DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422
AGREEMENT FOR PROFESSIONAL SERVICES
THIS AGREEMENT FOR PROFESSIONAL SERVICES is made and entered into this 8th day of August 2023, by and between the CITY OF LANCASTER, a municipal corporation and charter city, ("City"), and Enso Advisory Services, LLC, a New York Corporation ("Consultant") (collectively, sometimes referred to hereinafter as the "Parties").
RECITALS
WHEREAS, the City desires to engage Consultant to perform certain technical and professional services, as provided herein, identified as:
Project Advisor of Clean Energy Ministerial / DOE H2 Twin Cities Mentor-Mentee Program (THE "SERVICES")
WHEREAS, the principal members of Consultant are qualified and duly registered/licensed under the laws of the State of California, and Consultant desires to accept such engagement; NOW, THEREFORE, the parties agree as follows:
Parties to the Agreement.
The parties to this Agreement are:
A. CITY: City of Lancaster
B. CONSULTANT: Enso Advisory Services, LLC
Notices. All written notices required by or related to this Agreement shall be sent by Certified Mail, Return Receipt Requested, postage prepaid and addressed as listed below. Neither party to this Agreement shall refuse to accept such mail; parties to this Agreement shall promptly inform the other party of any changes of address. All notices required by this Agreement are effective on the day of receipt, unless otherwise indicated herein.
CITY City of Lancaster
Attn: Jason Caudle, City Manager
44933 North Fern Avenue
Lancaster, California 93534
CONSULTANT Enso Advisory Services
Attn: Lex Heslin, CEO
39 Broadway, Suite 3010
New York, NY 10006
Successors and Assigns. The terms hereof shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto; provided, however, that no party hereto shall assign any DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 of the benefits and burdens hereunder, whether voluntarily or by operation of law, without prior written consent of the other party, and any such assignments without said consent shall be void.
Description of Work. The City hereby engages Consultant, and Consultant accepts such engagement, to perform the technical and professional services set forth in the "Scope of Services and Rates Schedule," attached hereto as Exhibit "A" and incorporated herein by reference. Consultant shall perform and complete, in a manner satisfactory to the City, all work and services set forth in Exhibit "A." The City Manager or his designee shall have the right to review and inspect the work during the course of its performance at such times as may be specified by the City Manager, or his designee.
Obligations of the City.
A. The City shall pay Consultant an amount not to exceed $288,000 for all work necessary to complete the Services, as described in the Scope of Services and Rates Schedule. Payments shall be due within thirty (30) days following submittal of a monthly invoice detailing the services performed.
B. No payment made hereunder by the City to Consultant, other than the final payment, shall be construed as an acceptance by the City of any work or materials, nor as evidence of satisfactory performance by Consultant of its obligations under this Agreement.
Obligations of the Consultant.
A. Consultant shall perform as required by this Agreement and in accordance with the Scope of Services and Rates Schedule set forth in Exhibit A.
B. Consultant shall be responsible for payment of all employees' wages and benefits, and shall comply with all requirements pertaining to employer's liability, workers' compensation, unemployment insurance, and Social Security.
C. Consultant shall not subcontract any of the work required to perform the Services without the express prior written approval of the City.
7. Hold Harmless and Indemnification. Consultant agrees to indemnify and hold harmless the City, its elected officials, officers and employees, from and against any and all third party claims, losses, obligations, or liabilities whatsoever, including reasonable attorney's fees, incurred to the extent arising out of or related to Consultant's negligent or willful wrongful acts, errors or omissions, or those of its employees or agents. Consultant agrees to defend the City, its officers and employees, using counsel of the City's choosing, , from and against any and all claims covered by the indemnity in the preceding sentence.
8. Amendments. Any amendment, modification, or variation from the terms of this Agreement shall be in writing and shall be effective only upon mutual written approval by the City and Consultant.
Non-Discrimination and Equal Employment Opportunity.
2 DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 A. In the performance of this Agreement, Consultant shall not discriminate against any employee, subcontractor, or applicant for employment because of race, color, religion, ancestry, sex, national origin, physical or mental disability or age. Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment without regard to their race, color, religion, ancestry, sex, national origin, physical or mental disability or age.
Affirmative action relating to employment shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment; layoff or termination; rates of pay or other forms of compensation; and selection for training including apprenticeship.
B. The provisions of subsection A above shall be included in all solicitations or advertisements placed by or on behalf of Consultant for personnel to perform any services under this Agreement. The City shall have access to all documents, data and records of Consultant and its subcontractors for purposes of determining compliance with the equal employment opportunity and non- discrimination provisions of this Section.
10. Term; Effective Date. This Agreement shall become effective and shall be in full force and effect upon the execution of the Agreement by the City and the Consultant. This Agreement shall continue in full force and effect for eighteen (18) months, unless the Agreement is sooner terminated in accordance with this Agreement; provided, however, that the City and the Consultant may mutually agree in writing to extend the Term of this Agreement.
11. Termination
A. For Convenience. The City may terminate this Agreement at any time without cause by giving thirty (30) days written notice to the other party of such termination and specifying the effective date thereof. In the event of termination of this Agreement, Consultant will be paid for work completed through the date of termination within thirty (30) days following submittal of a final invoice.
B. For Cause. If Consultant fails to perform the services called for by this Agreement or so fails to make progress as to endanger performance of this Agreement in accordance with its terms, Consultant shall correct such failure within ten (10) days (or such longer period that the City may authorize in writing) after receipt of notice from the City specifying such failure. Should the failure not be corrected within this time period, the City may immediately terminate the Agreement by written notice to Consultant.
C. In the event of termination, whether for convenience or cause, reports, plans, studies and other documents (collectively, "documents") related to the Services shall become the City's property. Consultant shall provide all documents to the City that have not yet been within ten (10) calendar days after termination of the Agreement.
12. Independent Contractor. Consultant is an independent contractor and shall have no power or authority to incur any debt, obligation or liability on behalf of the City. It is expressly understood between the Parties to this Agreement that no employee/employer relationship is intended.
13. Insurance.
3 DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 A. The Consultant, at its expense, shall maintain in effect at all times during the term of this Agreement the following coverage and limits of insurance, which shall be maintained with insurers listed "A-, VIII" or better in the Best's Key Rating Guide:
Commercial General Liability
Each Occurrence $1,000,000
Per Project General Aggregate $2,000,000
Including Products/Completed Operations; Contractual Liability/Independent Contractors; Property Damage
(Coverage shall be at least as broad as ISO form CG2010 11/85 or CG2010 07/04 and CG2037 07/04 combined, or an equivalent providing ongoing and completed operations) Commercial Automobile Liability
Combined Single Limit per Accident for
Bodily Injury and Property Damage $1,000,000
(Coverage shall be at least as broad as ISO form CA00 01) Workers Compensation
As Required by the State of California Statutory Limits Employers' Liability
Each Accident $1,000,000
Bodily Injury by Disease $1,000,000
Each Employee $1,000,000
(A Waiver of Subrogation must be provided on behalf of the Certificate Holder for the Workers Compensation & Employers' Liability policies)
Professional Liability
Each Occurrence $2,000,000
General Aggregate $2,000,000
Provide one of the following for cyber-related services Technology Professional Liability
(Errors and Omissions)
Each Occurrence $2,000,000
General Aggregate $2,000,000
(Coverage shall be sufficiently broad to respond to the duties and obligations as are undertaken by Consultant pursuant to this Agreement and shall include, without limitation, claims involving invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, alteration of electronic information, extortion and network security. The policy shall provide coverage for breach response costs as well as any applicable regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations.)
Or
Cyber Liability Insurance
Each Occurrence $5,000,000
General Aggregate $5,000,000
4 DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 B. The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insured's liability.
C. Professional liability and/or cyber insurance written on a "claims made" basis must be renewed for a period of three (3) years after this contract expires or is terminated. Such insurance must have the same coverage and limits as the policy that was in effect during the term of this contract and will cover Consultant for all claims made by the City insured entities arising out of any acts or omissions of Consultant or its officers, employees, or agents during the time this Agreement was in effect.
D. Any deductibles or self-insurance retentions must be declared and approved by the City. At the City's option, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City insured entities or the insurer shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.
E. All insurance shall be primary and non-contributory as respects the City insured entities. Any insurance or self-insurance maintained by the City insured entities shall be in excess of the Consultant's insurance and shall not contribute with it.
F. Consultant shall name the City, its elected officials, officers, employees and volunteers as additional insured, and shall furnish the City with Certificates of Insurance and with original endorsements effecting coverage required by this Agreement. Certificates of Insurance shall meet the following requirements:
(1) Show that the insurance policy has been endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except after 30 days' prior written notice (10 days' written notice for non-payment) to the City of Lancaster.
(2) List in the "Descriptions of Operations/Locations/Vehicles" section:
"Project Advisor of Clean Energy Ministerial/DOE H2 Twin Cities Mentor-Mentee Program" The City of Lancaster, its elected officials, officers, employees and volunteers are included as additional covered parties, but only insofar as the operations under this contract are concerned." (3) List in the "Certificate Holder" section:
The City of Lancaster, 44933 Fern Avenue, Lancaster, California 93534.
14. Commencement and Completion of Work. The Services to be provided by Consultant pursuant to this Agreement shall commence upon execution of this Agreement, and shall be completed no later than eighteen (18) months following commencement; provided however, that the Parties may agree to extend the time for completion upon mutual written agreement.
15. Ownership of Documents. All plans, specifications, reports, studies, maps and other documents prepared or obtained by Consultant in the course of performing the work and are required by this Agreement to be delivered to the City shall be the property of the City. Basic sketches, charts, computations and similar data prepared or obtained by Consultant under this Agreement shall, upon request, be made available to City without restriction or limitation on their use.
DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422
16. Data Provided to Consultant. City shall provide to Consultant, without charge, all data, including reports, records, maps and other information, now in the City's possession which may facilitate the timely performance of the work described in Exhibit A.
17. Consultant's Warranties and Representations.
Consultant warrants and represents to City as follows:
A. Consultant has not employed or retained any person or entity, other than a bona fide employee working exclusively for Consultant, to solicit or obtain this Agreement.
B. Consultant has not paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Consultant, any fee, commission, percentage, gift, or any other consideration contingent upon or resulting from the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, in its sole discretion, to terminate this Agreement without further liability, or, in the alternative, to deduct from any sums payable hereunder the full amount or value of any such fee, commission, percentage or gift.
C. Consultant has no knowledge that any officer or employee of the City has any interest, whether contractual, noncontractual, financial, proprietary, or otherwise, in this transaction or in the business of the Consultant, and that if any such interest comes to the knowledge of Consultant at any time, a complete written disclosure of such interest will be made to City, even if such interest would not be deemed a prohibited "conflict of interest" under applicable laws.
D. Upon the execution of this Agreement, Consultant has no interest, direct or indirect, in any transaction or business entity which would conflict with or in any manner hinder the performance of services and work required by this Agreement, nor shall any such interest be acquired during the term of this Agreement.
18. Resolution of Disputes.
A. Disputes regarding the interpretation or application of any provisions of this Agreement shall, to the extent reasonably feasible, be resolved through good faith negotiations between the parties.
B. If the parties cannot resolve the dispute through good faith negotiations, either party may give Notice of Dispute to the other party. The Notice of Dispute shall state the nature of the dispute and the corrective action necessary to remedy the dispute.
After Notice of Dispute, the parties shall first attempt to resolve any disputes by mediation. The parties shall agree on a single mediator. Mediation shall be conducted in Lancaster, California. Each party shall pay its own attorneys' fees and the costs of mediation shall be split equally between the parties.
If the dispute has not been resolved by mediation within 45 days after Notice of Dispute, or the parties are unable to agree to a mediator, within 15 days after Notice of Dispute, then, the dispute may, upon agreement of the parties be resolved by binding arbitration. 6 DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 C. If any action at law or in equity is brought to enforce or interpret any provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney's fees, cost and necessary disbursements, in addition to such other relief as may be sought and awarded.
19. Exhibits.
The following exhibits to which reference is made in this Agreement are deemed incorporated herein in their entirety:
Exhibit "A" Scope of Services and Rates Schedule
20. Governing Law.
This Agreement shall be governed by the laws of the State of California.
21. Effective Date. This Agreement shall become effective as of the date set forth below on which the last of the parties, whether City or Consultant, executes said Agreement. (Signatures begin on next page.]
7 DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested by their respective officers thereunto duly authorized.
CITY OF LANCASTER
LANCASTER, CALIFORNIA
- DS - DocuSigned by:
Jason Caudle
By: - D682AEDGE85E4DD.
Jason Caudle, City Manager
October 11, 2023 | 1:02:44 PM PDT
Dated:
ENSO ADVISORY SERVICES, LLC
NEW YORK, NEW YORK
- DocuSigned by:
By:
26B876449435454
Lex Heslin, CEC
Dated: October 5, 2023 | 12:44:29 PM EDT
ATTEST:
- DocuSigned by:
Andrea Alexander
City Cie...
APPROVED AS TO FORM:
- DocuSigned by:
7632AD2CC5A748F..
City Attorney
- DocuSigned by:
Alexus Merino
- CFBC991A449B430...
- DS
cv
8 DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422
EXHIBIT A
SCOPE OF SERVICES
AND RATES SCHEDULE
Enso's Scope of Work (SOW) as Advisor on the Clean Energy Ministerial / United States Department of Energy H2 Twin Cities Mentor-Mentee Program:
1. Interact closely with Lancaster officials and provide support for the City in achieving the measurable goals outlined in the application to the CEM / DOE of May 25, 2022, that include developing the Hydrogen Five-Year plan focused on personal impact on Lancaster citizens, hydrogen infrastructure and environmental benefits; developing the workforce including engagement with community partners in higher education system, labor and original equipment manufacturers to directly promote workforce training; providing analysis of end-users and beneficiaries of hydrogen to city staff; tracking the number of jobs created by the hydrogen industry and number of passengers and commercial fuel cell vehicles on the road; and tracking the environmental impact of hydrogen deployment via greenhouse gas emission reductions.
2. Develop advisory committee, governance structure and oversee administrative functions required to maintain the grant budget provided to the Cities, including providing quarterly reports and updates to the City.
3. Facilitate exchange between the DOE Mentor/Mentee cities of Lancaster, CA, Hawai'i County, Hawai'i and Namie Town, Japan ("the Cities") to support project investment and development in hydrogen, including increasing the number of hydrogen fueling stations (ongoing deliverable).
Enso will deliver to Lancaster an analysis of development tools, such as a checklist of considerations for environmental justice, and other development and training tools, including manuals, brochures, case studies, and lesson-learned fact sheets.
4. Apply for additional grants and subsidies to expand the program, including grant applications to DOE, CEM state agencies, private sector companies and NPO's (ongoing deliverable).
5. Support deeper project involvement between the Cities (encouraging hydrogen companies in Namie to develop projects in Lancaster for example). Enso will invite and arrange for key partners, including community groups, private businesses, non-profit entities and academic institutions, to take part.
6. Facilitate public- and private-sector knowledge and concept sharing to educate and connect the Cities.
7. Progress reports to the City Council every six months regarding accomplishments and progress toward goals.
Enso's fee for the above services will be $16,000.00 per month, including expenses, to be paid by the City monthly.
9 DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 W-9 Request for Taxpayer Give Form to the
Form
Identification Number and Certification requester. Do not (Rev. October 2018)
Department of the Treasury send to the IRS.
Internal Revenue Service • Go to www.irs.gov/FormW9 for instructions and the latest information. 1 Name (as shown on your income tax return). Name is required on this line; do not leave this line blank.
Joseph Heslin
2 Business name/disregarded entity name, if different from above ENSO Advisory Services, LLC
3 Check appropriate box for federal tax classification of the person whose name is entered on line 1. Check only one of the 4 Exemptions (codes apply only to page following seven boxes. certain entities, not individuals; see instructions on page 3):
on Individual/sole proprietor or C Corporation LI S Corporation Partnership • Trust/estate single-member LLC Exempt payee code (if any)
Limited liability company. Enter the tax classification (C=C corporation, S=S corporation, P=Partnership) • Print or type. Note: Check the appropriate box in the line above for the tax classification of the single-member owner. Do not check Exemption from FATCA reporting LC if the LLC is classified as a single-member LLC that is disregarded from the owner unless the owner of the LLC i another LLC that is not disregarded from the owner for U.S. federal tax purposes. Otherwise, a single-member LL that code if any) is disregarded from the owner should check the appropriate box for the tax classification of its owner • Other (see instructions) • (Applies to accounts maintained outside the U.S.) 5 Address (number, street, and apt. or suite no.) See instructions. Requester's name and address (optional) ° 140 Broadway, 46 Floor
6 City, state, and ZIP code
New York, NY 10005
7 List account numbers) here (optional)
Part l Taxpayer Identification Number (TIN)
Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid Social security number backup withholding. For individuals, this is generally your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN, later. or
Note: If the account is in more than one name, see the instructions for line 1. Also see What Name and Employer identification number Number To Give the Requester for guidelines on whose number to enter. 9 3 3 4 2 2 9 2
Part I| Certification
Under penalties of perjury, I certify that:
1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and
2. I am not subject to backup withholding because: (a) 1 am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and
3. I am a U.S. citizen or other U.S. person (defined below); and
4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct.
Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions for Part Il, later.
Sign Signature of
Here U.S. person• Date • 9/15/23
General Instructions • Form 1099-DIV (dividends, including those from stocks or mutual funds)
Section references are to the Internal Revenue Code unless otherwise • Form 1099-MISC (various types of income, prizes, awards, or gross noted. proceeds)
Future developments. For the latest information about developments • Form 1099-B (stock or mutual fund sales and certain other related to Form W-9 and its instructions, such as legislation enacted transactions by brokers) after they were published, go to www.irs.gov/FormW9.
• Form 1099-S (proceeds from real estate transactions)
Purpose of Form • Form 1099-K (merchant card and third party network transactions) An individual or entity (Form W-9 requester) who is required to file an • Form 1098 (home mortgage interest), 1098-E (student loan interest), information return with the IRS must obtain your correct taxpayer 1098-T (tuition) identification number (TIN) which may be your social security number • Form 1099-C (canceled debt) (SSN), individual taxpayer identification number (ITIN), adoption • Form 1099-A (acquisition or abandonment of secured property) taxpayer identification number (ATIN), or employer identification number (EIN), to report on an information return the amount paid to you, or other Use Form W-9 only if you are a U.S. person (including a resident amount reportable on an information return. Examples of information alien), to provide your correct TIN. returns include, but are not limited to, the following. If you do not return Form W-9 to the requester with a TIN, you might • Form 1099-INT (interest earned or paid be subject to backup withholding. See What is backup withholding, later.
Cat. No. 10231X Form W-9 (Rev. 10-2018)
DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 nso Advisory Services, LLC
39 Broadway, Suite 3010, New York, NY 10006
August 21, 2023
City of Lancaster
44933 Fern Avenue
Lancaster, CA 93534
RE: ENSO Advisory Services, LLC
To whom it may concern:
ENSO Advisory Services, LLC is a sole proprietorship with no employees. The only automobile coverage I carry is personal auto coverage and my insurer has informed me that I can not name the city as an additional insured on a personal policy.
I hereby understand and agree that I will assume any and all liability for my travel to and from any city facility where I have agreed to perform a job.
ENSO Advisory Services, LLC
7.,h
Lex Heslin
Owner and Sole Proprietor
DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 nso Advisory Services, LLC
Broadway, Suite 3010, New York; NY 10006
August 21, 2023
City of Lancaster
44933 Fern Avenue
Lancaster, CA 93534
RE: Workers Compensation Insurance Waiver
To City of Lancaster, Risk Management:
I, Lex Heslin, am the sole proprietor of ENSO Advisory Services, LLC and swear under penalty of perjury that we are exempt from the State of California requirement to carry Worker's Compensation insurance because we do not have any employees.
Thank you,
Lex Heslin
CEO
DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 ACORD® DATE (MM/DD/YYYY)
CERTIFICATE OF LIABILITY INSURANCE
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURERS), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsements).
PRODUCER CONTACT
NAME
Hiscox Inc. PHONE
(A/C, No. Ext): (888) 202-3007 [FAC, No):
5 Concourse Parkway E-MAIL
ADDRESS: [email protected]
Suite 2150
Atlanta GA, 30328 INSURERS) AFFORDING COVERAGE NAIC #
INSURER A : Hiscox Insurance Company Inc 10200
INSURED INSURER B:
ENSO ADVISORY SERVICES, LLC
INSURER C:
39 Broadway
INSURER D:
Suite 3010
New York, NY 10007 INSURER E:
INSURER F:
COVERAGES CERTIFICATE NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000
DAMAGE TO RENTED
CLAIMS-MADE X OCCUR PREMISES (Ea occurrence) $ 100,000
MED EXP (Any one person) $ 5,000
Y P101.330.852.1 12/15/2022 12/15/2023 PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY PRO- PRODUCTS - COMP/OP AGG s S/T Gen. Agg
JECT LOC
$
OTHER:
COMBINED SINGLE LIMIT
AUTOMOBILE LIABILITY (Ea accident)
ANY AUTO BODILY INJURY (Per person)
ALL OWNED SCHEDULED BODILY INJURY (Per accident)| $
AUTOS AUTOS
A NON-OWNED PROPERTY DAMAGE
HIRED AUTOS AUTOS (per accident)
CGL HNOA Limit $ 1,000,000
(per occurrence)
UMBRELLA LIAB OCCUR EACH OCCURRENCE $
EXCESS LIAB CLAIMS-MADE AGGREGATE $
DED RETENTION $ $
WORKERS COMPENSATION PER
STATUTE
AND EMPLOYERS' LIABILITY YIN
ANYPROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $
OFFICER/MEMBEREXCLUDED? N/ A
(Mandatory in NH) E.L. DISEASE - EA EMPLOYEE $
EESCRIPTION OF OPERATIONS balow E.L. DISEASE - POLICY LIMIT $
CERTIFICATE HOLDER CANCELLATION
3h roy of Lancaster, its elected offcials, ficers, employees and Volunteers SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Suite 3010 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
New York, New York 10007
AUTHORIZED REPRESENTATIVE
© 1988-2015 ACORD CORPORATION. All rights reserved.
ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 HISCOX
encourage courage
Declarations Page
DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 no
HISCOX HISCOX INSURANCE COMPANY INC. (A Stock Company)
encourage courage® 104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603 Commercial General Liability Declarations
In return for the payment of the premium, and subject to all the terms of this Policy, we agree with you to provide the insurance as stated in this Policy.
Declaration effective from:
September 18, 2023
Policy No.: P101.330.852.1
Named Insured: ENSO ADVISORY SERVICES ,LLC
Address:
39 Broadway
Suite 3010
New York, NY 10007
Email Address:
[email protected]
Policy period: From: December 15, 2022 To: December 15, 2023 At 12:01 A.M. (Standard Time) at the address shown above.
Form of Business: Limited Liability Company
Each Occurrence Limit: $1,000,000
Damage to Premises Rented to You Limit: $100,000 Any one premises Medical Expense Limit: $5,000 Any one person
Personal & Advertising Injury Limit: $1,000,000 Any one person or organization General Aggregate Limit: $2,000,000
Products/Completed Operations Products-completed operations are subject to the General Aggregate Limit Aggregate Limit:
Supplemental Business Personal Property Floater $O
Coverage Limit:
Supplemental Business Personal Property Floater Not Applicable Coverage Deductible:
All Premises You Own, Rent or Occupy
Premises Number:
1 Address: 39 Broadway
Suite 3010
New York, NY 10007
Total Premium: 526.00
Attachments: See attached Forms and Endorsements Schedule.
CGL D001 10 18 Includes copyrighted material of Insurance Services Office, Inc., with Page 1 its permission. © ISO Properties, Inc., 2000
DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 HISCOX HISCOX INSURANCE COMPANY INC. (A Stock Company)
encourage courage® 104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603 IN WITNESS WHEREOF, the Insurer indicated above has caused this Policy to be signed by its President and Secretary, but this Policy shall not be effective unless also signed by the Insurer's duly authorized representative.
President
Jung they
Secretary
Authorized Representative
CGL D001 10 18 Includes copyrighted material of Insurance Services Office, Inc., with Page 2 its permission. © ISO Properties, Inc., 2000
DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 HISCOX HISCOX INSURANCE COMPANY INC. (A Stock Company)
encourage courage® 104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603 Forms and Endorsements Schedule
Forms and Endorsements made part of this policy at time of issue:
CGL D001 10 18 - Commercial General Liability Declarations INT D001 01 10 - Forms and Endorsements Schedule
CGL E5410 CW (03/10) - Policy Changes
CG 20 26 07 04 - Additional Insured - Designated Person or Organization INT D001 01 10 Page 1 of 1
DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 HISCOX
encourage courage
Endorsements
DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 HISCOX Hiscox Insurance Company Inc.
Policy Number: P101.330.852.1
Named Insured: ENSO ADVISORY SERVICES ,LLC
Endorsement Number: 27
Endorsement Effective: 09/18/2023
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
POLICY CHANGES
This endorsement will not be used to decrease coverage, increase rates or deductibles or alter any terms or con- ditions of coverage unless at the sole request of the insured.
The following items):
• Insured's Name • Insured's Mailing Address
• Policy Number • Company
• Effective/Expiration Date • Insured's Legal Status/Business of Insured Payment Plan • Premium Determination
• Additional Interested Parties Coverage Forms and Endorsements • Limits/Exposures • Deductibles
Covered Property/Located Description • Classification/Class Codes Rates • Underlying Insurance
is (are) changed to read (See Additional Page(s)):
The above amendments result in a change in the premium as follows:
NO CHANGES TO BE ADJUSTED ADDITIONAL PREMIUM RETURN PREMIUM
AT AUDIT
$ $
CGL E5410 CW (03/10) Includes copyrighted material of Insurance Services Office, Inc., Page 1 of2 • with its permission.
DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422
POLICY CHANGES ENDORSEMENT DESCRIPTION
It is understood and agreed that effective 09/18/2023, Endorsement # 28 entitled Additional Insured - Designated Person or Organization is added.
It is understood and agreed that effective 09/18/2023, Endorsement # 22 entitled Additional Insured - Designated Person or Organization is deleted.
All other terms and conditions remain unchanged.
CGL E5410 CW (03/10) Includes copyrighted material of Insurance Services Office, Inc., Page 2 of 2 with its permission.
DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 HISCOX Hiscox Insurance Company Inc.
Policy Number: P101.330.852.1
Named Insured: ENSO ADVISORY SERVICES ,LLC
Endorsement Number: 28
Endorsement Effective: 09/18/2023
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - DESIGNATED
PERSON OR ORGANIZATION
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name Of Additional Insured Person(s) Or Organization(s) The City of Lancaster, it's elected officials, officers, employees and Volunteers Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
Section II - Who Is An Insured is amended to in-
clude as an additional insured the person(s) or organi- zations) shown in the Schedule, but only with respect
to liability for "bodily injury", "property damage" or
"personal and advertising injury" caused, in whole or
in part, by your acts or omissions or the acts or omis- sions of those acting on your behalf:
A. In the performance of your ongoing operations; or
B. In connection with your premises owned by or
rented to you.
CG 20 26 07 04 © ISO Properties, Inc., 2004 Page 1 of 1 DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422
STAFF REPORT
City of Lancaster
CC 22
12/13/2022
JC
Date: December 13, 2022
To: Mayor Parris and City Council Members
From: Jason Caudle, City Manager
Subject: Professional Services Agreement - Project Advisor of Clean Energy Ministerial / DOE H2 Twin Cities Mentor-Mentee Program
Recommendation:
Approve a Professional Services Agreement with Enso Advisory Services, LLC ("Enso") of New York, New York, in the amount of $288,000.00. Authorize the City Manager, or his designee, to sign all documents.
Fiscal Impact:
$288,000; sufficient funds are available in the account number 101-4200-301.
Background:
In 2020, the City of Lancaster announced its intention to become the first renewable Hydrogen City. Lancaster is working with several organizations to increase the production and use of renewable hydrogen and other sources of clean energy. In May of 2022, the City applied to the Clean Energy Ministerial/DOE H2 Twin Cities Mentor-Mentee Program with Namie, Japan and Hawai'i County. Upon Council approval, Enso will continue to advise the City on the Clean Energy Ministerial/DOE H2 Twin Cities Mentor-Mentee program pursuant to a contract awarded in November 2022 for the first 18 months of the proposed five-year program.
H2 Twin Cities is a global initiative connecting cities and communities worldwide to deploy clean hydrogen solutions. The program is designed for the DOE to support cities sharing ideas, mentorship, building a community of renewable hydrogen best practices, and strengthening the global commitment to environmental justice, social equity, and clean energy jobs. In an unofficial capacity, Enso supported the City in its application to the Clean Energy Ministerial/DOE H2 Twin Cities Mentor-Mentee Program via introductions to the mayors and key staff of Namie Town, Japan, and Hawai'i County. Enso has already established a working relationship with the City for the past twenty-four months creating key resources and insight on the City's supporters, obstacles, and past contact relationships who've provided additional DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422 outreach efforts in support of renewable hydrogen.
Enso is headquartered in New York, NY and several of its team members are located in Southern California. The firm is an advisor, arranger, and developer of renewable energy projects and programs whose mission is to develop sustainable solutions with the latest technologies and a robust business model to build infrastructure that uses resources sustainably and efficiently. Its team members have decades of experience in hydrogen, renewable energy, project development, finance, real estate and global business. Enso's CEO, Lex Heslin, founded and led several businesses in these sectors and was previously in project finance at Sanwa Bank in Tokyo and in structured finance at Goldman, Sachs & Co. in New York. Senior Managing Director, Tak Yokoo, previously served as Chief Engineer of Toyota Motor North America and Senior Executive Engineer of Advanced Fuel Cells, including responsibility for building the world's first OEM heavy duty fuel cell truck. Managing Director Michael L. Clayton previously worked for Citigroup in Tokyo and New York as Managing Director of loan syndications, and has extensive international experience working with large corporations and in financial arrangement and advisory. Mr. Heslin founded Smart Sister Cities, a program developed to merge the diplomatic and economic benefits of sister cities with smart city planning and technology, increasing investment promotion and opportunities for sustainable solutions for municipalities.
In July of 2021, Lancaster became Smart Sister Cities with Namie Town in Fukushima, Japan, attracting global attention to Lancaster as an innovative leader in renewable energy, and a trade and investment hub for clean hydrogen-related companies.
AM; cv
Attachment:
Professional Services Agreement
Sole Source Memo
DocuSign Envelope ID: 880FB587-6A8F-400B-98CD-BC033D154422
LANCASTER
Creating a better tomorrow. Together.
To: Purchasing Division
From: Jason Caudle, City Manager
CC: George Harris, Finance and IT Director
Date: December 8, 2022
Subject: Sole Source Justification - Enso Advisory Services Memo: As part of the City's objective, Enso Advisory Services, LLC ("Enso"), upon Council approval, will continue to advise the City on the Clean Energy Ministerial/DOE H2 Twin Cities Mentor-Mentee program pursuant to a contract awarded in November 2022 for the first 18 months of the proposed five- year program.
H2 Twin Cities is a global initiative connecting cities and communities worldwide to deploy clean hydrogen solutions. The program is designed for the DOE to support cities sharing ideas, mentorship, building a community of renewable hydrogen best practices, and strengthening the global commitment to environmental justice, social equity, and clean energy jobs. The City of Lancaster applied to the program in May 2022.
Enso has already established a working relationship with the City for the past twenty-four months creating essential resources and insight on the City's key supporters, obstacles, and past contact relationships who've provided additional outreach efforts.
In an unofficial capacity, Enso initially supported the City in its application to the Clean Energy Ministerial/DOE H2 Twin Cities Mentor-Mentee Program via introductions to the mayors and key staff of Namie Town, Japan, and Hawai'i County. Enso arranged numerous calls, with translation, and in- person meetings to discuss alignment and goals for the program and interface with DOE and Japanese government agency officials on behalf of the City of Lancaster. Enso assisted the City in planning its first visit by City officials to Japan in August 2022. This visit included extensive promotion of the City at international conferences, high-level meetings with elected officials and agencies, meetings with companies interested in potential direct investments in renewable hydrogen and energy-related projects in Lancaster, and a full agenda of meetings with the Mayor and staff of Namie Town to discuss how the cities could benefit by sharing market information, business opportunities, best practices, contacts, and trade and investment data, to attract companies interested in locating projects and plants.
Enso is the only consultant with previous experience with specific City of Lancaster renewable hydrogen development and is a specialized consultant in developing renewable energy projects. With their extensive knowledge of current renewable hydrogen development, key relationships, and existing resources, bringing on another consultant would contradict any cost savings. Therefore, the City has no cost benefit to obtaining additional quotes from other consultants for this project.