets.and Highways COde. requires that when a parcel ofland
upon which there is an unpaid assessment divides, the original assessment must be segregated and
apportioned in accordance with the benefits to the several parts of the original list; and,
Whereas, the City requires a consultant for the performance of apportionment, delinquency
monitoring, administration and other services for the said Districts; and,
Whereas, the Request for Proposal was prepared and advertised, proposals were received and
reviewed, and firms were interviewed and ranked in accordance with City Policies; and,
Whereas, Consultant warrants and represents that they are experienced and staffed in a
manner such that they are and can prepare and deliver the services required of Consultant to City
within the time frames herein provided all in accordance with the terms and conditions of this
Agreement;
(End of Recitals, Next Page starts Obligatory Provisions.)
3 4
Page 1
Co/~a5 - N9
Obligatory Provisions Pages
NOW, THEREFORE, BE IT RESOLVED that the City and Consultant do hereby mutually
agree as follows:
1. Consultant's Duties
A. General Duties
Consultant shall perform all ofthe services described on the attached Exhibit A, Paragraph 7,
entitled "General Duties"; and,
B. Scope of Work and Schedule
In the process of performing and delivering said "General Duties", Consultant shall also
perform all of the services described in Exhibit A, Paragraph 8, entitled" Scope of Work and
Schedule", not inconsistent with the General Duties, according to, and within the time frames set
forth in ExhibitA, Paragraph 8; and deliver to City such Deliverables as are identified in Exhibit A,
Paragraph 8, within the time frames set forth therein, time being of the essence of this agreement.
The General Duties and the work and deliverables required in the Scope ofW ork and Schedule shall
be herein referred to as the "Defined Services". Failure to complete the Defined Services by the
times indicated does not, except at the option of the City, operate to terminate this Agreement.
C. Reductions in Scope of Work
City may independently, or upon request from Consultant, from time to time reduce the
Defined Services to be performed by the Consultant Wlderthis Agreement. Upon doing so, City and
Consultant agree to meet in good faith and confer for the purpose of negotiating a corresponding.
reduction in the compensation associated with'.said reduction.
0". Additional SerVices
In addition to performing the Defined Services herein set forth, City may require Consultant
to perform additional consulting services related to the Defined Services ("Additional Services"), and
upon doing so in writing, if they are within the scope of services offered by Consultant, Consultant
shall perform same on a time and materials basis at the rates set forth in the "Rate Schedule" in
Exhibit A, Paragraph 11, unless a separate fixed fee is otherwise agreed upon. All compensation for
Additional Services shall be paid monthly as billed.
E. Standard of Care
Consultant, in performing any Services under this agreement, whether Defined Services or
Additional Services, shall perform in a manner consistent with that level of care and skill ordinarily
exercised by members of the profession currently practicing under similar conditions and in similar
locations.
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F. Insurance
Consultant represents that it and its agents, staff and subconsultants employed by it in
connection with the Services required to be rendered, are protected against the risk of loss by the
following insurance coverages, in the following categories, and to the limits specified, policies of
which are issued by Insurance Companies that have a Best's Rating of "A, Class V" or better, or shall
meet with the approval of the City:
Statutory Worker's Compensation Insurance and EmployeF's Liability Insurance coverage in
the amount set forth in the attached Exhibit A, Paragraph 9.
Commercial General Liability Insurance including Business Automobile Insurance coverage
in the amount set forth in Exhibit A, Paragraph 9, combined single limit applied separately to each
project away from premises owned or rented by Consultant, which names City as an Additional
Insured, and which is primary to any policy which the City may otherwise carry ("Primary
Coverage"), and which treats the employees of the City in the same manner as members of the
general public ("Cross-liability Coverage").
Errors and Orrrissions insurance, in the amount set forth in Exhibit A, Paragraph 9, unless
Errors and Omissions coverage is included in the General Liability policy.
G. Proof of Insurance Coverage.
(1) Certificates of Insurance.
Consultant shall demonstrate proof of coverage herein required, prior to the
commencement of services required under this Agreement, by delivery of Certificates
of Insurance demonstrating same, and further indicating that the policies may not be
canceled withoutatJeast thirty.(30}days written .notice to the Additional Insured-
(2)" Policy EndoriernentsRequired.
In order to demonstrate the Additional Insured Coverage, Primary Coverage and
Cross-liability Coverage required under Consultant's Commercial General Liability
Insurance Policy, Consultant shall deliver a policy endorsement to the City
demonstrating same, which shall be reviewed and approved by the Risk Manager.
H. Secuntv for Performance.
(I) Performance Bond.
In the event that Exhibit A, at Paragraph 19, indicates the need for Consultant to
provide a Performance Bond (indicated by a check mark in the parenthetical space
immediately preceding the subparagraph entitled "Performance Bond"), then
Consultant shall provide to the City a performance bond by a surety and in a form
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3 6
and amount satisfactory to the Risk Manager or City Attorney which amount is
indicated in the space adjacent to the t=, "Performance Bond", in said Paragraph
19, Exhibit A.
(2) Letter of Credit.
In the event that Exhibit A, at Paragraph 19, indicates the need for Consultant to
provide a Letter of Credit (indicated by a check mark in the parenthetical space
immediately preceding the subparagraph entitled "Letter of Credit"), then Consultant
shall provide to the City an irrevocable letter of credit callable by the City at their
unfettered discretion by submitting to the bank a letter, signed by the City Manager,
stating that the Consultant is in breach of the terms of this Agreement. The letter of
credit shall be issued by a bank, and be in a form and amount satisfactory to the Risk
Manager or City Attorney which amount is indicated in the space adjacent to the
term, "Letter of Credit", in said Paragraph 19, Exhibit A.
(3) Other Security
In the event that Exhibit A, at Paragraph 19, indicates the needior Consultant to
provide security other than a Performance Bond or a Letter of Credit (indicated by a
check mark in the parenthetical space immediately preceding the subparagrsph
entitled "Other Security"), then Consultant shall provide to the City such other
security therein listed in a form and amount satisfactory to the Risk Manager or City
Attorney.
1. Business License
Consultant agrees to obtain a business license from the City and to otherwise comply with
Title 5 of the ChulaVistaMunicipal Code.
2. Duties of the City
A. Consultation and Cooperation
City shall regularly consult the Consultant for the purpose of reviewing the progress ofthe
Defined Services and Schedule therein contained, and to provide direction and guidance to achieve
the objectives ofthis agreement. The City shall permit access to its office facilities, files ancfrecords
by Consultant throughout the term of the agreement. In addition thereto, City agrees to provide the
information, data, it=s and materials set forth on Exhibit A, Paragraph 10, and with the further
understanding that delay in the provision of these materials beyond 30 days after authorization to
proceed, shall constitute a basis for the justifiable delay in the Consultant's performance of this
agreement.
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B. Compensation
Upon receipt of a properly prepared billing from Consultant submitted to the City
periodically as indicated in Exhibit A, Paragraph 18, but in no event more frequently than monthly,
on the day of the period indicated in Exhibit A, Paragraph 18, City shall compensate Consultant for
all services rendered by Consultant according to the terms and conditions set forth in Exhibit A,
Paragraph II, adjacent to the governing compensation relationship indicated by a "checkmark" next
to the appropriate arrangement, subj eet to the requirements for retention set forth in paragraph 19 of
Exhibit A, and shall compensate Consultant for out of pocket expenses as provided in Exhibit A,
Paragraph 12.
All billings submitted by Consultant shall contain sufficient information as to the propriety of
the billing to permit the City to evaluate that the amount due and payable thereunder is proper, and
shall specifically contain the City's account number indicated on Exhibit A, Paragraph 18 (C) to be
charged upon making such payment.
3. Administration of Contract
Each party designates the individuals ("Contract Administrators") indicated on Exhibit A,.
Paragraph 13, as said partys contract administrator who is authorized by said party to represent them
in the routine administration of this agreement.
4. Tenn
This Agreement shall terminate when the Parties have complied with all executory provisions
hereof.
5. Liquidated Damages
...".
The provisions ofthissectioriapplyifaLiquidated Damages Rate is provided in ExhibitA,
Paragraph 14. '
It is acknowledged by both parties that time is of the essence in the completion of this
Agreement. It is difficult to estimate the amount of damages resulting from delay in performance.
The parties have used their judgment to arrive at a reasonable amount to compensate for delay.
Failure to complete the Defined Services within the allotted time period specified in this
Agreement shall result in the following penalty: For each consecutive calendar day in excess of the
time specified for the completion of the respective work assignment or Deliverable, the consultant
shall pay to the City, or have withheld from monies due, the sum of Liquidated Damages Rate
provided in Exhibit A, Paragraph 14 ("Liquidated Damages Rate").
Time extensions for delays beyond the consultant's control, other than delays caused by the
City, shall be requested in writing to the City's Contract Administrator, or designee, prior to the
expiration ofthe specified time. Extensions oftime, when granted, will be based upon the effect of
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delays to the work and will not be granted for delays to minor portions of work unless it can be
shown that such delays did or will delay the progress of the work.
6. Financial Interests of Consultant
A. Consultant is Designated as an FPPC Filer
If Consultant is designated on Exhibit A, Paragraph 15, as an "FPPC filer", Consultant is
deemed to be a "Consultant" for the purposes of the Political Reform Act conflict of interest and
disclosure provisions, and shall report economic interests to the City Clerk on the required Statement
of Economic Interests in such reporting categories as are specified in Paragraph 15 of Exhibit A, or if
none are specified, then as determined by the City Attorney.
B. Decline to Participate
Regardless of whether Consultant is designated as an FPPC Filer, Consultant shall not make,
or. participate in making or.in any way attempt to use Consultant's position to influence'. a
governmental decision in which Consultant knows or has reason to know Consultant has a financial
interest other than the compensation promised by this Agreement.
C. Search to Determine Economic Interests
Regardless of whether Consultant is designated as an FPPC Filer, Consultant warrants and
represents that Consultant has diligently conducted a search and inventory of Consultant's economic
interests, as the term is used in the regulations promulgated by the Fair Political Practices
Commission, and has determined that Consultant does not, to the best of Consultant's knowledge,
have an economic interest which would conflict with Consultant's duties under this agreement.
D. Promise Not to Acquire'Conflictindnterests
Regardless of whether Consultant is designated as an FPPC Filer; Consultant further warrants
and represents that Consultant will not acquire, obtain, or assume an economic interest during the
term of this Agreement which would constitute a conflict of interest as prohibited by the Fair
Political Practices Act.
E. Duty to Advise of Conflicting Interests
Regardless of whether Consultant is designated as anFPPC Filer, Consultant further warrants
and represents that Consultant will immediately advise the City Attorney of City if Consultant learns
ofan economic interest of Consultant's, which may result in a conflict of interest for the purpose of
the Fair Political Practices Act, and regulations promulgated thereunder.
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F. Specific Warranties Against Economic Interests
Consultant warrants and represents that neither Consultant, nOr Consultant's immediate
family members, nOr Consultant's employees Or agents ("Consultant Associates") presently have any
interest, directly Or indirectly, whatsoever in any property which may be the subj ect matter of the
Defined Services, or in any property within 2 radial miles from the exterior boundaries of any
property which may be the subject matter of the Defined Services, ("Prohibited Interest"), other than
as listed in Exhibit A, Paragraph IS.
Consultant further warrants and represents that no promise of future employment,
remuneration, consideration, gratuity or other reward or gain has been made to Consultant or
Consultant Associates in connection with Consultant's performance of this Agreement Consultant
promises to advise City of any such promise that may be made during the Term of this Agreement, or
for 12 months thereafter.
Consultant agrees that Consultant Associates shall not acquire any such Prohibited Interest
within the Term of this Agreement, or for 12 months after the expiration of this Agreement,.except .
with the written permission of City.
Consultant may not conduct or solicit any business for any party to this Agreement, or for any
third party which may be in conflict with Consultant's responsibilities under this Agreement, except
with the written permission of City.
7. Hold Harmless
Consultant shall defend, indemnifY, protect and hold harmless the City, its elected and
appointed officers and employees, from and against all claims for damages, liability, cost and
expense (includmg without limitation attorneys fees) arising out of or alleged by t.tilld parties to be
the result of the negligent acts, errors oromissions or the willful miscondnct of the Consultant, and.
Consultant's.employees, subcontractilrsor other persons, agencies or finns.forwhom Consultant is .'. .
legally responsijjle in collnectiOiJ with the execution ofthewOIK co~ by this Agreement, except
only for those claims, damages, liability, costs and expenses (including without limitations, attorneys
fees) arising from the sole negligence or sole willful misconduct of the City, its officers, employees.
Also covered is liability arising from, connected with, caused by or claimed to be caused by the
active or passive negligent acts or omissions of the City, its agents, officers, or employees which may
be in combination with the active or passive negligent acts or omissions of the Consultant, its
employees, agents or officers, or any third party.
With respect to losses arising from Consultant's professional errors or omissions, Consultant
shall defend, indemnify, protect and hold harmless the City, its elected and appointed officers and
employees, from and against all claims for damages, liability, cost and expense (including without
limitation attorneys fees) except for those claims arising from the negligence or willful misconduct
of City, its officers or employees.
Consultant's indemnification shall include any and all costs, expenses, attorneys fees and
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liability incurred by the City, its officers, agents or employees in defending against such claims,
whether the same proceed to judgment or not. Consultant's obligations under this Section shall not
be limited by any prior or subsequent declaration by the Consultant. Consultant's obligations under
this Section shall survive the termination of this Agreement.
8. Termination of Agreement for Cause
If, through any cause, Consultant shall fail to fulfill in a timely and proper manner
Consultant's obligations under this Agreement, or if Consultant shall violate any of the covenants,
agreements or stipulations of this Agreement, City shall have the right to terminate this Agreement
by giving written notice to Consultant of such termination and specifying the effective date thereof at
least five (5) days before the effective date of such termination. In that event, all finished or
unfinished documents, data, studies, surveys, drawings, maps, reports and other materials prepared
by Consultant shall, at the option of the City, become the property of the City, and Consultant shall
be entitled to receive just and equitable compensation for any work satisfactorily completed on such
documents and other materials up to the effective date of Notice of Termination, not to exceed the
amounts payable hereunder, and less any damages caused City by Consultant's breach.
9.. Errors and Omissions
In the event that the City Administrator determines that the Consultants' negligence, errors, or
omissions in the performance of work under this Agreement has resulted in expense to City greater
than would have resulted if there were no such negligence, errors, omissions, Consultant shall
reimburse City for any additional expenses incurred by the City. Nothing herein is intended to limit
City's rights under other provisions of this agreement.
10. Termination of Agreementfor Convenience of City
>'..
City may terminate.this Agreement atanytime and for any reason, by givingspecificwritten-..
notice .to Consultant of suchterminii.tion and specifying the effective date thereof, at least thirty (30)
days before the effective date of such termination. In. that event, all finished and unfinished
documents and other materials described hereinabove shall, at the option of the City, become City's
sole and exclusive property. If the Agreement is terminated by City as provided in this paragraph,
Consultant shall be entitled to receive just and equitable compensation for any satisfactory work
completed on such documents and other materials to the effective date of such termination.
Consultant hereby expressly waives any and all claims for damages or compensation arising under
this Agreement except as set forth herein.
11. Assignability
The services of Consultant are personal to the City, and Consultant shall not assign any
interest in this Agreement, and shall not transfer any interest in the same (whether by assignment or
novation), without prior written consent of City.
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City hereby consents to the assignment of the portions of the Defined Services identified in
Exhibit A, Paragraph 17 to the subconsultants identified thereat as "P=itted Subconsultants".
12, Ownership, Publication, Reproduction and Use of Material
All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems
and any other materials or properties produced under this Agreement shall be the sole and exclusive
property of City. No such materials or properties produced in whole or in part under this Agreement
shall be subject to private use, copyrights or patent rights by Consultant in the United States or in any
other country without the express written consent of City. City shall have unrestricted authority to
publish, disclose (except as may be limited by the provisions of the Public Records Act), distribute,
and otherwise use, copyright or patent, in whole or in part, any such reports, studies, data, statistics,
forms or other materials or properties produced under this Agreement.
13. Independent Contractor
City is interested only in the results obtained and.Consultant shall perform as an independent
contractor with sole control of the manner and means ofperfonning the services required under this
Agreement. City maintains the rightonly to reject or accept Consultant's work products. Consultant
and any of the Consultant's agents, employees or representatives are, for all purposes under this
Agreement, an independent contractor and shall not be deemed to be an employee of City, and none
of them shall be entitled to any benefits to which City employees are entitled including but not
limited to, overtime, retirement benefits, workers compensation benefits, injury leave or other leave
benefits. Therefore, City will not withhold state or federal income tax, social security tax or any
other payroll tax, and Consultant shall be solely responsible for the payment of same and shall hold
the City h'arm1ess with regard thereto.
14. Administrative Claims Requirements and Procedures
No suit oraroitration shall be:brougbt arising out of this agtceinent; against. the Cit)'unlessa
claim has first been" presented in writing and filed with the "City and acted upon by the City in
accordance with the procedures set forth in Chapter 1.34 of the Chula Vista Municipal Code, as same
may from time to time be amended, the provisions of which are incorporated by this reference as if
fully set forth herein., and such policies and procedures used by the City in the implementation of
same.
Upon request by City, Consultant shall meet and confer in good faith with City for the
purpose of resolving any dispute over the terms of this Agreement.
15. Attorney's Fees
Should a dispute arising out of this Agreement result in litigation, it is agreed that the prevailing
party shall be entitled to a judgment against the other for an amount equal to reasonable attorney's
fees and court costs incurred. The "prevailing party" shall be deemed to be the party who is awarded
substantially the relief sought.
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16. Statement of Costs
In the event that Consultant prepares a report or document, or participates in the preparation
of a report or document in performing the Defined Services, Consultant shall include, or cause the
inclusion of, in said report or document, a statement of the numbers and cost in dollar amounts of all
contracts and subcontracts relating to the preparation of the report or document.
17. Miscellaneous
A. Consultant not authorized to Renresent City
Unless specifically authorized in writing by City, Consultant shall have no authority to act as
City's agent to bind City to any contractual agreements whatsoever.
B. Consultant is Real Estate Broker and/or Salesman
If the box on ExhibitA, Paragraph 16 is marked, the Consultant andlor their principals is/are
licensed with the State of'Califonlla or some, other state as. a ,licensed real'estate broker or
salesperson. Otherwise, Consultant represents that neither Consultant,' nor their principals are
licensed real estate brokers or salespersons.
C. Notices
All notices, demands or requests provided for or permitted to be given pursuant to. this
Agreement must be in writing. All notices, demands and requests to be sent to any party shall be
deemed to have been properly given or served ifpersonally served or deposited in the United States
mail, addressed to such party, postage prepaid, registered or certified, with return receipt requested,
at the addresses identified herein as the places of business for each of the designated parties.
D. Entire Agreement.
This Agreement, together with any other written dOcument referred to' or contemplated '
herein, embody the entire Agreement and understanding between the parties relating to the subject
matter hereof. Neither this Agreement nor any provision hereof may be amended, modified, waived
or discharged except by an instrument in writing executed by the party against which enforcement of
such amendment, waiver or discharge is sought.
E. Capacitv of Parties
Each signatory and party hereto hereby warrants and represents to the other party that it has
legal authority and capacity and direction from its principal to enter into this Agreement, and that all
resolutions or other actions have been taken so as to enable it to enter into this Agreement.
F. GoverningLawNenue
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This Agreement shall be governed by and construed in accordance with the laws ofthe State
of California. Any action arising under or relating to this Agreement shall be brought only in the
federal or state courts located in San Diego Couoty, State of California, and if applicable, the City of
Chula Vista, or as close thereto as possible. Venue for this Agreement, and performance hereunder,
shall be the City of Chula Vista.
[End of page. Next page is signature page.]
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Signature Page
to
Agreement between City of Chula Vista and NBS Government Finance
Group, dba NBS
for Special District Apportionment, Delinquency Monitoring, Administration
and Other Services
IN WITNESS WHEREOF, City and Consultant have executed this Agreement thereby
indicating that they have read and understood same, and indicate their full and complete consent
to its terms:
Dated: IJ- /J1cy, 2~..5
:~Qdc
'Stephen C. Padilla, Mayor
Attest:
,;;~ ~~4''';
Tsusan Bigelow, City Clerk.
Approved as to form:
~c.......'1.~~
Ann Moore, City.A!tomey .
Dated: 5- 3 ,2o~5
NBS Government Finance Group, dba NBS
By: cfi1J ~).
Mike Rentner, President and CEO
Exhibit List to Agreement
(X) Exhibit A.
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Exhibit A
to
Agreement between
City of Chula Vista
and
NBS Government Finance Group, dba NBS
1. Effective Date of Agreement: Date last executed.
2. City-Related Entity:
(X) City of Chula Vista, a mwricipal chartered corporation of the State of California
() Redevelopment Agency of the City of Chula Vista, a political subdivision of the
State of California
() Industrial... Development Authority of the City of Chula Vista,. a
()
Other:
form]
, a [insert business
3. Place of Business for City:
City of Chula Vista,
276 Fourth Avenue,
Chula Vista, CA 919lO
4. . Consultant: NBS Government Finance Group. dba.NBS. . .'
5. Business Form of Consultant:
( ) Sole Proprietorship
( ) Partnership
(X) California S Corporation
6. Place of Business, Telephone and Fax Number of Consultant:
41661 Enterprise Circle North, Suite 225
Temecula,CA 92590
Voice Phone (951) 296-1997
Fax Phone (951) 296-1998 .
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7. General Duties:
The Consultant shall provide Special District apportionment, delinquency monitoring,
administration and other services as requested by the City from July I, 2005 until June 30,
2008. The City Manager, at hislher sole discretion., may extend the agreement for two
consecutive one-year periods. The two additional one-year periods shall be on the same
terms and conditions. All services shall be in accordance with the City's covenants in the
Bond Indenture for each Assessment District and Community Facilities District.
8. Scope of Work and Schedule:
A. Detailed Scope of Work:
The Consultant will be responsible for the following tasks:
i. Community Facilities Districts (CFDs) Administration
a. Expert Resource: Consultant shall act as the City's "expert resource," and shall
be available to answer questions and' advise the City on particular issues
involving the CFDs.
b. Data Collection: Consultant shall gather and review data pertinent to the
administration of the CFDs. Data will be obtained from various sources such as
assessor's parcel maps, building permits and County Assessor information as
determined to be necessary based on the requirements of the Rate and Method of
Apportionment for each CFD (hereinafter "Rate and Method of Apportionment").
Consultant will maintain and periodically update a database of all parcels within
the districts and relevant parcel information.
c. Administrative Cost Recovery: Consultant shall identifY all costs associated with
the administration of the.CFDs and recover those costs through the levy process
as outIinedin 953317(e) and 953340 of the Government Code of the. State of,
California. Such costs mayincIude, but are not limited to: bank fees, legal fees,
County tax collection fees, and all 'costs and expenses of the public agency and its,
consultants related to district administration.
d. Cash and Equivalents Analysis: Consultant shall determine the Cash and
Equivalents balance requirements, acquire the <;urrent Cash and Equivalents
balances and make recommendations to keep the flow offunds and fund balances
in compliance with the bond documents. Fund transfers might include the
transfer of available surplus funds to be used as levy credits or the transfer of
reserve funds to the redemption fund upon the prepayment of assessments. Cash
flow analysis will be perfonrted to determine any levy shortfall or surplus
collections.
e. Special Tax Requirement: Consultant shall calculate the annual Special Tax
Requirement (hereinafter "Special Tax" or "Special Taxes") that will include all
necessary components as outlined in the Rate and Method of Apportionment,
such as principal and interest due, administrative expenses, collection for direct
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financing of services or facilities, and a fimd credit or replenishment as
determined from analysis of the district fimds.
f. Levy Calculation: Consultant shall calculate the annual special tax levy for each
parcel within the CFDs following the guidelines established in the Rate and
Method of Apportionment.
g. Prior to June 30th of each year this Agreement is in effect, Consultant shall
provide the City with Special Tax for each district, and each billing category
within said district. Preceding submittal to the County, Consultant shall provide
the City a computer disk or other mutually agreed upon format, which will
include the district number, parcel number, and maximum Special Tax on each
parcel- in a format which will be acceptable to the City.
h. Meeting Attendance: Consultant shall attend any district-related City
CounciUBoard meeting related to district administration, as requested by the City.
i. Special Tax Levy Submittal: Consultant shall submit all Special Tax Levies to
the County Auditor Controller in the required format and medium (i.e. tape,
diskette). Special Tax Levies rejected by the County Auditor Controller will be
promptly researched and resubmitted for collection on the same County Tax Roll.
Any parcels that are not submitted to the County for collection will be invoiced
directly to the parcel owner, with payment submitted to the public agency.
j. Special Tax Levy Report: Consultant shall provide an annual Special Tax Levy
Report. This report will include a parcel listing with levy amounts and other
parcel information, the details of the annual Special Tax Requirement, current
delinquency information, fund analysis, administrative expenses to be recovered,
status of the project and current issues affecting the districts.
k. Delinquency Monitoring: Consultant shall provide a comprehensive list of
delinquencies after each special tax installment becomes due. The delinquency
report will provide the district's overall delinquency percentage as well as a
detailed list of each delinquent parcel, with the name and address of the
delinquent parcel owner, the delinquent amount and penalties.
L.' Backup SpeciaLTax: .Consultant shall calculate .a.Backup. otExtraordinary .
Special Tax and determirie if payment of the Backup or Extraordinary SpeCial' .
Tax is required for CFDs 97-3, 98-3,99-1,2000-1,2001-,2001-2 and other new
CFDs, as requested by the City. This shall be calculated using information
obtained from approved maps and building permits over the past year and
compared to the tables provided in the Rate and Method of Apportionment for
each CFD to determine if there is any loss in units orresidentia1 floor area. If the
Extraordinary Special Tax is required, Consultant shall provide a list ofparce1s
and amounts owed. For CFD 98-3, the Extraordinary Special Tax shall be
calculated and included in the billing in accordance with the Rate and Method of
Apportionment.
m. Prepayment Calculations: Consultant shall provide special tax prepayment
calculations to interested parties. The party requesting the calculation shall pay
the fee of any prepayment calculations.
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n. Bond Calls: Consultant shall prepare the spread of principal to be called within
maturities for all bond calls and coordinate the call with the Paying
Agent/Trustee.
o. Release of Liens: Consultant shall prepare and file all docwnents required to
release the liens of parcels that have prepaid the special tax or where the districts
has matured.
p. CDIAC Reporting: Consultant shall perform all necessary reporting to the
California Debt and Investment Advisory Commission as required by
953359.5(b) and 953359.5(c) of the Government Code of the State of California.
q. Notice of Special Tax Disclosure: Consultant shall provide Notice of Special Tax
Disclosure notices to requesting parties as required by 953340.2 and 953341.5 of
the Government Code of the State of California. The fee of any Notice of Special
Tax shall be billed to the party requesting the disclosure form.
r. Toll-Free Phone Number: Consultant will provide a toll-free phone number for
use by the City, other interested parties and all property owners. Consultant's
staff shall be available to answer questions regarding the districts and ongoing
collection of the special tax during normal business hours (Mon.-Fri. 8:00am to
5 :OOpm). Bilingual staff shaH beavailablefor Spanish-speaking property owners.'
s: Consultant Coordination: Consultant will provide all docwnentation and
information to other City consultants as necessary throughout the year.
ii. 1913 and 1915 Act Assessment District Administration Services
a. Expert Resource: First and foremost, Consultant shall act as the City's "expert
resource," and shall be available to answer questions and advise the City on
particular issues involving Assessment Districts.
b. Kick-Off Meeting, Project Schedule: Consultant shall meet with City staff, legal
counsel and other interested parties to:
. Establish lines of communication.
. ' " Clarify the specific project goals and criteria that will meet the CitJ"s
preference.
. IdentifY arid'resolve any special circumstances that may be invol ved
in the administration ofthe districts.
. Develop project schedules to meet legal requirements and provide for
effective interaction of all involved parties.
. Establish meeting dates consistent with schedule to achieve project
milestones.
c. Data Collection: Consultant shall gather and review data relevant to the
administration of the districts. Data shall be obtained from various sources,
including, but not limited to, City records, Assessor's parcel maps, and County
Assessor information. A database containing said information for each of the
Assessment Districts shall be created by Consultant.
d. Policy Review: Consultant shall review policies and procedures that have been
established by the Agency for compliance with governing documents and law.
These policies shall be incorporated into Consultant's service to the City.
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-_._----~-----_.._.-
e. Cost Recovery: Consultant shall identify all costs associated with the
administration of the Assessment Districts and recover those costs through the
levy process as outlined in 98682 and 98682.1 of the California Streets and
Highways Code. These costs may include, but not be limited to
Registrar/TransferlPaying Agent fees, Arbitrage Rebate calculation fees, bank
fees, and expenses of the City and its consultants related to the administration of
the districts.
f. Fund Analysis: Consultant shall determine the balance requirements and acquire
the current cash balances for the districts. Consultant shall make
recommendations to ensure that the flow of funds and fund balances are in
compliance with bond documents. Cash flow analysis shall also be perfonned to
detennine any levy shortfall or surplus.
g. Annual Assessment Levy: Consultant shall calculate the annual assessment levy
for each parcel in each of the districts and submit the amount for each parcel to
the County in the format and medium (Le. tape, diskette) required by the County
Auditor-Controller.
h. Resubrnission or Rejects: Consultant shall research the status of any parcels
rejected by the County Auditor-'Controller, and resubmit corrected data for
collection on the same County Tax Roll. Anyparcels that are not accepted by the
County for collection shall be invoiced directly, with payment directed to the
City.
1. Maintain Assessment District Data: Consultant shall annually track all parcel
changes to ensure that all changes are documented. Historical parcel change and
assessment apportionment data shall be maintained by Consultant.
J. Annual Report: Consultant shall provide a comprehensive Annual Assessment
District Report that shows a detail listing of the amounts submitted to the levy or
directly billed for collectioll, details of delinquent assessments, fund analysis,
paid offparcels and releaseofliens, all bond call activity, and assessed valuation
information:
k.. Delinquency Monitoring: Consultantshallprovide,the.Citywitha comprehensive
list ofdeIiiJ.quelicies after eachinstalln1e1it becomes due. This report shall show
delinquency percentage as well as a detailed list of each delinquent parcel, with
the name and address of the delinquent parcel owner, the delinquent amount and
penalties.
1. Prepayment Calculation! Amortization Schedule: Consultant shall provide
assessment prepayment calculations and amortization schedules to interested
parties. The requester shall pay the cost of this service; however, there shall be
no charge to the City or property owners.
m. Bond Calls: Consultant shall prepare the spread of principal to be called within
maturities for all bond calls and coordinate the call with the Paying
Agent/Trustee.
n. Release of Liens: Consultant shall prepare and file all documents required to
release the liens of parcels that have prepaid the assessment.
o. Notice of Special Assessment: Consultant shall provide a ''Notice of Special
Assessment" disclosure notice to requesting parties required by 953754 of the
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Government Code of the State of California. The fee of any Notice of Special
Tax shall be paid by the party requesting the disclosure notice.
p. Toll-Free Phone Number: Consultant shall provide a toll-free phone number for
use by the City, other interested parties and all property owners. Consultant's
staff shall be available to answer questions regarding the formation and ongoing
collection of assessments for the districts during normal business hours (Mon.-
Fri. 8:00am to 5 :OOpm). Bilingual staff shall be available for Spanish-speaking
property owners.
q. County Assessor Reporting: Consultant shall work with the County Assessor to
aid in complying with the requirements of Revenue & Taxation Code Section
163. This includes providing data such as parcel number, original assessment
and current principal balance to the County Assessor.
r. Consultant Coordination: Consultant shall provide all documentation and
information to other City consultants as necessary throughout the year.
iii. Open Space District Tax Roll Billing
a. Expert Resource: First and foremost, Consultant shall act as the City's "expert
resource,". and shall be available to. answer questions and offer advice on
particular issues involving the Open Space Districts.
b. Kick-offMeeting: ConsUltant shall meet with City staff to discuss:
. Tax roll billing steps and appropriate timeline.
. Method of application of the assessment and the data required to
establish the proper procedure for levying the assessment.
. The process to follow for any appeals or disputes.
c. Data Gathering: Consultant shall gather and review data pertinent to the
calculation and billing of the Open Space District and app ly the formula, created
during district formation, to determine each parcel's assessment (hereinafter
"assessment formula").. Data shall be obtained from various sources, including,
but not limited to; the City; assessor parcel maps and. County Assessor
infOrmatiOD_ .
d. QuaIity.Contr'OI: Consi:lltantshalI perform cross-reference tests looking at the
various data sources, land use codes, and other pertinent information to ensure
the best and most accurate levy application.
e. Database Maintenance: Consultant shall maintain and periodically update a
database of all parcels within each district and relevant parcel information.
f. Levy Calculation: Consultant shall calculate the annual levy for each parcel
within the district following the guidelines established by the assessment
formula.
g. Prior to June 30th of each year this Agreement is in effect, Consultant shall
provide the City with assessment rates for each district, and each billing category
within said district. Preceding submittal to the County, Consultant shall provide
to the City a computer disk or other mutually agreed upon media, which includes
the district number, parcel number, and maximum assessment on each parcel in a
format acceptable to the City.
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h. County Submittal: Consultant shall submit the levy to the County Auditor
Controller in the required electronic format. Levies rejected by the County
Auditor Controller shall be researched and resubmitted for collection on the same
County Tax Roll. Any parcels that are not submitted to the County for collection
shall be invoiced with payment to be directed to the City.
\. Reporting: Consultant shall provide an annual Open District Levy Report. The
report shall include a parcel listing with levy amounts. Parcel and levy data can
be provided via a CD ROM, diskette or electronic file.
J. Consultant Coordination: Consultant shall provide all documentation and
information to other City consultants as necessary throughout the year.
k. Toll-Free Phone Number: Consultant shall provide a toll-free phone number for
use by the City and property owners. Consultant staff shall be available to
answer questions regarding the formation and ongoing collection of assessments
for the districts during normal business hours (Mon.-Fri. 8:00am to 5:00pm).
Bilingual staff shall be available to assist Spanish-speaking property owners.
iv. Delinquency Management
a. DelinqueIlcy Reports: Consultant shall provide the City with an updated list of
delinquencies prior to sending any oftheletters listed in this subsection (8.A.iv.).
This report shall also detail each district's percentage of delinquencies, as well as
a detailed list of each delinquent parcel.
b. Reminder Letter: At the City's direction, send a reminder letter (the form of
which shall be approved by the City) to the property owner of each delinquent
parcel for the December 10th installment. The purpose of the letter is to inform
and educate the property owner oftbeir obligation to pay assessments.
c. Demand Letter: At the City's direction, send a demand letter (the form of which
shall be approved by the City) to the property owner of each delinquent parcel for
the April I Oth installment. This letter shall be mailed to any property owner who
remains delinquent for both installments or who is delinquent after April 10th
only.. The. purpose , of this letter, is'to further edUcate the, PWperty. owner and
advise them of potentia I foreclosure:' <
d. Foreclosure Letter: Upon authorization from the City, Consultant shall send a .
final twenty-one (21 )-day delinquency foreclosure letter to each delinquent
property owner via certified mail. This type ofletter is typically sent after the
installments for a parcel have been removed from the tax roll. The letter
delineates what amount must be paid directly to the City to forestall the turnover
of documents to the foreclosure attorney.
e. Tax Roll Removal: Consultant shall provide and file (if necessary) the
information required to remove parcels from the tax roll. Consultant shall work
with the County Auditor-Controller to verify the removaL This step is in
preparation of turning the parcels over for foreclosure. Once removed from the
tax roll, each property owner shall receive one final foreclosure letter indicating
the amount due and payment instruction.
f. At the City's discretion, Consultant may be order to offer payment plans to
property owners in lieu ofturning parcels over to the City's foreclosure counsel.
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g. Subsequent Foreclosure Services: Once a decision to foreclose has been made by
City, Consultant shall prepare and deliver all information to tbe City's
foreclosure counsel. Consultant shall also continue to supply tbe City's counsel
with additional information throughout the foreclosure process. Consultant shall
continue to respond to property owner (unless ordered not to) and City staff
phone calls regarding tbe status of all cases, and shall coordinate and audit status
reports on a bi-monthly 1;lasis from the City's foreclosure counsel. For those
parcels sent to foreclosure, Consultant shall assist foreclosure counsel to initiate
and prosecute judicial foreclosure proceedings in compliance with bond
foreclosure covenants.
h. Toll-Free Phone Number: Consultant shall provide a toll-free phone number for
use by tbe City, other interested parties and all property owners. Consultant's
staff shall be available to answer questions regarding the formation and ongoing
collection of assessments/special taxes for the districts during normal business
hours (Mon.-Fri. 8:00am to 5:00pm). Bilingual staff shall be made available for
Spanish-speaking property owners.
1. Consultant Coordination:. Consultant shalL provide all documentation and
information to other City consultants as necessary throughout the year.
v. Bond Issue Continuing Disclosures
In accordance witb tbe Disclosure Certificate of a bond issue, Consultant shall assist
in compliance with the annual disclosure requirement of the SEC Continuing
Disclosure Rule 15c2-12. Specifically, Consultant shall perform tbe following:
a. Document Review: Consultant shall review pertinent documents related to the
bond issue, including the Official Statement and Disclosure Certificate.
Consultant shall identify material such as the Consolidated Annual Financial
Report and/or otber operating data that the City has agreed to provide in the
Disclosure Certificate.
b. Data Collection: Consultant shall collect the annual financial information and
operating data that the.City. has. agreed. to provide to.each Nationally
Recognized Municipal Securities fuformation Repository (NRMSIR)and the
appropriate State Information Depository (SID), if any.
c. Report Preparation: Consultant shall prepare the Annual Disclosure Report as
required in the Disclosure Certificate.
d. Annual Dissemination: Consultant shall disseminate the Annual Disclosure
Report to state and national repositories and post to our website to allow
public access free of charge.
e. Significant Events: Consultant shall prepare and disseminate a "Notice of
Significant Events", as listed on tbe Continuing Disclosure Certificate, to the
appropriate SID and to eitber each NRMSlR or tbe Municipal Securities
Rulemaking Board (MSRB). Consultant's actions pursuant to Ibis subsection
should commence upon notification by tbe City of tbe occurrence of any of tbe
events, if deemed by the City to be material. Typical significant events may
include:
. Principal and interest payment delinquencies
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. Non-payment related defaults
. Unscheduled draws on debt service reserves reflecting financial
difficulties
. Unscheduled draws on credit enhancements reflecting financial
difficulties
. Substitution of credit or liquidity providers, or their failure to
perform
. Adverse tax opinions or events affecting the tax-ex=pt status of
the security
. Modifications to the rights of security holders
. Bond calls
. Defeasances
. Release, substitution, or sale of property securing repayment ofthe
securities
. Rating changes
f. Consultant Coordination: Consultant shall provide all documentation and
infonnationto other City consultants as necessarytbroughout the year.
W. Apportionmen~
Consultant shall provide Special Districts apportionment services as delineated in
Section 8730 of the Streets and Highways Code. The Code states that when a
parcel ofland upon which there is an unpaid assessment divides, the original
assessment must be segregated and apportioned in accordance with the benefits to
the several parties of the original lot. The Consultant shall apportion the liens
among the newly created parcels as if such a subdivision had existed at the time
of the confirmation of the District and file documents to effectuate a segregation
with the County Tax Auditor after the City reviews and authorizes such.
Specifically, the Consultant shall perform the following:
a... Segregation: Consultantshall apportion the specialassessmentaccording.to'
themethod described. in.the. engineer's report:
b. Notice of Apportionment:Cbnsultant shall prepare a notice ofapportiomnent
and send it via certified mail to the issuing underwriter, as required.
c. Assessment Diagram: Consultant shall prepare an amended assessment
diagram and notice. The diagram and notice shall be filed and recorded with
the County Recorder.
d. Amortization Schedule: Consultant shall prepare an amortization schedule for
each newly created assessment type.
e. Apportionment Report: Consultant shall prepare and submit to the City an
Apportionment Report showing the finalized apportionment and the amended
assessment diagram.
f. Optional- Application Forms: If requested by the City, Consultant shall also
provide apportionment application forms and instructions to the City's
Engineering .representative for inclusion as a condition of approval for
subdivision within an assessment district.
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g. In the event proceedings are undertaken under Division 10, Part 10 of the
California Streets and Highways Code, the following additional items shall
be prepared:
. Resolutions. Consultant shall prepare the required City Council
resolutions to order the amended assessment, the amended assessment
diagram, notices to the property owner, and fix the amOlmt of costs to
perform the apportionment.
. Public Meetings. Consultant shall be available to attend any public
meetings required to complete the apportionment.
h. Consultant Coordination: Consultant shall provide all documentation and
information to other City consultants as necessary throughout the year.
vii. D-F AST@ Software Services
a. D-F AST Online: To complement the administration of the City's districts,
Consultant shall provide City staff, up to 10 usernames, access to D-F AST
Online. D-F AST@ isa state-of-the-art proprietary software program
specifically designed. for the administration, management, billing, and
tracking tasks of Special Tax Districts.
b. Web Interface: Consultant shall provide programming support to the City to
create an interface between the City'.s website and parcel data within D-F AST
for pub lie access.
vili Optionalhe~
If requested by the City, the following services shall be provided:
a Proposition 218 Compliance
. Consultant shall work with the City, as needed, given the
requirements of Proposition 218. Consultant understands that each
City has different requirements and resources to complete the
necessary.tasks'for the assessment balloting procedures. Therefore, ....
anindividually.tailoredapproa.cli to Proposition 218 Compliance may. .' .
b~ requireli
b. . District Closeout: Consultant shall administer the districts under the City's
. direction, taking into accOlmt the final-year maturity. Thereafter, Consultant
shall perform the following:
. Perform a complete analysis of all funds for each Assessment District
in accordance with Municipal Improvement Act 1913 and the
Improvement Act of 1915.
. Prepare a detailed Analysis Report for each district projecting revenue
and expenditures resulting in a surplus amount. Projected revenue
may include, but is not limited to, investment earnings and
assessment levies. Projected expenditures may include, but is not
limited to, debt service payments, arbitrage rebate payments,
administrative costs and project maintenance costs.
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o Determine if arbitrage rebate calculations have been performed and
funds have been cleared for disbursement by the City Finance
Department.
. Determine the best use of the surplus amount in accordance with
applicable laws.
o Prepare a Certificate of Proj eet Completion and Use of Funds for
Project Maintenance Letter, to be signed by the Public Works
Director.
o Prepare a City Council Resolution Declaring Surplus, Determining
Use and Approving the Analysis Report.
o Prepare documents and coordinate the advanced maturity of bonds as
required.
o Prepare a detailed report for the processing of refunds to property
owners by the City.
o Review procedures with legal counsel and City staff as required.
. Prepare a detailed delinquency report and consider the delinquencies
in the analysis of funds and refunds.
. Coordinate the implementation of a policy for the collection of
delinquencies and timeline for completion.
c. Processing of Bond Tenders (1915 Act Bonds and CFD Bonds)
. Expert Resource: First and foremost, Consultant shall act as the
City's "expert resource," and is available to answer questions and
advise the City on particular issues involving the use of Bond
Tenders.
o Kick-offMeeting. Consultant shall meet via telephone or in person
with City staff, legal counsel and other interested parties to discuss
details and implementation of a bond tender policy.
. Implementation of Bond Tender Policy. Consultant shall implement
the City's existing bond tender administrative. policy. If desired,'"
Consultant sbaIl review .and milke modifications. to. this existing" .
policy or develop and implement a new policy; As; this. requires
significant additional work, hourly rates shall apply.
. Primary Contact. Consultant shall serve as the primary and direct
contact for property owners, bondholders, and other interested parties.
Consultant shall provide instructions and guidelines on the bond
tender process.
. Letters of Intent to Tender. Consultant shall review and reply to
Letters of Intent to Tender with a formal Letter of Instructions to
Tender, and shall provide updates to the Letter of Instructions based
on amount change triggers.
. Facilitator of Bond Tenders. Consultant shall act as facilitator of bond
tenders, and shall provide the following:
I. Analysis of bond tendered and application ofbonds tendered
as payment of delinquencies, current year installments, and
prepayment of the future of the lien.
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3 .26
2. Provide documentation of the tender to property owners,
trustee, fiscal agent, paying agent, City/Agency and other
professionals.
3. Update of debt service schedules and mandatory sinking
fund schedules, as required.
4. Calculation and request payment of any amounts due in cash
in addition to the bonds tendered.
. Data Corrections: Consultant shall perform County Tax Roll
corrections, future annual levy, and future amortization (annual
levies) corrections resulting from the bond tender.
. Toll-Free Phone Number: Consultant shall provide a toll-freephone
number for use by the City, other interested parties and all property
owners during normal business hours (Mon.-Fri. 8:00am to
5:00pm).
B. Date for Commencement of Consultant Services:
(X) Same as Effective Date of Agreement
( ) Other:
C. Dates or Time Limits for Delivery ofDeliverables:
Deliverable No.1: Prior to June 30th of each year this Agreement is in effect,
Consultant shall provide the City with Assessment rates for each Community
Facilities, Assessment and Open Space.
Deliverable No.2: On August 1 st of each year, submit a computer disk of annual
assessments and/or collections to the County Auditor-Controller.
DeliVerable No:' 3: Otl'or before August'l Oth6f each year, final torrections.tothe
tax roll shall be submitted to the County Auditor-Controller.
Deliverable No.4: On or before October 15th of each year, submit to the City
three (3) copies and one (l) unbound copy of each final Special Tax District
report with corrected printouts and computer files.
Deliverable No.5: On September 30th of each year, submit to the City a copy of
each Amended Assessment Diagram.
Deliverable No.6: Within 10 business days after the effective or execution date of
this agreement (whichever is later), provide City staff with access to the D-
FAST@ Online, and. establish a timeline for creation of web interface.
D. Date for completion of all Consultant services:
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The date when all services assigned to the Consultant have been resolved, or upon
notification from City of contract termination
9. Insurance Requirements:
(X) Statutory Worker's Compensation Insurance
(X) Employer's Liability Insurance coverage: $1,000,000.
(X) Commercial General Liability Insurance: $1,000,000.
( ) Business Automobile Liability Insurance coverage: $1,000,000
( ) Errors and Omissions insurance: None Required (included in Commercial
General Liability coverage).
(X) Errors and Omissions Insurance: $250,000 (not included in Commercial General
Liability coverage).
10. Materials Required to be Supplied by City to Consultant:
A.' CopyofFinaI Special Tax Report for all Community Facilities Districts.
B. Copy of Final Official Statement, bond indenture, arbitrage certificate and other
docwnents as required for Commwrity Facilities Districts involving a bond issue.
C. Access to the City's computerized permit tracking system.
D. Copies of Site Development plans (for commercial and multiple family properties),
Final Maps which have been approved prior to March 1 st of the previous fiscal year,
and building permit information.
E. (After first fiscal year of formation) Copies of tax reapportionment forms completed
by City for parcels which have been segregated by the County during the previous
fiscal year.
F. Budget information.
G. List of Special Tax Districts the City would likecConsultant to ,administer for each
Fiscal Year. ; ,
H. CopyofFmal Eiigirieer's Report and Ffual Official StaternentforeachSpecial .
District.
1. ,Listing of parcels that have paid off their assessments (partially or fully) since the
districts were formed.
J. List of the bonds that have been' called for each Special District since the bonds were
issued. The list should inchide the amount of bonds called and their corresponding
Fiscal Year for each Special District.
K. List of parcels requiring apportionment services for each Assessment District for each
Fiscal Year.
L. Name and address of the underwriter or other original purchaser of the bonds for each
Special District.
M. A sample copy of the City-approved notice to underwriters or other original purchaser
of bonds.
N. A copy oflast year's database (in electronic format if available) and diagrams for each
Special District.
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11. Compensation:
A. () Single Fixed Fee Arrangement.
B. () Phased Fixed Fee Arrangement.
C. () Hourly Rate Arrangement
( ) Ho:urly rates may increase by 6% for services rendered after [month], 20
if delay in providing services is caused by City.
D. (X) Other:
For performance of the Defined Services by Consultant as herein required, City shall
pay according to the following schedules/rates:
· Annual Administration Services -The following fees are annual fees for the administration
of Special Districts.
A. Community Facilities Districts:
1. Bonded Districts $3.00 per parcel plus basefee of $2,000
2. Non Bonded Districts $1.50 per parcel plus base fee of$I,500
B. 1915 and 1913 Act Assessment Districts:
1. Districts with parcel counts up to 1,000
2. Districts with parcel counts over 1,000 and up to 3,000
3. Districts with parcel counts over 3,000 and up to 5,000
C. Open Space Districts:
1. Districts with parcel counts up to 500
2.' Districts with parcel counts over 500 and up to 1,000. .
3. Rancho Del Rey. and.Eastlake MaiiltenanceDistrict No. I .
$2,500
$3,500
$5,000
$750
$1,250'. .
Total. for both
$16,000
. Other Services - The following fees are the services rendered in support of the annual
administration of the districts.
A. Delinquency Management:
1. Annual Base Cost Per District No charge
2. Reminder Letters *$10
3. DemandLetters "$]5
4. Foreclosure Letters $30
5. Payment Plan Administration $150
6. Tax Roll Removal **$50
7. Subsequent Foreclosure Fees ***$75
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3 29
All fees are based on a per parcel/per district basis
* This fee will be recovered as part of the next levy.
.. This fee includes filing of "Notices of Intent to Remove Delinquent
Installments" but does not include County fees for removal from the
tax roll.
..* Thisfee is per parcel/per district/per year from the initiation of the
foreclosure.
Note: At the option ofthe City, Consultant will set up historical delinquency information into
software at our hourly rates or as negotiated on a per district basis.
. Continuing Disclosure: The Annual Report Fee is based on the complexity of the disclosure
requirements. Consultant will provide the services for the Special District bonds existing at
the date of this agreement for the fees as listed below. Additional issues may be added at
similar fees. This Fee typically ranges from a base of $1,000 and up.
A. Annual RepOrt Fee
1. Annual Report (per report)
B. SignificantEventNotification
C. Dissemination Services .
1. Report Dissemination (per recipient)
2. Significant Event Dissemination (per recipient)
D. Posting to CPO and Consultant website
$1,250
hourly
$25
$25
No charge
. Apportionments:
1. Annual Per District Method
$750 per district plus
$35 per parcel
Alternatively, at the City's discretion, Consultant shall provide apportionment
services as provided below:
Application Method DivisionJO, Part 10.5 of the Streets and Highways Code
L Apportionment Fee (4 parcels orless). $950.
2 A.. .. t.F. .(5.. 1) $1800
.. pporllonmen ee or more parce s (PI $35 1)
us per parce
$40
3. Recording Fee (each)
Hearing Method Division 10, Part 10 of the Streets and Highways Code
1. Resolutions
2. Meeting attendance
$300
Hourly, plus travel
. D-F AST Software Services:
1. D-F AST Online
2. Web Interface
Annual Fee $2,500 (Set Up fee waived)
Hourly (not to exceed $5,000 without written
amendment)
. Optional Services: At the discretion of the City, Consultant shall provide those services
related to annual use, increases, .closeouts, refunding, etc. Fees for those services will be
determined by the City and Consultant as fixed-fees (to be negotiated later) or at Consultant's
Page 27
3 3u
hourly rates. The City may choose which method (negotiated fixed-fee or hourly). The
hourly rates are as shown below.
Rate Schedule
Consultant Em 10 ee Title
Director
Engineer
Senior Consultant/Programmer
Consultant
Analyst
Clerical/Support
HourI Rate
$135
$125
$110
$85
$65
$45
Terms: The annual recurring base fees shall be billed during the year, at the beginning of
each quarter. Other fees shall be invoiced upon completion of the project. Payment shall be
made within 30 days of submittal of an invoice. Ifpayment is not received within ninety (90)
days, simple interest shall begin to accrue at the rate of 1.5% per month.: Cost of living
increases as measured by the Southern California Counties CPI will be applied each year,.
starting October 2006, to the services listed in this Paragraph (ll.D).
· The following fees are noted herein, and paid by others (not fees paid by City):
1. CFD Prepayment Calculations (per request)
(Fee based on complexity of calculations. Party requesting
calculations shall pay)
2. Notice of Special Tax (per notice)
(The fee of any Notice of Special Tax shall be billed to the party
requesting the disclosure form)
3. 1915 Act Prepayment Calculations (each)
(Party requesting calculations shall pay)
4. Notice of Special Assessment (per notice)
(The fee of any Notice of Assessment shall be billed to the party
requesting the disclosure form)
$150
$10
$35
$10
12. Materials Reimbursement Arrangement
For the cost of out-of~pocket expenses incurred by Consultant in the performance of
services herein required, City shall pay Consultant at the rates or amounts set forth below:
() None, the compensation includes all costs.
( ) Reports
(X) Copies
(X) Travel
(X) Printing
(X) Postage
(X) Delivery
(X) Telephone Charges
not to exceed $
not to exceed $
not to exceed $ 1.000/year
not to exceed $
not to exceed $
not to exceed $ 250/vear
not to exceed $ l.OOO/vear
Cost or Rate
$
$ 0.1 O/page
$ actual cost
$ actual cost
$ actual cost
$ actual cost
$ actual cost
Page 28
3 31
(X) Other Actual Identifiable Direct Costs:
County Charges (for tapes,
maps, and recording fees) not to exceed $ 1.000/vear
not to exceed $
$ actual cost
$
13. Contract Administrators:
City: Tiffany Allen, Senior Management Analyst
Consultant: Tim Seufert, Managing Director
14. Liquidated Damages Rate:
( )$_perday.
( ) Other:
15: Statement of Economic Interests, ConSultant Reporting Categories, per Conflict of. .
Interest Code:
(X) Not Applicable. Not an FPPC Filer.
( ) FPPC Filer
( ) Category No. 1. Investments and sources of income.
( ) Category No.2. Interests in real property.
( ) Category No.3. Investments, interest inreal.property and sources of income'
subject to. the regulatory, permit orJicensing authority of the department. ,"
() Category No.4. Investments in business entities and sources. of income
which engage in land development, construction or the acquisition or sale of
real property.
( ) Category No.5. Investments in business entities and sources of income of
the type which, within the past two years, have contracted with the City of
Chula Vista (Redevelopment Agency) to provide services, supplies,
materials, machinery or equipment.
( ) Category No.6. Investments in business entities and sources of income of
the type which, within the past two years, have contracted with the designated
employee's department to provide services, supplies, materials, machinery or
equipment.
Page 29
3 32
( ) Category No. 7. Business positions.
(X) List "Consultant Associates" interests in real property within 2 radial miles of Project
Property, if any:
16. () Consultant is Real Estate Broker andlor Salesman
17. Permitted Subconsultants:
None
18. Bill Processing;
A. ( .) Consultant's Billing to be submitted for the following period of time:
( ) Monthly
( ) Quarterly
(X) Other: See Section 11. Part D "Terms"
B. ( ) Day of the Period for submission of Consultant's Billing:
( ) First of the Month
( ) 15th Day of each Month
( ) End of the Month
( ) Other:
C.(X)Citis AccountNumber: Appropriate CFD. AD. and OS accounts..
19. Security forPerfrimiance
( ) Performance Bond
( ) Letter of Credit
( ) Other Security
Type:
$
$
$
() Retention. If this space is checked, then notwithstanding other provisions to the
contrary requiring the payment of compensation to the Consultant sooner, the City
shall be entitled to retain, at their option, either the following "Retention Percentage"
or "Retention Amount" until the City determines that the Retention Release Event,
listed below, has occ.urred:
( ) Retention Percentage: _%
Page 30
g gg
( ) Retention Amount: $
Retention Release Event:
( ) Completion of All Consultant Services
( ) Other.
Page 31
3-34
A TT ACHfIENT 2.
FIRST AMENDMENT TO
AGREEMENT BETWEEN
THE CITY OF CHULA VISTA and
NBS GOVERNMENT FINANCE GROUP, dba NBS
RECITALS
WHEREAS, the City of Chula Vista C'City") and NBS Government Finance
Group, dba NBS C'Consultant") entered into an agreement dated May 10, 2005 where
Consultant agreed to assist the City with various tasks related to Assessment Districts,
Mello-Roos Community Facilities Districts, and Open Space Districts; and
WHEREAS, the City administers and maintains thirty-six Open Space Districts
and associated zones; and
WHEREAS, certain Open Space Districts are operating at a deficit level and
reserves have been exhausted and other District's reserves are below the Municipal Code
allowance because they have been subsidizing shortfalls and are proj ected to be
exhausted in the near future; and
WHEREAS, the City proposes to conduct a Proposition 218 ballot process to see
if there is support for increasing the allowable maximum assessment in these Districts;
NOW THEREFORE, the Agency and Consultant agree as follows:
AGREEMENT
1. Exhibit A, Section 8, Scope of Work and Schedule, Subsection A viii.a,
Detailed Scope of Work, Optional Items, Proposition 218 Compliance, is deleted in its
entirety and replaced with the following:
a Proposition 218 Compliance
J
1
G;;ao7- n-1
3-~5 d__
Consultant shall provide Proposition 218 Compliance services for the following
Open Space Districts:
OSD# District Name
3 Rancho Robinhood Units I & 2
7 Zenith Units 2, 3, 4
9 El Rancho Del Rey
20 Zn 2 Rice Canyon Trail Area
20 Zn 4 SPA I Phase 1 (Business Center)
20 Zn 7 SPA 3
23 Otay Rio Business Park
ELMO Zn A Eastlake I
ELMO Zn D Salt Creek I
Proiect Schedule. NBS will communicate with City staff, legal counsel and other
interested parties to:
· Establish lines of communication.
· Clarify the specific project goals, components and criteria that will meet City
preference.
· Identify and resolve any special circumstances that may be involved in the
update/administration of the districts.
· Develop project schedules to meet legal requirements and provide for
effective interfacing of all involved parties.
. Establish meeting points consistent with schedule to achieve project
milestones.
· Establish and coordinate with City staff a schedule to assure completion of
necessary actions and compliance with statutes.
Parcel Database. NBS will establish models and prepare a district parcel database
for assessor parcels as currently shown on the County assessor's rolls. The
database will include land divisions, ownership and mailing infonnation, and
parcel information relevant to the spread of the assessments.
Bud2et Develooment NBS will assist City staff in order to establish an annual
district budget for the projected costs of maintaining all future improvements.
Cost categories may include, but not be limited to, landscape and lighting
maintenance, capital improvement, incidental costs (engineering, legal, city
administration), operating reserves, capital improvement reserves, and
delinquency reserves.
A2encv Review. NBS will communicate with City staff to address issues
pertaining to costs, improvements, statute requirements and benefit received We
will provide analysis of proposed assessments, as well as contributions to be made
from the City to the districts. We will review mailed and published legal notices,
2
-- 3-36
establish dates for public meeting and public hearing, if required, verify
scheduling, City approach and district requirements, and other issues related to
the successful operation of the districts.
Preliminarv Emrineer's Report. NBS will prepare, submit and review with City
staff a Preliminary Engineer's Report, including description of improvements,
plans and specifications, cost estimate, assessment criteria and assessment roll.
Legal Notices and Ballots. NBS will prepare legal notices and ballots to be
mailed, as required, for compliance with the 1972 Act and Proposition 218.
Ballot Tabulation. NBS will tabulate the ballots returned and report the results
upon completion.
Meeting Attendance. NBS will attend two district-related Council meetings,
including the Public Meeting and the Public Hearing, as requested by the City.
Final Enwneer's Reoort NBS will prepare, submit and review with City staff a
Final Engineer's Report, including description of improvements, plans and
specifications, cost estimate, assessment criteria, assessment roll and diagram as
approved by the CounciL
Toll-Free Phone Number. NBS will provide a toll-free phone number for use by
the City and all property owners. Our staff will be available to answer questions
regarding the formation of the district and ongoing collection of assessments.
Exclusion. Assessment Diagram to be provided by the City. NBS will coordinate
with the Public Works Department and will provide guidance on its requirements
for formatting, titling and certifications.
2. Exhibit A, Section II, Compensation, Subsection D, Optional Services, is
amended by adding the following after the sentence ''The City may choose which method
(negotiated or fixed-fee or hourly).":
1972 Act Assessment Increase Services. 1972 Act Assessment Increase (all nine
districts/zones) = $57,190
Estimated Exnenses.
. Information mailer to property owners, single page tri-fold (including printing
and postage):
$l.OO/Parcel x 7,000 Parcels = $7,000.00
. Notice of Public Hearing and Protest Ballot (including printing and postage)
$1.50/Parcelli: 7,000 Parcels = $10,500.00
3
.- 3-37 -
· Notice of duplicate ballots to a single parcel, 3x5 card (including printing and
postage)
$0.50IParcel x 525 Parcels = $262.50
. Total Printing and mailing estimated expenses = $17,762.50
. All expenses not to exceed $20,000
All other terms of the Agreement as modified by this First Amendment to the Agreement
shall remain in full force and effect.
IN WITNESS WHEREOF, the City and Consultant have executed this First
Amendment to the Agreement indicating that they have read and understood the
provisions of the First Amendment, and indicate their full and complete consent to its
terms.
Attest:
City of Chula Vista
~WlL~~}~
Susan Bigelow
By: al. O(l"j,
c~~~r
Approved as to form:
NBS Government Finance Group, dba NBS
'-i/.;.-- tt L ~
Ann Moore, City Attorney
By. ~ 0,e:~-
ke Reamer, President
Exhibit List to First Amendment:
(X) Agreement dated May 10, 2005
4
3-38
RESOLUTION NO. 2007-
RESOLUTION APPROVING THE SECOND
AMENDMENT TO AN AGREEMENT BETWEEN THE
CITY OF CHULA VISTA AND NBS GOVERNMENT
FINANCE GROUP, DBA NBS, FOR SPECIAL TAX
CONSULTANT SERVICES FOR THE FORMATION OF
AN INFRASTRUCTURE FINANCING COMMUNITY
FACILITIES DISTRICT WITIIIN OTAY RANCH
VILLAGE TWO PURSUANT TO THE MELLO-ROOS
CO:MMUNITY FACILITIES ACT OF 1982, AND
AUTHORIZING THE MAYOR TO EXECUTE THE
AMENDMENT.
WHEREAS, the City of Chula Vista and NBS Government Finance Group, dba NBS
(NBS) entered into an Agreement dated May 10,2005 where NBS agreed to assist the City
with various tasks related to Assessment Districts, Mello-Roos Community Facilities
Districts, and Open Space Districts; and
WHEREAS, on May 22, 2007, pursuant to Resolution No. 2007-124, the City
Council approved a First Amendment to the Agreement where NBS agreed to provide
Proposition 218 Compliance services for certain Open Space Districts; and
WHEREAS, the City is in urgent need for a special tax consultant to complete the
formation of an Infrastructure Financing Community Facilities District within Otay Ranch
Village Two; and
WHEREAS, staff recommends that the City waive the formal consultant selection
process because NBS has demonstrated an ability to work efficiently with the City on past
projects, possesses extensive knowledge and experience in the Community Facilities District
field, has a unique understanding of the development issues in the City of Chula Vista and
has proven its credibility with the bond market by providing support to successful bond
offerings, making it impractical to solicit proposals; and
WHEREAS, NBS can perform all aspects of the Infrastructure Financing Community
Facilities District formation process.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chula
Vista that it approves a Second Amendment to the Agreement between the City of Chula
Vista and NBS Government Finance Group, dba NBS for special tax consultant services for
the formation of an Infrastructure Financing Community Facilities District within Otay
Ranch Village Two and authorizes the Mayor to execute the Second Amendment.
3-39
Presented by
Approved as to form
Jack Griffin
Engineering and General Services Director
Ann Moore
City Attorney
H:\ENGINEER\RESOS\Resos2007\09-11-07\NBS 2nd Amendment revised by ec.DOC
3-40
ATTACHMENT .3
SECOND AMENDMENT TO
AGREEMENT BETWEEN
THE CITY OF CHULA VISTA and
NBS GOVERNMENT FINANCE GROUP, dba NBS
RECITALS
WHEREAS, the City of Chula Vista ("City") and NBS Government Finance
Group, dba NBS ("Consultant") entered into an agreement dated May 10, 2005
("Agreement") where Consultant agreed to assist the City with various tasks related to
Assessment Districts, Mello- Roos Co=unity Facilities Districts, and Open Space
Districts; and
WHEREAS, on May 22, 2007, pursuant to Resolution No. 2007-124, the City
Council approved a First Amendment to the Agreement where Consultant agreed to
provide Proposition 218 Compliance services for certain Open Space Districts; and
WHEREAS, the City utilizes Community Facilities Districts ("CFDs") to provide
long-term fmancing for necessary infrastructure in newly developing areas of the City;
and
WHEREAS, Otay Project L. P. has submitted a request to the City to form an
infrastructure financing CFD within Otay Ranch Village Two; and
WHEREAS, Consultant is experienced in the formation ofCFDs.
NOW THEREFORE, the City and Consultant agree as follows:
AGREEMENT
1. Exhibit A, Section 7, General Duties, is amended to add the following:
Consultant shall oversee the establishment of a Co=unity Facility District for Otay
Ranch Village 2. Consultant shall develop and maintain concise work plans that identify
critical issues; establish lines of responsibilities; prepare and maintain detailed schedule
with milestones; co=unicate responsibilities to all parties; conduct meetings, as needed,
to maintain project's schedule; document project meetings and decisions including
agenda, action plans and minutes; and track project progress and issue status reports.
In addition, Consultant shall coordinate the work of the fmancing team; provide special
tax consultant services; prepare the Engineer's report or Special Tax Report; prepare the
acquisition/financing agreement; reco=end financial district boundaries; coordinate
with property owners within the proposed boundaries; form the financial district; assist
the City in the administration of the CFD; prepare tables, exhibits and analyses for the
bond sale; provide CFD audit services and Development Impact Fee ("DIF") audit
services related to CFD; review financing documents; and prepare staff reports and
I
3-41
Council agenda items. If requested by the City, Consultant shall process a change of
proceedings, which may include but is not limited to, annexation, cessation, or
modifications to approved documents.
2. Exhibit A, Section 8, Scope of Work and Schedule, Subsection A, Detailed
Scope of Work, is amended to add the following tasks:
Task 1 - Preliminary Analvsis:
a. Collect data to describe the parcels to be included in the CFD for Otay
Ranch Village Two. This information will be garnered from various City
of Chula Vista, developer or representative, consultants or any other
available resources.
b. Assist finance team in the describing CFD district, land uses, densities,
etc., as well as proposed facilities to be acquired. These will be prepared
based on the City of Chula Vista Policies and the Public Works and
Finance Department recommendations.
c. Act as the interface between the developers and the City for resolution of
issues including:
1. Facilities to be included in the District
11. DIF credits and Non-DIF improvements
iii. Timing of improvements (public vs. private)
IV. Assessment of the structure and content of the AcquisitionlFinance
Agreement ("AIF A")
v. Assessment of the structure and content of the Rate and Method of
Apportionment
d. Document issues, meetings, project progress and decisions, and report to
the City Engineer, as applicable. Facilitate district formation by
monitoring progress, acting as departmental liaison, arranging meetings
with staff, developers, engineers, and coordinating information between
the various parties.
Task 2 - District Resolution of Intention:
a. Prepare a CFD boundary map for Otay Ranch Village Two that illustrates
the proposed district boundaries, any zones or improvement areas, as
determined by the fmance team and the City.
2
3-42
b. Prepare a preliminary Rate and Method of Apportionment ("RMA") for
the district which illustrates the proposed land use, densities, rate of
assessment(s), methodology of the special tax assessment, back up tax
rate, and improvement area description and assessments. Prepare and
modify the definitions to be used, prepayment schedule and exempt
acreage calculation, and any other components required.
c. Identify and provide analysis for each of the improvement areas being
proposed, if any, TDIF obligations, square footages, special tax levy,
tables, and other supporting elements.
d. Develop the necessary spreadsheets and tables, including but not limited
to, those that illustrate the value to lien ratio, potential bond sizing, TDIF
tables, and 2% analysis.
e. Prepare the Council Agenda Statements ("CAS") necessary for the
intention offormation of the proposed district, as requested by the City, to
the satisfaction of the City Engineer. Consultant shall attend City Council
meeting(s) and be prepared to present information and answer questions
regarding the intention of formation of the district.
f. Assist the City and finance team in assuring that the CFD formation for
Otay Ranch Village Two is in compliance with the Mello-Roos
Community Facilities Act of 1982.
g. Identify issues that impact the project schedule. Once an issue is
identified, Consultant shall immediately propose an action plan or strategy
and communicate a solution to all responsible parties and follow through
on required actions.
h. Assist the finance team in developing and tracking the necessary
attachments required for the processing of the CAS. These include, but are
not limited to, spreadsheets, analysis tables, lists of eligible facilities,
housing prices, building permits, and property owners.
Task 3 - District Resolution of Formation:
a. Coordinate with the work of the financing team regarding the formation
documents, ballots and public hearing proceedings.
b. Prepare the CAS necessary for the formation of the proposed district, as
requested by the City, to the satisfaction of the City Engineer. Consultant
shall attend City Council meeting(s) and be prepared to present
information and answer questions regarding the district formation.
3
3-43
c. Prepare the "Special Tax Report" for the district and provide as an
attachment.
d. Record the boundary map and other exhibits as directed by the City or
necessary for the processing of the formation documents.
e. Assist the [mance team in the preparation of the required ballots, gamer
signatures, attend the election, develop the property owner letter, and
implement the procedures. Consultant shall coordinate with the City
Clerk's office in the ballot procedures, election and certificates.
f. Prepare tables and other information required by the bond counsel and the
Underwriter for inclusion in the disclosure documents.
Task 4 - District Bond Sale Al!:reements and Acquisition /Financinl!:
Al!:reement:
a. Prepare the Bond documents and CAS for the proposed bond sale, as
requested by the City, to the satisfaction of the City Engineer. Consultant
shall attend City Council meeting(s) and be prepared to present
information and answer questions regarding the proposed bond sale and
the associated agreements.
b. Prepare the necessary attachments for the CAS and coordinate with the
finance team regarding required elements, including but not limited to,
preliminary official statement, market absorption, appraisal, bond
indenture, disclosure statements, and certificates.
c. Adjust, as necessary, the bond sizing and impacts to the value to lien ratio.
If necessary, coordinate with the developer to obtain a letter of waiver to
the City's Policies.
d. File a Notice of Special Tax Lien with the County.
e. Prepare tables and other information required by the bond counsel and the
Underwriter for inclusion in the Acquisition /Financing Agreement.
f. Prepare a DIF analysis for the district including a detailed cost estimate,
comparison of facility cost versus total fee obligation of the district and a
spread ofDIF credits broken down by planning area.
3. Exhibit A, Section 8, Scope of Work and Schedule, Subsection C, Dates or
Time Limits for Delivery of Deliverables, is amended to add the following:
Deliverable No.1: Consultant shall complete the Preliminary Analysis
including a summary of all data collected and facilities/cost information
4
3-44
from Task 1. Consultant shall submit the required CFD documents as
described within Task 2 for the Resolution of Intention ("ROP'), including
the full description of the district's facilities, improvement areas or zones,
facilities cost estimate, the proposed RMA, the annual maximum special
tax rates and backup tax calculations. Consultant shall prepare the
appropriate CASs for the intention to form the District. All tasks for
Deliverable No.1 shall be completed by the Consultant 21 days prior to
the date scheduled for the Resolution of Intention to be heard by the Chula
Vista City Council.
Deliverable No.2: Consultant shall submit the required CFD documents
as described within Task 3 for the Resolution of Formation ("ROF"),
including determining the registered voter status, and prepare council
agenda statement for the formation. Consultant shall prepare the final
"Special Tax Report", the special tax ballot and prepare and assist in the
advertising of the notice of public hearing. All tasks for Deliverable No.2
shall be completed by the Consultant 21 days prior to the date scheduled
for the Resolution of Formation to be heard by the Chula Vista City
Council.
Deliverable No.3: Consultant shall submit the required CFD documents
as described within Task 4 for an initial bond sale. Consultant shall
prepare the Acquisition/Financing Agreement, including tables for
inclusion in the Preliminary Official Statement, and other bond documents
as requested by the City and/or the developer. All tasks for Deliverable
No.3 shall be completed prior to the initial Bond Sale.
Deliverable No.4: Consultant shall submit the required CFD documents
as described within Task 4 for a second bond sale. Consultant shall
prepare the AcquisitionlFinancing Agreement, including tables for
inclusion in the Preliminary Official Statement, and other bond documents
as requested by the City and/or the developer. All tasks for Deliverable
No.4 shall be completed prior to the second Bond Sale.
4. Exhibit A, Section 11, Compensation, is amended to add the following:
Consultant shall be paid on an hourly rate according to the following table:
. TITLE . ..HOUro.,YRATE
.. .. . ..
Director $190
Senior ConsultantJProgrammer $150
Engineer $140
Consultant $130
Analyst $100
5
3-45
TITLE HOlfJRLY RATE
ClericaVSupport $55
Expert Witness As approved by the City
When Consultant has incurred time and materials equal to $45,000 ("Authorization
Limit"), Consultant shall not be entitled to any additional compensation without further
authorization issued in writing and approved by the City Council. Nothing in this Second
Amendment shall preclude Consultant from providing additional services at Consultant's
own expense.
5. Exhibit A, Section 18, Bill Processing, is amended to add the following:
Consultant shall submit one invoice upon the approval of the Special Tax Report, and one
invoice upon the conclusion of the Special Election.
All other terms of the Agreement as modified by the First Amendment to the Agreement
shall remain in full force and effect.
(End of page; next page is signature page.)
6
3-46
Signature Page To
Second Amendment to
Agreement between
Tbe City of Chula Vista and
NBS Government Finance Group, dba NBS
IN WITNESS WHEREOF, the City and Consultant have executed this Second
Amendment to the Agreement indicating that they have read and understood the
provisions of the Second Amendment, and indicate their full and complete consent to its
terms.
Dated:
City ofChula Vista
By:
Cheryl Cox, Mayor
Dated:
NBS Government Finance Group, dba NBS
By:
Mike Rentner, President and CEO
Attest:
By:
Susan Bigelow, City Clerk
Approved as to form:
By:
Ann Moore, City Attorney
Exhibit List to Second Amendment:
(X) Agreement dated May 10, 2005
(X) First Amendment to Agreement
J:lAltomeyIEUSA\AGREEMENTS\NBS Second Amendment CFD Village 2_08-31.{l7.doc
7
3-47
RESOLUTION NO. 2007-
RESOLUTION APPROVING THE SECOND
AMENDMENT TO AN AGREEMENT BETWEEN THE
CITY OF CHULA VISTA AND NBS GOVERNMENT
FINANCE GROUP, DBA NBS, FOR SPECIAL TAX
CONSULTANT SERVICES FOR THE FORMATION OF
AN INFRASTRUCTURE FINANCING COMMUNITY
FACILITIES DISTRICT WITHIN OTAY RANCH
VILLAGE TWO PURSUANT TO THE MELLO-ROOS
COMMUNITY FACILITIES ACT OF 1982, AND
AUTHORIZING THE MAYOR TO EXECUTE THE
AMENDMENT.
WHEREAS, the City of Chula Vista and NBS Government Finance Group, dba NBS
(NBS) entered into an Agreement dated May 10, 2005 where NBS agreed to assist the City
with various tasks related to Assessment Districts, Mello-Roos Community Facilities
Districts, and Open Space Districts; and
WHEREAS, on May 22, 2007, pursuant to Resolution No. 2007-124, the City
Council approved a First Amendment to the Agreement where NBS agreed to provide
Proposition 218 Compliance services for certain Open Space Districts; and
WHEREAS, the City is in urgent need for a special tax consultant to complete the
fonnation of an Infrastmcture Financing Community Facilities District within Otay Ranch
Village Two; and
WHEREAS, staff recommends that the City waive the formal consultant selection
process because NBS has demonstrated an ability to work efficiently with the City on past
projects, possesses extensive knowledge and experience in the Community Facilities District
field, has a unique understanding of the development issues in the City of Chula Vista and
has proven its credibility with the bond market by providing support to successful bond
offerings, making it impractical to solicit proposals; and
WHEREAS, NBS can perform all aspects of the Infrastmcture Financing Community
Facilities District formation process.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City ofChula
Vista that it approves a Second Amendment to the Agreement between the City of Chula
Vista and NBS Government Finance Group, dba NBS for special tax consultant services for
the fonnation of an Infrastructure Financing Community Facilities District within Otay
Ranch Village Two and authOlizes the Mayor to execute the Second Amendment.
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Presented by
Scott Tulloch
City Engineer
Approved as to form
,~1
. :f~~
Ann Moore
City Attorney
H:\ENGINEER\RESOS\Resos2007\09-1 I-07\NBS 2nd Amendment revised by ec.DOC
3-49
{)~A-~ f---
(j
1HE ATTACHED AGREEMENT HAS BEEN REVIEWED
AND APPROVED AS TO FORM BY THE CITY
ATTORNEY'S OFFICE AND WILL BE
FORMALLY SIGNED UPON APPROVAL BY
THE CITY COUNCIL
v~d-L~~
Ann Moore t
City Attorney
Dated:
1/I{/u1
t t..
Second Amendment
To Agreement between
The City of Chula Vista
and
NBS Government Finance Group, dba NBS
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SECOND AMENDMENT TO
AGREEMENT BETWEEN
THE CITY OF CHULA VISTA and
NBS GOVERNMENT FINANCE GROUP, dba NBS
RECITALS
WHEREAS, the City of Chula Vista ("City") and NBS Government Finance
Group, dba NBS ("Consultant") entered into an agreement dated May 10, 2005
("Agreement") where Consultant agreed to assist the City with various tasks related to
Assessment Districts, Mello-Roos Community Facilities Districts, and Open Space
Districts; and
WHEREAS, on May 22, 2007, pursuant to Resolution No. 2007-124, the City
Council approved a First Amendment to the Agreement where Consultant agreed to
provide Proposition 218 Compliance services for certain Open Space Districts; and
WHEREAS, the City utilizes Community Facilities Districts ("CFDs") to provide
long-term fmancing for necessary infrastructure in newly developing areas of the City;
and
WHEREAS, Otay Project L. P. has submitted a request to the City to form an
infrastructure financing CFD within Otay Ranch Village Two; and
WHEREAS, Consultant is experienced in the formation of CFDs.
NOW THEREFORE, the City and Consultant agree as follows:
AGREEMENT
I. Exhibit A, Section 7, General Duties, is amended to add the following:
Consultant shall oversee the establishment of a Community Facility District for Otay
Ranch Village 2. Consultant shall develop and maintain concise work plans that identify
critical issues; establish lines of responsibilities; prepare and maintain detailed schedule
with milestones; communicate responsibilities to all parties; conduct meetings, as needed,
to maintain project's schedule; document project meetings and decisions including
agenda, action plans and minutes; and track project progress and issue status reports.
In addition, Consultant shall coordinate the work of the fmancing team;. provide special
tax consultant services; prepare the Engineer's report or Special Tax Report; prepare the
acquisitionlfmancing agreement; recommend financial district boundaries; coordinate
with property owners within the proposed boundaries; form the fmancial district; assist
the City in the administration of the CFD; prepare tables, exhibits and analyses for the
bond sale; provide CFD audit services and Development Impact Fee ("DIP") audit
services related to CFD; review fmancing documents; and prepare staff reports and
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Council agenda items. If requested by the City, Consultant shall process a change of
proceedings, which may include but is not limited to, annexation, cessation, or
modifications to approved documents.
2. Exhibit A, Section 8, Scope of Work and Schedule, Subsection A, Detailed
Scope of Work, is amended to add the following tasks:
Task 1 - Preliminary Analvsis:
a. Collect data to describe the parcels to be included in the CFD for Otay
Ranch Village Two. This information will be garnered from various City
of Chula Vista, developer or representative, consultants or any other
available resources.
b. Assist fmance team in the describing CFD district, land uses, densities,
etc., as well as proposed facilities to be acquired. These will be prepared
based on the City of Chula Vista Policies and the Public Works and
Finance Department recommendations.
c. Act as the interface between the developers and the City for resolution of
issues including:
1. Facilities to be included in the District
I!. DlF credits and Non-DlF improvements
iii. Timing of improvements (public vs. private)
IV. Assessment of the structure and content of the Acquisition/Finance
Agreement CAlF A")
v. Assessment of the structure and content of the Rate and Method of
Apportionment
d. Document issues, meetings, project progress and decisions, and report to
the City Engineer, as applicable. Facilitate district formation by
monitoring progress, acting as departmental liaison, arranging meetings
with staff, developers, engineers, and coordinating information between
the various parties.
Task 2 - District Resolution of Intention:
a. Prepare a CFD boundary map for Otay Ranch Village Two that illustrates
the proposed district boundaries, any zones or improvement areas, as
determined by the fmance team and the City.
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b. Prepare a preliminary Rate and Method of Apportionment ("RMA") for
the district which illustrates the proposed land use, densities, rate of
assessment(s), methodology of the special tax assessment, back up tax
rate, and improvement area description and assessments. Prepare and
modify the defInitions to be used, prepayment schedule and exempt
acreage calculation, and any other components required.
c. Identify and provide analysis for each of the improvement areas being
proposed, if any, TDIF obligations, square footages, special tax levy,
tables, and other supporting elements.
d. Develop the necessary spreadsheets and tables, including but not limited
to, those that illustrate the value to lien ratio, potential bond sizing, TDIF
tables, and 2% analysis.
e. Prepare the Council Agenda Statements ("CAS") necessary for the
intention of formation of the proposed district, as requested by the City, to
the satisfaction of the City Engineer. Consultant shall attend City Council
meeting(s) and be prepared to present information and answer questions
regarding the intention of formation of the district.
f. Assist the City and fmance team in assuring that the CFD formation for
Otay Ranch Village Two is in compliance with the Mello-Roos
Community Facilities Act of 1982.
g. Identify issues that impact the project schedule. Once an issue is
identifIed, Consultant shall immediately propose an action plan or strategy
and communicate a solution to all responsible parties and follow through
on required actions.
h. Assist the fmance team in developing and tracking the necessary
attachments required for the processing of the CAS. These include, but are
not limited to, spreadsheets, analysis tables, lists of eligible facilities,
housing prices, building permits, and property owners.
Task 3 - District Resolution of Formation:
a. Coordinate with the work of the fmancing team regarding the formation
documents, ballots and public hearing proceedings.
b. Prepare the CAS necessary for the formation of the proposed district, as
requested by the City, to the satisfaction of the City Engineer. Consultant
shall attend City Council meeting(s) and be prepared to present
information and answer questions regarding the district formation.
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3-53
c. Prepare the "Special Tax Report" for the district and provide as an
attachment.
d. Record the boundary map and other exhibits as directed by the City or
necessary for the processing of the formation documents.
e. Assist the finance team in the preparation of the required ballots, garner
signatures, attend the election, develop the property owner letter, and
implement the procedures. Consultant shall coordinate with the City
Clerk's office in the ballot procedures, election and certificates.
f. Prepare tables and other information required by the bond counsel and the
Underwriter for inclusion in the disclosure documents.
Task 4 - District Bond Sale Aueements and ACQuisition /Finaucine:
Ae:reement:
a. Prepare the Bond documents and CAS for the proposed bond sale, as
requested by the City, to the satisfaction of the City Engineer. Consultant
shall attend City Council meeting(s) and be prepared to present
information and answer questions regarding the proposed bond sale and
the associated agreements.
b. Prepare the necessary attachments for the CAS and coordinate with the
finance team regarding required elements, including but not limited to,
preliminary official statement, market absorption, appraisal, bond
indenture, disclosure statements, and certificates.
c. Adjust, as necessary, the bond sizing and impacts to the value to lien ratio.
If necessary, coordinate with the developer to obtain a letter of waiver to
the City's Policies.
d. File a Notice of Special Tax Lien with the County.
e. Prepare tables and other information required by the bond counsel and the
Underwriter for inclusion in the Acquisition /Financing Agreement.
f. Prepare a DIF analysis for the district including a detailed cost estimate,
comparison of facility cost versus total fee obligation of the district and a
spread of DIF credits broken down by planning area.
3. Exhibit A, Section 8, Scope of Work and Schedule, Subsection C, Dates or
Time Limits for Delivery of Deliver ables, is amended to add the following:
Deliverable No. I: Consultant shall complete the Preliminary Analysis
including a summary of all data collected and facilities/cost information
4
3-54
from Task 1. Consultant shall submit the required CFD documents as
described within Task 2 for the Resolution of Intention ("ROf'), including
the full description of the district's facilities, improvement areas or zones,
facilities cost estimate, the proposed RMA, the annual maximum special
tax rates and backup tax calculations. Consultant shall prepare the
appropriate CASs for the intention to form the District. All tasks for
Deliverable No.1 shall be completed by the Consultant 21 days prior to
the date scheduled for the Resolution of Intention to be heard by the Chula
Vista City Council.
Deliverable No.2: Consultant shall submit the required CFD documents
as described within Task 3 for the Resolution of Formation ("ROF"),
including determining the registered voter status, and prepare council
agenda statement for the formation. Consultant shall prepare the fmal
"Special Tax Report", the special ta.,'{ ballot and prepare and assist in the
advertising of the notice of public hearing. All tasks for Deliverable No.2
shall be completed by the Consultant 21 days prior to the date scheduled
for the Resolution of Formation to be heard by the Chula Vista City
Council.
Deliverable No.3: Consultant shall submit the required CFD documents
as described within Task 4 for an initial bond sale. Consultant shall
prepare the AcquisitionlFinancing Agreement, including tables for
inclusion in the Preliminary Official Statement, and other bond documents
as requested by the City and/or the developer. All tasks for Deliverable
No.3 shall be completed prior to the initial Bond Sale.
Deliverable No.4: Consultant shall submit the required CFD documents
as described within Task 4 for a second bond sale. Consultant shall
prepare the AcquisitionlFinancing Agreement, including tables for
inclusion in the Preliminary Official Statement, and other bond documents
as requested by the City and/or the developer. All tasks for Deliverable
No.4 shall be completed prior to the second Bond Sale.
4. Exhibit A, Section 11, Compensation, is amended to add the following:
Consultant shall be paid on an hourly rate according to the following table:
. TITLE HOURLY RATE
Director $190
Senior Consultant/Programmer $150
Engineer $140
Consultant $130
Analyst $100
5
3-55
. . . TITLE . . HOURLY RATE
Clerical/Support $55
Expert Witness As approved by the City
When Consultant has incurred time and materials equal to $45,000 ("Authorization
Limit"), Consultant shall not be entitled to any additional compensation without further
authorization issued in writing and approved by the City Council. Nothing in this Second
Amendment shall preclude Consultant from providing additional services at Consultant's
own expense.
5. Exhibit A, Section 18, Bill Processing, is amended to add the following:
Consultant shall submit one invoice upon the approval of the Special Tax Report, and one
invoice upon the conclusion of the Special Election.
All other terms of the Agreement as modified by the First Amendment to the Agreement
shall remain in full force and effect.
(End of page; next page is signatnre page.)
6
3-56
Signature Page To
Second Amendment to
Agreement between
The City of Chula Vista and
NBS Government Finance Group, dba NBS
IN WITNESS WHEREOF, the City and Consultant have executed this Second
Amendment to the Agreement indicating that they have read and understood the
provisions of the Second Amendment, and indicate their full and complete consent to its
terms.
Dated:
City of Chula Vista
By:
Cheryl Cox, Mayor
Dated:
NBS Government Finance Group, dba NBS
By:~JV ~)
Mike Rentner, President and CEO
Attest:
By:
Susan Bigelow, City Clerk
Approved as to form:
By:
Ann Moore, City Attorney
Exhibit List to Second Amendment:
(X) Agreement dated May 10, 2005
(X) First Amendment to Agreement
I;\AttomeylELISA\AGREEMENTS\NBS Second Amendm=nt CRl Village 2_08-31-07.doc
7
3-57
FIRST AMENDMENT TO
AGREEMENT BE1WEEN
THE CITY OF CHULA VISTA and
NBS GOVERNMENT FINANCE GROUP, dba NBS
RECITALS
WHEREAS, 1he City of Chula Vista ~'City") and NBS Government Finance
Group, dba NBS ("Consultant") entered into an agreement dated May 10, 2005 where
Consultant agreed to assist 1he City wi1h various tasks related to Assessment Districts,
Mello-Roos Community Facilities Districts, and Open Space Districts; and
WHEREAS, the City administers and maintains thirty-six Open Space Districts
and associated zones; and .
WHEREAS, certain Open Space Districts are operating at a deficit level and
reserves have been exhausted and .01her District's reserves are below the Municipal Code
allowance because they have been subsidizing shortfalls and are projected to be
exhausted in the near future; and
WHEREAS, the City proposes to conduct a Proposition 218 ballot process to see
ifthere is support for increasing the allowable maximum assessment in these Districts;
NOW THEREFORE, the Agency and Consultant agree as follows:
AGREEMENT
1. Exhibit A, Section 8, Scope of WOIX ahd Schedule, Subsection A. viii.a,
Detailed Scope of Work, Optional Items, Proposition 218 Compliance, is deleted in its
entirety and replaced with the following:
a Proposition 218 Compliance
J
3-58
Q;rco7- n..1
Consultant shall provide Proposition 218 Compliance services for the following
Open Space Districts:
OSD# District Name
3 Rancho Robinhood Units 1 & 2
7 Zenith Units 2, 3, 4
9 EI Rancho Del Rey
20Zn 2 Rice Canyon Trail Area
20 Zn 4 SPA I Phase 1 (Business Center)
20 Zn 7 SPA 3
23 Otay Rio Business Park
ELMD Zn A EastIake I
ELMD Zn D Salt Creek I
Proiect Schedule. NBS will communicate with City staff, legal counsel and other
interested parties to:
· Establish lines of communication.
· Clarify the specific project goals, components and criteria that will meet City
preference.
· Identify and resolve any special circumstances that may be involved in the
update/administration of the districts.
· Develop project schedules to meet legal requirements and provide for
effective interfacing of all involved parties.
. Establish meeting points consistent with schedule to achieve project
mil estones.
· Establish and coordinate with City staff a schedule to assure completion of
necessary actions and compliance with statutes.
Parcel D"t"hase. NBS will establish models and prepare a distri ct parcel database
for assessor parcels as currently shown on the County assessor's rolls. The
database will include land divisions, ownership and mailing information, and
parcel information relevant to the spread of the assessments.
BudlZet Develoument. NBS will assist City staff in order to establish an annual
district budget for the projected costs of maintaining all future improvements.
Cost categories may include, but not be limited to, landscape and lighting
maintenance, capital improvement, incidental costs (engineering, legal, city
administration), operating reserves, capital improvement reserves, and
delinquency reserves.
AI>encv Review. NBS will communicate with City staff to address issues
pertaining to costs, improvements, statute requirements and benefit received. We
will provide analysis of proposed assessments, as well as contn'butions to be made
from the City to the districts. We will review mailed and published legal notices,
3-59
establish dates for public meeting and public hearing, if required, verify
scheduling, City approach and district requirements, and other issues related to
the successful operation of the districts.
Preliminarv En!!ineer's Renort. NBS will prepare, submit and review with City
staff a Preliminary Engineer's Report, including description of improvements,
plans and specifications, cost estimate, assessment criteria and assessment roll.
Lel!al Notices and Ballots. NBS will prepare legal notices and ballots to be
mailed, as required, for compliance with the 1972 Act and Proposition 218.
Ballot Tabulation. NBS will tabulate the ballots returned and report the results
upon completion. .
Meetinll: Attendance. NBS will attend two district.related COWlcil meetings,
including the Public Meeting and the Public Hearing, as requested by the City.
Final Enllineer's Reoort NBS will prepare, submit and review with City staff a
Final Engineer's Report, including description of improvements, plans and
specifications, cost estimate, assessment criteria, assessment roll and diagram as
approved by the COWlcil.
Toll-Free Phone Number. NBS will provide a toll-free phone number for use by
the City and all property owners. Our staff will be available to answer questions
regarding the formation of the district and ongoing collection of assessments.
Exclusion. Assessment Diagram to be provided by the City. NBS will coordinate
with the Public Works Department and will provide guidance on its requirements
for formatting, titling and certifications.
2. Exhibit A, Section 11, Compensation, Subsection D, Optional Services, is
amended by adding the following after the sentence ''The City may cboose which method
(negotiated or fixed.fee or hourly).":
1972 Act Assessment Increase Services. 1972 Act Assessment Increase (all nine
districts/zones) = $57,190
Estimated Exoenses.
. Information mailer to property owners, single page tri.fold (including printing
and postage):
$l.OOlParcel x 7,000 Parcels = $7,000.00
. Notice of Public Hearing and Protest Ballot (including printing and postage)
$1.50IParcel x 7,000 Parcels = $10,500.00
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. Notice of duplicate ballots to a single parcel, 3x5 card (including printing and
postage)
$0.50IParcel x 525 Parcels = $262.50
. Total Printing and mailing estimated expenses = $17,762.50
. All expenses not to exceed $20,000
All other terms of the Agreement as modified by this First Amendment to the Agreement
shall remain in full force and effect.
IN WITNESS WHEREOF, the City and Consultant have executed this First
Amendment to the Agreement indicating that they have read and understood the
provisions of the First Amendment, and indicate their full and complete consent to its
terms.
Attest:
City of Chula Vista
~W~A~~}~
Susan Bigelow
By: ~
Cheryl , or
Approved as to form:
NBS Government Finance Group, dba NBS
--!~tt hL~
Ann Moore, City Attorney
By: ~ ~p~~-
ke Rentner, President
Exhibit List to First Amendment:
(X) Agreement dated May 10, 2005
3-61
Parties and Recital Page(s)
Agreement between
City of Chula Vista
and
NBS Government Finance Group, dba NBS
for Special District Apportionment, Delinquency Monitoring, Administration
and Other Services
This agreement (" Agreement"), dated dfs OJ .I /J ~ <;/ for the purposes of reference
only, and effective as of the date last executed unl ss another date is otherwise specified in Exhibit
A, Paragraph 1 is between the City-related entity as is indicated on Exhibit A, paragraph 2, as such
("City"l, whose business fom1 is set forth on Exhibit A, paragraph 3, and the entity indicated on the
attached Exhibit A, paragraph 4, as Consultant, whose business form is set forth on Exhibit A,
paragraph 5, and whose place of business and telephone numbers are set forth on Exhibit A,
paragraph 6 ("Consultant"), and is made with reference to the following facts:
Recitals
\Vhereas, the City has formed Assessment Districts to provide ftmding for benefiting
properties and infrastructure under the Municipal Improvement Acts 1913 and 1915; and,
Whereas, the City has formed, or is in the process of forming, Mello-Roos Community
Facilities Districts to provide fundlng for the construction ofinfrastructure or for the maintenance of
open space areas in accordance with the Community Facilities Act of 1982; and,
Whereas, the City has formed twenty-four Open Space Districts to provide funding for
perpetual maintenance of common open space areas; and,
Whereas, Section 8730 of the Streets and Highways Code requires that when a parcel oflmd
upon which there is an unpaid assessment divides, the original assessment must be segregated and
apportioned in accordance with the benefits to the several parts of the original list; and,
Whereas, the City requires a consultant for the performance of apportionment, delinquency
monitoring, administration md other services for the said Districts; and,
Whereas, the Request for Proposal was prepared and advertised, proposals were received and
reviewed, and firms were interviewed and ranked in accordance with City Policies; and,
Whereas, Consultant warrants and represents that they are experienced and staffed in a
marmer such that they are and can prepare and deliver the services required of Consultant to City
within the time frames herein provided all in accordance with the terms and conditions of this
Agreement;
(End of Recitals, Next Page starts Obligatory Provisions,)
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~
Page 1
:r- 11,0
Obligatory Provisions Pages
NOW, THEREFORE, BE IT RESOLVED that the City and Consultant do hereby mutually
agree as follows:
I. Consultant's Duties
A. General Duties
Consultant shall perform all of the services described on the attached Exhibit A, Paragraph 7,
entitled "General Duties"; and,
B. Scope of Work and Schedule
In the process of performing and delivering said "General Duties", Consultant shall also
perform all of the services described in Exhibit A, Paragraph 8, entitled" Scope of Work and
Schedule", not inconsistent with the General Duties, according to, and within the time frames set
forth in Exhibit A, Paragraph 8, and deliver to City such Deliverables as are identified in Exhibit A,
Paragraph 8, within the time frames set forth therein, time being of the essence of this agreement.
The General Duties and the work and deliverables required in the Scope of Work and Schedule shall
be herein referred to as the "Defined Services". Failure to complete the Defined Services by the
times indicated does not, except at the option of the City, operate to terminate this Agreement.
C. Reductions in Scope of Work
City may independently, or upon request from Consultant, from time to time reduce the
Defined Services to be performed by the Consultant under this Agreement. Upon doing so, City and
Consultant agree to meet in good faith and confer for the purpose of negotiating a corresponding
reduction in the compensation associated with said reduction.
D. Additional Services
In addition to performing the Defined Services herein set forth, City may require Consultant
to perform additional consulting services related to the Defined Services ("Additional Services"), and
upon doing so in writing, if they are within the scope of services offered by Consultant, Consultant
shall perform same on a time and materials basis at the rates set forth in the "Rate Schedule" in
Exhibit A, Paragraph 11, unless a separate fixed fee is otherwise agreed upon. All compensation for
Additional Services shall be paid monthly as billed.
E. Standard of Care
Consultant, in performing any Services under this agreement, whether Defined Services or
Additional Services, shall perform in a manner consistent with that level of care and skill ordinarily
exercised by members of the profession currently practicing under similar conditions and in similar
locations.
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Page 2
F. Insurance
Consultant represents that it and its agents, staff and subconsultants employed by it in
connection with the Services required to be rendered, are protected against the risk of loss by the
following insurance coverages, in the following categories, and to the limits specified, policies of
which are issued by Insurance Companies that have a Best's Rating of "A, Class V" or better, or shall
meet wi th the approval of the City:
Statutory Worker's Compensation Insurance and Employer's Liability Insurance coverage in
the amount set forth in the attached Exhibit A, Paragraph 9.
Commercial General Liability Insurance including Business Automobile Insurance coverage
in the amount set forth in Exhibit A, Paragraph 9, combined single limit applied separately to each
project away from premises owned or rented by Consultant, which names City as an Additional
Insured, and which is primary to any policy which the City may otherwise carry ("Primary
Coverage"), and which treats the employees of the City in the same manner as members of the
general public ("Cross-liability Coverage").
Errors and Omissions insurance, in the amount set forth in Exhibit A, Paragraph 9, unless
Errors and Omissions coverage is included in the General Liability policy.
G. Proof of Insurance Coverage.
(1) Certificates o I' Insurance.
Consultant shall demonstrate proof of coverage herein required, prior to the
commencement of services required under this Agreement, by delivery of Certificates
of Insurance demonstrating same, and further indicating that the policies may not be
canceled without at least thirty (30) days written notice to the Additional Insured.
(2) Policy Endorsements Required.
In order to demonstrate the Additional Insured Coverage, Primary Coverage and
Cross-liability Coverage required under Consultant's Commercial General Liability
Insurance Policy, Consultant shall deliver a policy endorsement to the City
demonstrating same, which shall be reviewed and approved by the Risk Manager.
H. Securitv for Performance.
(I) Performance Bond.
In the event that Exhibit A, at Paragraph 19, indicates the need for Consultant to
provide a Performance Bond (indicated by a check mark in the parenthetical space
immediately preceding the subparagraph entitled "Performance Bond"), then
Consultant shall provide to the City a performance bond by a surety and in a forrn
3-64
Page 3
and amount satisfactory to the Risk Manager or City Attorney which amount is
indicated in the space adjacent to the term, "Performance Bond", in said Paragraph
19, Exhibit A.
(2) Letter of Credit.
In the event that Exhibit A, at Paragraph 19, indicates the need for Consultant to
provide a Letter of Credit (indicated by a check mark in the parenthetical space
immediatel y preceding the subparagraph entitled "Letter of Credit"), 'then Consultant
shall provide to the City an irrevocable letter of credit callable by the City at their
unfettered discretion by submitting to the bank a letter, signed by the City Manager,
stating that the Consultant is in breach ofthe terms ofthis Agreement. The letter of
credit shall be issued by a bank, and be in a form and amount satisfactory to the Risk
Manager or City Attorney which amount is indicated in the space adjacent to the
term, "Letter of Credit", in said Paragraph 19, Exhibit A.
(3) Other Security
In the event that Exhibit A, at Paragraph 19, indicates the need for Consultant to
provide security other than a Performance Bond or a Letter of Credit (indicated by a
check mark in the parenthetical space immediately preceding the subparagraph
entitled "Other Security"), then Consultant shall provide to the City such other
security therein listed in a form and amount satisfactory to the Risk Manager or City
Attorney.
I. Business License
Consultant agrees to obtain a business license from the City and to otherwise comply with
Title 5 of the Chula Vista Municipal Code.
2. Duties of the City
A. Consultation and Cooperation
City shall regularly consult the Consultant for the purpose of reviewing the progress of the
Defined Services and Schedule therein contained, and to provide direction and guidance to achieve
the objectives ofthis agreement. The City shall permit access to its office facilities, files and records
by Consultant throughout the term of the agreement. In addition thereto, City agrees to provide the
information, data, items and materials set forth on Exhibit A, Paragraph 10, and with the further
understanding that delay in the provision of these materials beyond 30 days after authorization to
proceed, shall constitute a basis for the justifiable delay in the Consultant's performance of this
agreement.
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Page 4
B. Compensation
Upon receipt of a properly prepared billing from Consultant submitted to the City
periodically as indicated in Exhibit A, Paragraph 18, but in no event more frequently than monthly,
on the day of the period indicated in Exhibit A, Paragraph 18, City shall compensate Consultant for
all services rendered by Consultant according to the terms and conditions set forth in Exhibit A,
Paragraph II, adjacent to the governing compensation relationship indicated by a "checkmark" next
to the appropriate arrangement, subject to the requirements for retention set forth in paragraph 19 of
Exhibit A, and shall compensate Consultant for out of pocket expenses as provided in Exhibit A,
Paragraph 12.
All billings submitted by Consultant shall contain sufficient information as to the propriety of
the billing to permit the City to evaluate that the amount due and payable thereunder is proper, and
shall specifically contain the City's account number indicated on Exhibit A, Paragraph 18 (C) to be
charged upon making such payment.
3. Administration of Contract
Each party designates the individuals ("Contract Administrators") indicated on Exhibit A,
Paragraph 13, as said party's contract administrator who is authorized by said party to represent them
in the routine administration of this agreement.
4. Term
This Agreement shall terminate when the Parties have complied with all executory provisions
hereo f.
5. Liquidated Damages
The provisions of this section apply if a Liquidated Damages Rate is provided in Exhibit A,
Paragraph 14.
It is acknowledged by both parties that time is of the essence in the completion of this
Agreement. It is difficult to estimate the amount of damages resulting from delay in performance.
The parties have used their judgment to anive at a reasonable amount to compensate for delay.
Failure to complete the Defined Services within the allotted time period specified in this
Agreement shall result in the following penalty: For each consecutive calendar day in excess of the
time specified for the completion of the respective work assignment or Deliverable, the consultant
shall pay to the City, or have withheld from monies due, the sum of Liquidated Damages Rate
provided in Exhibit A, Paragraph 14 ("Liquidated Damages Rate").
Time extensions for delays beyond the consultant's control, other than delays caused by the
City, shall be requested in writing to the City's Contract Administrator, or designee, prior to the
expiration of the specified time. Extensions oftime, when granted, will be based upon the effect of
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Page 5
delays to the work and will not be granted for delays to minor portions of work unless it can be
shown that such delays did or will delay the progress of the work.
6. Financial Interests of Consultant
A. Consultant is Designated as an FPPC Filer
If Consultant is designated on Exhibit A, Paragraph 15, as an "FPPC filer", Consultant is
deemed to be a "Consultant" for the purposes of the Political Reform Act conflict of interest and
disclosure provisions, and shall repon economic interests to the City Clerk on the required Statement
of Economic Interests in such reporting categories as are specified in Paragraph 15 of Exhibit A, or if
none are specified, then as determined by the City Attorney.
B. Decline to Participate
Regardless of whether Consultant is designated as an FPPC Filer, Consultant shall not make,
or participate in making or in any way attempt to use Consultant's position to influence a
governmental decision in which Consultant knows or has reason to know Consultant has a financial
interest other than the compensation promised by this Agreement.
C. Search to Determine Economic Interests
Regardless of whether Consultant is designated as an FPPC Filer, Consultant warrants and
represents that Consultant has diligently conducted a search and inventory of Consultant's economic
interests, as the term is used in the regulations promulgated by the Fair Political Practices
Commission, and has determined that Consultant does not, to the best of Consultant's knowledge,
have an economic interest which would conflict with Consultant's duties under this agreement.
D. Promise Not to Acquire Conflicting Interests
Regardless of whether Consultant is designated as an FPPC Filer, Consultant further warrants
and represents that Consultant will not acquire, obtain, or assume an economic interest during the
term of this Agreement which would constitute a conflict of interest as prohibited by the Fair
Political Practices Act.
E. Duty to Advise of Conflicting Interests
Regardless of whether Consultant is designated as an FPPC Filer, Consultant further warrants
and represents that Consultant will immediately advise the City Attorney of City if Consultant learns
o t. an economic interest of Consultant' s, which may result in a conflict of interest for the purpose of
the Fair Political Practices Act, and regulations promulgated thereunder.
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F. Specific Warranties Against Economic Interests
Consultant warrants and represents that neither Consultant, nor Consultant's immediate
family members, nor Consultant's employees or agents ("Consultant Associates") presently have any
interest, directly or indirectly, whatsoever in any property which may be the subject matter of the
Defined Services, or in any property within 2 radial miles from the exterior boundaries of any
property which may be the subj ect matter ofthe Defined Services, ("Prohibited Interest"), other than
as listed in Exhibit A, Paragraph 15.
Consultant further warrants and represents that no promise of future employment,
remuneration, consideration, gratuity or other reward or gain has been made to Consultant or
Consultant Associates in connection with Consultant's performance of this Agreement. Consultant
promises to advise City of any such promise that may be made during the Term of this Agreement, or
for 12 months thereafter.
Consultant agrees that Consultant Associates shall not acquire any such Prohibited Interest
within the Term of this Agreement, or for 12 months after the expiration of this Agreement, except
with the written permission of City.
Consultant may not conduct or solicit any business for any party to this Agreement, or for any
thi rd party which may be in conflict with Consultant's responsibilities under this Agreement, except
with the written permission of City.
7. Hold Harmless
Consultant shall defend, indemnifY, protect and hold harmless the City, its elected and
appointed officers and employees, from and against all claims for damages, liability, cost and
expense (including without limitation attorneys fees) arising out of or alleged by third parties to be
the result of the negligent acts, errors or omissions or the willful misconduct of the Consultant, and
Consultant's employees, subcontractors or other persons, agencies or firms for whom Consultant is
legal1y responsible in connection with the execution of the work covered by this Agreement, except
only for those claims, damages, liability, costs and expenses (including without limitations, attorneys
fees) arising from the sole negligence or sole willful misconduct of the City, its officers, employees.
Also covered is liability arising from, connected with, caused by or claimed to be caused by the
active or passive negligent acts or omissions ofthe City, its agents, officers, or employees which may
be in combination with the active or passive negligent acts or omissions of the Consultant, its
employees, agents or officers, or any third party.
With respect to losses arising from Consultant's professional errors or omissions, Consultant
shall defend, indemnify, protect and hold harmless the City, its elected and appointed officers and
employees, from and against all claims for damages, liability, cost and expense (including without
limitation attorneys fees) except for those claims arising from the negligence or willful misconduct
of City, its officers or employees.
Consultant's indemnification shall include any and all costs, expenses, attorneys fees and
3-68
Page 7
liability incurred by the City, its officers, agents or employees in defending against such claims,
whether the same proceed to judgment or not. Consultant's obligations under this Section shall not
be limited by any prior or subsequent declaration by the Consultant. Consultant's obligations under
this Section shall survive the termination ofthis Agreement.
8. Termination of Agreement for Cause
If, through any cause, Consultant shall fail to fulfill in a timely and proper manner
Consultant's obligations under this Agreement, or if Consultant shall violate any of the covenants,
af,,'Teernents or stipulations of this Agreement, City shall have the right to terminate this Agreement
by giving written notice to Consultant of such termination and specifying the effective date thereof at
least five (5) days before the effective date of such termination. In that event, all finished or
unfinished documents, data, studies, surveys, drawings, maps, reports and other materials prepared
by Consultant shall, at the option of the City, become the property of the City, and Consultant shall
be entitled to receivejust and equitable compensation for any work satisfactorily completed on such
documents and other materials up to the effective date of Notice of Termination, not to exceed the
amOLLnts payable hereunder, and less any damages caused City by Consultant's breach.
9. Errors and Omissions
In the event that the City Administrator determines that the Consultants' negligence, errors, or
omissions in the performance of work under this Agreement has resulted in expense to City greater
than would have resulted if there were no such negligence, errors, omissions, Consultant shall
reimburse City for any additional expenses incurred by the City. Nothing herein is intended to limit
City's rights under other provisions of this agreement.
10. Termination of Agreement for Convenience of City
City may terminate this Agreement at any time and for any reason, by giving specific written
notice to Consultant of such termination and specifying the effective date thereof, at least thirty (30)
days before the effective date of such termination. In that event, all finished and unfinished
documents and other materials described hereinabove shall, at the option ofthe City, become City's
sole and exclusive property. If the Agreement is terminated by City as provided in this paragraph,
Consultant shall be entitled to receive just and equitable compensation for any satisfactory work
completed on such documents and other materials to the effective date of such termination.
Consultant hereby expressly waives any and all claims for damages or compensation arising under
this Agreement except as set forth herein.
11. Assignability
The services of Consultant are personal to the City, and Consultant shall not assign any
interest in this Agreement, and shall not transfer any interest in the same (whether by assigrunent or
novation), without prior written consent of City.
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Page 8
City hereby consents to the assignment of the portions of the Defined Services identified in
Exhibit A, Paragraph 17 to the subconsultants identified thereat as "Permitted Subconsultants".
12. Ownership, Publication, Reproduction and Use of Material
All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems
and any other materials or properties produced under this Agreement shall be the sole and exclusive
property of City. No such materials or properties produced in whole or in part under this Agreement
shall be subject to private use, copyrights or patent rights by Consultant in the United States or in any
other country without the express written consent of City. City shall have unrestricted authority to
publish, disclose (except as may be limited by the provisions of the Public Records Act), distribute,
and otherwise use, copyrightor patent, in whole or in part, any such reports, studies, data, statistics,
forms or other materials or properties produced under this Agreement.
13. Independent Contractor
City is interested only in the results obtained and Consultant shall perform as an independent
contractor with sole control ofthe manner and means of performing the services required under this
Agreement. City maintains the right only to reject or accept Consultant's work products. Consultant
and any of the Consultant's agents, employees or representatives are, for all purposes under this
Agreement, an independent contractor and shall not be deemed to be an employee of City, and none
of them shall be entitled to any benefits to which City employees are entitled including but not
limited to, overtime, retirement benefits, worker's compensation benefits, injury leave or other leave
benefits. Therefore, City will not withhold state or federal income tax, social security tax or any
other payroll tax, and Consultant shall be solely responsible for the payment of same and shall hold
the City harmless with regard thereto.
14. Administrative Claims Requirements and Procedures
No suit or arbitration shall be brought arising out of this agreement, against the City unless a
claim has first been presented in writing and filed with the City and acted upon by the City in
accordance with the procedures set forth in Chapter 1.34 of the Chula Vista Municipal Code, as same
may from time to time be amended, the provisions of which are incorporated by this reference as if
fully set forth herein, and such policies and procedures used by the City in the implementation of
same.
Upon request by City, Consultant shall meet and confer in good faith with City for the
purpose of resolving any dispute over the terms of this Agreement.
15. Attorney's Fees
Should a dispute arising out of this Agreement result in litigation, it is agreed that the prevailing
party shall be entitled to a judgment against the other for an amount equal to reasonable attorney's
fees and court costs incurred. The "prevailing party" shall be deemed to be the party who is awarded
substantially the relief sought.
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16. Statement of Costs
In the event that Consultant prepares a report or document, or participates in the preparation
of a report or document in performing the Defined Services, Consultant shall include, or cause the
inclusion of, in said report or document, a statement of the numbers and co~t in dollar amounts of all
contracts and subcontracts relating to the preparation of the report or document.
17. Miscellaneous
A. Consultant not authorized to Represent City
Unless specifically authorized in writing by City, Consultant shall have no authority to act as
Citjs agent to bind City to any contractual agreements whatsoever.
B. Consultant is Real Estate Broker andlor Salesman
Ifthe box on Exhibit A, Paragraph 16 is marked, the Consultant andlor their principals is/are
licensed with the State of California or some other state as a licensed real estate broker or
salesperson. Otherwise, Consultant represents that neither Consultant, nor their principals are
licensed real estate brokers or salespersons.
C. Notices
All notices, demands or requests provided for or permitted to be given pursuant to this
Agreement must be in writing. All notices, demands and requests to be sent to any party shall be
deemed to have been properly given or served ifpersonally served or deposited in the United States
mail, addressed to such party, postage prepaid, registered or certified, with return receipt requested,
at the addresses identified herein as the places of business for each of the designated parties.
D. Entire Agreement
This Agreement, together with any other written document referred to or contemplated
herein, embody the entire Agreement and understanding between the parties relating to the subject
matter hereof. Neither this Agreement nor any provision hereof may be amended, modified, waived
or discharged except by an instrument in writing executed by the party against which enforcement of
such amendment, waiver or discharge is sought.
E. Capacity of Parties
Each signatory and party hereto hereby warrants and represents to the other party that it has
legal authority and capacity and direction from its principal to enter into this Agreement, and that all
resolutions or other actions have been taken so as to enable it to enter into this Agreement.
F. Governing LawNenue
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Page to
This Agreement shall be governed by and construed in accordance with the laws ofthe State
of California. Aity action arising under or relating to this Agreement shall be brought only in the
federal or state courts located in San Diego County, State of California, and if applicable, the City of
Chula Vista, or as close thereto as possible. Venue for this Agreement, and perfonnance hereunder,
shall be the City ofChula Vista.
[End of page. Next page is signature page.]
3-72
Page 11
Signature Page
to
Agreement between City of Chula Vista and NBS Government Finance
Group, dba NBS
for Special District Apportionment, Delinquency Monitoring, Administration
and Other Services
IN WITNESS WHEREOF, City and Consultant have executed this Agreement thereby
indicating that they have read and understood same, and indicate their full and complete consent
to its terms:
Dated: /)... ~, 2~.5'"
:~~~!Q~~
/Stephen C. Padilla, Mayor
Attest:
Al~ ~~1'4~
rsusan Bigelow, City Clerk
Approved as to form:
=UC- t, ~~
Ann Moore, City Attorney
Dated: 5'- 3 ,20.E.5
NBS Government Finance Group, dba NBS
By: ~J ~J
Mike Rentner, President and CEO
Exhibit List to Agreement
(X) Exhibit A.
3-73
Page12
Exhibit A
to
Agreement between
City of Chula Vista
and
NBS Government Finance Group, dba NBS
1. Effective Date of Agreement: Date last executed.
2. City-Related Entity:
(X) City ofChula Vista, a municipal chartered corporation of the State of Cali fomi a
( ) Redevelopment Agency of the City of Chula Vista, a political subdivision of the
State of California
( ) Industrial Development Authority of the City of Chula Vista, a
()
Other:
form]
, a [insert business
3. Place of Business for City:
City of Chula Vista,
276 Fourth Avenue,
Chula Vista, CA 91910
4. Consultant: NBS Government Finance Group, dba NBS
5. Business Form of Consultant:
( ) Sole Proprietorship
( ) Partnership
(X) California S Corporation
6. Place of Business, Telephone and Fax Number of Consultant:
41661 Enterprise Circle North, Suite 225
Temecula, CA 92590
Voice Phone (951) 296-1997
Fax Phone (951) 296-1998
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Page 13
7. General Duties:
The Consultant shall provide Special District apportionment, delinquency monitoring,
administration and other services as requested by the City from July 1,2005 until June 30,
2008. The City Manager, at his/her sole discretion, may extend the agreement for two
consecutive one-year periods. The two additional one-year periods shall be on the same
temlS and conditions. All services shall be in accordance with the City's covenants in the
Bond Indenture for each Assessment District and Community Facilities District.
8. Scope of Work and Schedule:
A. Detailed Scope of Work:
The Consultant will be responsible for the following tasks:
I. Community Facilities Districts (CFDs) Administration
a, Expert Resource: Consultant shall act as the City's "expert resource," and shall
be available to answer questions and advise the City on particular issues
involving the CFDs.
b. Data Collection: Consultant shall gather and review data pertinent to the
administration ofthe CFDs. Data will be obtained from various sources such as
assessor's parcel maps, building permits and County Assessor information as
determined to be necessary based on the requirements of the Rate and Method of
Apportionment for each CFD (hereinafter "Rate and Method of Apportionment").
Consultant will maintain and periodically update a database of all parcels within
the districts and relevant parcel information,
c. Administrative Cost Recovery: Consultant shall identify all costs associated with
the administration of the CFDs and recover those costs through the levy process
as outlined in 953317(e) and 953340 of the Government Code of the State of
California. Such costs may include, but are not limited to: bank fees, legal fees,
County tax collection fees, and all costs and expenses of the public agency and its
consultants related to district administration.
d. Cash and Equivalents Analysis: Consultant shall determine the Cash and
Equivalents balance requirements, acquire the current Cash and Equivalents
balances and make recommendations to keep the flow offunds and fund balances
in compliance with the bond documents. Fund transfers might include the
transfer of available surplus funds to be used as levy credits or the transfer of
reserve funds to the redemption fund upon the prepayment of assessments. Cash
flow analysis will be performed to determine any I~vy shortfall or surplus
collections.
e, Special TiL'X Requirement: Consultant shall calculate the mmual Special Tax
Requirement (hereinafter "Special Tax" or "Special Taxes") that will include all
necessary components as outlined in the Rate and Method of Apportionment,
such as principal and interest due, administrative expenses, collection for direct
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3-75
tinancing of services or facilities, and a fund credit or replenishment as
determined from analysis of the district funds.
f. Levy Calculation: Consultant shall calculate the annual special tax levy for each
parcel within the CFDs following the guidelines established in the Rate and
Method of Apportionment.
g. Prior to June 30th of each year this Agreement is in effect, Consultant shall
provide the City with Special Tax for each district, and each billing category
within said district. Preceding submittal to the County, Consultant shall provide
the City a computer disk or other mutually agreed upon format, which will
include the district number, parcel number, and maximum Special Tax on each
parcel- in a format which will be acceptable to the City.
h. Meeting Attendance: Consultant shall attend any district-related City
CounciVBoard meeting related to district administration, as requested by the City.
l. Special Tax Levy Submittal: Consultant shall submit all Special Tax Levies to
the County Auditor Controller in the required format and medium (i.e. tape,
diskette). Special Tax Levies rejected by the County Auditor Controller will be
promptly researched and resubmitted for collection on the same County Tax Roll.
Any parcels that are not submitted to the County for collection will be invoiced
directly to the parcel owner, with payment submitted t9 the public agency.
J. Special Tax Levy Report: Consultant shall provide an annual Special Tax Levy
Report. This report will include a parcel listing with levy amounts and other
parcel information, the details of the annual Special Tax Requirement, current
delinquency information, fund analysis, administrative expenses to be recovered,
status of the project and current issues affecting the districts.
k. Delinquency Monitoring: Consultant shall provide a comprehensive list of
delinquencies after each special tax installment becomes due. The delinquency
report will provide the district's overall delinquency percentage as well as a
detailed list of each delinquent parcel, with the name and address of the
delinquent parcel owner, the delinquent amount and penalties.
1. Backup Special Tax: Consultant shall calculate a Backup or Extraordinary
Special Tax and determine if payment of the Backup or Extraordinary Special
Tax is required for CFDs 97-3, 98-3, 99-1, 2000-1, 2001-, 2001-2 and other new
CFDs, as requested by the City. This shall be calculated using information
obtained from approved maps and building permits over the past year and
compared to the tables provided in the Rate and Method of Apportionment for
each CFD to determine if there is any loss in units or residential floor area. If the
Extraordinary Special Tax is required, Consultant shall provide a list of parcels
and amounts owed. For CFD 98-3, the Extraordinary Special Tax shall be
calculated and included in the billing in accordance with the Rate and Method of
Apportionment.
m. Prepayment Calculations: Consultant shall provide special tax prepayment
calculations to interested parties. The party requesting the calculation shall pay
the fee of any prepayment calculations.
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3-76
n. Bond Calls: Consultant shall prepare the spread of principal to be called within
maturities for all bond calls and coordinate the call with the Paying
Agent/Trustee.
o. Release of Liens: Consultant shall prepare and file all documents required to
release the liens of parcels that have prepaid the special tax or where the districts
has matured.
p. CDIAC Reporting: Consultant shall perform all necessary reporting to the
California Debt and Investment Advisory Commission as required by
953359.5(b) and 953359.5(c) of the Government Code ofthe State of California.
q. Notice of Special Tax Disclosure: Consultant shall provide Notice of Special Tax
Disclosure notices to requesting parties as required by 953340.2 and 953341.5 of
the Government Code of the State of California. The fee of any Notice of Special
Tax shall be billed to the party requesting the disclosure form.
r. Toll-Free Phone Number: Consultant will provide a toll-free phone number for
use by the City, other interested parties and all property owners. Consultant's
staff shall be available to answer questions regarding the districts and ongoing
collection of the special tax during normal business hours (Mon.-Fri. 8:00am to
5 :OOpm). Bilingual staff shall be available for Spanish-speaking property owners.
s. Consultant Coordination: Consultant will provide all documentation and
information to other City consultants as necessary throughout the year.
ii. 1913 and 1915 Act Assessment District Administration Services
a. Expert Resource: First and foremost, Consultant shall act as the City's "expert
resource," and shall be available to answer questions and advise the City on
particular issues involving Assessment Districts.
b. Kick-Off Meeting, Project Schedule: Consultant shall meet with City staff, legal
counsel and other interested parties to:
. Establish lines of comrmmication.
. ClarifY the specific project goals and criteria that will meet the City's
preference.
. IdentifY and resolve any special circumstances that may be involved
in the administration of the districts.
. Develop project schedules to meet legal requirements and provide for
effective interaction of all involved parties.
. Establish meeting dates consistent with schedule to achieve project
milestones.
c. Data Collection: Consultant shall gather and review data relevant to the
administration of the districts. Data shall be obtained from various sources,
including, but not limited to, City records, Assessor's parcel maps, and County
Assessor information. A database containing said information for each of the
Assessment Districts shall be created by Consultant.
d. Policy Review: Consultant shall review policies and procedures that have been
established by the Agency for compliance with governing documents and law.
These policies shall be incorporated into Consultant's service to the City.
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3-77
e. Cost Recovery: Consultant shall identify all costs associated with the
administration of the Assessment Districts and recover those costs through the
levy process as outlined in S8682 and S8682.1 of the California Streets and
Highways Code. These costs may include, but not be limited to
Registrar/Transfer/Paying Agent fees, Arbitrage Rebate calculation fees, bank
fees, and expenses of the City and its consultants related to the administration of
the districts.
f. Fund Analysis: Consultant shall determine the balance requirements and acquire
the current cash balances for the districts. Consultant shall make
recommendations to ensure that the flow of funds and fund balances are in
compliance with bond documents. Cash flow analysis shall also be performed to
determine any levy shortfall or surplus.
g. Annual Assessment Levy: Consultant shall calculate the annual assessment levy
for each parcel in each of the districts and submit the amount for each parcel to
the County in the format and medium (i.e. tape, diskette) required by the County
Auditor-Controller.
h. Resubmission or Rejects: Consultant shall research the status of any parcels
rejected by the County Auditor-Controller, and resubmit corrected data for
collection on the same County Tax RolL Any parcels that are not accepted by the
County for collection shall be invoiced directly, with payment directed to the
City.
1. Maintain Assessment District Data: Consultant shall annually track all parcel
changes to ensure that all changes are documented. Historical parcel change and
assessment apportionment data shall be maintained by Consultant.
J. Annual Report: Consultant shall provide a comprehensive Annual Assessment
District Report that shows a detail listing of the amounts submitted to the levy or
directly billed for collection, details of delinquent assessments, fund analysis,
paid off parcels and release ofliens, all bond call activity, and assessed valuation
information.
k. Delinquency Monitoring: Consultant shall provide the City with a comprehensive
list of delinquencies after each installment becomes due. This report shall show
delinquency percentage as well as a detailed list of each delinquent parcel, with
the name and address of the delinquent parcel owner, the delinquent amount and
penalties.
1. Prepayment Calculation! Amortization Schedule: Consultant shall provide
assessment prepayment calculations and amortization schedules to interested
parties. The requester shall pay the cost of this service; however, there shall be
no charge to the City or property owners.
m. Bond Calls: Consultant shall prepare the spread of principal to be called within
maturities for all bond calls and coordinate the call with the Paying
Agent/Trustee.
n. Release of Liens: Consultant shall prepare and file all documents required to
release the liens of parcels that have prepaid the assessment.
o. Notice of Special Assessment: Consultant shall provide a "Notice of Special
Assessment" disclosure notice to requesting parties required by 953754 of the
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3-78
Government Code of the State of California. The fee of any Notice of Special
Ta"X sha1l be paid by the party requesting the disclosure notice.
p. Toll-Free Phone Number: Consultant shall provide a toll-free phone number for
use by the City, other interested parties and all property owners. Consultant's
staff shall be available to answer questions regarding the formation and ongoing
collection of assessments for the districts during normal business hours (Mon.-
Fri. 8:00am to 5 :OOpm). Bilingual staff shall be available for Spanish-speaking
property owners.
q. County Assessor Reporting: Consultant shall work willi the County Assessor to
aid in complying with the requirements of Revenue & Taxation Code Section
163. This includes providing data such as parcel number, original assessment
and current principal balance to the County Assessor.
r. Consultant Coordination: Consultant shall provide all documentation and
information to other City consultants as necessary throughout the year.
iii. Open Space District Tax Roll Billing
a. Expert Resource: First and foremost, Consultant shall act as the City's "expert
resource," and sha1l be available to answer questions and offer advice on
particular issues involving the Open Space Districts.
b. Kick-off Meeting: Consultant shall meet with City staffto discuss:
. Tax roll billing steps and appropriate timeline.
. Method of application of the assessment and llie data required to
establish the proper procedure for levying the assessment.
. The process to follow for any appeals or disputes.
c. Data Gathering: Consultant sha1l gather and review data pertinent to the
calculation and billing of the Open Space District and apply the formula, created
during district formation, to determine each parcel's assessment (hereinafter
"assessment formula"). Data shall be obtained from various sources, including,
but not limited to, the City, assessor parcel maps and County Assessor
information.
d. Quality Control: Consultant shall perform cross-reference tests looking at the
various data sources, land use codes, and other pertinent information to ensure
the best and most accurate levy application.
e. Database Maintenance: Consultant shall maintain and periodically update a
database of a1l parcels within each district and relevant parcel information.
f. Levy Calculation: Consultant shall calculate the annual levy for each parcel
within the district following the guidelines established by the assessment
formula. '
g. Prior to June 30th of each year this Agreement is in .effect, Consultant shall
provide the City with assessment rates for each district, and each billing category
within said district. Preceding submittal to the County, Consultant shall provide
to the City a computer disk or other mutually agreed upon media, which includes
the district number, parcel number, and maximum assessment on each parcel in a
format acceptable to the City.
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3-79
h. County Submittal: Consultant shall submit the levy to the County Auditor
Controller in the required electronic format. Levies rejected by the County
Audi tor Contro ller shall be researched and resubmitted for collection on the same
County Tax Roll. Any parcels that are not submitted to the County for collection
shall be invoiced with payment to be directed to the City.
1. Reporting: Consultant shall provide an annual Open District Levy Report. The
report shall include a parcel listing with levy amounts. Parcel and levy data can
be provided via a CD ROM, diskette or electronic file.
J. Consultant Coordination: Consultant shall provide all documentation and
information to other City consultants as necessary throughout the year.
k. Toll-Free Phone Number: Consultant shall provide a toll-free phone number for
use by the City and property owners. Consultant staff shall be available to
answer questions regarding the formation and ongoing collection of assessments
for the districts during normal business hours (Mon.-Fri. 8:00am to 5:00pm).
Bilingual staff shall be available to assist Spanish-speaking property owners.
iv. Delinquenc.v Nfanagement
a. Delinquency Reports: Consultant shall provide the City with an updated list of
delinquencies prior to sending any ofthe letters listed in this subsection (8.A.iv.).
This report shall also detail each district's percentage of delinquencies, as well as
a detailed list of each delinquent parcel.
b. Reminder Letter: At the City's direction, send a reminder letter (the form of
which shall be approved by the City) to the property owner of each delinquent
parcel for the December IO'h installment. The purpose of the letter is to inform
and educate the property owner of their obligation to pay assessments.
c. Demand Letter: At the City's direction, send a demand letter (the form of which
shall be approved by the City) to the property owner of each delinquent parcel for
the April IO'h installment. This letter shall be mailed to any property owner who
remains delinquent for both installments or who is delinquent after April 10th
only. The purpose of this letter is to further educate the property owner and
advise them of potential foreclosure.
d. Foreclosure Letter: Upon authorization from the City, Consultant shall send a
final twenty-one (21 )-day delinquency foreclosure letter to each delinquent
property owner via certified mail. This type of letter is typically sent after the
installments for a parcel have been removed from the tax roll. The letter
delineates what amount must be paid directly to the City to forestall the turnover
of documents to the foreclosure attorney.
e. Tax Roll Removal: Consultant shall provide and file (if necessary) the
information required to remove parcels from the tax roll. Consultant shall work
with the County Auditor-Controller to verify the removal. This step is in
preparation ofturning the parcels over for foreclosure. Once removed from the
tax roll, each property owner shall receive one final foreclosure letter indicating
the amount due and payment instruction.
f. At the City's discretion, Consultant may be order to offer payment plans to
property owners in lieu ofmrning parcels over to the City's foreclosure counsel.
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g. Subsequent Foreclosure Services: Once a decision to foreclose has been made by
City, Consultant shall prepare and deliver all information to the City's
foreclosure counsel. Consultant shall also continue to supply the City's counsel
with additional information throughout the foreclosure process. Consultant shall
continue to respond to property owner (unless ordered not to) and City staff
phone calls regarding the status of all cases, and shall coordinate and audit status
reports on a bi-monthly basis from the City's foreclosure counsel. For those
parcels sent to foreclosure, Consultant shall assist foreclosure counsel to initiate
and prosecute judicial foreclosure proceedings in compliance with bond
foreclosure covenants.
h. Toll-Free Phone Number: Consultant shall provide a toll-free phone number for
llse by the City, other interested parties and all property owners. Consultant's
staff shall be available to answer questions regarding the formation and ongoing
collection of assessments/special taxes for the districts during normal business
hours (Mon.-Fri. 8:00am to 5:00pm). Bilingual staffshall be made available for
Spanish-speaking property owners.
1. Consultant Coordination: Consultant shall provide all documentation and
information to other City consultants as necessary throughout the year.
v. Bond Issue Continuing Disclosures
In accordance with the Disclosure Certificate of a bond issue, Consultant shall assist
in compliance with the annual disclosure requirement of the SEC Continuing
Disclosure Rule l5c2-l2. Specifically, Consultant shall perform the following:
a. Document Review: Consultant shall review pertinent documents related to the
bond issue, including the Official Statement and Disclosure Certificate.
Consultant shall identify material such as the Consolidated Annual Financial
Report and/or other operating data that the City has agreed to provide in the
Disclosure Certificate.
b. Data Collection: Consultant shall collect the annual financial information and
operating data that the City has agreed to provide to each Nationally
Recognized Municipal Securities Information Repository (NRMSIR) and the
appropriate State Information Depository (SID), if any.
c. Report Preparation: Consultant shall prepare the Annual Disclosure Report as
required in the Disclosure Certificate.
d. Annual Dissemination: Consultant shall disseminate the Annual Disclosure
Report to state and national repositories and post to our website to allow
public access free of charge.
e. Significant Events: Consultant shall prepare and disseminate a "Notice of
Significant Events", as listed on the Continuing Disclosure Certificate, to the
appropriate SID and to either each NRMSIR or the Municipal Securities
Rulemaking Board (MSRB). Consultant's actions pursuant to this subsection
should commence upon notification by the City of the occurrence of any of the
events, if deemed by the City to be material. Typical significant events may
include:
. Principal and interest payment delinquencies
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. Non-payment related defaults
. Unscheduled draws on debt service reserves reflecting financial
difficulties
. Unscheduled draws on credit enhancements reflecting financial
difficulties
. Substirution of credit or liquidity providers, or their failure to
perform
. Adverse tax opinions or events affecting the tax-exempt status of
the security
. Modifications to the rights of security holders
. Bond calls
. Defeasances
. Release, substitution, or sale of property securing repayment of the
securities
. Rating changes
f. Consultant Coordination: Consultant shall provide all documentation and
information to other City consultants as necessary throughout the year.
vi. Apportionments
Consultant shall provide Special Districts apportionment services as delineated in
Section 8730 of the Streets and Highways Code. The Code states tbat when a
parcel of land upon whicb there is an unpaid assessment divides, the original
assessment must be segregated and apportioned in accordance with the benefits to
the several parties of the original lot. The Consultant shall apportion the liens
among the newly created parcels as if such a subdivision had existed at the time
of the confirmation of the District and file documents to effecruate a segregation
with the County Tax Auditor after the City reviews and authorizes such.
Specifically, the Consultant shall perform the following:
a. Segregation: Consultant shall apportion the special assessment according to
the method described in the engineer's report.
b. Notice of Apportionment: Consultant shall prepare a notice of apportionment
and send it via certified mail to the issuing underwriter, as required.
c. Assessment Diagram: Consultant shall prepare an amended assessment
diagram and notice. The diagram and notice shall be filed and recorded with
the County Recorder.
d. Amortization Schedule: Consultant shall prepare an amortization schedule for
each newly created assessment type.
e. Apportionment Report: Consultant shall prepare and submit to the City an
Apportionment Report showing the finalized apportionment and the amended
assessment diagram.
f. Optional- Application Forms: Ifrequested by the City, Consultant shall also
provide apportionment application forms and instructions to the City's
Engineering representative for inclusion as a condition of approval for
subdivision within an assessment district.
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g. In the event proceedings are undertaken under Division 10, Part 10 of the
California Streets and Highways Code, the following additional items shall
be prepared:
. Resolutions. Consultant shall prepare the required City Council
resolutions to order the amended assessment, the amended assessment
diagram, notices to the property owner, and fix the amount of costs to
perform the apportionment.
. Public Meetings. Consultant shall be available to attend any public
meetings required to complete the apportionment.
h. Consultant Coordination: Consultant shall provide all documentation and
information to other City consultants as necessary throughout the year.
vii. D-FAST@Software Services
a. D-FAST Online: To complement the administration of the City's districts,
Consultant shall provide City staff, up to lO usernames, access to D- FAST
Online. D-F AST@ is a state-of-the-art proprietary software program
specifically designed for the administration, management, billing, and
tracking tasks of Special Tax Districts.
b. Web Interface: Consultant shall provide programming support to the City to
create an interface between the City's website and parcel data within D-F AST
for public access.
viii. Optional Items
If requested by the City, the following services shall be provided:
a. Proposition 218 Compliance
. Consultant shall work with the City, as needed, given the
requirements of Proposition 218. Consultant understands that each
City has different requirements and resources to complete the
necessary tasks for the assessment balloting procedures. Therefore,
an indi vidually tailored approach to Proposition 218 Compliance may
be required.
b District Closeout: Consultant shall administer the districts under the City's
direction, taking into account the final-year maturity, Thereafter, Consultant
shall perform the following:
. Perform a complete analysis of all funds for each Assessment District
in accordance with Municipal Improvement Act 1913 and the
Improvement Act of 1915.
. Prepare a detailed Analysis Report for each district projecting revenue
and expenditures resulting in a surplus amount. Projected revenue
may include, but is not limited to, investment earnings and
assessment levies. Projected expenditures may include, but is not
limited to, debt service payments, arbitrage rebate payments,
administrative costs and project maintenance costs.
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. Determine if arbitrage rebate calculations have been performed and
funds have been cleared for disbursement by the City Finance
Department.
. Determine the best use of the surplus amount in accordance with
applicable laws.
. Prepare a Certificate of Project Completion and Use of Funds for
Project Maintenance Letter, to be signed by the Public Works
Director.
o Prepare a City Council Resolution Declaring Surplus, Determining
Use and Approving the Analysis Report.
o Prepare documents and coordinate the advanced maturity of bonds as
required.
o Prepare a detailed report for the processing of refunds to property
owners by the City.
o Review procedures with legal cOWlSel and City staff as required.
o Prepare a detailed delinquency report and consider the delinquencies
in the analysis of funds and refunds.
o Coordinate the implementation of a policy for the collection of
delinquencies and time line for completion.
c. Processing of Bond Tenders (1915 Act Bonds and CFD Bonds)
. Expert Resource: First and foremost, Consultant shall act as the
City's "expert resource," and is available to answer questions and
advise the City on particular issues involving the use of Bond
Tenders.
o Kick-off Meeting. Consultant shall meet via telephone or in person
with City staff, legal counsel and other interested parties to discuss
details and implementation of a bond tender policy.
o Implementation of Bond Tender Policy. Consultant shall implement
the City's existing bond tender administrative policy. If desired,
Consultant shall review and make modifications to this existing
policy or develop and implement a new policy. As this requires
significant additional work, hourly rates shall apply.
o Primary Contact. Consultant shall serve as the primary and direct
contact for property owners, bondholders, and other interested parties.
Consultant shall provide instructions and guidelines on the bond
tender process.
o Letters of Intent to Tender. Consultant shall review and reply to
Letters of Intent to Tender with a formal Letter of Instructions to
Tender, and shall provide updates to the Letter of Instructions based
on amount change triggers.
o Facilitator of Bond Tenders. Consultant shall act as facilitator of bond
tenders, and shall provide the following:
1. Analysis ofbond tendered and application ofbonds tendered
as payment of delinquencies, current year installments, and
prepayment of the future of the lien.
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.
2. Provide documentation of the tender to property owners,
trustee, fiscal agent, paying agent, City/Agency and other
professionals.
3. Update of debt service schedules and mandatory sinking
fund schedules, as required.
4. Calculation and request payment of any amounts due in cash
in addition to the bonds tendered.
Data Corrections: Consultant shall perform County Tax Roll
corrections, future annual levy, and future amortization (annual
levies) corrections resulting from the bond tender.
Toll-Free Phone Number: Consultant shall provide a toll-freephone
number for use by the City, other interested parties and all property
owners during normal business hours (Mon.-Fri. 8:00am to
5:00pm).
.
B. Date for Commencement of Consultant Services:
(X) Same as Effective Date of Agreement
( ) Other:
C. Dates or Time Limits for Delivery of Deliverables:
Deliverable No.1: Prior to June 30th of each year this Agreement is in effect,
Consultant shall provide the City with Assessment rates for each Community
Facilities, Assessment and Open Space.
Deliverable No.2: On August 1st of each year, submit a computer disk of annual
assessments and/or collections to the County Auditor-Controller.
Deliverable No.3: On or before August 10th of each year, fmal corrections to the
tax roll shall be submitted to the County Auditor-Controller.
Deliverable NO.4: On or before October 15th of each year, submit to the City
three (3) copies and one (I) unbound copy of each final Special Tax District
report with corrected printouts and computer files.
Deliverable No.5: On September 30th of each year, submit to the City a copy of
each Amended Assessment Diagram.
Deliverable No.6: Within 10 business days after the effective or execution date of
this agreement (whichever is later), provide City staff with access to the D-
F AST@ Online, and establish a timeline for creation of web interface.
D. Date for completion of all Consultant services:
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The date when all services assigned to the Consultant have been resolved, or upon
notification from City of contract termination
9. Insurance Requirements:
(X) Statutory Worker's Compensation Insurance
(X) Employer's Liability Insurance coverage: $1,000,000.
(X) Commercial General Liability Insurance: $1,000,000.
() Business Automobile Liability Insurance coverage: $1,000,000
() Errors and Omissions insurance: None Required (included in Commercial
General Liability coverage).
(X) Errors and Omissions Insurance: $250,000 (not included in Commercial General
Liability coverage).
10. Materials Required to be Supplied by City to Consultant:
A. Copy of Final Special Tax Report for all Community Facilities Districts.
B. Copy of Final Official Statement, bond indenture, arbitrage certificate and other
documents as required for Community Facilities Districts involving a bond issue.
C. Access to the City's computerized permit tracking system.
D. Copies of Site Development plans (for commercial and multiple family properties),
Final Maps which have been approved prior to March 1st of the previous fiscal year,
and building permit information.
E. (After first fiscal year offormation) Copies of tax reapportionment forms completed
by City for parcels which have been segregated by the County during the previous
fiscal year.
F. Budget infoffilation.
G. List of Special Tax Districts the City would like Consultant to administer for each
Fiscal Year.
H. Copy of Final Engineer's Report and Final Official Statement for each Special
District.
1. Listing of parcels that have paid off their assessments (partially or fully) since the
districts were formed.
J. List of the bonds that have been called for each Special District since the bonds were
issued. The list should include the amount of bonds called and their corresponding
Fiscal Year for each Special District.
K. List of parcels requiring apportionment services for each Assessment District for each
Fiscal Year.
L. Name and address of the underwriter or other original purchaser of the bonds for each
Special District.
M. A sample copy of the City-approved notice to underwriters or other original purchaser
of bonds.
N. A copy of last year's database (in electronic format if available) and diagrams for each
Special District.
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11. Compensation:
A () Single Fixed Fee Arrangement.
B. () Phased Fixed Fee Arrangement.
C. () Hourly Rate Arrangement
() Hourly rates may increase by 6% for services rendered after [month], 20
if delay in providing services is caused by City.
D. (X) Other:
For performance of the Defined Services by Consultant as herein required, City shall
pay according to the follol'fing schedules/rates:
. Annual Administration Services - The following fees are annual fees for the administration
of Special Districts.
A. Community Facilities Districts:
1. Bonded Districts $3.00 per parcel plus base fee of $2,000
2. Non Bonded Districts $1.50 per parcel plus base fee of $] ,500
] 9] 5 and ] 913 Act Assessment Districts:
1. Districts with parcel counts up to 1,000
2. Districts with parcel counts over 1,000 and up to 3,000
3. Districts with parcel counts over 3,000 and up to 5,000
C. Open Space Districts:
1. Districts with parcel counts up to 500
2. Districts with parcel counts over 500 and up to ] ,000
B.
$2,500
$3,500
$5,000
3. Rancho Del Rey and Eastlake Maintenance District No.1
$750
$],250.
Total for both
$16,000
. Other Services - The following fees are the services rendered in support of the annual
administration of the districts.
A. Delinquency Management:
1. Annual Base Cost Per District No charge
2. Reminder Letters * $10
3. Demand Letters * $ ] 5
4. Foreclosure Letters $30
5. Payment Plan Administration $150
6. Tax Roll Removal **$50
7. Subsequent Foreclosure Fees '**$75
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All fees are based on a per parcel/per district basis
. TIlis fee will be recovered as part of the next levy.
.. This fee includes filing of "Notices of Intent to Remove Delinquent
Ins1Qllments" bUl does not include County fees for removal from the
tax roll.
n. Thisfee is per parcel/per district/ per year from the initiation of the
foreclosure.
Note: At the option ofthe City, Consultant will set up historical delinquency information into
software at our hourly rates or as negotiated on a per district basis.
. Continuing Disclosure: The Annual Report Fee is based on the complexity ofthe disclosure
requirements. Consultant will provide the services for the Special District bonds existing at
the date of this agreement for the fees as listed below. Additional issues may be added at
similar fees. This Fee typically ranges from a base of $1,000 and up.
A. Annual Report Fee
1. Annual Report (perreport) $1,250
B. Significant Event Notification hourly
C. Dissemination Services
1. Report Dissemination (per recipient) $25
2. Significant Event Dissemination (per recipient) $25
D. Posting to CPO and Consultant website No charge
. Apportionments:
$750 per district plus
$35 per parcel
Alternatively, at the City's discretion, Consultant shall provide apportionment
services as provided below:
Application Method Division 10, Part 10.5 ofthe Streets and Highways Code
1. Apportionment Fee (4 parcels or less) $950
. $1800
2. ApportLOnment Fee (5 or more parcels) (PI $"5 I)
us ~ per parce
$40
3. Recording Fee (each)
Hearing Method Division 10, Part 10 of the Streets and Highways Code
1. Resolutions
2. Meeting attendance
$300
Hourly, plus travel
1. Annual Per District Method
. D-FAST Software Services:
1. D-FAST Online
2. Web Interface
Annual Fee $2,500 (Set Up fee waived)
Hourly (not to exceed $5,000 without written
amendment)
. Optional Services: At the discretion of the City, Consultant shall provide those services
related to annual use, increases, closeouts, refunding, etc. Fees for those services will be
determined by the City and Consultant as fixed-fees (to be negotiated later) or at Consultant's
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hourly rates. The City may choose which method (negotiated tixed-fee or hourly). The
hourly rates are as shown below.
Rate Schedule
Consultant Em lovee Title
Director
Engineer
Senior Consultant/Programmer
Consultant
Analyst
Clerical/Support
Houri Rate
$135
$125
$110
$85
$65
$45
.
Terms: The annual recurring base fees shall be billed during the year, at the beginning of
each quarter. Other fees shall be invoiced upon completion of the project. Payment shall be
made within 30 days of submittal ofan invoice. Ifpayment is not received within ninety (90)
days, simple interest shall begin to accrue at the rate of 1.5% per month. Cost of living
increases as measured by the Southern California Counties CPI will be applied each year,
starting October 2006, to the services listed in this Paragraph (ll.D).
The following fees are noted herein, and paid by others (not fees paid by City):
1. CFD Prepayment Calculations (per request)
(Fee based on complexity of calculations. Party requesting
calculations shall pay)
2. Notice of Special Tax (per notice)
(The fee of any Notice of Special Tax shall be billed to the party
requesting the disclosure form)
3. 1915 Act Prepayment Calculations (each)
(Party requesting calculations shall pay)
4. Notice of Special Assessment (per notice)
(The fee of any Notice of Assessment shall be billed to the party
requesting the disclosure form)
$150
$10
$35
$10
12.
Materials Reimbursement Arrangement
For the cost of out-of:pocket expenses incurred by Consultant in the performance of
services herein required, City shall pay Consultant at the rates or amounts set forth below:
() None, the compensation includes all costs.
( ) Reports
(X) Copies
(X) Travel
(X) Printing
(X) Postage
(X) Delivery
(X) Telephone Charges
not to exceed $
not to exceed $
not to exceed $ 1,000/vear
not to exceed $
not to exceed $
not to exceed $ 250/year
not to exceed $ 1,000/vear
Cost or Rate
$
$ 0.1 O/page
$ actual cost
$ actual cost
$ actual cost
$ actual cost
$ actual cost
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(X) Other Actual Identifiable Direct Costs:
County Charges (for tapes,
maps, and recording fees) not to exceed $ LOOO/year
not to exceed $
$ actual cost
$
13. Contract Administrators:
City: Tiffany Allen, Senior Management Analyst
Consultant: Tim Seufert, Managing Director
14. Liquidated Damages Rate:
( ) $_ per day.
( ) Other:
15. Statement of Economic Interests, Consultant Reporting Categories, per Conflict of
Interest Code:
(X) Not Applicable. Not an FPPC Filer.
( ) FPPC Filer
() Category No. 1. Investments and sources of income.
() Category No.2. Interests in real property.
() Category No.3. Investments, interest in real property and sources of income
subject to the regulatory, permit or licensing authority of the department.
() Category No.4. Investments in business entities and sources of income
which engage in land development, construction or the acquisition or sale of
real property.
() Category No.5. Investments in business entities and sources of income of
the type which, within the past two years, have contracted with the City of
Chula Vista (Redevelopment Agency) to provide services, supplies,
materials, machinery or equipment.
() Category No.6. Investments in business entities and sources of income of
the type which, within the past two years, have contracted with the designated
employee's department to provide services, supplies, materials, machinery or
equipment.
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() Category No.7. Business positions.
(X) List "Consultant Associates" interests in real property within 2 radial miles of Project
Property, if any:
l6. () Consultant is Real Estate Broker and/or Salesman
17. Pennitted Subconsultants:
None
18. Bill Processing:
A. ( ) Consultant's Billing to be submitted for the following period of time:
( ) Monthly
( ) Quarterly
(X) Other: See Section 11, Part D "Terms"
B. ( ) Day of the Period for submission of Consultant's Billing:
( ) First of the Month
( ) 15th Day of each Month
( ) End of the Month
( ) Other:
C. (X) City's Account Number: Appropriate CFD, AD. and OS accounts
19. Security for Performance
( ) Performance Bond
( ) Letter of Credit
( ) Other Security
Type:
$
$
$
() Retention. If this space is checked, then notwithstanding other provisions to the
contrary requiring the payment of compensation to the Consultant sooner, the City
shall be entitled to retain, at their option, either the following "Retention Percentage"
or "Retention Amount" until the City determines that the Retention Release Event,
listed below, has occurred:
( ) Retention Percentage: _%
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( ) Retention Amount: $
Retention Release Event:
( ) Completion of All Consultant Services
( ) Other:
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