Draft Resolution — Emeryville City Council, September 6, 2022

RESOLUTION NO. _____
Resolution Of The City Council Of The City Of Emeryville Authorizing The City Manager To Enter Into A Professional Services Contract With HDL Companies For A Total Amount Not To Exceed $165,000 For of Consulting Services Contract For Business License Tax Revenue Services For The City Of Emeryville During Fiscal Years 2022-2023, 2023-2024 And 2024-2025
WHEREAS, The City of Emeryville desires to continue providing the highest level or service to the business community in Emeryville; and
WHEREAS, The City Finance Department manages the business license issuance and renewals utilizing Central Square software, however, Central Square does not have the ability to utilize an on-line format, therefore the City issued a Request for Proposal (RFP) for a professional consulting agreement to manage the issuance of new and renewal businesses licenses; and
WHEREAS, two qualified companies responded to the RFP, both were evaluated based upon the criteria established in the RFP. Based upon total available points, HDL Companies scored 94% of the possible points, followed by Avenue Insights at 74%; and WHEREAS, The RFP reviewers determined based upon the submissions and costing that HDL presented the best package for the least cost to provide the business license services for the City; now, therefore, be it
RESOLVED, by the City Council of the City of Emeryville hereby authorizes the City Manager to execute a contract with HDL Companies for a total not to exceed $165,000 a contract covering fiscal years 2022-23, 2023-24 and 2024-25.

ADOPTED, by the City Council of the City of Emeryville at a regular meeting held Tuesday, September 6, 2022, by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

MAYOR
ATTEST: APPROVED AS TO FORM:

CITY CLERK SPECIAL COUNSEL
DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

C A L I F O R N I A

P R O F E S S I O N A L S E R V I C E S C O N T R A C T

F O R C I T Y U S E O N L Y
Contract No. CIP No.

Resolution No. Project No.

REV 06/2020
THIS PROFESSIONAL SERVICES CONTRACT (“Contract”) is effective as of ____________________ (the “Effective Date”), by and between THE CITY OF EMERYVILLE, a municipal corporation, (“City”) and HDL COMPANIES (“Contractor”), individually referred to as a “Party” and collectively as the “Parties”.

W I T N E S S E T H T H A T
WHEREAS, the City desires to engage Contractor for Business License Tax Revenue and Consulting Services; and
WHEREAS, the City finds that specialized knowledge, skills, and training are necessary to render the services necessary to do the work contemplated under this Contract; and WHEREAS, the City has determined that the Contractor is qualified by training and experience to render such services; and
WHEREAS, the Contractor desires to provide such services; and, WHEREAS, the public interest will be served by this Contract; and NOW, THEREFORE, the Parties hereto do mutually agree as follows:

1. SCOPE OF SERVICES AND TERMINATION DATE

1.1 Project Description
A complete project description is set forth in the Scope of Work, attached hereto as Exhibit A and incorporated herein by this reference.

1.2 Services
The services to be completed under this Contract (“Services”) are described in the Scope of Work set forth in Exhibit A. The Services shall be performed in accordance with terms, conditions, and specifications set forth herein. To the extent there is a conflict between the Scope of Work, and the terms, conditions, and specifications set forth herein, the terms, conditions, and specifications set forth herein shall govern.

1.3 Schedule and Completion Date
The Services to be provided by Contractor under this Contract shall commence on the Effective Date and terminate on JUNE 30, 2025. The Parties may, by mutual, written consent, extend the term of this Contract.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Professional Services Contract
REV 06/2020

Page 2 of 13 ends

2. WORK CHANGES

2.1 City Rights to Change
The City reserves the right to order changes in the Services to be performed under this Contract by altering, adding to or deducting from the Scope of Work. All such changes shall be incorporated in amendments executed by the Contractor and the City. Such amendments shall specify the changes ordered and any necessary adjustment of compensation and completion time.

2.2 Additional Work Changes
Any work added to the Scope of Work by an amendment shall be executed under all the applicable conditions of this Contract. No claim for additional compensation or extension of time shall be recognized unless contained in an amendment duly executed on behalf of the City and the Contractor.

2.3 City Manager Execution
The City Manager has authority to execute without further action of the Emeryville City Council, any number of amendments so long as their total effect does not materially alter the terms of this Contract or increase the total amount to be paid under this Contract, as set forth in Section 3.2 below.

3. COMPENSATION AND METHOD OF PAYMENT

3.1 Compensation for Services Performed
City agrees to pay the Contractor for the Services performed and costs incurred by Contractor upon certification by the City that the Services were actually performed and costs actually incurred in accordance with the Contract. Compensation for Services performed and reimbursement for costs incurred shall be paid to the Contractor upon receipt and approval by the City of invoices setting forth in detail the Services performed and costs incurred. The City shall pay the Contractor within forty-five (45) days after approval of the invoice by City staff.

3.2 Total Compensation Amount
The total amount paid under this Contract as compensation for Services performed and reimbursement for costs incurred shall not, in any case, exceed ONE HUNDRED SIXTY FIVE THOUSAND DOLLARS AND NO CENTS ($165,000.00), except as outlined in Section 2.3 above. The compensation for Services performed shall be as set forth in Exhibit A. Reimbursement for costs incurred shall be limited as follows. Long distance telephone and telecommunications, facsimile transmission, normal postage and express mail charges, photocopying and microcomputer time shall be at cost. Supplies and outside services, transportation, lodging, meals and authorized subcontracts shall be at cost plus no more than a 10% administrative burden. Automobile mileage shall be no more than the current deductible rate set by the Internal Revenue Service.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Professional Services Contract
REV 06/2020

Page 3 of 13 ends

4. COVENANTS OF CONTRACTOR

4.1 Assignment of Contract
The Contractor covenants and agrees not to assign or transfer any interest in, nor delegate any duties of this Contract, without the prior express written consent of the City. As to any approved subcontractors, the Contractor shall be solely responsible for reimbursing them and the City shall have no obligation to them.

4.2 Responsibility of Contractor and Indemnification of City To the fullest extent permitted by law, Contractor shall indemnify, defend, and hold harmless City and City’s members, officers, agents, employees and volunteers, from and against any and all claims, losses, liabilities of every kind, nature and description, damages, injury (including without limitation injury to or death of an employee of Contractor or subcontractors as well as any claim by any employee, agent, Contractor or independent contractor hired or employed by Contractor that such persons or individuals are entitled to any benefit otherwise provided to employees of the City, including coverage under the California Public Employee Retirement System), costs and expenses of any kind except for lost revenues or lost profits, whether actual, alleged or threatened, including, without limitation, court costs, reasonable attorneys’ fees, litigation expenses, and fees of expert contractors or expert witnesses incurred in connection therewith and the costs of investigation, arising out of, pertaining to, or relating to, directly or indirectly, in whole or in part, the negligence, recklessness, or willful misconduct of Contractor, any subcontractor, anyone directly or indirectly employed by them or anyone that they control. This indemnification obligation is not limited in any way by any limitation on the amount or type of damages or compensation payable to or for Contractor. To the extent that the Contractor has satisfied its obligations under its scope of services (Exhibit A) to collect taxes or fees due to the City from businesses, Contractor shall not be liable for any lost revenues for taxes or fees due to the City from businesses which have not be collected by the Contractor.

Further, in no event will Contractor be liable for any special, incidental, or consequential damages of any nature. Contractor’s duty to indemnify and hold harmless City shall not apply to claims for liability which arise from the issuance or non-issuance of any license or permit. This obligation to indemnify and defend the City, its members, officers, agents, employees and volunteers shall survive termination of this Contract.

If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance of “design professional” services (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction, Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Professional Services Contract
REV 06/2020

Page 4 of 13 ends

4.3 Independent Contractor
The Contractor hereby covenants and declares that it is engaged in an independent business and agrees to perform the Services as an independent contractor and not as the agent or employee of the City. The Contractor agrees to be solely responsible for its own matters relating to the time and place the Services are performed; the instrumentalities, tools, supplies and/or materials necessary to complete the Services; hiring of contractors, agents or employees to complete the Services; and the payment of employees, including compliance with Social Security, withholding and all other regulations governing such matters. The Contractor agrees to be solely responsible for its own acts and those of its subordinates and employees during the term of this Contract.

4.4 Insurance
Contractor shall not commence Services under this Contract until it has provided evidence satisfactory to the City that it has secured all insurance required under Exhibit B, attached hereto and incorporated herein by this reference. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under Exhibit B. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Contract for cause.

4.5 Records, Reports and Audits

4.5.1 Records
A. Records shall be established and maintained by the Contractor in accordance with requirements prescribed by the City with respect to all matters covered by this Contract. Except as otherwise authorized, such records shall be maintained for a period of three years from the date that final payment is made under this Contract. Furthermore, records that are the subject of audit findings shall be retained for three years or until such audit findings have been resolved, whichever is later.

B. All costs shall be supported by properly executed payrolls, time records, invoices, contracts, or vouchers, or other official documentation evidencing in proper detail the nature and propriety of the charges. All checks, payrolls, invoices, contracts, vouchers, orders or other accounting documents pertaining in whole or in part to this Contract shall be clearly identified and readily accessible.

4.5.2 Reports and Information
Upon request, the Contractor shall furnish to the City any and all statements, records, reports, data and information related to matters covered by this Contract in the form requested by the City.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Professional Services Contract
REV 06/2020

Page 5 of 13 ends

4.5.3 Audits and Inspections
At any time during normal business hours and as often as the City may deem necessary, there shall be made available to the City for examination all records with respect to all matters covered by this Contract. The Contractor will permit the City to audit, examine, and make excerpts or transcripts from such records, and to audit all contracts, invoices, materials, payrolls, records of personnel, conditions of employment and or data relating to all matters covered by this Contract.

4.6 Conflicts of Interest
The Contractor covenants and declares that, other than this Contract, it has no holdings or interests within the City of Emeryville, nor business holdings, contracts or agreements with any official, employee or other representative of the City. For the duration of this Contract, in the event the Contractor or its principals, agents or employees acquire such a holding, interest, contract, or agreement within the City of Emeryville or with any official, employee or representative of the City in the future, the Contractor will immediately notify the City of such holding, interest, contract, or agreement in writing.

4.7 Confidentiality
The Contractor agrees that such reports, information, opinions or conclusions shall not be made available to or discussed with any individual or organization, including the news media, without prior written approval of the City. The Contractor shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City information whether deemed confidential or not.

4.8 Discrimination Prohibited
The Contractor covenants and agrees that in performing the Services required under this Contract, the Contractor shall not discriminate against any person on the basis of race, color, religion, sex, sexual orientation, gender identity, marital status, national origin or ancestry, age or disability, except as provided in section 12940 of the Government Code.

4.9 Licenses, Certifications and Permits
The Contractor covenants and declares that it has obtained all diplomas, certificates, licenses, permits or the like required of the Contractor by any and all national, state, regional, county, city or local boards, agencies, commissions, committees or other regulatory bodies in order to perform the Services contracted for under this Contract.

All work performed by Contractor under this Contract shall be in accordance with applicable legal requirements and shall meet the standard of quality ordinarily expected of competent professionals.

4.10 Key Personnel
All of the individuals listed in Exhibit A are necessary for the successful prosecution of the Services due to their unique expertise and depth and breadth of experience. There shall be no change in Contractor’s Project Manager or members of the project team DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Professional Services Contract
REV 06/2020

Page 6 of 13 ends

without the City’s approval. Contractor recognizes that the composition of this team was instrumental in the City’s decision to award the work to Contractor and that compelling reasons for substituting these individuals must be demonstrated for the City’s consent to be granted. Any substitutes shall be persons of comparable or superior expertise and experience. Failure to comply with the provisions of this section shall constitute a material breach of Contractor’s obligations under this Contract and shall be grounds for termination.

4.11 Authority to Contract
The Contractor covenants and declares that it has obtained all necessary approvals of its board of directors, stockholders, general partners, limited partners or similar authorities to simultaneously execute and bind Contractor to the terms of this Contract, if applicable.

4.12 Ownership of Work
All reports, designs, drawings, plans, specifications, schedules, work product and other materials prepared or in the process of being prepared for the Services to be performed by the Contractor (“Materials”) shall be and are the property of the City and the City shall be entitled to full access and copies of all such Materials. Any such Materials remaining in the hands of the Contractor or subcontractor upon completion or termination of the work shall be delivered immediately to the City. The Contractor assumes all risk of loss, damage or destruction of or to such Materials. If any Materials are lost, damaged or destroyed before final delivery to the City, the Contractor shall replace them at its own expense. Any and all copyrightable subject matter in all materials is hereby assigned to the City and the Contractor agrees to execute any additional documents that may be necessary to evidence such assignment.

4.13 City Labor Requirements 1

4.13.1 Compliance
At the Effective Date, compliance with the City’s living wage ordinance is  required /  not required for this Contract. If this Contract provides for compensation to Contractor of $25,000 or more within a single fiscal year for providing Services to the City, then Contractor shall comply with the requirements of the City’s Living Wage Ordinance set forth in Chapter 31 of Title 5 of the Emeryville Municipal Code, unless (i) Contractor is a governmental entity, (ii) this Contract is subject to a higher prevailing wage rate as defined in the California Labor Code, or (iii) this Contract is subject to federal or state laws or regulations that would preclude the application of the City’s laws.

4.13.2 Applicability
Compliance with the Living Wage Ordinance, if applicable, shall be required during the term of the Contract for all employees of Contractor who perform at least twenty-five percent (25%) of the work arising from this Contract, unless said employees are otherwise exempt from the application of the Living Wage Ordinance pursuant to DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Professional Services Contract
REV 06/2020

Page 7 of 13 ends

Section 5-31.08 of the Emeryville Municipal Code. Contractor shall promptly provide to the City documents and information verifying compliance with the requirements of the Living Wage Ordinance within ten (10) working days following a written request for such documentation and information from the City.

4.13.3 Non-Compliance
Failure to comply with the Living Wage Ordinance provides that a person claiming a violation thereof may bring an action against Contractor for back pay, reinstatement and compensatory damages, as well as a penalty up to three times the amount of damages for a willful violation, plus reasonable attorney’s fees and costs. In addition, the City may terminate the Contract and pursue any other remedies available to the City, including debarment, for violations of the Living Wage Ordinance.

4.13.4 Living Wage
Contractor shall notify each of its affected employees with regards to wages that are required to be paid pursuant to this Contract. “Living Wage” means no less than $17.43 PER HOUR (which is subject to increase annually on July 1st to reflect the twelve-month average increase to the Consumer Price Index for all urban consumers in the San Francisco-Oakland-San Jose Metropolitan Statistical Area for the preceding year from May to April, not to exceed three percent (3%) in any one year) including wages and health benefits. If employer contributions for health benefits are not paid on an hourly basis, the employer must demonstrate to the City the hourly value of such benefits in order to receive credit for such payments to covered employees.

4.13.5 Minimum Wage and Paid Sick Leave
In addition to the Living Wage Ordinance, the Contractor may be required to comply with the City’s Minimum Wage, Paid Sick Leave, and Other Employment Standards Ordinance, as set forth in Chapter 37 of Title 5 of the Emeryville Municipal Code, to the extent it is applicable.

4.14 California Labor Requirements

4.14.1 Prevailing Wage Requirements
Contractor is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Professional Services Contract
REV 06/2020

Page 8 of 13 ends

employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1).

The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4.

4.14.2 Registration
If the Services are being performed as part of an applicable “public works” or “maintenance” project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Contract and require the same of any subcontractors, as applicable.

Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1.

4.14.3 Labor Compliance Oversight
This Contract may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements. Any stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor that affect Contractor’s performance of Services, including any delay, shall be Contractor’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Contractor caused delay and shall not be compensable by the City. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor.

4.14.4 Workers’ Compensation
Pursuant to the requirements of section 1860 of the California Labor Code, Contractor will be required to secure the payment of workers’ compensation to his employees in accordance with the provisions of section 3700 of the Labor Code. By signing this Contract, Contractor certifies the following:
________ “I am aware of the provisions of section 3700 of the California Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.” DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Professional Services Contract
REV 06/2020

Page 9 of 13 ends

4.14.5 Event of Default
Failure by Contractor to comply with any provision of this Section shall constitute a default of this Contract and shall be grounds for termination as provided in this Contract.

5. TERMINATION
A. City and Contractor shall have the right to terminate this Contract for any reason whatsoever by providing written notice thereof at least forty-five (45) calendar days in advance of the termination date.

B. All termination notice periods triggered pursuant to written notice shall begin to run from the date of the United States Postal Service postmark.

C. Upon termination, City shall provide for payment to the Contractor for Services rendered and expenses incurred prior to the termination date.

D. Upon receipt of a termination notice the Contractor shall: (1) promptly discontinue all Services affected, unless the notice directs otherwise; and (2) promptly deliver to the City all data, drawings, reports, summaries, and such other information and materials as may have been generated or used by the Contractor in performing this Contract, whether completed or in process, in the form specified by the City.

E. Notwithstanding anything to the contrary, this Contract is subject to immediate termination in the event the City Council does not appropriate sufficient funds for this Contract.

F. The rights and remedies of the City and the Contractor provided in this Section are in addition to any other rights and remedies provided under this Contract or at law or in equity.

6. NO PERSONAL LIABILITY
No member, official or employee of the City shall be personally liable to the Contractor or any successor in interest in the event of any default or breach by the City or for any amount which may become due to the Contractor or successor or on any obligation under the terms of this Contract.

7. ENTIRE AGREEMENT
This Contract constitutes the complete agreement between the Parties and supersedes any and all other agreements, either oral or in writing, between the Parties with respect to the subject matter of this Agreement. No other agreement, statement or promise relating to the subject matter of this Contract not contained in this Contract shall be valid or binding. This Contract may be modified or amended only by a written document signed by representatives of both Parties with appropriate authorization.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Professional Services Contract
REV 06/2020

Page 10 of 13 ends

8. SUCCESSORS AND ASSIGNS
Subject to the provisions of this Contract regarding assignment, this Contract shall be binding on the heirs, executors, administrators, successors and assigns of the respective Parties.

9. APPLICABLE LAW AND ATTORNEY’S FEES; VENUE
If any action at law or in equity is brought to enforce or interpret the provisions of this Contract, the rules, regulations, statutes and laws of the State of California will control.

The prevailing party shall be entitled to reasonable attorney's fees in addition to any other relief to which said party may be entitled. The exclusive venue for any legal action taken pursuant to this Contract shall be the State of California Superior Court for the County of Alameda or the United States District Court for the Northern District of California.

10. SEVERABILITY
The caption or headnote on articles or sections of this Contract are intended for convenience and reference purposes only and in no way define, limit or describe the scope or intent thereof, or of this Contract nor in any way affect this Contract. Should any article(s) or section(s), or any part thereof, later be deemed unenforceable by a court of competent jurisdiction, the remainder of this Contract shall remain in full force and effect to the extent possible.

11. BUSINESS TAX CERTIFICATE
Prior to commencement of the Services to be provided hereunder, Contractor shall apply to the City of Emeryville Finance Department for a business tax certificate, pay the applicable business tax and maintain said business tax certificate during the term of this Contract, as provided in Article 1 of Chapter 1 of Title 3 of the Emeryville Municipal Code.

12. NOTICES

12.1 Communications Relating to Daily Activities
All communications relating to the day-to-day activities of the work and invoices shall be exchanged between Brad Farmer for the City and Robert Gray for the Contractor:

CITY CONTRACTOR
Brad Farmer, Finance Director
Phone No: 510-596-4352
E-Mail : [email protected]
Robert Gray, Director of TFA
Phone No: 714-879-5000
E-Mail : [email protected]
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Professional Services Contract
REV 06/2020

Page 11 of 13 ends

12.2 Official Notices
All other notices, writings or correspondence as required by this Contract shall be directed to the City and the Contractor, respectively, as follows:

CITY CONTRACTOR
City Manager
1333 Park Avenue
Emeryville, California 94608
Phone No: 510-596-4371
E-Mail : [email protected]
with a copy to:

Brad Farmer, Finance Director
1333 Park Avenue
Emeryville, California 94608
Phone No: 510-596-4352
E-Mail : [email protected]
Attn: Robert Gray
HdL Companies
120 S. State College Blvd., Suite 200
Brea, CA 92821
Phone No: 714-879-5000
E-Mail : [email protected]

13. COUNTERPARTS
This Contract may be signed in counterparts, each of which shall constitute an original. It is expressly agreed that each Party to this Contract shall be bound by its own telecopied, scanned, electronic or digital signature and shall accept the telecopied, scanned, electronic or digital signature of the other Party to this Contract.

14. NO THIRD-PARTY BENEFICIARIES
Except to the extent expressly provided for herein, there are no intended third-party beneficiaries of any right or obligation assumed by the Parties.

15. NON-EXCLUSIVITY
City reserves right to employ other contractors in connection with the Services covered under this Contract.

16. ASSIGNMENT OR TRANSFER
Contractor shall not assign, hypothecate or transfer, either directly or by operation of law, this Contract or any interest herein without the prior written consent of the City.

Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Professional Services Contract
REV 06/2020

Page 12 of 13 ends

17. WAIVER
The City’s failure to enforce any provision of this Contract or the waiver in a particular instance shall not be construed as a general waiver of any future breach or default.

18. OTHER REQUIREMENTS
Compliance with terms and conditions set forth in Exhibit C is  required /  not required for this Contract. Contractor shall also fully and adequately comply with the provisions included in Exhibit C (“Other Requirements”) when attached hereto and incorporated herein by reference (“Other Requirements”). With respect to any conflict between such Other Requirements and the terms of this Contract and/or the provisions of state law, Exhibit C shall control.

SIGNATURES ON FOLLOWING PAGE
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Professional Services Contract
REV 06/2020

Page 13 of 13 ends

19. SIGNATURE PAGE TO PROFESSIONAL SERVICES CONTRACT
IN WITNESS WHEREOF the City and the Contractor have executed this Contract, which shall become effective as of the date first written above.

Approved As To Form:

City Attorney
Dated: CITY OF EMERYVILLE
Christine S. Daniel, City Manager
Dated: HDL COMPANIES
(Signature)
Robert Gray, Director of TFA
Attach:

W-9 Form
Attach:

Business License Certificate
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E 08/15/2022
DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

EXHIBIT A
Tax and Fee Administration Services and Fees
Business License Tax Revenue and Consulting Services
1211802.2 Page 1 of 4

SCOPE OF SERVICES
Contractor will provide the following Services relative to City’s business license tax administration.

1. Operations Management Services

1.1. Establish and maintain database of City businesses.

1.2. Receive and process applications, renewals and payments in a timely fashion.

1.3. Send renewal notices to active businesses within 30 days of the renewal period end date or at another interval specified by City.

1.4. Provide businesses multiple options for submitting applications, renewals, payments, or support requests (including via website, email, mail, phone, and fax. Contractor license specialists will be available for live interactions Monday through Friday, 8:00am to 5:00pm Pacific).

1.5. Remit revenue to City no less than monthly.

1.6. Provide City staff access to website portal offering business registry inquiry, reporting, and electronic department approval capabilities.

2. Compliance Services: 1) Identify and register businesses which are subject to licensure or taxation, 2) collect known debt as pertains to business license or tax, and 3) identify under-reported tax liability.

2.1. Discovery Services

2.1.1.Develop a list of businesses subject to City licensure or taxation.

2.1.2.Notify non-compliant businesses of their options to comply or dispute their non-compliant status.

Notification and support to businesses will be facilitated through the website, mail, email, phone and fax.

2.1.3.Review information and forms submitted by the business for completion and accuracy, inclusive of any additional required documentation (i.e. home occupation permit). All submissions are filed and stored electronically and made available to City upon request.

2.1.4.Provide businesses with detailed invoicing and options to pay via website, mail, and phone.

2.1.5.Remit revenue to City no less than monthly, along with all business applications and any additional documentation.

2.2. Collection Services

2.2.1.Identify businesses subject to City licensure or taxation which have known debt to City and have failed to pay within an appropriate time frame.

2.2.2.Notify businesses of their options to comply or dispute their non-compliant status.

2.2.3.Provide businesses with detailed invoicing and options to pay via website, mail and phone.

2.2.4.Remit revenue to City no less than monthly.

2.3. Audit Services

2.3.1. Identify potential under-reporting and/or misclassified businesses.

2.3.2.Audit businesses mutually agreed to by City and Contractor that are identified as potential underreporting businesses.

2.3.3.Submit audit summaries to City and discuss further actions.

2.3.4.Educate businesses on proper reporting practices.

2.3.5.Invoice and collect identified delinquencies.

3. Online Payment Processing – Contractor’s services include PCI compliant payment processing services powered by FIS Global, which supports both credit card and eCheck transactions.

3.1. City Responsibilities

3.1.1.As a condition to its receipt of the Service, City shall execute and deliver any and all applications, agreements, certifications or other documents required by FIS Global, Networks or other third parties whose consent or approval is necessary for the processing of Transactions by FIS Global. “Network” is an entity or association that operates, under a common service mark, a system DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

EXHIBIT A
Tax and Fee Administration Services and Fees
Business License Tax Revenue and Consulting Services
1211802.2 Page 2 of 4
which permits participants to authorize, route, and settle Transactions among themselves, including, for example, networks operated by VISA USA and Mastercard, Inc., NYCE Corporation, American Express, and Discover.

3.1.2.City hereby grants Contractor the full right, power and authority to request, receive and review any Data or records reflected in a Transaction report. City represents and warrants that it has the full right and authority to grant these rights.

FEES

4. Operations Management Services

4.1. Fees for performing operations management Services shall be $16.00 for each processed account, which is any account for which an application or renewal/return was processed, or active account which was sent a renewal notice.

4.2. Fees will be increased as of January 1st of each calendar year with reference to the 12-month percent change in the most recently published annual Consumer Price Index for All Urban Consumers (CPIU), West Region, as reported by the U.S. Bureau of Labor Statistics (the “CPI Change”). Each annual increase in the Fees will be equal to the greater of two percent (2%) or the actual CPI Change and the lesser of ten percent (10%) or the actual CPI Change. For example, if the actual CPI Change is 1.5%, then the annual increase will be 2%, if the actual CPI Change is 3.5%, then the annual increase will be 3.5%, and if the actual CPI Change is 12%, then the annual increase will be 10%.

4.3. Fees related to travel and lodging expenses are billed at cost and apply to all meetings (including implementation, training, operations and support). Travel expenses only apply to out of scope travel and must therefore be pre-approved by City.

4.4. Fees will be invoiced monthly to City for Services performed during the prior month. Fees will be netted out of City’s monthly revenue disbursement. City will submit payment for any balance due to Contractor within 30 days of receiving the invoice.

5. Compliance Services

5.1. Fees for performing compliance Services apply to all monies received for the current tax/license period and any other prior period collected (including monies received for taxes, penalties, interest, and fees).

5.1.1.Fees for performing discovery Services shall be a contingency Fee of 35% of the revenues received as a result of the Services.

5.1.2.In the event that City discovers a non-compliant business and reports the business to Contractor (including a calculation of all taxes/fees due), Contractor will categorize the business as a collection service effort and thus apply the lower collection Services contingency Fee rate.

5.1.3.Fees for performing collection Services shall be a contingency Fee of 25% of the revenues received as a result of the Services.

5.1.4.Fees for performing audit Services shall be a contingency Fee of 35% of the revenues received as a result of the Services.

5.2. Contractor recognizes City’s authority to waive or reduce the tax/fee debt of a business. Should City decide to do so for a business whose deficiency was identified by Contractor, Contractor shall be entitled to compensation in the amount of one half (1/2) of the Fees Contractor would have otherwise earned. Deficiencies which are uncollectable due to insolvency or dissolution of the business, or for deficiencies which are otherwise incapable of collection (i.e. statute of limitation or other legal defense) shall not be considered a City voluntary election to waive, and thus, Contractor would not be entitled to compensation related thereto under this provision.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

EXHIBIT A
Tax and Fee Administration Services and Fees
Business License Tax Revenue and Consulting Services
1211802.2 Page 3 of 4

5.3. Fees related to travel and lodging expenses are billed at cost and applied to all meetings (including implementation, training, operations, and support). Travel expenses only apply to out of scope travel and must therefore be pre-approved by City.

5.4. Fees will be invoiced monthly to City for Services performed during the prior month. Fees will be netted out of City’s monthly revenue disbursement. City will submit payment for any balance due to Contractor within 30 days of receiving the invoice.

6. Payment Processing – Contractor will configure payment processing services to utilize either a taxpayer funded model (convenience fee) or City funded model, as directed by City. City may switch between these models upon written request to Contractor. Fees for each of these payment processing models are detailed here.

6.1. Taxpayer funded model – City authorizes Contractor to collect each convenience fee from the taxpayer at time of payment.

6.1.1.Credit and debit card processing – 2.9% of transaction amount, minimum of $2.00

6.1.2.ACH/eCheck processing - $1.25 per transaction

6.2. City funded

6.2.1.Credit and debit card processing – 2.9% of transaction amount

6.2.2.ACH/eCheck processing - $0.50 per transaction

6.3. Returned payments/NSF fee – Each occurrence of a card chargeback, returned payment or insufficient funds will incur a fee of $25.00, to be applied to the taxpayers account.

6.4. Contractor reserves the right to review and adjust pricing related to payment processing services on an annual basis. Contractor will communicate any such adjustment to City in writing, with 60 days advance notice. Items that will be considered in the review of fees may include, but are not limited to: regulatory changes, card association rate adjustments, card association category changes, bank/processor dues and assessments, average consumer payment amounts, card type utilization, and costs of service.

7. Consulting Services – Additional services beyond the scope of services in this Exhibit A are priced separately depending on the complexity of the tasks involved. Such fees can either be fixed or time and materials based on then current hourly rates. The work to be performed including timeframe for completion and any associated costs will be provided to City for approval prior to any work being done.

8. Confidentiality; Software Use and Warranty; Records.

8.1. Contractor will comply with the requirements of applicable laws, ordinances and/or regulations concerning the confidentiality of tax records.

8.2. As used herein, the term “proprietary information” means all information, techniques, processes, services or material that has or could have commercial value or other utility in Contractor’s Business, including without limitation: Contractor’s (i) software, computer or data processing programs; (ii) data processing applications, routines, subroutines, techniques or systems; (iii) desktop or web-based software; (iv) audit, tax or fee collection/administration or business processes, methods or routines; (v) marketing plans, analyses and strategies; and (vi) materials, techniques and intellectual property used. Except as otherwise required by law, City must hold in confidence and may not use (except as expressly authorized by this Agreement) or disclose to any other party any proprietary information provided, learned of or obtained by City in connection with this Agreement. The terms of this Section do not apply to any information that is public information.

8.3. If access to any software which Contractor owns is provided to City as part of this Agreement (including, without limitation, if City chooses to subscribe to such software and reports option as part of the Services) (such Contractor-owned software is, collectively, the “Software”), Contractor hereby provides a limited, non-exclusive, non-transferable license to City for the use by such of City’s staff as may be designated from time to time by City to use the Software pursuant to and during the Term DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

EXHIBIT A
Tax and Fee Administration Services and Fees
Business License Tax Revenue and Consulting Services
1211802.2 Page 4 of 4
of this Agreement. The Software must only be used by such authorized City staff, and City must not sublicense, sublet, duplicate, modify, decompile, reverse engineer, disassemble, or attempt to derive the source code of the Software. The license granted hereunder does not imply ownership by City or any of City’s staff of the Software nor any rights of City or any of City’s staff to sublicense, transfer or sell the Software, or rights to use the Software for the benefit of others. City may not create (or allow the creation of) any derivative work or product based on or derived from the Software or documentation, nor modify (or allow the modification of) the Software or documentation without the prior written consent of Contractor. In the event of a breach of this provision (and without limiting Contractor’s remedies), such modification, derivative work or product based on the Software or documentation is hereby deemed assigned to Contractor. Upon termination of this Agreement or this Software license, this Software license will be deemed to have expired and City must immediately deactivate, cease using and remove, delete and destroy all the Software (including, without limitation, from City’s computers and network). Contractor warrants that the Software will perform in accordance with the Software’s documentation.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

SUBMITTED BY
HdL Companies
Corporate Office: Brea, CA
Operations Center: Fresno, CA
hdlcompanies.com

CONTACT
Robert Gray
T: 714.879.5000
E: [email protected]
City of
Emeryville

PROPOSAL FOR BUSINESS LICENSE TAX REVENUE CONSULTING SERVICES August 12, 2021
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
Table of Contents

1. COVER LETTER.................................................................................................................................................................................i

2. ATTACHMENT A..............................................................................................................................................................................ii

3. FIRM QUALIFICATIONS............................................................................................................................................................... 1

4. EXPERIENCE AND REFERENCES .............................................................................................................................................. 4

5. QUALIFICATIONS OF TEAM....................................................................................................................................................... 5

6. PROJECT UNDERSTANDING ..................................................................................................................................................... 7

7. PROJECT PLAN ............................................................................................................................................................................... 8

8. COST PROPOSAL.........................................................................................................................................................................16

9. REQUIRED STATEMENTS/DOCUMENTS..............................................................................................................................17

10. EXCEPTIONS...............................................................................................................................................................................18

11. COMPENTENCY OF PROPOSERS ........................................................................................................................................19

12. APPENDIX....................................................................................................................................................................................20 DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA i
1 COVER LETTER
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
August 12, 2021
City of Emeryville
Brad Farmer, Finance Director
133 Park Ave.

Emeryville, CA 94608
HdL Companies (HdL) is pleased to submit our proposal for Business License Tax Revenue Consulting Services. With almost 40 years of experience, HdL provides revenue enhancement and consulting services to local governments.

Our firm serves over 500 cities, counties and special districts across the nation and has recovered more than $3 billion in revenue. We use our expertise to analyze tax data to provide relevant insights to support your financial strategies. Our commitment to innovative solutions and quality customer service is valued by our clients, proven by our 99.6% client retention rate and the over 60 California municipalities who have switched to HdL from other service providers.

Our contact information is:

Robert Gray, Director of Tax and Fee Administration HdL Companies 120 S. State College Blvd., Suite 200 Brea, CA 92821
Ph: 714.879.5000
Website: www.hdlcompanies.com
HdL offers the following advantages:
• Relevant, timely and ongoing staff support by a team with decades of direct experience in municipal finance and budgeting, economic development and maximization of revenues. • Technology-driven resources for data analysis and reporting capabilities, providing immediate and convenient access to the most up-to-date tax and fee information.
• Expertise, analysis, recaptured revenues, and precise budget forecasts to maximize your revenue streams. • Reliable continuity of service by a firm with stable employee ownership and a low staff turnover rate.

HdL is uniquely suited to deliver our high quality and full-service solutions to the City and its business community in the areas outlined in this proposal. HdL will provide unparalleled service, reporting, and analytics due to synergies between the various tax programs requested by the City.

HdL agrees to perform the services and adhere to the requirements set forth in the City’s RFP. We look forward to reviewing the proposal with you in more detail and demonstrate how HdL can enhance Emeryville’s bottom line.

Please call if you have questions or need additional information. I can be reached at 714.879.5000 or by email at [email protected].

HdL acknowledges receipt of the Questions and Responses dated 8/5/21.

Sincerely,
Robert Gray
Director of Tax and Fee Administration
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA ii
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
Attachment A
PROPSER’S CERTIFICATION
I hereby propose to furnish the goods or services specified in the Request for Proposals (“RFP”). I agree that my proposal will remain firm for a period of up to ninety (90) days to allow the City of Emeryville (“City”) adequate time to evaluate the qualifications submitted.

I have carefully examined the Request for Proposals and any other documents accompanying or made a part of this RFP. The information contained in this proposal is true and correct to the best of my knowledge and is signed under penalty of perjury under the laws of the State of California. I further certify that I am duly authorized to submit this proposal on behalf of the firm as its authorized agent and that the firm is ready, willing and able to perform if awarded the contract.

I further certify that this proposal is made without prior understanding, agreement, connection, discussion, or conspiracy with any other person, firm or corporation submitting a proposal for the same product or service; that this proposal is fair and made without outside control, collusion, fraud or illegal action; that no officer, employee or agent of the City or any other proposer is financially interested in said proposal; that no undue influence or pressure was used against or in concert with any officer, employee or agent of the City in connection with the award or terms of the contract that will be executed as a result of this RFP; and that the undersigned executed this Proposer’s Certification with full knowledge and understanding of the matters therein contained and was duly authorized to do so.

Hinderliter, de Llamas & Associates

NAME OF BUSINESS

SIGNATURE
Robert Gray, CIO

NAME & TITLE, TYPED OR PRINTED
120 S. State College Blvd., Suite 200, Brea, CA 92821

MAILING ADDRESS
714.879.5000

TELEPHONE NUMBER
[email protected]
EMAIL
Type of Organization:

Sole Proprietorship X Corporation CA State of Incorporation Partnership Limited Liability Company
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
FIRM’S QUALIFICATIONS
1 3
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

FIRM HISTORY
Hinderliter, de Llamas and Associates (HdL) was established in 1983 to maximize local government revenues by providing allocation audits, analytical services, and software products to local governments. The firm, which is a 100% employee-owned company, provides audit and consulting services for sales, use and transaction taxes, cannabis taxes and other locally administered taxes. HdL developed California’s first computerized sales tax management program and was responsible for securing legislation (AB 1611) that allowed independent verification of state allocations.

HdL Software was formed in 1996 to provide innovative software processing tools for business licensing, transient occupancy taxes and other locally administered revenues.

HdL’s systematic and coordinated approach to revenue management, tax administration and economic data analysis is currently being utilized by over 500 agencies in eleven states.

Currently partnering with over 220 cities and counties in California for services including business license tax/registration, transient occupancy tax, cannabis tax, and short-term rentals, HdL processes hundreds of millions in revenue annually from locally collected taxes.

FIRM QUALIFICATIONS
HdL maintains the largest privately held sales, property, and business tax databases in California. The firm constantly improves and enhances the California Department of Tax and Fee Administration (CDTFA) raw registration data by correcting addresses and business names, differentiating brick and mortar retailers from business to business and online taxpayers and adding new business classifications to better identify emerging trends and economic opportunities. This highly enhanced database serves as the base for identifying emerging economic trends and developing budget projections that take those trends into account.

The database also includes continually updated registration data for every seller in California, allocation data for 502 of the state’s 538 agencies and 235 transactions tax districts, business license data for over 700,000 businesses, property tax data for every jurisdiction in the 38 largest counties, a constantly updated automated telephone directory for all of California and thousands of business contacts developed through three decades of audit and business development activity.

FOUNDED
1983
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA 2
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
3 FIRM’S QUALIFICATIONS
To date, HdL has recovered more than $3 billion in revenue for client agencies. HdL is the leading provider of local tax revenue administration services and compliance in California. Currently partnering with over 220 cities and counties in California for services including business license tax/registration, transient occupancy tax, cannabis tax, and short-term rentals, HdL processes over hundreds of millions in revenue annually from locally collected taxes.

HdL is qualified to perform the services requested in the RFP.

HdL will not be using any subcontractors for this project.

PROUD

TO HAVE SERVED

LOCAL GOVERNMENTS
AND

SPECIAL DISTRICTS

FOR OVER
40 YEARS
100%

EMPLOYEE
OWNED
HdL is a Corporate Partner of the League of California Cities and California State Association of Counties and works
extensively with the State Association of County Auditors, California Society of Municipal Finance Officers (CSMFO) and California Municipal Revenue and Tax Association (CMRTA) on anticipation and planning of programs to strengthen local government revenues, and monitoring of legislative actions which impact local governments.

This close understanding of local government needs coupled with extensive databases and advance methodology provides for the most relevant, productive and responsive, revenue recovery, forecasting and economic services available.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 3 3 FIRM’S QUALIFICATIONS
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

EXPERIENCE AND REFERENCES
4 4
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

EXPERIENCE
Our team of professionals has the capacity to meet and exceed the expectations set forth in the City’s RFP. The firm has successfully implemented and continues to manage similar projects for over 220 local government agencies and currently processes hundreds of millions in taxes annually.

Properly administering local taxes is an important and specialized task. HdL’s solution was designed from the ground up for local taxes such as business license tax and is constantly enhanced by HdL with new functionality and improvements. HdL is 100% focused on delivering support and results to benefit your local tax team and your business community. HdL is the business license service provider of choice by California agencies. We have partnered with California local governments for almost 40 years and have been selected by more agencies than any other provider while maintaining over a 99.6% customer retention rate. Our staff represents hundreds of years of local government experience, including CROs, business tax supervisors, finance directors, and city managers. We have a broad, deep, and intimate understanding of the complex needs of California local government. As former government professionals’ ourselves, our dedication to local government is second to none.

REFERENCES
City of West Covina – Business License Services Client Since 1998 Paulina Morales, Assistant City Manager, 626.939.8401, [email protected] 1444 W. Garvey Avenue South | West Covina, CA 91790
HdL currently provides business license administration and compliance services and transient occupancy tax services.

City of Sausalito – Business License Services Client Since 2015 Chares Francis, Finance Director, 415.289.4105, [email protected] 420 Litho Street | Sausalito, CA 94965
HdL currently provides business license administration, discovery and compliance services, tax study, transient occupancy tax and short-term rental services.

City of San Bruno – Business License Services Client Since 2019 Qianyu Sun, Finance Director, 650.616.7054, [email protected] 567 El Camino Real | San Bruno, CA 94066
HdL currently provides business license administration, discovery and compliance services and transient occupancy tax services.

QUALIFICATIONS OF TEAM
5 5
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
Business License Tax Analysis Team
HdL’s key staff has extensive local government experience, having previously held positions in city management, finance, planning, economic development, and revenue collection. The HdL team includes several experienced business license tax department supervisors, certified revenue officers (CROs), and prior CMRTA board members.

HdL’s team will complete the project from the following locations:

Corporate Headquarters:
120 S. State College Blvd, Suite 200, Brea, CA 92821
Fresno Office:
1111 E. Herndon Ave., Suite 301, Fresno, CA 93720
Robert Gray – Director of Tax and Fee Administration Solutions Mr. Gray serves as Director of Tax & Fee Administration, and has been with the firm since 1996.

He has extensive experience in the design, development, implementation and support of local tax software systems for local government. He has played a key role in the design of 8 municipal software systems and approximately 275 successful implementations of those systems. He introduced HdL’s local tax services, which provide tax administration and consulting services to an ever growing number of municipalities. While leading HdL’s Tax & Fee Administration team through a period of significant growth, he has ensured that the team maintains its commitment to providing excellent customer service. He also oversees software development and IT as HdL’s CIO. He earned a Bachelor of Science degree in Computer Science and a Master’s degree in Business Administration from Azusa Pacific University.

Joshua Davis – Associate Director of Tax and Fee Administration Mr. Davis has over 20 years of experience with local tax administration, discovery, and audit, and oversees a skilled team which provides the most sophisticated local tax administration services available to California municipalities. Trained in revenue audit and discovery techniques, he is skilled in navigating the complex scenarios and needs often encountered during such services. He also possesses strong technical and business process capabilities which he employs to aid HdL clients in meeting their strategic objectives. Prior to joining HdL, he was employed as a compliance service manager at a government services firm. His reputation amongst municipalities is that of a very capable local taxation expert who will help the municipality achieve their objectives while providing excellent customer service throughout the engagement.

Notable projects he has managed include a long term and broad engagement supporting the City of Beverly Hills business tax team and administering business tax for the City of Roseville. All services provided through Mr. Davis’s team enable municipalities to administer their tax programs more effectively, through both efficient operations and increased discovery and collection of tax due.

QUALIFICATIONS OF TEAM
6 5
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
Connor Duckworth - Cient Advisor
Mr. Duckworth has over ten years of experience working for both State and local municipalities and providing political consulting to candidates on a number of races and referendums. As a project manager, he is responsible for the development and implementation of business license, tax, and revenue related products and services. He has served as a lecturer and mentor to municipalities nationwide and served as a Vice-President on both Division and State Boards for the CMRTA. He has won the CMRTA Lighthouse Award of Excellence for creating the top business license and revenue program in the State.

Additionally, Mr. Duckworth was elected to a county-wide office for eight years which served the needs of over 200,000 residents.

Sheila Farias – Client Services Manager
Ms. Farias has over 20 years of experience in customer service in the business community. She previously served as a Customer Service Manager for Amerchine where she was instrumental in managing new order flow processes for the company. She has extensive experience managing call centers and client onboarding processes, and managed workflow processes for other business to business firms throughout her career. Ms. Farias currently serves as Client Services Manager, overseeing all aspects of Client Relations and Project Management for HdL Tax and Fee Administration services, providing guidance during implementation and ensuring Client support and satisfaction. She is currently completing her bachelor’s degree in Data Science from Maryville University.

PROJECT UNDERSTANDING
7 6
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

GENERAL APPROACH
HdL has a unique understanding of the challenges our hundreds of clients face. The City of Emeryville faces many of those same challenges: decreased revenues as a result of the global pandemic, limited staff, and increased operational costs. HdL is positioned to offer the City relief, while providing a superior level of service.

The Business License Tax Administration Service provides a turnkey approach for local governments that need assistance with administering business license taxes. Our team of experts can manage all or parts of the business tax operations conducted by the City. When combined with the Compliance Management services, the City receives the benefit of increased revenues and superior customer service, while reducing internal costs and gaining efficiencies.

This “trifecta” of increasing city revenues and support to the business community, while simultaneously reducing costs, is becoming more and more difficult for cities to accomplish. Our programs are so successful in this endeavor, that most of our clients not only reduce costs, but actually see new revenues exceeding the cost of the program, resulting in the City receiving the contracted administration services effectively at no cost.

The City has recognized that efficiency and level of service are improved by offering the business community an on-line platform for business licensing needs. HdL offers robust online solutions for managing compliance of municipal Business License Taxes and its related functions. We are ever mindful of the important role that customer service plays in the successful implementation of a compliance and revenue collection program. Therefore, HdL will make every effort to ensure that all communications with the City’s business community are kept at a professional level, maintaining a careful balance between compliance, revenue collection, tactfulness, sensitivity, and taxpayer education.

HdL is the only firm which also provides tightly integrated local tax services as needed, including modernizing your municipal code and tax structure, discovery and audit services, and consulting services which encompass any circumstance which may be encountered in the realm of local government licensing and taxes. Our compliance services integrate closely with our software, providing an electronic remittance package which eliminates data entry.

Please find our sample report deliverables in the Appendix.

PROJECT PLAN
8 7
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

SCOPE OF WORK

1. Business License Tax Administration
HdL’s Business License Tax Administration Services include the following:

Data Migration & Systems: HdL will transfer the City’s existing databases from Central Square as they relate to business license tax into HdL’s internal administration tools. HdL will maintain the data and provide access to or copies of data and reports at the City’s request. While access to online systems will be available for the City to use at their discretion, the City will not be required to use or maintain any software in house for managing the business license registry.

Renewal Processing: All active business license accounts will receive a renewal notification within 45 days of the renewal period ending. Accounts will receive all applicable forms necessary to complete the renewal process.

Depending on City specific processes, renewals can be processed via mail, e-mail, telephone, and online.

New Account Processing: HdL will process any new business license applications and complete the new account registration process in a timely fashion and in accordance with City approved processes. HdL will also facilitate intra-city departmental approvals such as zoning, code compliance, fire inspection, and other regulatory related functions. Using our online platform, approvals to other departments can be routed and approved via email and website access. Depending on City specific processes, new accounts can be processed via mail, e-mail, telephone, and online.

Delinquent Account Processing: HdL will process and collect delinquent accounts through a series of City approved processing methods. This will include at minimum three follow up delinquent notices, including by mail, email, and telephone calls. Delinquent accounts will be collected with full penalties as allowed by the Municipal Code or through current City practices.

Delinquent account processing is included in HdL’s standard administration program and accounts processed this way are not subjected to any additional fees. Accounts that remain non-compliant after the delinquent account process, will be processed through the City approved guidelines established in HdL’s collections component of the Compliance Management Program.

PROJECT PLAN
9 7
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
On-Line / Web Services: HdL creates a unique City website which will serve as the starting point for all web-based activities. This City specific site is designed to look and feel like the City’s own web pages and ensures a level of continuity between the business community, the City, and HdL. Alternatively, the City’s existing website can be used as the launch point for all web-based activities, linking to the HdL managed functionality.

HdL’s website offers a variety of online functions to service the business community. While most of the website is a self-service platform for the business community, HdL staff reviews each account processed online for accuracy and compliance with City guidelines and procedures. In addition to filing and paying for taxes, businesses can obtain copies of applications, general support and FAQs, schedule appointments, and request copies of their tax registration, all with the click of a button. Our on-line services underscore HdL’s commitment to excellence in customer service and education by continually improving the registration and payment experience for the business community. Online functionality available to the business community includes:
• Submission of a new application
• Renewal of existing account
• Closure request
• Pay a balance due
• Update account information
• Print Certificate
• Public record inquiries
Payment Posting/Processing: HdL will process all payments received in an expedited manner. License accounts will be updated daily with payment information and revenues to be disbursed to the City net applicable fees at an interval to be agreed to during the project planning phase. Disbursements typically occur monthly but can be remitted as often as weekly depending on volumes and City needs. HdL’s payment acceptance process accepts the following payment types:
• Check / Money Order /Cashier’s Check
• E-Check
• Debit Cards
• Credit Cards (Visa, Mastercard, Discover, and American Express) • Check by Phone
HdL currently utilizes a standard payment gateway provider for on-line payment acceptance. HdL will work with the City to determine which provider, rate structures, and card types meet the City’s needs. HdL can also utilize the same provider and process used by the City’s current on-line functionality for an additional set-up fee.

PROJECT PLAN
10 7
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
Business Support Center: HdL provides businesses with multiple support options for registering, renewing, making payments and for general inquiries. A local, city specific number will be provided to businesses to access one of our tax specialists, Monday-Friday 8:00am to 5:00pm Pacific. Businesses will also have access to support via e-mail, fax, and via the Business Support Center On-Line. HdL constantly monitors quality control points to ensure courteous customer service, minimal hold times (under 90 seconds), and the return of voice messages the same business day.

Client Support: Each service HdL provides has our clients’ needs at the forefront of our deliverables. Our client support team stands with the City from the contracting phase and every step of the way thereafter. Whether our clients reach out to our support team by email or phone, clients can expect immediate and professional responses to all inquiries. Dedicated client support representatives assist our clients with a variety of needs, including budget and forecast support, taxpayer dispute resolution, and general business tax inquiries.

Reporting: HdL provides a variety of standard reports monthly during our remittance processes. However, each client has unique ongoing reporting needs and can require a variety of ad-hoc requests from across City divisions.

All report requests are processed and delivered to the City at no additional charge. Report requests can be delivered in formalized reporting formats or can be detailed data driven spreadsheets.

In addition to requesting reports from our client support team, the City has access to a variety of web-based services to run reports and make selective account inquiries. Our management portal provides a number of preset reports the City can run on real-time data. Custom reports can also be added to the portal for future needs.

Detailed account lookup features are also available, should the city need information about a specific business.

Ancillary Services: Business license tax departments can be relied upon by the City to accomplish many nonrelated tasks. Recently, the new state laws have also burdened cities with additional process requirements that rely on business license tax departments to take on unrelated work. HdL assists cities with several ancillary programs including keeping up with new legislation and assisting other City departments with their requests. Ancillary services provided as a part of the program include but are not limited to:
• SB1186 state fee collection, remittance, and reporting • SB205 (Storm Water) compliance and monitoring
• Collection of additional fees (Improvement Districts, Fire Inspection, Zoning, Etc.) • Community outreach and information campaigns
• AB 2184 (Privacy Rights) service of process configurations, public search modifications, and personal information security
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

PROJECT PLAN
11 7
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

2. Business License Tax Discovery/Compliance and Auditing Services HdL offers the most complete solutions for managing compliance of municipal Business License Tax including for Discovery, Audit, and Collections of various locally administered taxes. When selecting HdL, the City will benefit from the depth and breadth of municipal experience from a team of experts that work together with the City every step of the way.

The HdL Business License Discovery and Audit program’s general scope of services is as follows:

Business License Tax Discovery
Enriched Data Portfolio/Lead Identification: Utilizing data provided by the City, as well as the HdL Enriched Data Portfolio (EDP), HdL’s team builds an enhanced listing of entities subjected to licensure or taxation including, but not limited to, those businesses physically located in the City, itinerant businesses, and entities participating in the sharing economy such as short-term rentals (STRs), drive sharing services and others. HdL’s data portfolio pulls from hundreds of sources such as internal sales and property tax databases, CDTFA and Franchise Tax Board lists, Secretary of State listings, local publications, international web-based publications, as well as locally administered business and tax databases letting the City capture every penny that is fair and equitably due to you.

Field Surveys: Experienced field crews, equipped with the most advanced tools available (mobile mapping/GPS systems, tablet computers pre-loaded with various City and state-wide databases, etc.) may canvass commercial areas of the City to develop and enhance the leads identified in the EDP. Field Surveys provide additional inventories of active businesses as well as to provide onsite verifications of data culled from other sources.

Exception Resolution: Records are reviewed by our skilled team members, filtering out records that may lead to erroneous contacts.

This extra step allows staff to find additional revenues not otherwise identifiable through electronic means and assists in reducing potential complaints levied at City staff and management from pursuit of false positives.

Compliance Communication and Outreach: Upon exception resolution, HdL staff initiates contact with the identified entities through a series of City approved communication methods. HdL makes every effort to simplify the process for taxpayers and utilizes a variety of mediums for communication including mail, telephone, email and web-site access. Potential non-compliant entities are notified of their options to comply or dispute their noncompliant status. Initial notification packets include everything a business needs to become compliant and multiple methods of resolving their accounts.

PROJECT PLAN
12 7
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
Compliance and Auditing Services
Analysis and Selection: Audit candidates are selected using a variety of selection methodologies developed by our audit team with decades of business license tax audit experience. Preliminary analysis reports on each business selected are shared with the City prior to moving through the audit phases.

Audit Notification and Scheduling: Businesses selected by HdL and approved by the City are sent a letter notifying them of a scheduled Compliance Analysis Audit. Every effort is made to promote a positive experience for the taxpayer. A detailed description of the requirements and relevant documentation required for the audit is provided to the business two weeks in advance of the proposed audit date. If the business is unable meet the audit date selected by the City, all efforts to reschedule the audit to a more accommodating date will be made. Businesses are also afforded the opportunity to schedule flexible appointment times by contacting the Business Support Center or visiting our online support center.

Compliance Analysis and Audit: The HdL audit team will audit the financial records of the business to determine compliance with business tax regulations. HdL validates taxing variables such as gross receipts and other relevant information for determining compliance. In addition to identifying underreporting issues, the HdL Audit Program will also focus on other compliance related issues such as assuring correct classifications, multiple location allocation, apportionment issues, and identifying business to business relationships that may create tax liability for third parties.

Audit and Compliance Report: Upon completion of the audit and analysis, and prior to additional actions, a compliance report will be generated and reviewed with the City. The report will indicate specific results of the review and recommended future actions. Documentation that substantiates the findings in the report will be included with the report to assist the City and HdL in determining next step of the process.

Deficiency and Commendation Notification: Upon final review of the audit and analysis report, businesses that are found to have deficiencies will be notified of the findings as well as the payment and appeal processes. HdL will also work with businesses found to be deficient to explain the current findings and educate taxpayers on proper future filing procedures to prevent future errors and deficiencies. Businesses found to be in compliance, will be sent a commendation letter thanking them for their compliance.

Invoicing and Collections: Business found to be underreporting are invoiced through the standard City approved collections process. Balances are collected and remitted along with supporting documentation to the City through the approved remittance processes.

PROJECT PLAN
13 7
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

3. Proposed Work Schedule and Timeline
Event HdL Client
Contract signed and received by HdL P P
DISCOVERY - STAGE 1 (1-2 weeks) P P
Conference Call - HdL Sales, PM, IT, Client Stakeholders - Review contract, special conditions/programming P P Client to provide forms, ordinances, fee resolutions, business rules, logo(s), users authority, payment gateway. Provide contact info for client stakeholder and walk through business license process. P P Send sample letters to Client. Provide list of all information required by HdL. Provide contact info for HdL stakeholders. P
Provide client IT with FTP account information, instructions for sending data P Upload client data to FTP server. (SQL or Access) Send screenshots (all screens for variety of account types) P PROJECT KICK OFF AND SET UP - STAGE 2 (3-4 weeks) P P
Project kick off conference call P P
Begin data conversion P
Project Mgr build tables, fee, messages, etc. P
Reports, forms and letters requested/development/review/edit/approval P Project Mrg test approval with forms P
HdL Tech and Project Mgr review and test 1st conversion P Send city the preview version of Prime (screenshots) P
Client to confirm user permissions P
Client to confirm Approvals process P
GO LIVE - STAGE 3 (1-2 weeks) P
Sign-off on conversion fee calculation P
Run script in client’s live database for new renewal cycles P DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

PROJECT PLAN
14 7
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

DISCOVERY
1-2 weeks

PROJECT

KICKOFF/SETUP
3-4 weeks

GO LIVE
1-2 weeks
STAGE 1 STAGE 2 STAGE 3
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

PROJECT PLAN
15 7
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

4. Staff Assignments
Staff Task
Director Business registration process development
Client Advisor Sales and project scope
Implementation Cosultant Project manager
Client Onboarding Communication liasion with client
Developer Oversees data conversion
Reports Designer Development of reporting
Systems Technician IT liasion
Remittance Manager Monthly Financial Remittanes
Tax Specialists New business registration, Renewal Processing Customer Support Operations Manager Customer Support
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

COST PROPOSAL
16 8
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

1. Business License Tax Administration
The fee for this service is $16* per processed account, which is any account for which an application or renewal/ return was processed, or active account which was sent a renewal notice. *CPI increase applied annually
NOTE: Travel Expenses (if any) – Travel and lodging expenses are billed at cost and apply to all meetings, including process, pre-installation, installation, training, and support. HdL is dedicated to conserving public funds ensuring that any travel costs are indeed required and reasonable.

2. Business License Tax Discovery and Audit Services
The fee for discovery and audit services is 35% of the revenues received as a result of the service.

3. Hourly Rates
Additional services beyond the scope of services in this proposal are priced separately depending on the complexity of the tasks involved. Such fees can either by fixed or time and materials. Our currently hourly rates are listed below.

Hourly Rate
Principal $325
Programmer $295
Senior Analyst $245
Analyst $195
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA

REQUIRED STATEMENTS AND DOCUMENTS
17 9
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
In accordance with City’s RFP, HdL agrees to the following terms:
• HdL will not substitute designated members of the team without approval by the City. • HdL does not have any Conflicts of Interests to report. • HdL agrees to fulfill the indemnification and insurance requirements contained in the Sample Contract. • Nothing in this proposal is proprietary.

EXCEPTIONS
18 10
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
HdL does not have any exceptions to report.

If awarded the contract, HdL requests the following language be added if agreeable to the City:

Client acknowledges and agrees that any other public agency (including, without limitation, any participating government agency) located within or outside of the State (e.g., city, municipality, county, district, public authority or other political subdivision) may procure services for fees and other terms and conditions that are substantially similar to any of the Services, Fees and other terms and conditions set forth in this Agreement, provided that such other public agency executes a separate agreement with Consultant wherein the services rendered to such other public agency, the fees payable by such other public agency, and the other terms and conditions of such separate agreement are the responsibility of Consultant and such other public agency and not Client.

COMPENTENCY OF PROPOSERS
19 11
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
Competency of HdL
For almost 40 years, HdL has provided revenue management solutions to local governments.

HdL has the necessary facilities, ability, experience and financial resources to provide the services specified in the City’s RFP in a satisfactory and timely manner. HdL does not have any pending bankruptcies, liens, stop payment notices, judgments, arbitrations, mediations, or foreclosures to report in the last seven years.

HdL was recently involved in a lawsuit regarding cannabis applications for the City of Chula Vista. On occasion, a cannabis applicant that is denied a license will litigate with the City and/or HdL which is the case here. This did not affect our contract with the City and we continue to provide these services. Furthermore, this litigation does not affect any other HdL service offerings, including items requested in this proposal.

The firm has never terminated a contract for breach.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA 20
Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
12 APPENDIX
Sample Deliverables and Case Study follow this page.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

SUBMITTED BY
HdL Companies
120 S. State College Blvd., Ste 200
Brea, CA 92821
hdlcompanies.com
Business Tax
Operation Management
Service Review
Month XX, 2021
City of
Sample
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 P a g e 1
Table of Contents
Introduction..................................................................................................................................................................................2 Investment in Services ...........................................................................................................................................................2 Recent Events ..........................................................................................................................................................................2 Operation Management.............................................................................................................................................................4 Business Demographics in Brief...........................................................................................................................................5 New Businesses – Application and Reinstatement..........................................................................................................6 Approvals Central....................................................................................................................................................................7 Annual Business License Renewal .......................................................................................................................................7 Business Support Center............................................................................................................................................................8 Phone Calls and E-mails .........................................................................................................................................................8 Web Processing.......................................................................................................................................................................9 Hard Copy Mail........................................................................................................................................................................9 Client Support Team.................................................................................................................................................................10 Remittance Support..............................................................................................................................................................10 Custom Reports .....................................................................................................................................................................10 Conclusion...................................................................................................................................................................................10 DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 P a g e 2
Introduction
This report supplies an overview of the services HdL has provided to the City of Sample for Business Tax Operation Management since launching our Operations Management Service on January 1, 20XX. The report also summarizes specific projects that HdL and the City have completed since the services began.

Investment in Services
As your administrator, we have stewarded approximately $7.0 million in Business Tax since the start of services.

We have done this with flexible staffing that meets your highly variable demand. For example, in January, peak call volume alone can range from 50 - 200 phone calls per day, far exceeding the capacity of a single resource.

Even with call volume spikes between 11 am and 2 pm, HdL handled the inbound call volume is approximately 60 seconds and returned calls the same day when requested in our automated phone system. At the same time, with our flexible service, we were able to handle 300 to 500 e-mails during peak demand within a few business days, rather the weeks it would take for a staff of 1 to 2 FTEs." (Please see the section titled "Business Support Center," where you will find key success metrics and the volume of licensing activities.) The average annual cost of services has been approximately $50,000 for Business License Operation Management – or typically around 1.5% of total revenues.

As a result of efficiencies gained from our service and the breadth of those services (including our discovery and compliance services), our goal is to have our clients receive a net gain from our services. We have seen an additional $250,000 in revenue from our work to help taxpayers get and stay compliant in your City. Comparing that $250,000 in additional revenue to the $200,000 in admin fees shows a gain of $50,000. Additionally, those comparisons do not directly factor in the ongoing revenue from having these businesses in compliance in the future. We anticipate that this figure will continue to grow the longer we work in partnership with your City to help ensure a more level playing field for your business community.

Recent Events
HdL has worked hand-in-hand with the City on everything from e-mail notifications, to custom reports, to coordinating last-minute renewal changes due to state legislation. Due to HdL's large client base, we are able to gain efficiencies from the management of over 100 unique license and tax programs. As an HdL client, the City has saved an estimated $70K in custom software modifications, report development, and other process enhancement-related fees incurred by other cities that need to make changes to adapt to new legislation.

State of California AB2184 – Immigrant Business Inclusion Act:
◼ HdL implemented a series of software upgrades and process enhancements for the new state law that became effective on January 1, 2019. The bill required the removal of any section of the business license application exclusively requiring a social security number. Instead, a business license application must provide a means for accepting alternative forms of identification, including a California driver's license, identification number, or an individual taxpayer identification number (ITIN). The bill also allowed the applicant to provide an address where the individual consents to receiving "Service of Process" and would require a jurisdiction to accept a post office box or private mailbox that meets those requirements.

State of California SB234 - Family Daycare Homes:
◼ HdL adjusted the business license process for residential-based daycare facilities for the new state law that became effective on September 5, 2019. The new law required a large family daycare home with up to 14 children treated as residential use of a property. The bill also prohibited a local jurisdiction from imposing a business license, fee, or tax for the privilege of operating a small to large family daycare home.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 P a g e 3
State of California SB205 – Stormwater Discharge Compliance:
◼ HdL implemented processes and procedures for the new state law that became effective on January 1, 2020. The bill mandates that local government agencies ensure that businesses regulated by the State Water Resource Board (SWRB) follow the NPDES permit program as part of the agency's business license process for both applications and renewals. HdL has put in place multiple software and process modifications to accommodate the new legislation that utilizes SIC codes to indicate which businesses are required to demonstrate compliance. In general, HdL has been handling all business license tax requirements as they relate to this bill for the City of Sample.

COVID-19 Pandemic:
◼ The pandemic and resulting global public health challenges this year have had a significant impact on local governments and the State of California. HdL has worked closely with the City of Sample to implement a series of process changes and outreach programs for the business community during this tumultuous time. Since April 2020, HdL has sent 40 different e-mail notifications to the thousands of businesses that have provided e-mail addresses. The content of the e-mails contains messages from the Deputy City Manager; webinar information relating to CARES Act, Paycheck Protection Program, and Economic Injury Disaster Loan; Expansion of State and Federal Unemployment Benefits; and Employee Retention Credit.

These are a few of the many impactful e-mail blasts sent this past year to business owners.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 P a g e 4
Operation Management
Many Californian cities experience decreases in Business Tax Revenue ranging from 13 - 15% during financial years 2020 and 2021. However, this is not true for Sample, as FY 2020 only experienced a dip of approximately 5% in Business Taxes. As of mid-May 2021, the City is less than $25K from exceeding the FY 2020 revenue.

As of June 1 of this year, the City collected $1,000,000 in business tax revenue through HdL's Operation Management processing of renewals and new applications. While this amount is a five percent decline from the prior year's total, the $50,000 collected by the Discovery and Compliance team allowed the City to narrow the financial gap.

The chart immediately below shows the accumulative Business Tax Revenue of FY 2020 and FY 2021 as of June, 2021. We included graphics to indicates when businesses started submitting their 2021 Renewals and the steady but aggressive upward trend of the accumulative Business Tax Revenue. $1,050,000
$1,000,000
$0
$200,000
$400,000
$600,000
$800,000
$1,000,000
$1,200,000
Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun
Business Tax Accumulative Comparison
FY 2020 and FY 2021
FY2020 FY2021
Early Filers
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 P a g e 5
The following chart shows the monthly trends from businesses reporting openings and closures and submitted renewals between Jan 1, 2019, and April 30, 2021.

Business Demographics in Brief
For businesses with a license expiration date of 2021, 2,600 companies are based inside the City of Sample and 900 based outside the City. In the comparison below, local businesses contribute to nearly all of the business tax revenue and additional fees except for the small contribution from outside businesses.

JAN 20 FEB 20 MAR
20 APR 20 MAY20 JUN 20 JUL 20 AUG20 SEP 20 OCT20
NOV
20 DEC
20 JAN 21 FEB 21 MAR21 APR 21
RENEWALS 2,000 800 100 100 75 250 75 75 30 30 30 150 2,100 900 100 100 OPENINGS 170 70 60 50 40 50 60 60 40 60 50 40 90 50 70 80 CLOSURES 80 30 100 50 40 40 40 30 50 50 20 460 20 10 10 10 0 100
200
300
400
500
600
700
800
900
1,000
0 250
500
750
1,000
1,250
1,500
1,750
2,000
2,250
2,500
Openings and Closures
Renewals Count
Monthly Trend of Business Activity
Jan 2020 - April 2021
74% 26%
Percentage of Business Based Inside
During FY 2021
Inside Outside
90% 10%
Business Tax & Fees Percentage
for Period Ending FY 2021
Inside Outside
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 P a g e 6
New Businesses – Application and Reinstatement
The City of Sample averages over 200 new applications and reinstatements annually and retains an average of 60% of new businesses after their first year of business.

Applied/
Reinstated
Submittal Date
FY 2019 FY 2020 FY 2021 (YTD)
Inside 125 125 125
Outside 75 75 75
Totals 200 200 200
10%
8%
5%
5%
4%
4%
3%
3%
3%
2%
10%
8%
5%
5%
4%
4%
3%
3%
3%
2%
0% 2% 4% 6% 8% 10% 12%
Manufacturing
Retail Sales
Professional & Semi-Professional
Wholesale Business
Contractors
Residential Rental
Medical Offices
Gas Station
Restaurants
Commercial Property Rental
Percentage of Revenue Contribution
from Inside Businesses (Top 10)
FY2020 FY2021
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 P a g e 7
Approvals Central
HdL utilizes Approval Central to implement a more streamlined process for those businesses that require further review and authorization before conducting business in the City. This process helps the City ensure that tax specialists are charging the permit fees appropriately, and all associated regulatory information is collected from the business before opening for business. The platform allows for note-taking and tracking an application's status.

Approvals
by Year
Number of Applications
Submitted
Number of Approvals
Received
2019 125 125
2020 125 125
2021 (YTD) 125 125
Total 375 375
Annual Business License Renewal
HdL has processed 3,500 business license renewals during FY 2021, including previously unpaid back years due to a business's delinquency. Each year an average of 3,500 renewal periods are submitted, for which a portion of companies pay online. This fiscal year 72% of businesses renewed their license online. A 38.9% increase compared to the previous fiscal year.

Renewal Status
Submittal Date
Renewal
Count Inside Outside
Online
Renewal
FY 2018 3,500 2,600 900 -
FY 2019 3,500 2,600 900 800
FY 2020 3,500 2,600 900 1,800
FY 2021 (YTD) 3,500 2,600 900 2,500
Grand Total 14,000 10,400 3,600 5,100
36%
18%
9% 9%
6% 5%
4%
4%
3%
3%
3%
Approvals by Rates Types
Manufacturing
Retail Sales
Professional & Semi-Professional
Wholesale Business
Contractors
Residential Rental
Medical Offices
Gas Station
Restaurants
Commercial Property Rental
Other
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 P a g e 8
Business Support Center
HdL's Business Support Center provides direct access to tax specialists for the City's businesses to ensure prompt and efficient service. Tax specialists are available by phone, e-mail, web, or postal mail, supplying multiple means of registering, renewing, making payments, or answering business–license-related questions.

The following chart shows the annual workload hours by media categories.

Phone Calls and E-mails
HdL's phone and e-mail system is designed to help business owners reach tax specialists who can best assist them with their specific situation while reducing wait times. Data is collected and analyzed to improve our responsiveness continuously.

Businesses have wait times of 30 - 60 seconds.

Nearly 70% of calls are finished in the first 5
minutes. Primary calls are questions about
their business license or contractors obtaining
a business license.

Phone Calls Total
2020 Q1 2,000
2020 Q2 1,000
2020 Q3 500
2020 Q4 300
2021 Q1 2,000
Most e-mails are answered within same day –
24 hours. The majority of e-mails received
from businesses provide additional
information, which allows our tax specialists to
finalize business applications and renewals.

E-mails Total
2020 Q1 2,000
2020 Q2 1,000
2020 Q3 500
2020 Q4 300
2021 Q1 2,000
400:00:00 500:00:00 200:00:00 100:00:00
0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%
Annual Workload Hours by Category
Phone Calls Emails Web Processing Hard Copy Mail
Less than 60 sec
9%
1 to 5
minutes
70%
5 to 10
minutes
20%
10+
minutes
1%
Avg. Phone Call Talk Times
Less than 60 sec 1 to 5 minutes
5 to 10 minutes 10+ minutes
Less Than 5
Minutes
75%
5 to 10
Minutes
15%
10+
Minutes
10%
Avg. Email Processing Times
Less Than 5 Minutes 5 to 10 Minutes
10+ Minutes
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 P a g e 9
Web Processing
HdL's online filing system allows businesses to instantly submit business license renewals and new applications, address balances on accounts, or report the closure of their business. An increasing number of the City's businesses file online. We send an e-mail notification to the company when the renewal has been received and then e-mail or post the certificate to the business.

Web Renewals Web Applications
Web Payments/(Outstanding Balances) Web Closures
Hard Copy Mail
On average, the City receives over 100 pieces of mail monthly. More than 50% of those are payments and renewals, and 20% are new applications, closures, and supporting documentation. 0 500
1,000
1,500
2,000
2,500
3,000
Jul
Aug
Sep
Oct
Nov
Dec
Jan
Feb
Mar
Apr
May
Jun
FY2020 FY2021
0 200
400
600
800
1,000
1,200
Jul
Aug
Sep
Oct
Nov
Dec
Jan
Feb
Mar
Apr
May
Jun
FY2020 FY2021
0 200
400
600
800
Jul
Aug
Sep
Oct
Nov
Dec
Jan
Feb
Mar
Apr
May
Jun
FY2020 FY2021
0 50
100
150
200
250
300
Jul
Aug
Sep
Oct
Nov
Dec
Jan
Feb
Mar
Apr
May
Jun
FY2020 FY2021
53%
20%
27%
Distribution of Hard Copy Mail
Renewals/Payments
Application/Closures/Misc
Return Mail
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 P a g e 10
Client Support Team
HdL's Client Support Team has actively worked with the City of Sample since January 20XX. Since the launch, our Client Support Team has built and fostered relationships to troubleshoot or aid in changes the City has implemented. HdL sends remittance and custom reports to City staff every month in addition to ad hoc reports.

Also, HdL collects and remits SB-1186 funds to the State quarterly and prepares quarterly and annual report filings to State.

Remittance Support
The table below shows business tax and fees collected FY2021 YTD.

GL Account # Fee Description FY2021 YTD
Business License Tax Business Tax 1,000,000
Application Fee 20,000
State Fee 14,000
Grand Total 1,043,000
The following charts show the revenue from and count of transactions by payment method:

Custom Reports
The City regularly requests custom reports from HdL's Client Support Team. We produce monthly reports for the finance department, economic development, and other City departments since 20XX. Below are some of the more common reports that are generated for the City on a reoccurring basis. ◼ Monthly New Business Reports – Requested by Economic Development. ◼ Home Occupancy Reports – Finance Department
◼ Public Records Request – Ad Hoc reports requested by the community. ◼ "In-City" Active Business Reports – City requested reports focusing on specific business sectors such as medical, daycare, manufacturing, tobacco, and others.

Conclusion
HdL has provided the City with services that are geared towards adding value and allowing operational flexibility.

HdL's Business Support Center serves the business community with efficiency and care. At the same time, HdL's Client Support Team provides white-glove financial, operational, analytical reports and collaborating on solutions to external events. HdL looks forward to furthering our partnership with the City of Sample. $0
$200,000
$400,000
$600,000
$800,000
eCheck Check Credit Card
Revenue By Transactions
FY2020 FY2021
0 500
1,000
1,500
2,000
2,500
3,000
Credit Card Check eCheck
Count of Transactions
FY2020 FY2021
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 The City of Sausalito:

Expanding Revenue Through
Business Tax Expertise
Case Study: Business Tax Revenue Administration
In challenging times, municipalities are often forced to consider both increasing taxes and decreasing service levels. Both of these practices negatively impact and cause concern to the business community and the public. The City of Sausalito, located across from the Golden Gate Bridge in San Francisco, recently turned to the business tax expertise of HdL Companies to:
• Find additional revenue without overburdening businesses or consumers • Reduce the costs of administration without decreasing services • Simplify the tax code, yet increase compliance and oversight HdL’s efforts gained the City $1 million per year in revenue, created tax equity for businesses, kept the loyalty of businesses and voters, and freed municipal staff for other duties besides administering a complex, inefficient code.

PROBLEM
Over 125 years of growth and change had created a complex Municipal Code in Sausalito with an outdated, idiosyncratic business tax structure which was generating too little revenue to meet the City’s modern needs.

The City’s Assistant Manager and Administrative Services Director recognized the difficulties that Sausalito faced. “Typically, small cities do not have the dedicated resources to efficiently manage programs like Business License Tax or Transient Occupancy Tax administration and collection. It’s also a challenge to find the staff resources and expertise to dig deep into analysis and trends for the City’s Property Tax and Sales Tax revenues,” the City stated.

As Josh Davis, HdL’s Assistant Director of Tax and Fee Administration, explains, “HdL researches the data that enables cities to change their tax structures without causing businesses to flee or antagonizing the community. We work directly with the existing city team to recommend ways to modernize ordinances, clear up any inadequacies, and create efficiencies in tax collection. We then educate the public so they understand the changes they will be voting on and why their support is important. We want cities to be able to generate the revenue that’s essential for their survival.”

SOLUTION
Research
HdL closely studied the existing Municipal Codes related to business licensing in Sausalito, looking for:
• Potential conflicts with operational practices
• Areas to modernize code language
• Impact on staff efficiency
• Areas not in line with best practices of California cities • Potential loopholes or revenue leaks
Among other findings, HdL’s research revealed that the tax ordinance contained the potential for major revenue leaks. One of the revenue leaks that HdL uncovered manifested itself by a discrepancy between sales tax and business license revenues. Davis explains, “The steady increase of revenues from sales taxes was a strong indication that business revenue was growing in the City, but the City wasn’t participating in that growth as much as they would if the tax structure was better aligned with gross receipts.” HdL also compared Sausalito’s revenue stream to that of neighboring cities and of comparable cities throughout California with tourist economies. The City stated, “HdL has access to information about recent business license tax ordinances throughout California. Developing those comparisons would have taken much more time in-house.” HdL research showed where Sausalito could modify its own ordinances to raise more revenue without driving businesses away.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Analysis
HdL analyzed the City of Sausalito’s current revenues and fee structures to determine revenue by business category and the year-to-year change in revenue from business licenses and sales tax. The team examined how different changes to the fee structure might affect the City and business community, including increasing fairness, bolstering revenue, and simplifying the role of City staff.

Davis stated, “Our investigation determined that the current business tax structure, with 22 business license categories, was both outdated and unfair to small businesses.

It had also become so complex that the City staff was forced to make interpretations and decisions that strained their resources and were difficult to apply consistently.” Develop Options
HdL offered several recommendations for generating more revenue through business licensing, including adding a percentage base increase to the existing fees. Although that change was the simplest to implement, the HdL team concluded that it did not account for continued economic growth, the complexity of business license categories, or the burden on City staff and the business community.

Ultimately the City chose HdL’s recommendation to create four business license categories instead of their current 22 and to end the exemption for two business categories. The City added, “HdL helped the City modernize the business license tax ordinance, including areas that we would have overlooked without their analysis.” HdL projected that the chosen option would increase revenue to the City by $1 million per year. Other changes would modernize the code, simplify administration and enforcement, and increase fairness—thus achieving or exceeding every one of the City’s goals.

Education and Advocacy
With over 35 years of experience nationwide, HdL understands the concerns of City Managers and administrators, businesses, and the public when changes are proposed to City tax structures.

Josh Davis presented HdL’s report on the Business License Tax Ordinance to the City Council’s Finance Committee, the City Council at large, and the general population.

Carter noted, “Josh’s years of experience in this area added credibility to the discussion of the new ordinance. HdL delivered comprehensive and accurate information quickly, including answers to complex, technical revenue questions. The HdL team provided an enormous amount of work behind the scenes, maintaining on-going communication with the local business community, and their report was used by the City to develop the ballot measure that we set before the voters.”
As a result, the new Business License Tax Ordinance received resounding support, approved by 65% of voters, far above the simple majority that the City needed.

NEXT STEPS
“HdL’s estimate of additional revenues to be generated by the new business license ordinance was very accurate,” the City reported.. “It increased business license tax revenues to the City by $1 million per year, delivering the added revenues the City needed for the General Fund budget to stay in balance.” Impressed by the knowledge and expertise that HdL brought to the table, the City of Sausalito contracted with HdL’s turnkey business license tax and transient occupancy services to help with ongoing business license tax collection, renewals, notices, analysis, and review, freeing up many additional hours of staff time. HdL helps to resolve individual reporting matters, keep the City up-to-date on current best practices, and ensure its businesses stay in compliance.
“These services are invaluable for small cities, but worth considering by any community that is looking to best utilize their staff resources. HdL truly operates as an extension of City staff, taking this burden off the City’s plate. I am a big fan and supporter of HdL’s professionalism, expertise and exceptional customer service, and I admire their ethics, integrity and full commitment to their client agencies,” stated Sausalito’s Assistant Manager assigned to the project’s implementation.

THE SUCCESSES
HdL was founded by local government finance
professionals with the singular mission of
helping local government leaders maximize
their revenue sources. The HdL Team includes
experienced business tax department
supervisors, certified revenue officers and
local government leaders who have served
at all levels of local and state municipal
organizations. Having walked in your shoes,
the HdL team is uniquely prepared to help
achieve your strategic goals.

Cities and counties across the nation have
benefited from HdL’s extensive resources
and expertise for over 37 years. HdL is proud
to be a corporate sponsor of the following
organizations:
• League of California Cities
• California State Association of
Counties
• California Society of Municipal
Finance Officers
• California Municipal Revenue and Tax
Association
• Municipal Management Association of
Northern California
• Municipal Management Association of
Southern California
• Alabama League of Municipalities
• Colorado Municipal League
• Colorado City and County
Management Association
• Colorado Government Finance
Officers Association
• Georgia Association of Business Tax
Officials
• Georgia City-County Management
Association
• Texas Municipal League
• Government Finance Officers
Association of Texas
• Texas City Management Association
Contact HdL Business
Tax Services
714.879.5000
[email protected]
hdlcompanies.com
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

C A L I F O R N I A
REV 08/2020 Page 1 of 5

E X H I B I T B
Contract Insurance Requirements
As used in this Exhibit B, Contractor refers to HDL COMPANIES.

1. MINIMUM REQUIREMENTS
Contractor shall, at its expense, procure and maintain for the duration of the Contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work or Services required by the Contract hereunder by Contractor, its agents, representatives, employees or subcontractors. Contractor shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Contract. Such insurance shall meet at least the following minimum levels of coverage, as checked below:

1.1 Minimum Scope of Insurance
Coverage shall be at least as broad as the latest version of the following:
 General Liability
Insurance Services Office Commercial General Liability coverage (occurrence form CG 00 01).
 Automobile Liability
Insurance Services Office Business Auto Coverage form number CA 00 01, code 1 (any auto) or if Contractor owns no vehicles, this requirement may be met through a non-owned auto endorsement to the General Liability Policy.  Professional Liability / Errors and Omissions
Written on a policy form specifically designed to protect against acts, errors or omissions of the Contractor wherein “Covered Professional Services” as designated in the policy must specifically include Services performed under this Contract.
 Workers’ Compensation and Employer’s Liability
Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. Policies shall not contain exclusions contrary to this Contract.
 Pollution Liability Insurance
Pollution Liability insurance for claims arising from the discharge, dispersal release or escape or any irritant or contaminant into or upon land, any structure, the atmosphere, watercourse or body of water, including groundwater. This shall DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Contract Insurance Requirements (Exhibit B) REV 08/2020

Page 2 of 5 ends

include on and off-site clean up and emergency response costs and claims arising from above ground and below ground storage tanks.

1.2 Minimum Limits of Insurance
Contractor shall maintain limits no less than:
 General Liability
$1,000,000.00 per occurrence and $2,000,000.00 aggregate for bodily injury, personal injury and property damage, including without limitation, blanket contractual liability.

OR
$2,000,000.00 per occurrence and $4,000,000.00 aggregate for bodily injury, personal injury and property damage, including without limitation, blanket contractual liability, and coverage for explosion, collapse and underground property damage hazards.
 Automobile Liability
$2,000,000.00 per accident for bodily injury and property damage.  Professional Liability / Errors and Omissions
$2,000,000.00 per claim and aggregate.
 Workers’ Compensation and Employer’s Liability
Workers’ compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000.00 each accident, policy limit bodily injury or disease, and each employee bodily injury or disease.  Pollution Liability Insurance
$2,000,000.00 per occurrence and $2,000,000.00 aggregate.

Except for the professional liability / errors and omissions policy, defense costs shall be available in addition to the limits. Notwithstanding the minimum limits specified herein, any available coverage shall be provided to the Parties required to be named as additional insureds pursuant to this Contract.

2. INSURANCE ENDORSEMENTS
The insurance policies shall contain the following provisions, if checked, or Contractor shall provide endorsements (amendments) on forms supplied or approved by the City to add the following provisions, if checked, to the insurance policies:

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Contract Insurance Requirements (Exhibit B) REV 08/2020

Page 3 of 5 ends

 General Liability
(1) Such policy shall provide the City, its officials, employees, agents and authorized volunteers additional insured status using ISO endorsements CG20 10 or CG20 37, or endorsements providing the exact same coverage, with respect to the work or operations performed by or on behalf of Contractor, including materials, parts or equipment furnished in connection with such work; (2) all policies shall waive or shall permit Contractor to waive all rights of subrogation which may be obtained by the Contractor or any insurer by virtue of payment of any loss or any coverage provided to any person named as an additional insured pursuant to this Contract, and Contractor agrees to waive all such rights of subrogation; (3) the insurance coverage shall be primary insurance as respects the City, its officials, employees, agents and authorized volunteers, or if excess, shall stand in an unbroken chain of coverage excess of Contractor’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its officials, employees, agents and authorized volunteers shall be excess of Contractor’s insurance and shall not be called upon to contribute with it; and (4) the insurance coverage shall contain standard separation of insureds provisions.
 Automobile Liability
(1) Such policy shall provide the City, its officials, employees, agents and authorized volunteers additional insured status with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by Contractor or for which Contractor is responsible; (2) all policies shall waive or shall permit Contractor to waive all rights of subrogation which may be obtained by the Contractor or any insurer by virtue of payment of any loss or any coverage provided to any person named as an additional insured pursuant to this Contract, and Contractor agrees to waive all such rights of subrogation; and (3) the insurance coverage shall be primary insurance as respects the City, its officials, employees, agents and authorized volunteers, or if excess, shall stand in an unbroken chain of coverage excess of Contractor’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its officials, employees, agents and authorized volunteers shall be excess of Contractor’s insurance and shall not be called upon to contribute with it in any way.
 Professional Liability Coverage
Any policy inception date, continuity date, or retroactive date must be before the effective date of this Contract and Contractor agrees to maintain continuous coverage through a period no less than three years after termination of the Contract.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Contract Insurance Requirements (Exhibit B) REV 08/2020

Page 4 of 5 ends

 Workers’ Compensation and Employer’s Liability Coverage The insurer shall agree to waive all rights of subrogation against the City, its officials, employees, agents and authorized volunteers for losses paid under the terms of the insurance policy which arise from work performed by Contractor.  Pollution Liability Coverage
(1) Such policy shall give the City, its officials, employees, agents and authorized volunteers additional insured status with respect to claims arising from the discharge, dispersal release or escape or any irritant or contaminant into or upon land, any structure, the atmosphere, watercourse or body of water, including groundwater; (2) all policies shall waive or shall permit Contractor to waive all rights of subrogation which may be obtained by the Contractor or any insurer by virtue of payment of any loss or any coverage provided to any person named as an additional insured pursuant to this Contract, and Contractor agrees to waive all such rights of subrogation; and (3) the insurance coverage shall be primary insurance as respects the City, its officials, employees, agents and authorized volunteers, or if excess, shall stand in an unbroken chain of coverage excess of Contractor’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its officials, employees, agents and authorized volunteers shall be excess of Contractor’s insurance and shall not be called upon to contribute with it in any way.

ALL COVERAGES
Each insurance policy required by this Contract shall be endorsed to state that: (1) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City; and (2) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its officials, employees, agents and authorized volunteers.

3. NO SPECIAL LIMITATIONS
The required insurance shall not contain any special limitations on the scope of protection afforded to the City, its officials, employees, agents and authorized volunteers.

4. DEDUCTIBLES AND SELF-INSURANCE RETENTIONS
Any deductibles or self-insured retentions must be declared to and approved by the City. Contractor shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officials, employees, agents and authorized volunteers; or (2) the Contractor shall procure a bond or other financial guarantee acceptable to the City guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses.

DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville | Contract Insurance Requirements (Exhibit B) REV 08/2020

Page 5 of 5 ends

5. ACCEPTABILITY OF INSURERS
Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A-:VII, licensed to do business in California, and satisfactory to the City. Exception may be made for the State Compensation Insurance Fund when not specifically rated.

6. VERIFICATION OF COVERAGE
Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Contract on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms supplied or approved by the City. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

7. SUBCONTRACTORS
All subcontractors shall meet the requirements of this Section before commencing any work. Contractor shall furnish separate certificates and endorsements for each subcontractor. Subcontractor policies of General Liability insurance shall name the City, its officials, employees, agents and authorized volunteers as additional insureds using form ISO 20 38 04 13 or endorsements providing the exact same coverage. All coverages for subcontractors shall be subject to all of the requirements stated herein except as otherwise agreed to by the City in writing.

8. REPORTING OF CLAIMS
Contractor shall report to the City, in addition to Contractor’s insurer, any and all insurance claims submitted by Contractor in connection with the work performed under this Contract.

Attach:

Insurance Certificate and Endorsements
DocuSign Envelope ID: F22487F2-B415-4F9C-BA86-EA1ADD28902E DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 City of Emeryville

REQUEST FOR PROPOSALS
Business License Tax Revenue
Consulting Services
Due by, Friday, August 12, 2021 @ 3:00 P.M.

DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 2 of 16 ends

CITY OF EMERYVILLE

NOTICE FOR PROPOSALS
Business License Tax Revenue Consulting Services
NOTICE IS HEREBY GIVEN that the City of Emeryville (City) is soliciting proposals from an experienced, qualified Firm ("hereinafter interchangeably referred to as Firm or Proposer") to provide Business License Tax Revenue Consulting Services ("Services") outlined in the RFP for the City of Emeryville. The timing of the project will correspond with the next renewal of Business Licenses for Calendar Year 2022.

Due to COVID-19, proposals shall ONLY be submitted via electronic mail to the Finance Director, Brad Farmer at [email protected] until 3:00 p.m., August 12, 2021. Said proposals will be evaluated and results will be made public after completion of the negotiation process with the selected consultant. The City reserves the right to reject any or all proposals and to waive any informalities or irregularities in any proposal or in the proposal process.

DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 3 of 16 ends

IMPORTANT!!!
The City is not responsible for misdelivered proposals, and the proposer is strictly liable for its chosen method of delivery. It is the proposer’s sole responsibility to make sure that proposals arrive at the proper location. Any proposal which does not actually arrive in the Finance Director’s email address by the RFP due date and time will be rejected as non-responsive, even if properly addressed or delivered to another City Department.

Your proposal MUST be emailed to: [email protected] DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 4 of 16 ends

(TAX REVENUE CONSULTING SERVICES)

TABLE OF CONTENTS
SECTION Page

1.0 INTRODUCTION 5

2.0 TENTATIVE PROJECT SCHEDULE 7

3.0 SCOPE OF SERVICES 7

4.0 ASSURANCE OF DESIGNATED PROJECT TEAM 8

5.0 PROPOSAL FORMAT REQUIREMENTS 8

6.0 SUBMITTAL INSTRUCTIONS 10

7.0 EVALUATION CRITERIA 11

8.0 SELECTION PROCESS 11

9.0 GENERAL TERMS AND CONDITIONS 12

10.0 ATTACHMENTS 17
PROPOSER’S CERTIFICATION 1
SAMPLE CONTRACT 19
DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 5 of 16 ends

1.0 INTRODUCTION
The City of Emeryville (hereinafter “City”) is soliciting proposals from qualified firms to provide Business License Tax Revenue Consulting Services to the City. This will be a competitive negotiation process. Qualified individuals, firms, contractors, consultants or entities (hereinafter “Consultant/Proposer(s)”), that meet the requirements set forth in this Request for Proposals (hereinafter “RFP”) and are capable of providing the services requested are encouraged to participate.

1.1 BACKGROUND
The City is interested in providing the business community the ability to obtain business licenses though on on-line platform while reducing the impact on the limited finance staff. Business License revenue accounted for approximately 14% of the City of Emeryville’s FY2020-21 General Fund operating revenues. Total business licenses issued by calendar year for the past five years are outlined below:

Year Businesses
within the City
Businesses
outside the City
Total Business
Licenses
Issued
Total Revenue
2021 1,788 852 2,640 $ 4,121,437
2020 2,067 801 2,868 5,286,984
2019 2,562 1,195 3,757 5,552,065
2018 2,808 1,057 3,865 5,164,376
2017 2,341 1,023 3,364 5,154,274

1.2 CITY OVERVIEW
The City is a taxpayer funded California Charter City providing full services to the residents and business community of Emeryville. The City is governed by a five-member City Council. The City Manager and staff implement the policies approved by the Council and handle the City's day-to-day operations. The City 's primary service area is approximately 1.2 square miles, located between Oakland and Berkeley, CA with an estimated population of 12,586. The ability to continue to provide the level of services desired is significantly impacted by the decrease in Transient Occupancy Tax and Sales Tax resulting from the economic slowdown associated with the global pandemic. Increasing operational and personnel costs, including the funding of existing Unfunded Actuarial Liabilities have also increased pressure on the available funds the City uses to provide the desired service levels in the community.

1.3 INSTRUCTIONS
This RFP includes a description of the scope of services, proposal requirements, and instructions for submitting your proposal. Failure to follow these instructions may result in rejection of your proposal.

DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 6 of 16 ends

No oral representations or interpretations will be made to any proposer as to the meaning of this RFP. Direct all inquiries regarding this RFP in writing to:

City of Emeryville
Finance Administration
Attn: Brad Farmer
Email: [email protected]
Do not contact other individuals or City departments in this regard. Information provided by anyone other than the above contact may be invalid and proposals which are submitted in accordance with such information may be declared non-responsive.

In the event that it becomes necessary to revise any part of this RFP, written addenda will be issued. Any amendment to this RFP is valid only if it is in writing and issued by the City department issuing the RFP. No oral interpretations or answers shall bind the City unless confirmed by the City in writing.

DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 7 of 16 ends

2.0 TENTATIVE SCHEDULE
The following represents the tentative schedule for this RFP. Deadline for Final Questions, or Proposal Submission Deadline will be advertised in the form of an addendum to this RFP. The schedule for the evaluation process and other future dates may be adjusted without notice.

RFP Released by the City…………………………… 07/20/2021
Deadline for Final Questions………………………... 07/30/2021
City Responses to Written Questions……………… 08/04/2021
Proposal Submission Deadline……………………… 08/12/2021 – 3:00 pm Consultant Interviews as needed…………………… 08/16/2021
Contract Negotiations concluded…………………… 08/27/2021
Contract Approval by City Council………………… 09/13/2021
Commencement of Services.……………………… 09/14/2021

3.0 SCOPE OF SERVICES
Please describe the firms’ ability to meet each of the requirements below. If a requirement cannot be met, please provide an alternative approach or state that your proposal does not include that category of services.

3.1 Business Operations Tax Administration
 Maintain the City’s Tax Registration Database and provide copies of the data or report at the City's request. The City will not be required to use or maintain any software inhouse for managing the business registry but will have access to the system to verify publicly available license information.
 Send active business license accounts a renewal notice within 30 days of the renewal period end date. The Consultant will provide all applicable forms necessary to complete the renewal process. The Consultant shall follow the City guidelines for processing delinquent accounts.
 Process new business license applications and complete the new account registration process according to established City guidelines.
 Process all business license functions in accordance with the City of Emeryville Municipal Code Section as they relate to Business License.  Process all payments for new and renewal accounts. The Consultant will update all license accounts with payment information and remit all revenues to the City, net banking, and related processing fees on no less than a monthly basis.  Provide businesses with multiple support options for registering, renewing, making payments, and for general inquiries.
 Make available options for businesses to visit a website linked to the City's website to submit online transactions, including, but not limited to, renewal processing, new DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 8 of 16 ends

account processing, and payment processing.
 Provide customer support to City staff on business operations tax inquiries.

4.0 ASSURANCE OF DESIGNATED PROJECT TEAM
Consultant shall assure that the designated project team, including sub-consultants or subcontractors (if any), is used for this project. Departure or reassignment of, or substitution for, any member of the designated project team, sub-consultant(s) or sub-contractor(s) shall not be made without the prior written approval of the City.

5.0 PROPOSAL FORMAT REQUIREMENTS
Each response to this RFP shall include the information described in this section. Provide the information in the specified order. Failure to include all of the information specified may be cause for rejection. Additional information may be provided but should be succinct and relevant to the goals of this RFP. Any additional information that a proposing Consultant wishes to include that is not specifically requested should be included in an appendix to the proposal.

Proposers are encouraged to keep the proposals brief and to the point, but sufficiently detailed to allow evaluation of the project approach. Excessive information will not be considered favorably. Unauthorized conditions, omissions, limitations, or provisions attached to a proposal will render the proposal non-responsive and may cause its rejection.

Proposers are warned against making erasures or alterations of any kind, without initialing each and every such change. Proposals that contain erasures or irregularities of any kind, without such initialing, or omissions, may be rejected.

5.1 Cover Letter with the following information:
 Title of this RFP
 Name and Mailing Address of Firm (include physical location if mailing address is a PO Box)
 Contact Person, Telephone Number, Fax Number, and Email Address  A statement that the submitting Consultant will perform the services and adhere to the requirements described in this RFP, including any addenda (reference the addenda by date and/or number).

5.2 Signature Requirements - The attached Proposer’s Certification (Attachment A) shall be executed by an official(s) legally authorized to bind the Consultant which states that the proposal is valid for ninety (90) days. Include the executed copy of the Proposer’s Certification under Tab G. Note: This is ninety (90) days following the closing date for the receipt of all proposals.
 Proposals submitted on behalf of a Partnership shall be signed in the firm name by a partner or the Attorney-in-Fact. If signed by the Attorney-in-Fact, there shall be attached to the proposal a Power-of-Attorney evidencing authority to sign proposals, dated the same date as the proposal and executed by all partners of the firm.

DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 9 of 16 ends

 Proposals which are submitted on behalf of a Corporation shall have the correct corporate name thereon and the actual signature of the authorized officer of the corporation written (not typed) below the corporate name. The title of the office held by the person signing for the corporation shall appear below the signature of the officer.
 Proposals which are submitted on behalf of a Limited Liability Company (“LLC”) shall be signed by the person or persons authorized to bind the LLC under the LLC’s articles of organization.
 Proposals which are submitted by an Individual Doing Business under a firm name (“dba”) shall be signed in the name of the individual doing business under the proper firm’s name and style.

5.3 Firm’s Qualifications – Describe your firm and provide a statement of your firm's qualifications for performing the requested services. Identify the services which would be completed by your firm's staff and those that would be provided by sub-consultants or subcontractors, if any. Identify any sub-consultants or sub-contractors you propose to utilize to supplement your firm’s staff. Include the firm’s organizational chart, including its constituent parts, and size variation of staffing levels in the past five (5) years.

5.4 Experience and References – Provide a summary of your firm’s experience in providing these or similar services. Provide a minimum of three (3) references for projects or services similar in nature and scope that your firm’s team members have completed in the last five (5) years. Include brief descriptions of the projects, dates, client names and contact persons’ names, addresses and telephone numbers. Public sector references are preferred.

5.5 Qualifications of Team – Provide a brief summary of the role, qualifications and experience of each team member and designated project manager/lead assigned to this project, including length of service with the firm and the qualifications/experience of any sub-consultant or sub-contractor staff on your project team. A project team organizational diagram and brief resume of each team member and the designated project manager/lead for each applicable category shall be included. The geographic location of the firm and key personnel shall also be identified. Any proposed sub-consultants or sub-contractors shall be listed. Include sub-consultant’s and sub-contractor’s assigned task(s) and experience. Full resumes may be included in the appendix.

5.6 Project Understanding – Based on the available information, supplemental research, field observations, and experience with similar projects, provide a narrative describing your understanding of the services requested in this RFP, your general approach and any major challenges to achieving the City’s stated goals. Include any issues you believe will require special consideration for this project. Also identify any unique approaches or strengths that your firm may have related to this project. City staff will assess your understanding of all aspects of the project based on the overview. Please include examples report deliverables, for both staff analysis and for public reporting.

5.7 Project Plan – Provide a detailed discussion of your firm’s approach to the successful implementation of this project. Include thorough discussions of methodologies you believe are essential to accomplishing this project. Include a proposed work schedule to DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 10 of 16 ends

accomplish all of the required tasks within the desired timeline. Identify the staff who would be assigned to each task, including sub-consultants and sub-contractors. List any necessary equipment, training or installation services required.

5.8 Cost Proposal – Provide a total cost proposal for all products and services to be delivered, and a breakdown of costs delineated by tasks as described in your project plan. Include a schedule of hourly rates for all proposed staff and the amount of time each person will be devoted to this project. Define any reimbursable expenses requested to be paid by the City.

5.9 Required Statements/Documents – Include statements of assurance regarding the following requirements in the proposal:
 Non-substitution for the designated members of the team without approval by City staff (Section 4.0)
 The absence of a conflict of interest (Section 9.4)
 Indicate your ability and agreement to fulfill the indemnification and insurance requirements contained in the sample contract (Section 9.7). (Please note that actual certificates of insurance are not required as part of your submittal.)  A statement that nothing contained in the submitted proposal will be proprietary. (Section 9.23)
Submit the following documents with proposal:
 Executed copy of Proposer’s Certification (Attachment A)

5.10 Exceptions – Describe any and all proposed exceptions, alterations or amendments to the Scope of Services or other requirements of this RFP, including the Sample Contract (Attachment B). The nature and scope of your proposed exceptions may negatively affect the evaluation of your submittal and the City’s determination of whether it is possible to successfully negotiate a contract with your firm.

5.11 Competency of Proposers – The City wants to ensure that the successful Consultant has the necessary facilities, ability, experience, and financial resources to provide the services specified herein in a satisfactory and timely manner. Please list and explain any pending bankruptcies, liens, stop payment notices, judgments, lawsuits, arbitrations, mediations, foreclosures, and any similar actions filed or resolved in the past seven (7) years. Please indicate whether a client has ever terminated a contract with your firm for breach, and if so, please explain.

6.0 SUBMITTAL INSTRUCTIONS

6.1 Proposals shall be submitted not later than the time and date indicated on the cover page of this RFP. All submittals shall be submitted with the title of the RFP and “Sealed Proposal” in the subject line and the body of the email.

6.2 Proposals shall be emailed to:
[email protected]
DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 11 of 16 ends

6.3 Faxed or hand delivered proposals will not be accepted. Email will be accepted up until the deadline date and time - August 12, 2021 – 3:00 pm.

6.4 The City shall not be responsible for proposals delivered to a person or location other than specified herein.

6.5 The City reserves the right to waive minor defects and/or irregularities in proposals and shall be the sole judge of the materiality of any such defect or irregularity.

6.6 All costs associated with proposal preparation shall be borne by the proposer.

7.0 EVALUATION CRITERIA
The following evaluation criteria and rating schedule will be used to determine the most highly qualified firm(s).

A. Experience and qualifications of firm and proposed staff (per sections 5.3-5.5) B. Understanding of the Project – Proposed Project Plan (per section 5.6-7) C. Proposed Cost - (per section 5.8)

8.0 SELECTION PROCESS

8.1 Award of the RFP shall be made to the responsible Proposer whose proposal is determined, through a formal evaluation panel process, to be the most advantageous to the City after the evaluation panel has taken into consideration the evaluation factors set forth in the RFP. A master averaged score sheet shall be created based on the evaluation panel’s initial evaluation. Proposals shall be scored according to the criteria stated in the RFP.

8.2 Proposals submitted will be reviewed by a selection committee. Proposers who have submitted the best and most complete proposal may be invited to an interview. The number of Proposers invited to an interview may vary depending upon the number of proposals submitted.

8.3 Should the City elect to conduct interviews with any Proposers, the following criteria shall be considered, and each Proposer ranked by the evaluation panel during the interview process: a) Quality of presentation, b) Ability to meet the City’s business goals, c) Communication style.

8.4 The City reserves the right to select after review of the proposals without oral interviews; therefore, the proposal should be submitted initially on the most favorable terms that the Proposer might propose.

8.5 A contract will be negotiated with the Proposer considered best meeting the City’s need for this project. In the event a mutually satisfactory contract cannot be negotiated DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 12 of 16 ends

with the City’s first choice, negotiations may be terminated and commenced with the Proposer considered next best in meeting the City’s needs for this project.

8.6 The selected Consultant will be required to execute a City prepared contract. The contract may further refine the scope of services and will provide for the terms and conditions of employment.

8.7 The award of any contract is expressly contingent upon City Council approval and the availability of funds. City staff may not legally bind the City to a contract.

8.8 The City reserves the right to reject any or all proposals, or to waive minor irregularities in said proposals, or to negotiate minor deviations with the successful Consultant(s). In the case of differences between written words and figures in a proposal, the amount stated in written words shall govern. In the case of a difference in unit price versus the extended figure, the unit price shall govern.

8.9 The City reserves the right to seek clarification on any or all proposal submittals to ensure the RFP specifications are met. Proposals may be rejected from any proposer who does not comply with the City’s request for clarification.

8.10 Once a decision has been made to award the contract, then a formal notice of the intent to award to the recommended proposer(s) shall be made by the Department.

8.11 A City of Emeryville business license as well as all applicable permits, licenses and certifications required by local, state or federal law are required before the contract award.

9.0 GENERAL TERMS & CONDITIONS

9.1 Standard Contract. Upon completion of the evaluation and recommendation for award, the selected Consultant will be required to execute an agreement prepared by the City, a sample of which is included as Attachment B.

9.2 Independent Contractor. At all times, the Consultant shall represent to be an independent contractor offering such services to the public and shall not represent their selves, or their employees, to be an employee of the City. Therefore, the Consultant shall assume all legal and financial responsibility for taxes, FICA, employee fringe benefits, workers’ compensation, employee insurance, minimum wage requirements, overtime, etc., and agrees to indemnify, save, and hold the City, its officers, agents, and employees, harmless from and against, all loss, cost (including attorneys’ fees), and damage of any kind related to such matters.

9.3 Non-Appropriation. The City may terminate any resulting contract at the end of any fiscal year, June 30th, without further liability other than payment of debt incurred during such fiscal year, should funds not be appropriated by its governing body to continue services for which the contract was intended.

DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 13 of 16 ends

9.4 Conflict of Interest. The Consultant shall warrant that no official or employee of the City has an interest, has been employed or retained to solicit or aid in the procuring of the resulting contract, nor that any such person will be employed in the performance of such contract without immediate divulgence of such fact to the City. Proposers submitting a proposal in response to this RFP must disclose any actual, apparent, direct, indirect, or potential conflicts of interest that may exist with respect to the Proposer or the Proposer’s management or employees relative to the services to be provided to the City. Conflict of interest issues may require consultation with legal counsel. If a Proposer has no conflicts of interest, a statement to that effect must be included in the proposal. Violation of this section shall be a material breach of the contract entitling the City to all remedies by law or in equity.

9.5 Undue Influence. The Consultant shall warrant via an executed Proposer’s Certification (Attachment A) that no undue influence or pressure is used against or in concert with any officer or employee of the City in connection with the award or terms of the contract that will be executed because of this RFP, including any method of coercion, confidential financial arrangement or financial inducement. No officer or employee of the City shall receive compensation, directly or indirectly, from the Proposer, or from any officer, employee or agent of the Proposer, in connection with the award of the contract or any work to be conducted as a result of this RFP. Violation of this section shall be a material breach of the contract entitling the City to all remedies by law or in equity.

9.6 Non-Collusion. Proposers submitting proposals shall warrant via an executed Proposer’s Certification (Attachment A) that their offer is made without any previous understanding, agreement or connection with any person, firm or corporation submitting a separate proposal for the same project and is in all respects fair, without outside control, collusion, fraud, or otherwise illegal action. This condition shall not apply to proposals which are submitted by firms who have partnered with others to submit a cooperative proposal that clearly identifies a primary consultant and the associated sub-consultants or sub-contractors.

9.7 Indemnification & Insurance Requirements. The City’s standard indemnification and insurance requirements are provided in the sample contract, included in Attachment C.

All costs of complying with the insurance requirements shall be as included in your pricing. The selected Consultant shall provide complete and valid insurance certificates within ten (10) days of the City’s written request. Failure to provide the documents within the time stated may result in rejection of the Consultant’s proposal. Alterations to the terms and conditions shall not be allowed.

9.8 Cost of Preparing Proposal. The City will not pay any costs incurred by any Consultant in preparing or submitting a proposal in response to this RFP.

9.9 Proposals Property of the City. All documents or materials submitted with or in conjunction with any proposal, including but not limited to electronic files, shall become the property of the City after the proposal submission deadline. No submission documents will be returned. During negotiations, the scope of services may be amended by the City and negotiated based upon ideas provided by other proposers or any other source.

DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 14 of 16 ends

9.10 Proposals are Public Records. All proposals submitted are subject to the public disclosure requirements under the laws of the State of California, unless the City identifies and exercises a right or obligation to exempt any record from public disclosure. However, proposals will not be disclosed until negotiations are complete and a recommendation for selection and award is made.

9.11 Rejection of RFP. The City reserves the right to reject any or all proposals, to waive defects or irregularities in any proposal or in the RFP process, and to offer to negotiate or contract with any Consultant in response to any RFP. This RFP does not constitute any form of offer to contract.

9.12 Modifying RFP. The City reserves the right to modify any portion of, or to postpone or cancel this RFP at any time, and/or reject all submissions without indicating any reason.

9.13 If no proposal is accepted, the City may elect to have the services performed in some other manner.

9.14 Rejecting Team Members, Firms or Sub-consultants. The City reserves the right to reject individual team members, firms, sub-consultants or sub-contractors and request substitution prior to contract award.

9.15 Withdrawal of Proposals. Proposals may be withdrawn prior to the date and time specified for proposal submission with a formal written notice by an authorized representative of the proposer delivered to the City Clerk’s Office. Proposals submitted will become property of the City after the proposal submission deadline.

Proposals may not be withdrawn for ninety (90) days after the due date unless the City enters a contract with another Consultant prior to the expiration of that ninety (90) day period.

9.16 Prohibited Submittals. No hand delivered, telephone or facsimile proposals will be accepted.

9.17 Proposal Postponement and Amendment. The City reserves the right to revise or amend the RFP or specifications up to the time set for opening of the proposals. Such revisions and amendments, if any, shall be announced by amendments to this RFP through the City’s web site. Copies of such amendments shall be furnished to all prospective Proposers. Prospective proposers are defined as those Proposers who have registered and are on the City’s RFP list for this service. If revisions and amendments require changes in quantities, prices or scope of services, the date set for opening of the proposals may be postponed by such number of days as in the opinion of the City shall enable Proposers to revise their proposals. Proposals which fail to acknowledge a substantive addendum to the RFP, as determined by the City Attorney’s Office, on the City supplied addendum form will be rejected as non-responsive. Any revisions or amendments to the RFP will become incorporated into any contract awarded pursuant to the RFP.

9.18 Proprietary Information. Consultants submitting a proposal in response to this RFP must provide a statement that nothing contained in the submitted proposal will be DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 15 of 16 ends

proprietary. However, if a Consultant desires to claim a privilege against public disclosure for a trade secret or other proprietary information, such information must be submitted with the proposal in a separate envelope marked “confidential.” The City Attorney’s Office will determine if the information is in fact proprietary, based on state and federal law. Note that under California law, a price proposal to a public agency is not a trade secret. The Consultant shall defend, indemnify, and hold harmless the City regarding any claim by any third party for the public disclosure of the “confidential” portion of the proposal.

9.19 Right to Request Additional Information. During the evaluation process, the City reserves the right, where it may serve the best interests of the City, to request additional information and clarifications from Proposers. Such information will be requested in writing to the specific proposer. This information will become a part of the original proposal submitted by the specific Proposer and will be used by the City in evaluating the proposal and will not be shared with other Proposers during the evaluation and negotiation process.

9.20 Modification of Proposals. Modification of a proposal already received will be considered only if the modification is received prior to the deadline date for receiving proposals. All modifications shall be made in writing, executed, and submitted in the same form and manner as the original proposal.

9.21 Examination of Contract Documents. Each Proposer shall thoroughly examine and be familiar with the terms of this RFP, the sample contract attached as Attachment B, legal and procedural documents, general conditions, specifications, and addenda (if any), which will constitute the contract documents. Submission of a proposal shall constitute acknowledgement, upon which the City may rely, that the Proposer has thoroughly examined and is familiar with the contract documents. Failure or neglect of a Proposer to receive or examine any of the contract documents shall in no way relieve the Proposer of any obligation with respect to their proposal or to the contract. No claim for additional compensation will be allowed which is based upon lack of knowledge of any contract document.

9.22 Non-Discrimination. The City maintains various policies related to contractual service providers. Among these is an anti-discrimination policy, which requires that the City’s contractors not discriminate in hiring based on gender, race, religion, sexual orientation, medical condition, and all other categories protected by law. Upon acceptance of a proposal, the City may request that the selected Consultant sign a statement affirming its compliance with this policy.

9.23 No Assignment or Modifications. This awarded contract is to be binding on the successors and assigns of the parties hereto. The services called for herein are deemed unique and except as provided herein. Consultant shall not assign, transfer, subcontract, or otherwise substitute its interest in the contract or any of its obligations herein without the written consent of the City. The contract may be modified only by a written amendment signed by the parties.

DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

Page 16 of 16 ends

9.24 Bankruptcy. Upon filing for any bankruptcy or insolvency proceeding whether voluntary or involuntary, or upon the appointment of a receiver, trustee, or assignee for the benefit of creditors, the Consultant must notify the City immediately. Upon learning the actions herein identified, the City reserves the right, at its sole discretion, to cancel the contract.

DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Attachment A
PROPOSER’S CERTIFICATION
I hereby propose to furnish the goods or services specified in the Request for Proposals (“RFP”). I agree that my proposal will remain firm for a period of up to ninety (90) days to allow the City of Emeryville (“City”) adequate time to evaluate the qualifications submitted.

NAME OF BUSINESS

SIGNATURE

NAME & TITLE, TYPED OR PRINTED

MAILING ADDRESS

TELEPHONE NUMBER
EMAIL
Type of Organization:

Sole Proprietorship Corporation State of Incorporation
Partnership Limited Liability Company
DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8

SUBMITTED BY
HdL Companies
Corporate Office: Brea, CA
Operations Center: Fresno, CA
hdlcompanies.com

CONTACT
Robert Gray
T: 714.879.5000
E: [email protected]
City of
Emeryville

PROPOSAL FOR BUSINESS LICENSE TAX REVENUE CONSULTING SERVICES August 12, 2021
DocuSign Envelope ID: 39B07FAA-621C-4D04-BD91-18B63C44C2B8 Proposal for Business License Tax Revenue Consulting Services City of Emeryville, CA
Table of Contents