Kosmont Agreement and Amendments 1 - 8 — Redondo Beach City Council, June 20, 2023

EIGHTH AMENDMENT TO AGREEMENT FOR CONSULTING SERVICES

BETWEEN

THE CITY OF REDONDO BEACH
AND
KOSMONT & ASSOCIATES, INC.

DBA KOSMONT COMPANIES

THIS EIGHTH AMENDMENT TO THE AGREEMENT FOR CONSULTING SERVICES Eighth Amendment") is made between the City of Redondo Beach, a chartered municipal corporation (" City") and Kosmont & Associates, Inc., a California corporation dba Kosmont Companies (" Consultant" or" Kosmont").

WHEREAS, on December 2, 2014, the parties hereto originally entered into that certain Agreement for Consulting Services between the City and Consultant ("Agreement"); and WHEREAS, on December 1, 2015, the parties entered into a First Amendment (" First Amendment") which extended the term to December 31, 2016 and increased the compensation to $ 250,000; and
WHEREAS, on July 5, 2016, the parties entered into a Second Amendment ("Second Amendment") which extended the term to June 30,2017 and increased the compensation to $ 430,000; and
WHEREAS, on March 21, 2017, the parties entered into a Third Amendment (" Third Amendment") which extended the term . to December 6, 2017 and increased the compensation to $ 570,000; and
WHEREAS, on November 7, 2017, the parties entered into a Fourth Amendment(" Fourth Amendment") which extended the term to July 30, 2018 and increased the compensation to $ 745,000; and,
WHEREAS, on March 20, 2018, the parties entered into a Fifth Amendment (" Fifth Amendment") which extended the term to July 30, 2019 and increased the compensation to $945,000; and
WHEREAS, on February 19, 2019, the parties entered into, a Sixth Amendment ("Sixth Amendment") which extended the term to July 30, 2020 and increased the compensation to $ 1, 170,000; and
WHEREAS, on October 15, 2019, the parties entered into a Seventh Amendment Seventh Amendment") which extended the term to December 31, 2020 and increased the compensation to $ 1, 335,000; and
WHEREAS, City and Consultant desire to amend the Agreement pursuant to the terms and conditions set forth herein.

NOW, THEREFORE, the parties hereby agree to make the following amendments to the Agreement:
1,
q...

1. Scope of Services: Exhibit A of the Agreement ( as amended) is replaced in its entirety by the Scope of Services attached hereto as Exhibit A-8, which is incorporated herein.

2. Compensation: Exhibit C of the Agreement is hereby amended to increase the compensation by$ 60,000.00 thereby increasing the total not to exceed amount to 1, 395,000.00. Except as expressly stated herein, Exhibit C of the Agreement (as amended) shall remain unchanged and in full force and effect.

3. Modification. Except as expressly set forth herein, the Agreement, the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth Amendment, the Sixth Amendment, and the Seventh Amendment shall continue in full force and effect. The Agreement, First Amendment, Second Amendment, Third Amendment, Fourth Amendment, Fifth Amendment, Sixth Amendment, Seventh Amendment together with this Eighth Amendment constitute the entire agreement between the parties and supersedes any previous oral or written agreement. In the event of any inconsistency among this Eighth Amendment and the Seventh Amendment, Sixth Amendment, Fifth Amendment, Fourth Amendment, Third Amendment, Second Amendment, First Amendment and the Agreement, the terms of this Eighth Amendment shall prevail.

This Eighth Amendment may be modified or amended only by a subsequent writing executed by all of the parties and approval by the City Council.

SIGNATURES ON FOLLOWING PAGE]

11.••
IN WITNESS WHEREOF, the parties have entered into this Eighth Amendment as of this 11th day of February, 2020.

CITY OF REDONDO BEACH KOSMONT & ASSOCIATES, INC
A chartered municipality a California Corporation
dba KOSMONT COMPANIES
William C.

Ccs/
Brand, Mayor
k
Nam ./ sg y `- s:' ee'" e--i
Title:

APPROVED AS TO FORM:

Michael W. Webb,. City Attorney
APPROVED:

Risk ' anager
ATTEST:
e/
Eleanor Manzano, ity°-4
EXHIBIT A-8

PROJECT DESCRIPTION AND/OR SCOPE OF SERVICES
Task 1: Continued Support on Existing Citywide Economic Development Projects Kosmont will provide continued support on existing projects including waterfront redevelopment activities, assistance with the evaluation of proposals related to the potential redevelopment of the AES powerplant site, and the evaluation and negotiation of agreements, due diligence as pertaining to existing and potential future leaseholds at the waterfront.

Task 2: Infrastructure Financing Plan, Fiscal Impact Analysis, Final EIFD Approval Based on the City's adopted resolution establishing the EIFD, Kosmont will continue to work with the City to draft an Infrastructure Financing Plan (" IFP"), draft supporting fiscal impact analyses, assist legal counsel in preparation of CEQA documentation, and attend Public Finance Authority (" PFA") meetings and hearings for final approval of IFP and EIFD.

Task 3: Stakeholder Meetings, PFA Board, EIFD Formation and Ongoing Activities Kosmont will continue to meet with the PFA board, EIFD property owners, and stakeholders ( e.g. Southern California Edison, County Supervisors/CEO), including activities related to the expansion of Public Financing Authority membership to include the County, and ongoing project support for EIFD/ PFA activities as may be needed.

Task 4: Waterfront Real Estate Activities
Kosmont shall provide continued support on the harbor waterfront properties, including assistance with the evaluation and negotiation of proposals related to the potential redevelopment of the properties. Certain of these activities may include litigation support.

Task 5: Other As-Needed Services
Kosmont will provide other as-needed real estate and economics advisory services as requested by Client, and mutually agreed upon by Consultant.

SEVENTH AMENDMENT TO AGREEMENT FOR CONSULTING SERVICES

BETWEEN

THE CITY OF REDONDO BEACH
AND
KOSMONT & ASSOCIATES, INC.

DBA KOSMONT COMPANIES
THIS SEVENTH AMENDMENT TO THE AGREEMEN' i FOR CONSULTING SERVICES Seventh Amendment") is made between the City of Redondo Beach, a chartered municipal corporation (" City") and Kosmont & Associates, Inc., a California corporation dba Kosmont Companies ("Consultant").

WHEREAS, on December 2, 2014, the parties hereto originally entered into that certain Agreement for Consulting Services between the City and Consultant ("Agreement"); and WHEREAS, on December 1, 2015, the parties entered into a First Amendment ("First Amendment") which extended the term to December 31, 2016 and increased the compensation to $250, 000; and
WHEREAS, on July 5, 2016, the parties entered into a Second Amendment (" Second Amendment") which extended the term to June 30,2017 and increased the compensation to $430,000; and
WHEREAS, on March 21, 2017, the parties entered into a Third Amendment (" Third Amendment") which extended the term to December 6, 2017 and increased the compensation to $ 570,000; and
WHEREAS, on November 7, 2017, the parties entered into a Fourth Amendment ("Fourth Amendment") which extended the term to July 30, 2018 and increased the compensation to $ 745,000; and
WHEREAS, on March 20, 2018, the parties entered into a Fifth Amendment (" Fifth Amendment") which extended the term to July 30, 2019 and increased the compensation to $ 945,000; and
WHEREAS, on February 19, 2019, the parties entered into a Sixth Amendment ("Sixth Amendment") which extended the term to July 30, 2020 and increased the compensation to $ 1, 170,000; and
WHEREAS, City and Consultant desire to amend the Agreement pursuant to the terms and conditions set forth herein.

NOW, THEREFORE, the parties hereby agree to make the following amendments to the Agreement:

1. Scope of Services: Exhibit A of the Agreement ( as amended) is replaced in its entirety by the Scope of Services Attached to this Seventh Amendment.

2. Term: Exhibit B of the Agreement is hereby amended to extend the term of the Agreement to December 31, 2020.

3. Compensation: Exhibit C of the Agreement is hereby amended to increase the compensation by $ 165,000.00 thereby increasing the total not to exceed amount to $ 1, 335,000.00. Except as expressly stated herein, Exhibit C of the Agreement shall remain unchanged and in full force and effect.

4. Modification. Except as expressly set forth herein, the Agreement, the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth Amendment, and the Sixth Amendment shall continue in full force and effect. The Agreement, First Amendment, Second Amendment, Third Amendment, Fourth Amendment, Fifth Amendment, Sixth Amendment together with this Seventh Amendment constitute the entire agreement between the parties and supersedes any previous oral or written agreement. In the event of any inconsistency among this Seventh Amendment and the Sixth Amendment, Fifth Amendment, Fourth Amendment, Third Amendment, Second Amendment, First Amendment and Agreement, the terms of this Seventh Amendment shall prevail.

This Seventh Amendment may be modified or amended only by a subsequent writing executed by all of the parties and approval by the City Council.

SIGNATURES ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the parties have entered into this Seventh Amendment as of this 15t" day of October, 2019.

CITY OF REDONDO BEACH KOSMONT & ASSOCIATES, INC
A chartered municipality a California Corporation
dba KOSMONT COMPANIES
4 Ar
William C. Brand, Mayor Name o,
Title:
o
APPROVED AS TO FORM:
44;1441'4
Michael W. Webb, City Attorney
APPROVED:
111
Risk •.. er
ATTEST:
ate1441
Eleanor Manzano, C( Cierk
ittEt;':.
fr4r

PROJECT DESCRIPTION AND/OR SCOPE OF SERVICES
Task 1: Continued Support on Existing Citywide Economic Development Projects Consultant will provide continued support on existing projects including waterfront redevelopment activities, assistance with the evaluation of proposals related to the potential redevelopment of the AES powerplant site, and the evaluation and negotiation of agreements, due diligence as pertaining to existing and potential future leaseholds at the waterfront.

Task 2: County EIFD Participation
Consultant will continue to work with Los Angeles County (" County") to pursue the County's approval of participation in the Redondo Beach Enhanced Infrastructure Financing District (" EIFD"), including updating the EIFD application and tax increment projections, attending public meetings and hearings, negotiation of tax increment contribution by the County, and assistance with the final Los Angeles County EIFD resolution for consideration by the Board of Supervisors.

Task 3: Infrastructure Financing Plan, Fiscal Impact Analysis, Final EIFD Approval Based on the City's adopted resolution establishing the EIFD, K will continue to work with the City to draft an Infrastructure Financing Plan (" IFP"), draft supporting fiscal impact analyses, assist legal counsel in preparation of CEQA documentation, and attend Public Finance Authority ("PFA") meetings and hearings for final approval of IFP and EIFD.

Task 4: Stakeholder Meetings, PFA Board, EIFD Formation and Ongoing Activities Consultant will continue to meet with the PFA board, EIFD property owners, and stakeholders ( e.g. Southern California Edison, County Supervisors/CEO), including activities related to the expansion of Public Financing Authority membership to include the County, and ongoing project support for EIFD/PFA activities as may be needed.

Task 5: Waterfront Real Estate Activities
Consultant shall provide continued support on the harbor waterfront properties, including assistance with the evaluation and negotiation of proposals related to the potential redevelopment of the properties. Certain of these activities may include litigation support.

Task 6: Other As-Needed Services
Consultant will provide other as- needed real estate and economics advisory services as requested by Client, and mutually agreed upon by Consultant. tuorvpoa`
KOSM& AS-01 BSTERNBERG
4 oRo

CERTIFICATE OF LIABILITY INSURANCE

DATE IDD/ YYYY)
10/ 10/ 2019
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 INSURER(S), 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 endorsement(s).

PRODUCER License# 0C36891 CONTACT Brett R Sternberg
Lyddy Martin Company PHONE
No, ( 310) 478- 2625 317 FAX
20300 Ventura Blvd. Suite 340 Eat): A/C, No):

Woodland Hills, CA 91364 ADAIL [email protected]
INSURER( S) AFFORDING COVERAGE NAIC#
INSURER A: Sentinel Insurance Company, Ltd 11000
INSURED INSURER B:

Kosmont& Associates, Inc.

INSURER C
Dba: Kosmont Companies
1601 N. Sepulveda Blvd.# 382 INSURER D:

Manhattan Beach, CA 90266 INSURER E:

INSURER F:

COVERAGES CERTIFICATE NUMBER: REVISION 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

TYPE OF INSURANCE ADDL SUBR

POLICY NUMBER

POLICY EFF POLICY EXP
LTR INSD WVD IMM/ DD/YYYY1 ( MM/ DD/ YYYYI LIMITS
A X : COMMERCIAL GENERAL LIABILITY IEACHOCCURRENCE 1, 000,000 CLAIMS-MADE X ' OCCUR X 72SBABC3942 6/27/ 2019 6/ 27/ 2020 PREM SES Ea occurence) $ 1, 000,000 MED EXP( Any one person) $
10,000
PERSONAL 8 ADV INJURY $ 1, 000,000
GEN' L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2, 000,000 X POLICY PE9 LOC PRODUCTS- COMP/ OP AGG $ 2, 000,000
I OTHER:

A
i
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1, 000,000
Ea accident)
ANY AUTO 72SBABC3942 6/27/ 2019 6/ 27/ 2020 BODILY INJURY( Per person) $ I ' AUTOS
OWNED
ONLY
i '
AUTOS SCHEDULEDOBODILYINJURY( Per accident) $

X HIRED X NON- OWNED PROPERTY DAMAGE
AUTOS ONLY AUTOS ONLY Per accident)
A X UMBRELLA LIAB X . OCCUR EACH OCCURRENCE 3, 000,000
EXCESS LIAB CLAIMS-MADE 72SBABC3942 6/ 27/ 2019 6/ 27/ 2020 AGGREGATE 3, 000,000
DED X RETENTION$ 10,000
WORKERS COMPENSATION 1PER 0THAND EMPLOYERS' LIABILITYY/ N

STATUTE ER
ANY PROPRIETOR/ PARTNER/EXECUTIVE E. L. EACH ACCIDENT
OFFICER/ MEMBER EXCLUDED? N/ A
Mandatory in NH)
E. L. DISEASE- EA EMPLOYEE $
If yes, describe under
DESCRIPTION OF OPERATIONS below E. L. DISEASE- POLICY LIMIT $ DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE ty of Redondo Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Ci Attn: Risk Manager
ACCORDANCE WITH THE POLICY PROVISIONS.
415 Diamond Street
Redondo Beach, CA 90277 AUTHORIZED REPRESENTATIVE
I 44f55
ACORD 25( 2016/03) 1988-2015 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD

BUSINESS LIABILITY COVERAGE FORM
b) Rented to, in the care, custody or b. Coverage under this provision does not control of, or over which physical apply to:
control is being exercised for any 1) "
purpose Bodily injury" or " property damage" by you, any of your that occurred; or employees", " volunteer workers",
any partner or member( if you are
2) " Personal and advertising injury"
a
partnership or joint venture), or arising out of an offense committed any member ( if you are a limited before you acquired or formed the liability company). organization.
b. Real Estate Manager 4. Operator Of Mobile Equipment
Any person (other than your" employee" or With respect to " mobile equipment' registered in volunteer worker"), or any organization your name under any motor vehicle registration while acting as your real estate manager. law, any person is an insured while driving such c. Temporary Custodians Of Your equipment along a public highway with your Property permission. Any other person or organization
responsible for the conduct of such person is Any person or organization having proper also an insured, but only with respect to liability temporary custody of your property if you arising out of the operation of the equipment, and die, but only: only if no other insurance of any kind is available 1) With respect to liability arising out of the to that person or organization for this liability. maintenance or use of that property; and However, no person or organization is an insured 2) Until your legal representative has with respect to:
been appointed. a. " Bodily injury" to a co-"employee" of the d. Legal Representative If You Die person driving the equipment; or Your legal representative if you die, but b. " Property damage" to property owned by, only with respect to duties as such. That rented to, in the charge of or occupied by representative will have all your rights and you or the employer of any person who is duties under this insurance. an insured under this provision. e. Unnamed Subsidiary 5. Operator of Nonowned Watercraft Any subsidiary and subsidiary thereof, of With respect to watercraft you do not own that yours which is a legally incorporated entity is less than 51 feet long and is not being used of which you own a financial interest of to carry persons for a charge, any person is an more than 50% of the voting stock on the insured while operating such watercraft with effective date of this Coverage Part. your permission. Any other person or The insurance afforded herein for any
organization responsible for the conduct of
subsidiary not shown in the Declarations such person is also an insured, but only with as a named insured does not apply to respect to liability arising out of the operation injury or damage with respect to which an
of the watercraft, and only if no other
insured under this insurance is also an
insurance of any kind is available to that
insured under another policy or would be person or organization for this liability. an insured under such policy but for its However, no person or organization is an termination or upon the exhaustion of its insured with respect to:
limits of insurance. a. " Bodily injury" to a co-" employee" of the

3. Newly Acquired Or Formed Organization person operating the watercraft; or Any organization you newly acquire or form, b. " Property damage" to property owned by, other than a partnership, joint venture or rented to, in the charge of or occupied by limited liability company, and over which you you or the employer of any person who is maintain financial interest of more than 50% of an insured under this provision. the voting stock, will qualify as a Named 6. CitAdditioiiiirlaiikdCWWWROOkitty Insured if there is no other similar insurance 41Weitteitiron act,;;4Writte = Agteement^Oi available to that organization. However: ipnj#'
a. Coverage under this provision is afforded Ttte piSoti soro0t 'a rn5ciafed i%1 only until the 180th day after you acquire Paragr phsi;a thro"i,gh,if;:below'e tftl1l or form the organization or the end of the insuireds_when you have agreed, "inA=writtenF policy period, whichever is earlier; and
Form SS 00 08 04 05 Page 11 of 24

BUSINESS LIABILITY COVERAGE FORM
3 cotifraCt, rit.tertt"agreement r,'bedar se ota;i
e) Any failure to make such
Obit issued,f by as , state# or political' inspections, adjustments, tests or subtiivisiori; thatisu`chperson' ir ocgatl12atiatk- servicing as the vendor has be added gas an additiohal insured ort E your agreed to make or normally potty, provlded the' into`ry, orciamage>ocaurs- undertakes to make in the usual subsequent tolhe;executionregfthe cor"tract or course of business, in connection ag eeit efit itthe'issuance ofthe permit with the distribution or sale of the A ; persorl= or. organization is+''r'an;:,additional,? products; insured. under,.,;this., pt'avislon.: onty.,=E for tttat f) Demonstration, installation, period_l.of ftirne,v; required by a;ntheAcontrac; servicing or repair operations, agreement ar,,perrit except such operations performed
However, no such person or organization is an
at the vendor's premises in
additional insured under this provision if such
connection with the sale of the
person or organization is included as an
product;
additional insured by an endorsement issued g) Products which, after distribution by us and made' a part of this Coverage Part, or sale by you, have been labeled including all persons or organizations added or relabeled or used as a as additional insureds under the specific container, part or ingredient of any additional insured coverage grants in Section other thing or substance by or for F.— Optional Additional Insured Coverages. the vendor; or a. Vendors h) " Bodily injury" or " property
Any person(s) or organization(s) ( referred to damage" arising out of the sole below as vendor), but only with respect to
negligence of the vendor for its
bodily injury" or " property damage" arising
own acts or omissions or those of
out of "your products" which are distributed its employees or anyone else or sold in the regular course of the vendor's
acting on its behalf. However, this
business and only if this Coverage Part exclusion does not apply to:
provides coverage for " bodily injury" or
i) The exceptions contained in
property damage" included within the Subparagraphs( d) or( f); or products-completed operations hazard". ii) Such inspections, adjustments, 1) The insurance afforded to the vendor tests or servicing as the vendor is subject to the following additional has agreed to make or normally exclusions: undertakes to make in the usual
course of business, in This insurance does not apply to:
connection with the distribution
a) " Bodily injury" or " property or sale of the products. damage" for which the vendor is 2)
obligated This insurance does not apply to any to pay damages by insured person or organization from reason of the assumption of whom you have acquired such products, liability in a contract or agreement. or any ingredient, part or container, This exclusion does not apply to entering into, accompanying or liability for damages that the containing such products. vendor would have in the absence of the contract or agreement; b. Lessors Of Equipment
b) Any express warranty 1) Any person or organization from unauthorized by you; whom you lease equipment; but only c) Any physical or chemical change with respect to their liability for "bodily injury", " property damage" or in the product made intentionally personal and advertising injury" by the vendor; caused, in whole or in part, by your d) Repackaging, except when maintenance, operation or use of unpacked solely for the purpose of equipment leased to you by such inspection, demonstration, testing, person or organization. or the substitution of parts under
instructions from the manufacturer,
and then repackaged in the
original container;

Page 12 of 24 ends

BUSINESS LIABILITY COVERAGE FORM
6) When You Are Added As An When this insurance is excess over other Additional Insured To Other insurance, we will pay only our share of Insurance the amount of the loss, if any, that That is other insurance available to exceeds the sum of:
you covering liability for damages 1) The total amount that all such other arising out of the premises or insurance would pay for the loss in the operations, or products and completed absence of this insurance; and operations, for which you have been 2) The total of all deductible and self- added as an additional insured by that insured amounts under all that other insurance; or
insurance.
7) When You Add Others As An
Additional Insured To We will share the remaining loss, if any, with This any other insurance that is not described in Insurance
this Excess Insurance provision and was not
That is other insurance available to an bought specifically to apply in excess of the additional insured. Limits of Insurance shown in the
However, the following provisions Declarations of this Coverage Part. apply to other insurance available to c. Method Of Sharing any person or organization who is an If all the other insurance permits additional insured under this Coverage Part: contribution by equal shares, we will follow
this method also. Under this approach,
a) Primary Insurance When each insurer contributes equal amounts Required By Contract until it has paid its applicable limit of This. insurance is primary if you insurance or none of the loss remains, have agreed in a written contract, whichever comes first. written agreement or permit that If any of the other insurance does not permit this insurance be primary. If other contribution by equal shares, we will insurance is also primary, we will contribute by limits. Under this method, each share with all that other insurance insurer's share is based on the ratio of its by the method described in c. applicable limit of insurance to the total below. applicable limits of insurance of all insurers.
b) Primary; And Non Contributory 8. Transfer Of Rights Of Recovery Against To= : Other Insurance ' When` Others To Us
Required-By Contract
a. Transfer Of Rights Of Recovery
Afs you have agreed' in, a written If the insured has rights to recover all or contract, written agreement4, ori
permif_Fthat ; this " insurance =iso
part of any payment, including
Supplementary Payments, we have made
primary and-snon ontributory:<with° under this Coverage Part, those rights are the , additional insureds' own` transferred to us. The insured must do insurance, this
nothing after loss to impair them. At our
pnmary' andh°ewe , will note seek„
request, the insured will bring " suit" or contribution from , that. •'others. transfer those rights to us and help us insur`a`nce.
enforce them. This condition does not
Paragraphs( a) and ( b) do not apply to apply to Medical Expenses Coverage. other insurance to which the additional b ; Waiver;Cf' Rigt tsrOf F ecoveryt"(Waiver':
insured has been added as an Of Subrogation)`
additional insured.
if the insured t has waived at y rigt.ts of When this insurance is excess, we will rebbcieti against e'r* :;person) ; or
have no duty under this Coverage Part to
organizationfor.all a r pa woof at pay[ ent defend the insured against any" suit" if any including iSupplementa y' Payments,.:"we: other insurer has a duty to defend the have; made. uncle"r thts: Coverage wPart uwe insured against that " suit". If no other also' waive that right, provideTthe insured; insurer defends, we will undertake to do vatved= their rights 1. of, recoveryfr 1' agamst; so, but we will be entitled to the insured' s
such. pettbiVor organization in" a:contract
rights against all those other insurers. agreement or permit<:thatiwirasexecuted' prior•to the.injuryor;damage.

Form SS 00 08 04 05 Page 17 of 24

AC RD CERTIFICATE OF LIABILITY INSURANCE DATE( MM/ DDPYYY) 10/ 10/2019
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must 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 endorsement(s).

PRODUCER CONTACT Rick Powell NAME:

Rick Powell Insurance Agency, Llc A/C, No, Ext): ( 818) 861- 7440 FAX 804- 9710 No): ( 760) 804- 9710 3500 West Olive Ave, Suite 300 E- MAIL DRIESS: [email protected] Burbank, CA 91505 INSURER(S) AFFORDING COVERAGE NAIC#
Phone ( 818) 861- 7440 Fax ( 760) 804-9710 INSURERA: HISCOX INSURANCE COMPANY INC. 10200

INSURED
INSURER B:

Kosmont& Associates, Inc. dba Kosmont Companies INSURER C:
1601 N Sepulveda Blvd # 382 INSURER D:

INSURER E:

Manhattan Beach CA 90266
INSURER F:

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

INSR ADDLSUBR POLICY EFF POLICY EXP

LTR TYPE OF INSURANCE INSR WVD POLICY NUMBER MM/ DDYYY) ( MM/ DD/YYYY) Y LIMITS

COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE
111OCCUR DAMAGE TO RENTED CLAIMS-MADE PREMISES( Ea occurrence) $ MED EXP( Any one person) $
PERSONAL& ADV INJURY $
GEN' L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY 9 LOC PRODUCTS- COMP/OP AGG $
OTHER

AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT
Ea accident)
El ANY AUTO BODILY INJURY( Per person) $
ALL OWNED SCHEDULED BODILY INJURY( Per accident} $ AUTOS AUTOS

HIRED AUTOS

NON- OWNED PROPERTY DAMAGE
AUTOS Per accident)

UMBRELLA LIAB OCCUR EACH OCCURRENCE

EXCESS LIAB CLAIMS- MADE AGGREGATE
DED RETENTION$
WORKERSCOMPENSATIONPER OTHAND EMPLOYERS' LIABILITY Y/ N

STATUTE ER
ANY PROPRIETOR/ PARTNER/EXECUTIV E. L. EACH ACCIDENT
OFFICER/ MEMBER EXCLUDED? N/ A
Mandatory in NH) E. L. DISEASE- EA EMPLOYEE $
If yes, describe under
DESCRIPTION OF OPERATIONS below E. L. DISEASE- POLICY LIMIT $ A Errors& Omissions Coverage Y MPL1425837. 19 03/ 15/ 2019 03/ 15/2020 $ 2,000,000/$ 2, 000,000 Per Claim/Aggregate DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES ( Attach ACORD 101, Additional Remarks Schedule, if more space is required) City of Redondo Beach, its officers, elected and appointed officials employees and volunteers are Additional Insured as respects operations performed by the named insured, per form PLPMPL P0002 CW( 06/ 14) attached.

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Redondo Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attn: Risk Manager
ACCORDANCE WITH THE POLICY PROVISIONS.
415 Diamond Street AUTHORIZED REPRESENTATIVE
Redondo Beach, CA 90277
te'
le: 2;)
I
1 1988- 2014 ACORD CORPORATION. All rights reserved.

ACORD 25( 2014/ 01) QF The ACORD name and logo are registered marks of ACORD

SIXTH AMENDMENT TO AGREEMENT FOR CONSULTING SERVICES

BETWEEN

THE CITY OF REDONDO BEACH
AND
KOSMONT & ASSOCIATES, INC.

DBA KOSMONT COMPANIES

THIS SIXTH AMENDMENT TO THE AGREEMENT FOR CONSULTING SERVICES Sixth Amendment") is made between the City of Redondo Beach, a chartered municipal corporation (" City") and Kosmont & Associates, Inc., a California corporation dba Kosmont Companies ("Consultant").

WHEREAS, on December 2, 2014, the parties hereto originally entered into that certain Agreement for Consulting Services between the City and Consultant ("Agreement"); and WHEREAS, on December 1, 2015, the parties entered into a First Amendment (" First Amendment") which extended the term to December 31, 2016 and increased the compensation to $250,000; and
WHEREAS, on July 5, 2016; the parties entered into a Second Amendment (" Second Amendment") which extended the term to June 30,2017 and increased the compensation to$ 430,000; and
WHEREAS, on March 21, 2017, the parties entered into a Third Amendment (" Third Amendment") .which extended the term to December 6, 2017 and increased the compensation to $ 570,000; and
WHEREAS, on November 7, 2017, the parties entered into a Fourth Amendment ("Fourth Amendment") which extended the term to July 30, 2018 and increased the compensation to$ 745,000; and
WHEREAS, on March 20, 2018, the parties entered into a Fifth Amendment (" Fifth Amendment") which extended the term to July 30, 2019 and increased the compensation to $945,000; and
WHEREAS, City and Consultant desire to amend the Agreement pursuant to the terms and conditions set forth herein.

NOW, THEREFORE, the parties hereby agree to make the following amendments to the Agreement:.

1. Scope of Services: Exhibit A of the Agreement ( as amended) is replaced in its entirety by the Scope of Services Attached to this Sixth Amendment.

2.. Term: Exhibit B of the Agreement is hereby amended to extend the term of the Agreement to July 30, 2020.

L.O.

3. Compensation: Exhibit C of the Agreement is hereby amended to increase the. compensation by$ 225,000.00 thereby increasing the total not to exceed amount to $ 1, 170, 000.00. Except as expressly stated herein, Exhibit C of the Agreement shall remain unchanged and in full force and effect.

4. Modification. Except as expressly set forth herein, the Agreement, the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment and the Fifth Amendment shall continue in full force and effect. The Agreement, First Amendment, Second Amendment, Third Amendment, Fourth Amendment, Fifth Amendment together with this Sixth Amendment constitute the entire agreement between theparties and supersedes any previous oral orwritten agreement. In the event of any inconsistency among this Sixth Amendment and the Fifth Amendment, Fourth, Amendment, Third Amendment, Second Amendment, First Amendment and Agreement, the terms of this Sixth Amendment shall prevail. This Sixth Amendment may be modified or amended only by a subsequent writing executed by all ofthe parties and approval by the City Council.

SIGNATURES ON FOLLOWING PAGE]
NPog'
4 j' -
IN WITNESS WHEREOF, the parties have entered into this Sixth Amendment as of this 19th day of February, 2019.

CITY OF REDONDO BEACH KOSMONT& ASSOCIATES, INC
A chartered municipality a California Corporation
dba KOSMONT COMPANIES
e, At . 4111
William C. Brand, Mayor ame ,Pry Kosmont
Title: CEO
APPROVED AS TO FORM:

Michael W. Webb, City Attorney
APPROVED:

Risk Manager
ATTEST:

EleanorManzano, Clerk

PROJECT DESCRIPTION AND/OR SCOPE OF SERVICES
Task 1: Continued Support on Existing Citywide Economic Development.Projects Consultant shall provide continued support on existing projects, assistance with the evaluation of proposals related to the potential redevelopment of the AES powerplant site, redevelopment of the Redondo Beach Galleria and other projects as assigned.

Task 2: Refine Tax Increment Analysis, Update County EIFD Application Consultant shall continue to refine EIFD boundaries, parameters, and development scenarios to update tax increment projections for EIFD and prepare final Los Angeles County EIFD application to the CEO' s office for consideration by the Board of Supervisors.

Task 3: Stakeholder Meetings, PFA Board, EIFD Formation Consultant shall continue to meet with EIFD property owners and stakeholders ( e.g.

Southern California Edison, LA County Supervisors/CEO), propose Public Financing Authority membership, and prepare documentation for EIFD formation resolution by Redondo Beach City Council and LA County Board of Supervisors.

Task 4: EIFD City/County Resolutions
Consultant shall prepare final EIFD formation resolutions for City/County, attendmeetings with staff to review, and publicly-noticed meetings forapproval.

Task 5: Infrastructure Financing Plan, Fiscal Impact Analysis, Final EIFD Approval Upon approval of EIFD City/County resolutions, Consultant shall work with City to draft an Infrastructure Financing Plan and supporting fiscal impact analysis. Consultant shall assist legal counsel in preparation of CEQA documentation and attend public hearing for final approval of EIFD.

Task 6: Waterfront.Real Estate Activities
Consultant shall provide continued support on the harbor waterfront properties, including assistance with the evaluation and negotiation of proposals related to the potential redevelopmentof the properties. Certain of these activities may include litigation support.

Task 7: Other As-Needed Services
Consultant shall provide other as-needed real estate advisory services as requested by Client, and mutually agreed upon by Consultant.
ram
a. e a :.
t. .

FIFTH AMENDMENT TO AGREEMENT FOR CONSULTING SERVICES

BETWEEN

THE CITY OF REDONDO BEACH
AND
KOSMONT & ASSOCIATES, INC.

DBA KOSMONT COMPANIES

THIS FIFTH AMENDMENT TO THE AGREEMENT FOR CONSULTING SERVICES FIFTH Amendment") is made between the City of Redondo Beach, a chartered municipal corporation (" City") and Kosmont & Associates, Inc., a California corporation dba Kosmont Companies (" Consultant").

NOW, THEREFORE, the parties hereby agree to make the following amendments to the Agreement:

1. Scope of Services: Exhibit A of the Agreement is hereby amended to add the following duties to the Scope of Services: Consultant shall assist the City with real estate advisory services related to the potential acquisition of the AES powerplant site within the City. Consultant' s services shall include property due diligence, the evaluation of potential acquisition funding mechanisms, and evaluation of potential acquisition partners. As part of this task, Consultant will retain subcontractors to provide general site planning services and due diligence on physical site conditions. Consultant shall provide real estate advisory services as part of the City's consideration and review of the potential redevelopment of the Redondo Beach Galleria. Consultant shall provide real estate advisory services as part of the City' s potential efforts for enhancing Artesia Boulevard.

2. Term: Exhibit B of the Agreement is hereby amended to extend the term of the Agreement to July 30, 2019.

3. Compensation: Exhibit C of the Agreement is hereby amended to increase the compensation by $ 200, 000.00 thereby increasing the total not to exceed amount to $ 945,000. 00. Except as expressly stated herein, Exhibit C of the Agreement shall remain unchanged and in full force and effect.

4. Modification. Except as expressly set forth herein, the Agreement, the First Amendment, the Second Amendment, the Third Amendment and the Fourth Amendment shall continue in full force and effect. The Agreement, First Amendment, Second Amendment, Third Amendment, Fourth Amendment together with this Fifth Amendment constitute the entire agreement between the parties and supersedes any previous oral or written agreement. In the event of any inconsistency among this Fifth Amendment and the Fourth Amendment, Third Amendment, Second Amendment, First Amendment and Agreement, the terms of this Fifth Amendment shall prevail. This Fifth Amendment may be modified or amended only by a subsequent writing executed by all of the parties and approval by the City Council.

SIGNATURES ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the parties have entered into this Fifth Amendment as of this 20th day of March, 2018.

CITY OF REDONDO BEACH KOSMONT & ASSOCIATES, INC
A chartered municipality a California Corporation
dba KOSMONT COMPANIES
e,
William C. Brand, Mayor Name: Or osmont
Title: CEO
APPROVED AS TO FORM:
7711.17/ 14), aelt
Michael Webb, City Attorney
APPROVED:

MIS
Jill Buchh k Manager
ATTEST:

Eleanor Manzano, City lerk

FOURTH AMENDMENT TO AGREEMENT FOR CONSULTING SERVICES

BETWEEN

THE CITY OF REDONDO BEACH
AND
KOSMONT & ASSOCIATES, INC.

DBA KOSMONT COMPANIES

THIS FOURTH AMENDMENT TO THE AGREEMENT FOR CONSULTING SERVICES Fourth Amendment") is made between the City of Redondo Beach, a chartered municipal corporation (" City") and Kosmont & Associates, Inc., a California corporation dba Kosmont Companies (" Consultant").

NOW, THEREFORE, the parties hereby agree to make the following amendments to the Agreement:

1. Term: Exhibit B of the Agreement is hereby amended to extend the term of the Agreement to July 30, 2018.

2. Compensation: Exhibit C of the Agreement is hereby amended to increase the compensation by $ 175, 000. 00 thereby increasing the total not to exceed amount to $ 745, 000.00. Except as expressly stated herein, Exhibit C of the Agreement shall remain unchanged and in full force and effect.

3. Modification. Except as expressly set forth herein, the Agreement, the First Amendment, the Second Amendment, and the Third Amendment shall continue in full force and effect. The Agreement, First Amendment, Second Amendment, Third Amendment together with this Fourth Amendment constitute the entire agreement between the parties and supersedes any previous oral or written agreement. In the event of any inconsistency among this Fourth Amendment and the Third 447r
C
Amendment, Second Amendment, First Amendment and Agreement, the terms of this Fourth Amendment shall prevail. This Fourth Amendment may be modified or amended only by a subsequent writing executed by all of the parties and approval by the City Council.

SIGNATURES ON FOLLOWING PAGE]
pEJNt,
ull: TAli(5M,-T{
x
IN WITNESS WHEREOF, the parties have entered into this Fourth Amendment as of this 14th day of November, 2017.

CITY OF REDONDO BEACH KOSMONT & ASSOCIATES, INC
A chartered municipality a California Corporation
dba KOSMONT COMPANIES
J
G
William C. Brand, Mayor Name 7--, , mss 'io.-,t
Title: Pres cIe/ i-f'
APPROVED AS TO FORM:
111-eveAlcht
Michael Webb, City Attorney
APPROVED:
7--e )
Jill Bumnoo, Risk Manager
ATTEST:
flietW1
Eleanor Manzano, City rk
N KOSM& AS-01

A ORO BSTERNBERGI

CERTIFICATE OF LIABILITY INSURANCE

DATE( MM/ DDIYYYY)
11/ 08/ 2017
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 INSURER( S), 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.

PRODUCER License# 0C36891 I CONTACT Brett R Sternberg
Lyddy Martin Company PHONE FAX
20300 Ventura Blvd. Suite 340 ac. No, Ext):( 310) 478-2625 317 NC, No):

Woodland Hills, CA 91364 ADDREs: brett© Iyddymartin.com

INSURER(S) AFFORDING COVERAGE NAIC A
INSURER A: Foremost Signature Insurance Company 41513
INSURED INSURER B:

Kosmont& Associates, Inc.

INSURER C: Dba: Kosmont Companies
1601 N. Sepulveda Blvd.# 382 INSURERD:

Manhattan Beach, CA 90266 INSURER E:

INSURER F:

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

INSR ADDL SUER' POLICY EFF POLICY EXP
LTR TYPE OF INSURANCE INSD WVO POLICY NUMBER IMM/ DD/ YYYY) O1sM/ DD/ YYYYI LIMITS

A X COMMERCIAL GENERAL LIABILITY
EACH OCCURRENCE 1, 000, 000
CLAIMS- MADE X OCCUR X PASO40846504 06/27/2017 06/27/2018 DAMAGE TO RENTED 1, 000 000 X Contractual Liab
PREMISES( Ea occurrence) $
MED EXP( Any one person) $ 10, 000
PERSONAL& ADV INJURY $ Excluded
GENL AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY JECT LOC PRODUCTS- COMP/OP AGG $ 2,000,000
OTHER'
A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1, 000,000 a accident/ _-
ANY AUTO X PAS040846504 06/27/2017 06/27/2018 BODILY INJURY( Per person) $

OWNED SCHEDULED
BODILY INJURY( Per accident) $ AUTOS ONLY

I X AUTOS ONLY X
AUTOSBODILY D AUTOS ONLY PROPERTYer accident)DAMAGE
A X UMBRELLA LIAB X OCCUR EACH OCCURRENCE 3, 000,000
I
EXCESS LIAB _ CLAIMS- MADE PAS040846504 06/27/2017 06/27/2018 AGGREGATE 3, 000,000 1 DED 1 RETENTION$
WORKERS COMPENSATION PER OTHAND EMPLOYERS' LIABILITY
YIN

STATUTE ER
ANY PROPRIETOR/PARTNER.!EXECUTIVE E.L. EACH ACCIDENT OFFICER/ MEMBER EXCLUDED' N/ A Mandatory In NH)
E.L. DISEASE- EA EMPLOYEE, If yes. describe under
DESCRIPTION OF OPERATIONS below E. L. DISEASE- POLICY LIMIT $ DESCRIPTION OF OPERATIONS/ LOCATIONS: VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space Is required) The City, its officers, elected and appointed officials, employees, and volunteers are named additional insured. The insurance is primary and non- contributory
Other named insureds under the policy: Kosmont Realty Corporation

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Redondo Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Attn: Risk Manager 415 Diamond Street
Redondo Beach, CA 90277 AUTHORIZED REPRESENTATIVE
614t
ACORD 25( 2016/ 03) 1988- 2015 ACORD CORPORATION. All rig s se ed.

The ACORD name and logo are registered marks of ACORD

Page 61 of 63 ends

1 KOSM&AS-01 PPE- U
9COR0' DATE pAMIDDIYYYYI
4,...--- CERTIFICATE OF LIABILITY INSURANCE 06/07/2016
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 INSURER( S), 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 ofthe policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

PRODUCER License# 0C36891 i NTAmp. CT Brett R Sternberg L ddv
Ventura
Martin Company
Blvd. Suite 340 PH
lac: No, Eat/:( 310) 478-2625 317 WC. Nu):

Wooitiand Hills, CA 91364 Mass,[email protected]
INSURER(S) AFFORDING COVERAGE I NAIC r
INSURER A: ForemostSignature Insurance Company 41513
INSURED INSURERS:

Kosmont& Associates, Inc.

INSURER C
Dba: Kosmont Companies
1601 N.. Sepulveda Blvd.# 382 INSURER D:

Manhattan Beach, CA 90266 INSURER E:

INSURER F:

COVERAGES CERTIFICATE NUMBER:. REVISION NUMBER:

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THEINSURED NAMED ABOVE FOR THE POLICYPERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

INSR

TYPE OF INSURANCE JNSC WVD POLICY NUMBER M

DCDYIYEFF

YYYI IMM/ DD/YYYYI LTR LIMITS

A X COMMERCIAL GENERAL LIABILITY
EACH OCCURRENCE 1, 000.000
CLAIMS- MADE X OCCUR X PASO4084650406/27/2018 06/27/2019 DAMAGE TOffORENTED srsurmncel $ 1, 000,000
MED EXP( Any one person)__
10000
PERSONAL& ADV INJURY $_
GEN1 AGGREGATE LIMIT APPLIES PERI GENERAL AGGREGATE $ 2,000,000 POLICY gel, , LOC PRODUCTS_ COMP/ OP AGG $ _ 2,000,000
OTHER'.

A AUTOMOBILE LIABILITY CIEareclNEO SINGLE LIMIT $ 1, 000,000 ANY AUTO X PA3040846504 06/27/2018 06/27/2019 BODILY INJURY( Per person) $

OWNED SCHEDULED
BODILY INJURY( Per aced/enl)_ $__ AUTOSINEONLY
X SCCHHEaD Eo AUTOS ONLY X AUTOSONNLY per PROPERTYnDAMAGE A UMBRELLA UAB _ OCCUR EACH OCCURRENCE __$ 3' 000,000
EXCESS.LIAB CLAIMS- MADE PAS040846504 06/27/2018 06/27/2019 AGGREGATE DED RETENTIONS 3,000,000
WORKERS COMPENSATION PER OTHAND EMPLOYERS' LIABILITY
Y/ N
STATUTE EB_
ANY PROPRIETOR/ PARTNER/EXECUTIVE E. L. EACH ACCIDENT
OFFICER/MEMBER EXCLUDED? N/ A
Mmmtory In NH) EL. DISEASE- EA EMPLOYEE $ IfERTN ocher
DESCRIPTION OF OPERATIONS below E. L. DISEASE- POLICY LIMIT $ DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES ( ACORD 101. Additional Remarks Schedule, may be attached if more space Is required) The its Officers, elected and appointed officials, employees, aners d volunte - are nmaed additional insured. The insurance is primary and nen-contributory
Other named Insureds under the policy: Kosmont Realty Corporation, DBA, KosmontTransaction Services

CERTIFICATE HOLDER CANCELLATION
SHOULD ANYN. OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE EXPIRATION City Of Redondo Beach ACE NOTICE WILL BE DELIVERED IN Atm:: Risk Manager
ACCORDANCE WITH THE POLICY PROVISIONS.
415 Diamond Street
Redondo Beach, CA 90277 AUTHORIZED:REPRESENTATIVE
ACORD 25( 2016/03) 1988-2015 ACORD CORPORATION . Allrights reserved.

The ACORD name and logo are registered marks of ACORD
POLICY NUMBER: PAS040846504 COMMERCIAL GENERAL LIABILITY CG 20100704
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - OWNERS, LESSEES OR

CONTRACTORS - SCHEDULED 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): _. Location(s) Of Covered Operations Information.required.to complete this.Schedule, if not shown above, will be shown in the Declarations.

A. Section II — Who Is An Insured is amended to This insurance does not apply to " bodily injury" or incluse as an additional insured the person( s) or property damage" occurring after:
organization(s) shown in the Schedule, but only 1. All work, including materials, parts or equip- with respect toliiability for "bodily injury", " property ment furnished in connection with such work, damage" or " personal and advertising injury" on the project ( other than service, maintecaused, in whole or in part, by:
nance dr repairs) to be performed by or on

1. Your acts oromissions; or behalf of the additional insured(s) at the local. The acts oromissions of those acting on your tion of the covered operations has been cornbehalf; pleted; or in the performance of your ongoing operations for 2. That portion of " your work" out of which the the additional insured(s) at the location(s) desig- injury or damage arises has been put to its nated above. intended use by any person or organization other than another contractor or subcontractor
B. With respect to the insurance afforded to these engaged in performing operations for a additional insureds, the following additional exclu- principal as a part of the same project. sions apply:

CG 20 1007 04 Copyright, ISO Properties, Inc., 2004 Page 1 of 1

UNIFORM

ACOR DATE( MMIDDNYYY)
CERTIFICATE OF LIABILITY INSURANCE AttN 11? 1922 10/ 01/ 201_8 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 INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, ANO THECERTIFICATEHOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,.thepolicy(ies) must have.ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the termsand conditions of the policy, certain policies may require an endorsement. A statement on this. certificate does not confer rights to.the certificate.holder-in lieu.of.such endorsement(s). .

PRODUCER CONTACT - . . . _ . _ NAME: LODkton Companies, LLC PHONE 688-626-8365 FAi5847 San Felipe, Suite 320 411C No Enc I DVC, No): - Houston, 7X77057 ADDRESS:
r

INSURERS) AFFORDING COVERAGE RUC II
INSURER A_ Ace American Insurance Co
IN
22667
INSURED Disparity, Inc. UC/F
INSURER B__ _.

KOSMONT& ASSOCIATES, INC. INSURER C:

Y_ __
19001 CraeCB111Ki339 Orin
D: nowood, TX77339
INSURER E:

INSURERF: I_ _-_. - .

COVERAGES_ CERTIFICATE-NUMBER: REVISION NUMBER:

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE: USTEDBELOIN 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 TOWHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL 7HE TERMS, EXCLUSIONS AND CONDITIONS OF-SUCH POLICIESLIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

ILTRNS.

TYPE OF INSURANCE ANDD SUMS POQCY. NUMBER._ _

POLICY EFF POLICY EXP
IMM1001YYYYI ( MMND/ YYYY) LIMITS
COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE _ r§
R
I CLAIMS. MADE I. 00CUR •

OHMAGE TO RENTED
PREMISES( Ea ocTVrrence) $
I
MED EXP( Any one person) S__
IJ _ PERSONAL& ACV INJURY S
GE ' L AGGREGATE LIMIT APPLIES PER: I GENERAL AGGREGATE — TS POLICY I LOC I PRODUCTS. COMP/OP AGG
OTHER: _ - I
AUTOMOBILELIABILITY I COMBINED SINGLE LIMIT , S War accident) ANY AUTOBODILYINJURY( Per person) $
111 AOWNED SCHEDULED
AUTOS AUTOS I BODILY INJURY( Per accident) -§
NON- OWNED PROPERTY DAMAGE t
HIRED AUTOS AUTOS I( Per accident)
UMBRELLA LIABI OCCUR I EACH OCCURRENCE EXCESS LUIB CLAIMS- MADE I AGGREGATE _ I S

OEO I RETENTIONS S,
VERS'

COMPENSATION
ILIT

PER I I ERH
AND EMPLOYERS' LIABILITY Vi
x STATUTE ER _
ANY PROPRIETORIPARTNER/EXECUTIVE i E. L. EACH ACCIDENT 15 1000.000 A ( MandatoryMEMBER EXCLUDED? N/ A X C65746645 10/01/ 2018 10/01/ 2019 ES. desctON OF OPERATIONS below
Mandatory E. L. DISEASE- EA EMPLOYEE' S I, 000.W0 In NH) R 1
SC
under
D
I
I EL, DISEASE POLICY LIMIT § 1, 000,00e
I
DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES ( Amen 101, Additional Remarks Schedule, may be attached II mare apiary Is required) WAIVER OF SUBROGATION IN FAVOR OF CITY OF REDONDO BEACH, ITS OFFICERS. ELECTED AND APPOINTED OFFICIALS, EMPLOYEES, AND VOLUNTEERS WHEN REQUIRED BY WRITTEN CONTRACT.

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE-CANCELLED BEFORE

THE EXPIDACN
TH

DATE THECY
PR
NOTICE
IN ACCORDANCE WITH THE POLICY PROVISIONS. N WILL BE DELIVERED

AUTHORIZED REPRESENTATIVE CITY OF REDONDO BEACH
a15 DIAMOND STREET
REDONDO BEACH, CA 90277 CVCAL
01988-2014 ACORD CORPORATION. All rights reserved.

Workers' Compensation and Employers' Liability Policy
Named-Insured Endorsement Number
Insperiry, Inc. UC/ F
KOSMONT& ASSOCIATES, INC. Policy Number
19001 Crescent Springs Drive Symbol: IR.WC Number: C65746645 Kingwood, TX.77339
Policy Period- _- Effective Date of Endorsement
10ro1/ 2o1.6 TO 10/ 01/ 2019 10/ 01/ 2016
Issued By( Name of Insurance Company)
Ace American Insurance Co.

Insert the policy. number. The remainder.of.the information isto be completed only when this endorsement isissued.subsequent to the preparationof the policy.

CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3.A. of the Information Page.

We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising Out Of the operations described in theSehedule, where you are required by a written contract to obtain this waiver from us.

You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule.

Schedule

1. ( X ) Specific Waiver
Name of person ororganization:

City of Redondo Beach

41.5 Diamond Street
Redondo Beach, CA 90277
Blanket Waiver
Any-person or organization for whom the Named Insured has agreed by written contract to furnish this waiver.

2. Operations:

VOLUNTEERS.

3. Premium:

The premium charge for this endorsement shall be INCLUDED percent of`the California premium developed on payroll in connection with work performed forthe above person(s) or organization(s) arising out ofthe operations described.

4. Minimum Premium : INCLUDED
Authorized Representative
WC 99 03 22
Workers' Compensation and Employers' Liability Policy
Named Insured Endorsement Number
Insperity, Iric. UC/ F
KOSMONT& ASSOCIATES, INC.
19001 Crescent-Springs Drive
Kingwood, Ti 77339
Policy Symbol - Policy Number Policy Period- Effective Date of Endorsement RWC C65746645 10/ 01/ 2018 TO 10/ 01/ 2019 10/01/ 2018 _ _ __ Issued By( Name of Insurance-Company)
AS American Insurance Co.

Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to IM preparation of the policy.

NOTICETO OTHERS ENDORSEMENT- SPECIFIC PARTIES
A. If we cancel the Policy prior to its expiration date by notice to you or the first Named Insured for any reason other than nonpayment of premium, we will endeavor, asset out below, to send written notice of cancellation, via such electronic or other form of notification as we determine, to the persons or organizations listed in the schedule set out below ( the " Schedule"). You or your representative must provide us with both the physical and e-mail address of such persons or organizations, and we will utilize such e- mail address or physical address that you or your representative provided to us on such Schedule.

B. We will endeavor to send or deliver such notice to the e-mail address or physical address corresponding to each person or organization indicated in the Schedule at least 30 daysprior to the cancellation date.applicable to the Policy.

C. The notice referenced in this endorsement is intended only to be a courtesy notification to the person(s) or organization(s) named in the Schedule in the event of a pending cancellation of coverage. We have no legal obligation of any kind to any such person(s) or organization( s). Our failure to provide advance notification of cancellation to the person( s) or organization( s) shown in the Schedule shall impose no obligation or liability of any kind upon us,.our agents or representatives, will not extend any' Policy cancellation date and will not negate any cancellation of the Policy,
D. We are not responsible for verifying any information provided to us in any Schedule, nor are we responsible for any incorrect information that' you" or your representative provide to us. If you or your representative does not provide us with the information necessary to complete the Schedule, we have no responsibility for taking any action under this endorsement. In addition, if neither you nor your representative provides us with e- mail and physical address information with respect to a particular person or organization, then we shall have : no responsibility for taking action with regard to.such person or entity-under this endorsement.

E.. We may arrange with your representative to-send such notice in the event of-any such cancellation.

F. You will cooperate with us in providing, or in causing your representative to provide, the e-mail address and physical address of the persons or organizations listed in the Schedule.

G. This endorsement does not apply in the event that you cancel the Policy.

SCHEDULE
Name of Certificate Holder E- Mail Address Physical Address.

City of Rcdondo"Beath 415 Diamond Street
Redondo Beach, CA90277
All other terms and conditions of the Policy remain unchanged.

Authorized Representative
Acct#: 1171322
ALL-32688( 01/ 11) Pana 1 nil
POLICY NUMBER: PAS040846504 COMMERCIAL GENERAL LIABILITY CG 20 10 07 04
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - OWNERS, LESSEES OR

CONTRACTORS - SCHEDULED 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): Location( s) Of Covered Operations Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

A. Section II — Who Is An Insured is amended to This insurance does not apply to " bodily injury" or include as an additional insured the person( s) or property damage" occurring after:
organization( s) shown in the Schedule, but only 1. All work, including materials, parts or equip- with respect to liability for " bodily injury", " property ment furnished in connection with such work, damage" or " personal and advertising injury" on the project ( other than service, maintecaused, in whole or in part, by:
nance or repairs) to be performed by or on

1. Your acts or omissions; or behalf of the additional insured( s) at the loca2. The acts or omissions of those acting on your tion of the covered operations has been com behalf; pleted; or
in the performance of your ongoing operations for 2. That portion of " your work" out of which the the additional insured( s) at the location( s) desig injury or damage arises has been put to its nated above. intended use by any person or organization other than another contractor or subcontractor B. With respect to the insurance afforded to these engaged in performing operations for a additional insureds, the following additional exclu- principal as a part of the same project. sions apply:

CG 20 10 07 04 Copyright, ISO Properties, Inc., 2004 Page 1 UNIF 7

Page 62 of 63 ends

THIRD AMENDMENT TO AGREEMENT FOR CONSULTING SERVICES

BETWEEN

THE CITY OF REDONDO BEACH
AND
KOSMONT & ASSOCIATES, INC. DBA KOSMONT COMPANIES

THIS THIRD AMENDMENT TO THE AGREEMENT FOR CONSULTING SERVICES Second Amendment") is made between the City of Redondo Beach, a chartered municipal corporation ("City") and Kosmont& Associates, Inc., a California corporation dba Kosmont Companies (" Consultant").

NOW, THEREFORE, the parties hereby agree to make the following amendments to the Agreement:

1. Term: Exhibit B of the Agreement is hereby amended to extend the term of the Agreement to December 6, 2017.

2. Compensation: Exhibit C of the Agreement is hereby amended to increase the compensation by $ 140, 000.00 thereby increasing the total not to exceed amount to 570, 000. 00. Except as expressly stated herein, Exhibit C of the Agreement shall remain unchanged and in full force and effect.

3. Modification. Except as expressly set forth herein, the Agreement, the First Amendment and Second Amendment shall continue in full force and effect. The Agreement, First Amendment, Second Amendment together with this Third Amendment constitute the entire agreement between the parties and supersedes any previous oral or written agreement. In the event of any inconsistency among this Third Amendment, Second Amendment, First Amendment and Agreement the terms of this Third Amendment shall prevail. This Third Amendment may be modified or amended only by a subsequent writing executed by all of the parties and approval by the City Council.

SIGNATURES ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the parties have entered into this Third Amendment as of this 21st day of March, 2017.

CITY OF REDONDO BEACH KOSMONT & ASSOCIATES, INC.

A chartered municipality a California Corporation,
dba KOSMONT COMPANIES
Steve Aspel, Mayor Name
Title:

APPROVED AS " FFO/R"M:

OMiertael Webb, City Attorney
APPROVED:

Risk Manager
ATTEST:

Eleanor Manzano, City Clerk
IN WITNESS WHEREOF, the parties have entered into this Third Amendment as of this 21st day of March, 2017.

CITY OF REDONDO BEACH KOSMONT & ASSOCIATES, INC.

A chartered municipality a California Corporation,
dba KOSMONT COMPANIES
Steve A . e %. a, p7 e(
Title:

APPROVED AS TO FORM:

Michael Webb, City Attorney
APPROVED:

Risk Mana
ATTEST:
loll
Eleanor Manzano, City CI 411
4 KOSM&AS-01 BSTERNBERG
ACRO CERTIFICATE OF LIABILITY INSURANCE ryMmOYYYYI
6/ 2212016
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

IMPORTANT; If the certificate holder ban ADDITIONAL INSURED, the policy(les) must 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 Ileu of such endorsement( s).

PRODUCER LIMBO B 0C36891 CONTACT Brett R Sternberg
Lyddy Martin Company CNE
20300 Ventura Blvd. Subs 740 INC. no, E. p.( 31 O) 478-2625FAX 317 _ MC, ROS; Woodland Hills, CA 913W
muss: brettejOyddymertin.comI

INSURER(S) AFFORDING COVERAGE NACM
INwREAA: FOremOSt Signature Insurance Company 41513

INSURED
INSURER B:

Kosmont& Associates, Inc. INSURER C:

Dba: Kossnont Companies
INSURE/ 1 o: 1601 N. Sepulveda Blvd. 4382
Manhattan Beach, CA 90268 INSURER E:

INSURER F:

COVERAGES CERTIFICATE NUMBER: REVISION 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. NONATHSTANDING 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 INSIAC°

POLICY EMT POLICY EXP
LTAI TYPE OF INSURANCE INCn POLICY NUMBER 01111/0010111Y1 11MNOMYYYII LIMITS A X COMMERCIAL GENERAL WBIIIry EACH OCCURRENCE S 1, 000,000

DAMAGE TO RENTED
CWMSMAOE X OCCUR X PA8040848504 0827/2016 06/271201] pgEM: sps( Ea Qel. Ienwl f 1, 000,000 MED IMP( My one person) If 10, 000
I PERSONAL a AOV INJURY s Excluded
GENII AGGREGATE LIMIT APPLIES PEN GENERAL AGGREGATE f 2,000, 000

X POLICY
OTHERI
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s
AUTOMOBILE lAauJn Ts Es NED SINGLE LIMIT IS 1, 000,0001 ANY AUTO X . PASO40846504 08/ 2712018 08127/2011 I spwLr INJURY( Per Feam) s ALL OWNED — SCHEDULED
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BowLr INJURY rye, aruam0 s
1- HIRED AUTOS X ' NAONOSM ilPer
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S
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A EXCESS LIAR PAS040846504 0X27/ 2016'. 0X27/20171 AGGREGATE _ 3, 000.000 DLU RETENTIONS i E

WORKERS COMPENSATOR I
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AND EMPLOYERS' LIABILITY
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STATUTE
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OFICERMEMBER EXCLUDED? NIA
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CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Redondo Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City: City of ek ondoger ACCORDANCE WITH THE POLICY PROVISIONS. 415 Diamond Street
Redondo Beach, CA 90277 AUTRUTHORIZED REPRESENTATIVE
T
O 1988-2014 ACORD CORPORATION. All rights reserved.

ACORD 25( 2014/ 01) The ACORD name and logo are registered marks of ACORD s ----".....
t.

CERTIFICATE OF LIABILITY INSURANCE 07/01/ 2016
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS I 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 INSURER( S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: IIthe certificate holder Is en ADOMONAL INSURED, the pd chisel must W endorsed. IfSUBROGATION IS WAIVED, subsct to the terms and condkions of the policy, certain policies may require an endonanNnt A statement on this Certificate does not Confer rights to the certificate holder M lieu of Such endonementie).

PRODUCER CONTACT Rick Powell NAME
Rick Powell Insurance Agency, Llc ralele EN. ( 818) 861- 7440 I jro,Nqi ( 760) 804- 9710 3500 West dive Ave,& ate 300 Aware& na®ineuranu4ca mm
Burbank. CA 91505 INSURER(SI AFFORDING COVERAGE NAIL*
Plane ( 818) 861- 7440 Fax ( 780) 804- 9710 INSURER A: HISCOX INSURANCE COMPANY INC. 10200

INSURED
INSURERa:

Kosmont 8 Associates. Inc. dba Kosmont Companies INSURER C:
1601 N SemiNeda BIW # 382 INSURER 0:

INSURER E:

Manhattan Beach CA 90266
INSURER F: I
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICYPERIOD 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 INSRLERTYPE OF INSURANCE INSRSR anima SOLICY NUMBER PMMINTYOEYY LJMITS n COMMERCIAL GENERAL LNBLIY EACH OCCURRENCE
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WORMERS COMPENSATION
AND EMPLOYERS UABILITV YIN nSTATRE n WANY PROPRIETOR/PARTNEREXECUTIVEn E L EACH ACCIDENT S

OFFICER/ MEMBER EXCLUDED') NI A
Mndaby M NH) E L DISEASE- EA EMPLOYE S
Il yes. desvte crozier
DESCRIPTION Of OPERATIONS beim E L DISEASE- PaCY Ueda S A I EOOIS IS Omissions Coverage Y MPL1425837, 16 03115/2016 03/ 15/2017 E2, 000, 0D0152, 000,000 Per CWIMAggregate OESCIPnoN OF OPERATIONS I LOCA110Ns s vsxaLES( Attach ACORO 1n. AdWdosl Remarla SNnW, a anon spew M equkN) City of Redaido Beach. its oHcers, elected and appointed officials employees and volunteers are Addlaanal Instred as respects aperatons performed by the named insured, per farm PLPMPL P0002 CW( 06114) attached.

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Redondo Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN AM' Risk Manager
ACCORDANCE WITH THE POLICY PROVISIONS.
415 Diamond Street AUTHORIZED REPRESENTAINE
Redondo Beach, CA 90277
I SP
St 18882014 ACORD CORPORATION. All rights reserved.

ACORD 2512014101) OF The ACORD name and logo are registered marks of ACORD DONDO
Administrativep Re ort
Council Action Date: July 5, 2016
To: MAYOR AND CITY COUNCIL
From: STEPHEN PROUD, WATERFRONT AND ECONOMIC DEVELOPMENT

DIRECTOR
Subject: SECOND AMENDMENT TO AGREEMENT FOR REAL ESTATE

CONSULTING SERVICES BETWEEN THE CITY OF REDONDO BEACH
AND KOSMONT & ASSOCIATES, INC.

RECOMMENDATION
Approve the Second Amendment to Agreement for Consulting Services between the City of Redondo Beach and Kosmont & Associates, Inc. to increase the amount of the contract by $ 180, 000 and extend the term to June 30, 2017 and authorize the Mayor to execute the Amendment.

EXECUTIVE SUMMARY
Kosmont & Associates, Inc. has assisted the City on a variety of real estate matters in recent years. Kosmont brings over 25 years of experience in structuring public/private partnerships and economic development transactions. The firm' s broad professional perspective is crucial given the scope and complexity of the ongoing economic development activities within the City.

The proposed 2nd Contract Amendment provides a continuation of these services for projects that include the waterfront revitalization, financial strategies associated with the sale and reuse of the AES site, lease negotiations with master leaseholders, various feasibility analyses, and other real property matters. The amendment increases the compensation on the existing contract by $ 180, 000, pursuant to the budget adopted by the City Council on June 28, 2016, to an amount not -to -exceed $ 430, 000. In addition, it extends the term of the contract to June 30, 2017 to better align the contract with the City's fiscal cycle.

BACKGROUND
In 2007, the City initially contracted with Kosmont & Associates to explore the potential for revitalization of the City's Pier and Harbor area. Kosmont developed the Pier & Harbor Asset Management Plan in 2007 and the Harbor Enterprise Business Plan in 2010 which were adopted by the City and continue to serve as the basis for much of the waterfront revitalization underway today. In addition, Kosmont served as the City's Second Amendment to Agreement for Consulting Services July 5, 2016 Between the City of Redondo Beach
and Kosmont & Associates, Inc.

Page 2 ends

advisor during the reacquisition of several large leaseholds by the City to support the waterfront revitalization and during the solicitation and selection of CenterCal as the City's private sector partner for the revitalization effort. In addition, Kosmont has provided real estate advisory services on other economic development activities within the City including transaction support for the development of the Marine Avenue hotels.

In December 2014, the City executed a new contract with Kosmont that included funding for continued support of the waterfront revitalization effort, as well as funding to support other City-wide economic development activities.

The proposed 2nd Contract Amendment ( attached) provides continued funding that allows Kosmont to extend their real estate advisory and financial consulting services to the City. Much of Kosmont' s current work effort is focused on representing the City's financial interest in the significant and complex real estate transaction negotiations with CenterCal, which includes the preparation and review of the lease documentation necessary to complete the framework for this public-private partnership. In addition to Kosmont' s work on the waterfront initiative, this contract amendment provides the funding necessary to support Kosmont's other real estate and planning efforts within the City, which includes a substantial allocation of time to evaluate the proposals for the disposition and reuse of the AES property, negotiations with master leaseholders, asset management strategies, and restructuring existing agreements to advance the financial and economic interests of the City.

The contract executed in December 2014 was for a not -to -exceed amount of $ 175, 000.

The 1St Contract Amendment executed in December 2015 increased the value of the contract to a not -to -exceed amount of $ 250, 000. The proposed 2nd Contract
Amendment would add $ 180, 000 to the value of the contract, pursuant to the budget adopted by the City Council on June 28, 2016, and extend the term of the contract to June 30, 2017 — to align with the City' s fiscal year.

COORDINATION
The Waterfront and Economic Development Department collaborated with the City Attorney' s Office to develop the agreement. The City Attorney' s Office has approved the agreement as to form.

FISCAL IMPACT
The revitalization efforts at the waterfront and economic development efforts within the City have been instrumental in bringing new private sector investment to Redondo Beach and providing additional revenues to the General Fund and the Harbor Enterprise Fund. Kosmont Associates has been crucial in assisting the City in facilitating this investment and the
2nd Contract Amendment with Kosmont Associates
will provide for an additional $ 180, 000 to continue this work. Funding for this effort will be provided via Uplands and Tidelands proceeds as follows:

Second Amendment to Agreement for Consulting Services
Between the City of Redondo Beach
and Kosmont & Associates, Inc.

Page 3 ends

Funding:
90,000 Harbor Uplands Fund
90,000 Harbor Tidelands Fund
180, 000 Total
Submitted by:

Stephen Proud
Waterfront and Economic Development
Director
Attachments:

Expenditures:

July 5, 2016
90,000 Kosmont & Associates, Inc.
90,000 Kosmont & Associates, Inc.
180, 000 Total
Approved for forwarding by:

Office of the City Manager
Agreement for Consulting Services between the City of Redondo Beach and Kosmont & Associates, Inc.

First Amendment to Agreement for Consulting Services between the City of Redondo Beach and Kosmont & Associates, Inc.

Second Amendment to Agreement for Consulting Services between the City of Redondo Beach and Kosmont & Associates, Inc.

SECOND AMENDMENT TO AGREEMENT FOR CONSULTING SERVICES

BETWEEN

THE CITY OF REDONDO BEACH
AND
KOSMONT & ASSOCIATES, INC.

DBA KOSMONT COMPANIES

THIS SECOND AMENDMENT TO THE AGREEMENT FOR CONSULTING
SERVICES ("Second Amendment") is made between the City of Redondo Beach, a chartered municipal corporation ("City") and Kosmont & Associates, Inc., a California corporation dba Kosmont Companies ("Consultant").

WHEREAS, on December 2, 2014, the parties hereto originally entered into that certain Agreement for Consulting Services between the City and Consultant Agreement"); and
WHEREAS, on December 1, 2015, the parties entered into a First Amendment First Amendment") which extended the term to December 31, 2016 and increased the compensation to $ 250,000;
WHEREAS, City and Consultant desire to amend the Agreement pursuant to the terms and conditions set forth herein.

NOW, THEREFORE, the parties hereby agree to make the following amendments to the Agreement:

1. Term: Exhibit B of the Agreement is hereby amended to extend the term of the Agreement to June 30, 2017.

2. Compensation: Exhibit C of the Agreement is hereby amended to increase the compensation by$ 180, 000.00 thereby increasing the total not to exceed amount to $430, 000.00. Except as expressly stated herein, Exhibit C of the Agreement shall remain unchanged and in full force and effect.

3. Modification. Except as expressly set forth herein, the Agreement and First Amendment shall continue in full force and effect. The Agreement, First Amendment together with this Second Amendment constitute the entire agreement between the parties and supersedes any previous oral or written agreement. In the event of any inconsistency among this Second Amendment, First Amendment and Agreement the terms of this Second Amendment shall prevail. This Second Amendment may be modified or amended only by a subsequent writing executed by all of the parties and approval by the City Council.

SIGNATURES ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the parties have entered into this Second Amendment as of this 5th day of July, 2016.

CITY OF REDONDO BEACH KOSMONT & ASSOCIATES, INC.

A chartered municipality a California Corporation,
dba KOSMONT COMPANIES
ii
Steve
Ar!
seF' ayor Name y , • osrv.o Nrr
Title: FRE-SrDEnrr 4 CEO
APPROVED AS TO FORM:'
ati.

Michael Webb, City Attorney
APPROVED:

Risk anager
ATTEST:

Eleanor Manzano, City C k
ice KOSM&AS-01 BSTERNBERG

ACORO' CERTIFICATE OF LIABILITY INSURANCE

DATE( MMIDDIYYYY)
6/ 22/2016
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must 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 endorsement(s).

PRODUCER License# 0C36891 CONTACT
NAME: Brett R Sternberg
Lyddy Martin Company PHONE 310 47$- 2625 317 FAX
20300 Ventura Blvd. Suite 340 IA/C, No, Ext):1.. A/C, No):

Woodland Hills, CA 91364 ADDDREADRE SS: btt reYYI dd martin.com INSURER(S) AFFORDING COVERAGE NAIC/ 4
INSURER A: Foremost Signature Insurance Company 41513

INSURED
INSURER B:

Kosmont 8 Associates, Inc. INSURER C:

Dba: Kosmont Companies
1601 N. Sepulveda Blvd.# 382
INSURER D:

Manhattan Beach, CA 90266 INSURER E:

INSURER F: I
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

LTR TYPE OF INSURANCEADDL INSD SUBRIPOLICY WVD POLICY NUMBER EFFTPOLICY EXP I( MM/ DD/YYYY) I( MM/DDIYYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE 1, 000, 000 CLAIMS-MADE X OCCUR X PAS0406465D4 06/27/2016 0612712017 DAMAGE TORENTED PREMISES_(Ea occurrence) $ 1, 000, 000 MED EXP( Any one person) /$ 10, 000
IPERSONAL BADV INJURY $ Excluded
GEN' L AGGREGATE LIMIT APPLIES PER: I GENERAL AGGREGATE $ 2, 000, 000 X POLICY PRO- JECT LOC I PRODUCTS- COMP/OP AGG $ 2, 000, 000 OTHER: 1
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1, 000, 000
A
Ea accident)
ANY AUTO X PASO40846504 06127/2016 06/ 27/ 2017 BODILY INJURY( Per person) $ ALL ONMED SCHEDULED I BODILY INJURYPer accident $ AUTOS AUTOS INJURY( Per

HIRED AUTOS X

NON-OVNJED EPROPERTY DAMAGE
AUTOS Per accident)
X UMBRELLA UAB X OCCUR EACH OCCURRENCE 3, 000,000
A EXCESS LAB CLAIMS-MADE IPAS0408465D4 06/2712016 06127/ 2017 AGGREGATE 3, 000,000 DEC RETENTION$
WORKERS COMPENSATION IPER OTHAND EMPLOYERS' LIABILITY Y/ N IiI STATUTE I ER

ANY PROPRIETOR/ PARTNER/EXECUTIVE
OFFICER/ MEMBER EXCLUDED? NIA
EL. EACH ACCIDENT
Mandatory In NH) E. L. DISEASE- EA EMPLOYEE' $
It es, describe under I DESCRIPTIONOFOPERATIONS below I E. L. DISEASE- POLICY LIMIT $ DESCRIPTION OF OPERATIONS/ LOCATIONS I VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached If more space is required) The City, its officers, elected and appointed officials, employees, and volunteers are named additional insured. The insurance is primary and non-contributory

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Redondo Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

Attn: Risk Manager
415 Diamond Street
Redondo Beach, CA 90277 AUTHORIZED REPRESENTATIVE
I filS
1988-2014 ACORD CORPORATION. All rights reserved.

ACORD 25( 2014/ 01) The ACORD name and logo are registered marks of ACORD A
O
D
CERTIFICATE OF LIABILITY INSURANCE DATE( MMID1YYYI
Accor: 1171322 09/ 11/ 2015
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

PRODUCER CONTACT 888-828- 8365
Lockton Companies, LLC PHONE FAX
5847 San Felipe, Suite 320 IA/C. NP ExtI IA/—c flo:

Houston, TX 77057 ADDRESS:

INSURER(S) AFFORDING COVERAGE NAIC
INSURER A: Ace American Insurance Co. 22667

INSURED
INSURER B:

Insperity, Inc. L/ C/ F
KOSMONT 8 ASSOCIATES, INC. INSURER C:
19001 Crescent Springs Drive
Kingwood, TX 77339 INSURER D:

INSURER E:

INSURER F:

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

INSR

TYPE OF INSURANCE

AD DL SUER POUCY EFF POUCY EXP
LTR Wel) WVQ POUCY NUMBER IMM/DD/YYYYI IMM/ DD/YYYYI LIMITS

COMMERCIAL GENERAL LIABIUTY EACH OCCURRENCE

CLAIMS-MADE OCCUR

DAMAGE TO RENTED
PREMISES( Ea occurrence) $
MED EXP( Any one person) $
PERSONAL 8ADV INJURY $
GE ' L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY PRO- JECT LOC PRODUCTS- COMP/OP AGG $
OTHER:

AUTOMOBILE UABIUTY COMBINED SINGLE LIMIT $
Ea accident)
ANY AUTO BODILY INJURY( Per person) S

ALL OWNED SCHEDULED
AUTOS AUTOS BODILY INJURY( Per accident) S

HIRED AUTOS AUTOS NON-OWNED PROPERTY DAMAGE
Per accident)
UMBRELLA UAB OCCUR EACH OCCURRENCE _ $

EXCESS UAB CLAIMS- MADE AGGREGATE S

DED I RETENTIONS S
WORKERSCOMPENSATIONPER 0THAND EMPLOYERS' LIABILITY Y/ N X

I STATUTE I ER
A OFFICERIMEMSER EXCLUDED?

ARY ECUTIVE
N/ A C48647169 10/ 01/ 2015 10/ 01/ 2016
E. L. EACH ACCIDENT' 1, 000.000
Mandatory In NH) E. L. DISEASE- EA EMPLOYEE $ 1. 000,000 I/ yes, describe under
DESCRIPTION OF OPERATIONS below E. L. DISEASE. POLICY LIMIT $ 1.000. 000 DESCRIPTION OF OPERATORS/ LOCATORS/ VEHICLES ( ACORD 101, Addbloral Remarks Schedule. may be attached II more apace is required)

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED
IN ACCORDANCE WITH THE POLICY PROVISIONS.

CITY OF REDONDO BEACH AUTHORIZED REPRESENTATIVE
ATTN: RISK MANAGER
415 DIAMOND STREET
REDONDO BEACH, CA 90277Ta-a ' li
1988- 2014 ACORD CORPORATION. All rights reserved.

ACORD 25( 2014/01) The ACORD name and logo are registered marks of ACORD Workers' Compensation and Employers' Liability Policy
Named Insured Endorsement Number
Insperity, Inc. KOSMONT 8 ASSOCIATES. INC.
19001 Crescent Springs Drive
Kingwood, TX 77339
Policy Symbol Policy Number Policy Period Effective Date of Endorsement RWC C48647169 10/ 01/ 2015 TO 10/01/ 2016 10/01/ 2015
Issued By( Name of Insurance Company)
Ace American Insurance Co.

Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the pdicy.

NOTICE TO OTHERS ENDORSEMENT- SPECIFIC PARTIES
A. If we cancel the Policy prior to its expiration date by notice to you or the first Named Insured for any reason other than nonpayment of premium, we will endeavor, as set out below, to send written notice of cancellation, via such electronic or other form of notification as we determine, to the persons or organizations listed in the schedule set out below ( the " Schedule"). You or your representative must provide us with both the physical and e- mail address of such persons or organizations, and we will utilize such e- mail address or physical address that you or your representative provided to us on such Schedule.

B. We will endeavor to send or deliver such notice to the e-mail address or physical address corresponding to each person or organization indicated in the Schedule at least 30 days prior to the cancellation date applicable to the Policy.

D. We are not responsible for verifying any information provided to us in any Schedule, nor are we responsible for any incorrect information that you or your representative provide to us. If you or your representative does not provide us with the information necessary to complete the Schedule, we have no responsibility for taking any action under this endorsement. In addition, if neither you nor your representative provides us with e- mail and physical address information with respect to a particular person or organization, then we shall have no responsibility for taking action with regard to such person or entity under this endorsement.

E. We may arrange with your representative to send such notice in the event of any such cancellation.

F. You will cooperate with us in providing, or in causing your representative to provide, the e-mail address and physical address of the persons or organizations listed in the Schedule.

G. This endorsement does not apply in the event that you cancel the Policy.

SCHEDULE
Name of Certificate Holder • E-Mail Address Physical Address CITY OF REDONDO BEACH 415 DIAMOND STREET
REDONDO BEACH, CA 90277
All other terms and conditions of the Policy remain unchanged. chVat f
ft
Authorized Representative
Acct#: 1171322
ALL-32688 ( 01/ 11) Page 1 of 1
ACCHW® CERTIFICATE OF LIABILITY INSURANCE DATE( MMIDD/YYYY) 07/ 01/ 2016
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the pollcyfles) must 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 endorsement(s).

PRODUCER CONTACT Rick Powell NAME:

Rick Powell Insurance Agency, Llc 1PNHCONNQ_EXq ( 818) 861- 7440 FAX No): ( 760) 8049710
3500 West Olive Ave, Suite 300 ADDRESS- [email protected] Burbank, CA 91505 INSURERS) AFFORDING COVERAGE NAIC e
Phone ( 818) 861- 7440 Fax ( 760) 804-9710 INSURER A: HISCOX INSURANCE COMPANY INC. 10200 INSURED INSURER B:

Kosmont 8 Associates, Inc. dba Kosmont Companies INSURER C:
1601 N Sepulveda Blvd # 382 INSURER D:

INSURER E:

Manhattan Beach CA 90266
INSURER F:

COVERAGES CERTIFICATE NUMBER: REVISION 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

TYPE OF INSURANCE

ADDLSUBR POLICY EFF POLICY EXP
LTR 1NSH_WVD POLICY NUMBER IMMDIYYYY) ( IDLIMITS MMIDD/YYYYI

COMMERCIAL GENERAL LIABILRY
CLAIMS-MADE OCCUR EACH OCCURRENCEMAGE TO PREM SES( occurrence) S MED EXP( My one person) $
PERSONAL ADV INJURY $
GEN' L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY JECOT LOC PRODUCTS- COMP/OPAGG $
OTHER

AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT
Ea accident)
ANY AUTO BODILY INJURY( Pet person) $

SCHEDULED
BODILY INJURY( Per accident) S

HIRED AUTOS

NON-OWNED PROPERTY DAMAGE
AUTOS PROPERTY accident)
UMBRELLA LAB OCCUR EACH OCCURRENCE $
EXCESS LIAB 111 CLAIMS- MADE AGGREGATE
DED RETENTION$

WORKERS COMPENSATION I I
1 1 PTATIRE
OTRHAND EMPLOYERS' LABILITY YIN
ANY PROPRIETOR/PARTNER/EXECUrIVE^ E. L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? I NIA Mandatory in NH) E. L. DISEASE- EA EMPLOYE $ If yes, describe under
DESCRIPTION OF OPERATIONS below E. L. DISEASE- POLICY LIMIT $ A Errors 8 Omissions Coverage Y MPL1425837. 16 03/ 15/2016 03/ 15/2017 $ 2,000,000/$2,000,000 Per Claim/Aggregate DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES( Attach ACORD 101, Additional Remarks Schedule, If more space Is required) City of Redondo Beach, its officers, elected and appointed officials employees and volunteers are Additional Insured as respects operations performed by the named insured, per form PLPMPL P0002 CW( 06/ 14) attached.

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Redondo Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

Attn: Risk Manager
415 Diamond Street AUTHORIZED REPRESENTATIVE
Redondo Beach, CA 90277
I
I
1988-2014 ACORD CORPORATION. All rights reserved.

ACORD 25( 2014/ 01) OF The ACORD name and logo are registered marks of ACORD ISA
HISCOX PRO"
Consultants Professional Liability Coverage Part
I. What is covered We will pay up to the coverage part limit for damages and claim expenses in excess of the retention for covered claims against you alleging a negligent act, error, or omission in your consulting services performed on or after the retroactive date, including but not limited to:

1. breach of any duty of care;

2. negligent misstatement or negligent misrepresentation; or

3. personal and advertising injury,
provided the claim is first made against you during the policy period and is reported to us in accordance with Section V. Your obligations.

II. Coverage
enhancements We will also make the following payments:

Bodily injury/ property damage A. We will pay damages and claim expenses up to the limit stated in the Declarations for any sublimit claim against you for bodily injury and/or property damage, provided the claim is first made against you during the policy period, it directly results from your consulting services performed on or after the retroactive date, and it is reported to us in accordance with Section V. Your obligations.

You must pay the retention stated in the Declarations in connection with any payment we make under this subsection A, and any payments we make will be a part of, and not in addition to, the coverage part limit.

Defense of licensing B. We will pay up to the limit stated in the Declarations for the reasonable and necessary fees, proceedings costs, and expenses incurred with our prior consent in the investigation, defense, or appeal of any state, federal, or other licensing board inquiry or proceeding concerning your eligibility or license to engage in your consulting services, provided you first receive notice of such inquiry or proceeding during the policy period, it relates to your consulting services performed on or after the retroactive date, and it is reported to us in accordance with Section V. Your obligations.

No retention will apply to amounts we pay under this subsection B, and such amounts will be in addition to, and not part of, the coverage part limit.

Subpoena assistance C. We will pay up to the limit stated in the Declarations for the reasonable and necessary fees, costs, and expenses incurred with our prior consent to respond to a subpoena arising from the performance of your consulting services, provided you first receive notice of such subpoena during the policy period, it relates to your consulting services performed on or after the retroactive date, and it is reported to us in accordance with Section V. Your obligations.

No retention will apply to amounts we pay under this subsection C, and such amounts will be in addition to, and not part of, the coverage part limit.

Supplemental payments D. We will pay reasonable expenses, including loss of wages and a$ 250 travel per diem, incurred by you if we require you to attend depositions, arbitration proceedings, or trials in connection with the defense of a covered claim, but we will not pay more than an aggregate of$ 10,000 per claim for such expenses, regardless of the number of insureds.

No retention will apply to amounts we pay under this subsection D, and such amounts will be in addition to, and not part of, the coverage part limit.

III. Who is an For purposes of this Coverage Part, you, your, or insured means a named insured, subsidiary, insured employee, independent contractor, joint venture, or additional insured, as defined below:

Named insured means the individual, corporation, partnership, limited liability company, limited partnership, or other entity identified in Item 1 of the Declarations.

PLPMPL P0002 CW( 06/ 14) Page 1 of 7
et.

HISCOX PRO"
Consultants Professional Liability Coverage Part
Subsidiary means any entity of which the named insured has majority ownership before or during the policy period.

Employee means any past, present, or future:

1. person employed by the named insured or subsidiary as a permanent, part-time, seasonal, leased, or temporary employee, or any volunteer; or

2. partner, director, officer, or board member( or equivalent position) of the named insured or subsidiary,
but only while in the course of their performance of consulting services on behalf of or at the direction of such named insured or subsidiary.

Independent contractor means any person or entity contracted by the named insured or subsidiary to perform the same consulting services as the named insured or subsidiary, but only while in the course of their performance of consulting services on behalf of or at the direction of the named insured or subsidiary.

Joint venture means a business enterprise in which the named insured or subsidiary participates pursuant to a written agreement, but only for:

1. consulting services performed by the named insured or subsidiary; and

2. the same percentage of covered damages and claim expenses as the percentage of the named insured' s or subsidiary's participation in the joint venture.

Additional-insured) meansany,person_or organization.you.have-agreed. in. a written.contract or agreement to add asan7 additional. insured to,a.policy.providing.the.type.of coverage.afforded. by.this-Coverage. Part,.provided thecontract or agreement:)
CO ( is.currentlytn. effect.orbecomes.effective.during.the. policy.period;.and) 2) ( was executed.before.the.consulting.services.out ofwhick.the.claim.arises.were.perform& O Coverage,is.available foradditional.insuredssolely.fortheir_liability.arising.out of.your.negligenci) orof.those,acting. on.yourbehalf.and-notforany.liability.arising.out.of.the.sole.negligence& the.) additional.insured)
IV. Defense and
settlement of
claims
Defense We have the right and duty to defend any covered claim, even if such claim is groundless, false, or fraudulent.

We have the right to select and appoint counsel to defend you against a covered claim. You may request in writing that we appoint defense counsel of your own choice, but whether to grant or deny such a request will be at our sole discretion.

Settlement We have the right to solicit and negotiate settlement of any claim but will not enter into a settlement without your consent, which you agree not to withhold unreasonably. If you withhold consent to a settlement recommended by us and acceptable to the party who made the claim, the most we will pay for that claim is the sum of:

1. the amount of our recommended settlement;

2. claim expenses incurred up to the date of our recommendation;

3. 50% of all claim expenses incurred after our recommendation; and

4. 50% of all damages in excess of the settlement amount recommended by us.

PLPMPL P0002 CW( 06/ 14) Page 2 of 7
4 IONbO
Administrative Report
Council Action Date: December 1, 2015
To: MAYOR AND CITY COUNCIL
From: STEPHEN PROUD, WATERFRONT AND ECONOMIC DEVELOPMENT

DIRECTOR
Subject: FIRST AMENDMENT TO THE AGREEMENT FOR REAL ESTATE

CONSULTING SERVICES BETWEEN THE CITY OF REDONDO BEACH
AND KOSMONT & ASSOCIATES, INC.

AGREEMENT FOR FINANCIAL ADVISORY SERVICES BETWEEN THE

CITY OF REDONDO BEACH AND KOSMONT TRANSACTION

SERVICES

RECOMMENDATION
Approve the First Amendment to the Agreement for Consulting Services between the City of Redondo Beach and Kosmont & Associates, Inc. to increase the amount of the contract to $ 250, 000 and extend the term to December 31, 2016 and authorize the Mayor to execute the Amendment.

Approve an Agreement for Consulting Services between the City of Redondo Beach and Kosmont Transaction Services for financial advisory services.

EXECUTIVE SUMMARY
Real estate consultant Kosmont & Associates, Inc. has assisted the City on a variety of real estate matters in recent years. The attached contract amendment provides a continuation of these services for projects that include the waterfront revitalization, financial strategies associated with the disposition and reuse of the AES site, lease negotiations, analyses associated with restructuring agreements to improve the City's financial position, and other real property matters. The amendment increases the compensation on the existing contract by $ 75, 000 from $ 175,000 to an amount not to exceed $ 250,000. In addition, it extends the term of the contract to December 31, 2016.

Kosmont brings over 25 years of experience in public / private and economic development transactions. The firm' s broad professional perspective is crucial given the scope and complexity of the ongoing economic development activities occurring within the City.

In addition to the Amendment to the base contract with Kosmont and Associates, a new contract is attached for financial advisory services with Kosmont Transaction Services KTS") to assist the City in the analysis of various public financing options and First Amendment to Agreement for Consulting Services December 1, 2015 Between the City of Redondo Beach
and Kosmont & Associates, Inc.

Agreement for Financial Advisory Services Between
the City of Redondo Beach and Kosmont Transaction Services

Page 2 ends

strategies associated with the provision of public infrastructure projects. The existing contract with Kosmont and Associates requires the creation of a separate contract and approval by the City Council for this scope of work. In addition, as a registered Municpal Advisor" with the SEC and MSRB, Kosmont is required to contract separately for any work that may be deemed financial advisory services. This contract is set at a not to exceed value of $35,000 and the term of the agreement runs through December 31, 2016.

The cost of the contract amendment and the contract with KTS, a total of $ 110, 000, will be funded by the Harbor Uplands and Tidelands Funds.

BACKGROUND
In 2007, the City entered into a contract with Kosmont & Associates to explore the potential for revitalization of the City's Pier and Harbor area. Kosmont developed the Pier & Harbor Asset Management Plan and the Harbor Enterprise Business Plan which continue to serve as the basis for much of the waterfront revitalization underway today.

Kosmont' s experience and expertise has also been crucial to support property acquisitions, lease negotiations, and in setting broader strategies for City-wide economic development efforts.

With regard to the Waterfront, many years of hard work and significant City resources have been dedicated to advancing the revitalization effort. One of the primary focuses of this work has been the pier area through a private sector partnership with CenterCal Properties. With the recent release of the Waterfront EIR, the upcoming work effort will focus on the significant and complex real estate transaction work necessary to develop the framework for this public- private partnership. While much of Kosmont' s work will be dedicated to the Waterfront project, including lease documentation and infrastructure and entitlement planning, this contract amendment provides the funding necessary to support other real estate and planning efforts within the City, including the strategies associated with disposition and reuse of the AES property, negotiations with master leaseholders, asset management, and restructuring existing agreements to advance the financial and economic interests of the City.

The initial contract approved in December 2014 was for a not to exceed amount of 175,000 and expires on December 1, 2015. To date, approximately $ 85,000 of the contract has been expended, leaving a balance of approximately $ 90, 000. The proposed contract amendment would add $ 75, 000 to the value of the contract, for a not to exceed amount of $ 250, 000 — which would increase the remaining balance of the contract to $ 165, 000. In addition, the contract amendment would extend the term of the contract to December 31, 2016.

First Amendment to Agreement for Consulting Services December 1, 2015 Between the City of Redondo Beach
and Kosmont & Associates, Inc.

Agreement for Financial Advisory Services Between
the City of Redondo Beach and Kosmont Transaction Services

Page 3 ends

When the City Council approved the Kosmont Contract in December 2014, a provision was included in the contract to address work related to financial advisory services.

Based on concerns expressed by the City Council, at the time, that provision requires specific authorization from the City Council before a Kosmont & Associates related entity could perform any financial advisory services for the City.

Consequently, a separate contract has been prepared with Kosmont Transaction Services (" KTS") for Financial Advisory services. This contract will allow KTS to collaborate with KININ, the financial advisor recently selected by the City, on collateral financial advice as redevelopment efforts shift to the resolution of tax-exempt and/ or taxable bond financing for various waterfront and infrastructure improvements. This work may include:

Advising the City on financial evaluations completed to date and proposed transaction terms;
Assisting the City with the evaluation and structuring of potential financing structures;
Assisting the City with evaluation of various financing districts including but not limited to Enhanced Infrastructure Financing Districts ( EIFDs), parking and tourism districts, and other such potential financing alternatives to fund public infrastructure and amenities as may be appropriate;
Assisting the City with the preparation of credit rating packages and participating in meetings with rating agencies;
Advising on the attainability and/ or desirability of credit enhancements, such as bond insurance, letters of credit, etc.;
Reviewing the text of official statements and disclosure documents for proposed financing(s); and
Participating in public meetings to discuss the financing process and potential issuance of debt.

The contract with KTS is for a not to exceed amount of $ 35,000 and has a term that lasts until December 31, 2016.

First Amendment to Agreement for Consulting Services December 1, 2015 Between the City of Redondo Beach
and Kosmont & Associates, Inc.

Agreement for Financial Advisory Services Between
the City of Redondo Beach and Kosmont Transaction Services

Page 4 ends

COORDINATION
The Waterfront and Economic Development Department collaborated with the City Attorney's Office to develop the agreement. The City Attorney's Office has approved the agreement as to form.

FISCAL IMPACT
The revitalization efforts at the waterfront and economic development efforts within the City have been instrumental in bringing new private sector investment to Redondo Beach. Kosmont Companies has been crucial in assisting the City in facilitating this investment and the contract amendment with Kosmont Associates and contract with KTS — a Kosmont affiliate - will provide for an additional $ 110, 000 to continue this work.

Funding for this effort will be provided via Uplands and Tidelands proceeds as follows:

Funding
Contract Amendment w/Kosmont Associates
37,500 Harbor Uplands Fund
37,500 Harbor Tidelands Fund
75,000 Total
Expenditures
37, 500 Kosmont & Associates, Inc.
37,500 Kosmont & Associates, Inc.
75,000 Total
Contract with Kosmont Transaction Services
17, 500 Harbor Uplands Fund $ 17, 500 Kosmont Transaction Services 17, 500 Harbor Tidelands Fund $ 17, 500 Kosmont Transaction Services 35,000 Total $ 35,000 Total
Submitted by: Approved for forwarding by:

Stephen Proud, Waterfront and Economic Joe Hoefgen, City Manager Development Director
Attachments:

Agreement for Consulting Services between the City of Redondo Beach and Kosmont & Associates, Inc.

First Amendment to Agreement for Consulting Services between the City of Redondo Beach and Kosmont & Associates, Inc.

Agreement for Consulting Services between the City of Redondo Beach and Kosmont Transaction Services

FIRST AMENDMENT TO AGREEMENT FOR CONSULTING SERVICES

BETWEEN

THE CITY OF REDONDO BEACH
AND
KOSMONT & ASSOCIATES, INC.

DBA KOSMONT COMPANIES

THIS FIRST AMENDMENT TO THE AGREEMENT FOR CONSULTING
SERVICES ("First Amendment") is made between the City of Redondo Beach, a chartered municipal corporation (" City") and Kosmont & Associates, Inc., a California corporation dba Kosmont Companies ("Consultant").

NOW, THEREFORE, the parties hereby agree to make the following amendments to the Agreement:

1. Term: Exhibit B of the Agreement is hereby amended to extend the term of the Agreement to December 31, 2016.

2. Compensation: Exhibit C of the Agreement is hereby amended to increase the compensation by $75, 000. 00 thereby increasing the total not to exceed amount to $250,000.00. Except as expressly stated herein, Exhibit C of the Agreement shall remain unchanged and in full force and effect.

3. Modification. Except as expressly set forth herein, the Agreement shall continue in full force and effect. The Agreement together with this First Amendment constitutes the entire agreement between the parties and supersedes any previous oral or written agreement. In the event of any inconsistency between this First Amendment and Agreement the terms of this First Amendment shall prevail. This First Amendment may be modified or amended only by a subsequent writing executed by all of the parties and approval by the City Council.

SIGNATURES ON FOLLOWING PAGE]
St
IN WITNESS WHEREOF, the parties have entered into this First Amendment as of this 1st day of December, 2015.

CITY OF REDONDO BEACH KOSMONT & ASSOCIATES, INC.

A chartered municipality a California Corporation,
dba KOSMONT COMPANIES
Steve ' spelayor Name S osmon
Title:

Tres IcrRi t . a z
APPRO ED AS TO FORM:
6-
Michael W: bb, City Attorney
APPROVED:

Risk M
ATTEST:
jithiniti
Eleanor Manzano,' City Cle i&
4 ROND
4 ,
Administrative Report
Council Action Date: December 2, 2014
To: MAYOR AND CITY COUNCIL
From: PETE CARMICHAEL, WATERFRONT AND ECONOMIC

DEVELOPMENT DIRECTOR
Subject: AGREEMENT FOR REAL ESTATE CONSULTING SERVICES

BETWEEN THE CITY OF REDONDO BEACH AND KOSMONT &
ASSOCIATES, INC.

RECOMMENDATION
Approve the Agreement for Consulting Services between the City of Redondo Beach and Kosmont & Associates, Inc. in the amount of $175,000 and authorize the Mayor to execute the Agreement.

EXECUTIVE SUMMARY
Real estate consultant Kosmont & Associates, Inc. has assisted the City on a variety of real estate matters in recent years. The attached contract provides a continuation of these services related to the Waterfront Revitalization and other real property matters in an amount not to exceed $175,000. Kosmont brings over 25 years of experience in public / private and economic development transactions. The firm's broad professional perspective is crucial given the scope and complexity of the ongoing economic development activities in the City.

The cost of the new contract will be funded in part ($125,000) by the Reimbursement Agreement with CenterCal Properties for work related to the Waterfront Project and in part ($50,000) by the Harbor Uplands and Tidelands Fund for other advisory services not related to the Waterfront project. The contract also contains a provision requiring specific preauthorization by the City Council for any work related to brokerage or financial advisory services, beyond the scope of the hourly consulting agreement contained here.

BACKGROUND
In 2007, the City entered into a contract with Kosmont & Associates to explore the potential for revitalization of the City's Pier and Harbor area. Kosmont developed the Pier & Harbor Asset Management Plan, providing strategies for stewardship of the City's waterfront real property assets. The plan, along with the subsequent Harbor Enterprise Business Plan and strategic direction from the City Council, serves as the basis for much of the revitalization underway today. Kosmont's experience and Agreement for Consulting Services
Between the City of Redondo Beach
and Kosmont & Associates, Inc.

Page 2 ends

December 2, 2014
expertise has also been crucial during recent lease negotiations and in setting broader economic development strategy. Kosmont brings broad expertise including economic development, strategic planning, financial analysis, and Redevelopment.

Based on the City's Strategic Plan, many years of hard work and significant City resources have been dedicated to advancing Waterfront Revitalization. One of the primary focuses of this work has been the revitalization of the pier area through a private sector partnership with CenterCal Properties. The next year will be a critical period with significant and complex revitalization and real estate transaction planning work ongoing in the City. The majority of Kosmont's work will be dedicated to the Waterfront project, including lease documentation and infrastructure and entitlement planning. Kosmont, with broad experience in public / private transactions and a deep understanding of the City's waterfront history, is uniquely positioned to assist with the diverse tasks involved in this process.

CenterCal Properties will reimburse $125,000 of the $175,000 contract amount for work related to the Waterfront Project funded through a Reimbursement Agreement previously approved by the City Council on October 21. The City has employed and will continue to employ other consultants to serve in an advisory capacity on this project as well, including an ongoing AECOM market study to be presented to the City Council after the first of the year and a separate financial advisor, expected to be engaged early next year.

In addition to work tied to the Waterfront project; Kosmont will assist the City on other asset management and economic development activities in the waterfront on an as needed basis. Waterfront asset management activities include leasing transactions and ground lease extensions as well as other other real estate transaction planning and documentation throughout the Harbor Enterprise, unrelated to the Waterfront project.

Thus, $50,000 of the $175,000 is for this general economic development and asset management work and will be funded through the approved FY 2014/15 budget for contracts and professional services from the Harbor Uplands and Tidelands Funds, rather than the Reimbursement Agreement. In addition to the contract amount of 175,000, the contract also provides for the payment of costs for Kosmont's hourly billing since expiration of the previous contract in early August. This cost is $19, 40, 497. 18, 30708.of which will funded through the Reimbursement Agreement with CenterCal Properties and $789.10 of which will be funded through the Uplands and Tidelands budget for contracts and professional services.

An additional provision has been included in the contract to address work related to commission -based financial advisory services. Based on concerns expressed by the City Council, the new provision requires specific pre- authorization from the City Council before a Kosmont & Associates related entity could perform any commission -based brokerage or financial advisory services for the City.

Agreement for Consulting Services
Between the City of Redondo Beach
and Kosmont & Associates, Inc.

Page 3 ends

COORDINATION
December 2, 2014
The Waterfront and Economic Development Department collaborated with the City Attorney's Office to develop the agreement. The City Attorney's Office has approved the agreement as to form.

FISCAL IMPACT
The revitalization efforts at the Waterfront have been instrumental in bringing new private sector investment. Over $50 million in new investment will be in place or under construction by 2015 with an additional $250 to $350 million possible through the proposed Waterfront Project.

Kosmont Companies has been crucial in assisting the City in facilitating this investment and this contract will provide for an additional $175,000 to continue this work. $125,000 of the $175,000 will be funded through the Reimbursement Agreement with CenterCal Properties. This $125,000 represents the remaining available money within the real estate advisory services budget line item in the Reimbursement Agreement. That budget was increased from $100,000 to $400,000 through the amendment approved by the City Council on October 21St . $ 50,000 of the $175,000 contract amount will be funded through the approved FY 14/15 Uplands and Tidelands budget for Contract and Professional Services.

Additionally, the contact provides for the payment of Kosmont's hourly billing since expiration of the previous contract, on August 5 ", in the amount of $19,947. The majority of this work was related to the Waterfront project ($18, 30) 708.and will be paid for out of the Reimbursement Agreement with CenterCal Properties.

Funding
Hourly Billing since Aug. 5th
18, 30708. Reimbursement Agmt
394.55 Harbor Uplands
394.55 Harbor Tidelands
19, 40497. Total
Expenditures
18, 30708. Kosmont & Associates, Inc.
394.55 Kosmont & Associates, Inc.
394.55 Kosmont & Associates, Inc.
19, 40487. Total
Total Contract Amount
125,000 Reimbursement Agmt.
25,000 Harbor Uplands Fund
25,000 Harbor Tidelands Fund
175,000 Total
125,000 Kosmont & Associates, Inc.
25,000 Kosmont & Associates, Inc.
25,000 Kosmont & Associates, Inc.
175,000 Total
Agreement for Consulting Services
Between the City of Redondo Beach
and Kosmont & Associates, Inc.

Page 4 ends

Submitted by:

Pete Carmichael
Waterfront and Economic Development
Director
Attachments:

December 2, 2014
Approved for forwarding by:

Office of the City Manager
Agreement for Consulting Services between the City of Redondo Beach and Kosmont & Associates, Inc.

AGREEMENT FOR CONSULTING SERVICES

BETWEEN THE CITY OF REDONDO BEACH
AND KOSMONT & ASSOCIATES, INC. DBA KOSMONT COMPANIES
THIS AGREEMENT FOR CONSULTING SERVICES (this "Agreement") is made between the City of Redondo Beach, a Chartered Municipal Corporation (" City") and KOSMONT & ASSOCIATES, INC., a California Corporation (" Consultant" or Contractor') DBA KOSMONT COMPANIES.

The parties hereby agree as follows:

Description of Project or Scope of Services. The project description or scope of services to be provided by Consultant, and any corresponding responsibilities of City, or services required to be performed by City are set forth in Exhibit "A."

2. Term and Time of Completion. Consultant shall commence and complete the project or services described in Exhibit "A" in accordance with the schedule set forth in Exhibit " B".

3. Compensation. City agrees to pay Consultant for work performed in accordance with Exhibit "C".

GENERAL PROVISIONS
Independent Contractor. Consultant acknowledges, represents and warrants that Consultant is not a regular or temporary employee, officer, agent, joint venturer or partner of the City, but rather an independent contractor. This Agreement shall not be construed as a contract of employment. Consultant shall have no rights to any benefits which accrue to City employees unless otherwise expressly provided in this Agreement. Due to the independent contractor relationship created by this Agreement, the City shall not withhold state or federal income taxes, the reporting of which shall be Consultant's sole responsibility.

2. Brokers. Consultant acknowledges, represents and warrants that Consultant has not hired, retained or agreed to pay any entity or person any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of this Agreement.

3. City Property. All reports, calculations, data, graphics or other materials prepared for or obtained pursuant to this Agreement shall upon request be delivered to the City within a reasonable time, and the rights thereto shall be deemed assigned to the City. Said reports, calculations, data, graphics or other materials, shall be specific for the project herein and shall not be used by the City ate+o gbe dn rrArt'q'"". 1 4 k 1
C-1412-132 1-0"°
for any other project without Consultant's consent. Notwithstanding the foregoing, Consultant shall not be obligated to assign any proprietary software or data developed by or at the direction of Consultant for Consultant's own use; provided, however, that Consultant shall, pursuant to Paragraph 14 below, indemnify, defend and hold the City harmless from and against any discovery or Public Records Act request seeking the disclosure of any such proprietary software or data.

4. Inspection. If the services set forth in Exhibit "A" shall be performed on City or other public property, the City shall have the right to inspect such work without notice. If such services shall not be performed on City or other public property, the City shall have the right to inspect such work upon reasonable notice.

Inspections by the City shall not relieve or minimize the responsibility of Consultant to conduct any inspections Consultant has agreed to perform pursuant to the terms of this Agreement. Consultant shall be solely liable for said inspections performed by Consultant. Consultant shall certify in writing to the City as to the completeness and accuracy of each inspection required to be conducted by Consultant hereunder.

5. Services. The project or services set forth in Exhibit "A" shall be performed to the full satisfaction and approval of the City. In the event that the project or services set forth in Exhibit "A" are itemized by price in Exhibit "C", the City in its sole discretion may, upon notice to Consultant, delete certain items or services set forth in Exhibit "A", in which case there shall be a corresponding reduction in the amount of compensation paid to Consultant. City shall furnish Consultant to the extent available, with any City standards, details, specifications and regulations applicable to the Project and necessary for the performance of Consultant's services hereunder.

6. Records. Consultant, including any of its subcontractors shall maintain full and complete documents and records, including accounting records, employee time sheets, work papers, and correspondence pertaining to the project or services set forth in Exhibit "A". Consultant, including any of its subcontractors shall make such documents and records available for City review or audit upon request and reasonable notice, and shall keep such documents and records, for at least four 4) years after Consultant's completion of performance of this Agreement.

Copies of all pertinent reports and correspondence shall be furnished to the City for its files.

7. Changes and Extra Work. All changes and/or extra work under this Agreement shall be agreed to by both parties and a written agreement shall be executed and approved by the City Council.

8. Professional Ability. Consultant acknowledges, represents and warrants that Consultant is skilled and able to competently provide the services hereunder, and possesses all professional licenses, certifications, and approvals necessary to 2 C-1412-132 a "'
engage in its occupation. City has relied upon the professional ability and training of Consultant as a material inducement to enter into this Agreement.

Consultant shall perform in accordance with generally accepted professional practices and standards of Consultant's profession.

9. Business License. Consultant shall obtain a Redondo Beach Business License before performing any services required under this Agreement. The failure to so obtain such license shall be a material breach of this Agreement and grounds for immediate termination by City; provided, however, that City may waive the business license requirement in writing under unusual circumstances without necessitating any modification of this Agreement to reflect such waiver.

10. Termination Without Default. Notwithstanding any provision herein to the contrary, the City may, in its sole and absolute discretion and without cause, terminate this Agreement at any time prior to completion by Consultant of the project or services hereunder, immediately upon written notice to Consultant. In the event of any such termination, Consultant shall be compensated for: (1) all authorized work satisfactorily performed prior to the effective date of termination; and (2) necessary materials or services of others ordered by Consultant for this Agreement, prior to Consultant' s receipt of notice of termination, irrespective of whether such materials or services of others have actually been delivered, and further provided that Consultant is not able to cancel such orders. Compensation for Consultant in such event shall be determined by the City in accordance with the percentage of the project or services completed by Consultant; and all of Consultant's finished or unfinished work product through the time of the City's last payment shall be transferred and assigned to the City. In conjunction with any termination of this Agreement, the City may, at its own expense, make copies or extract information from any notes, computations, or other data, whether complete or not.

Consultant may terminate this Agreement by providing written notice to City at least thirty (30) calendar days in advance of date of termination. Compensation to Consultant in such event shall be determined by City in accordance with the services completed by Consultant and in conformity with Exhibit C of this Agreement.

11. Termination in the Event of Default. Should Consultant fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Agreement, the City may immediately terminate this Agreement by giving written notice of such termination, stating the reasons for such termination. Consultant shall be compensated as provided immediately above, provided, however, there shall be deducted from such amount the amount of damages if any, sustained by the City by virtue of Consultant's breach of this Agreement.

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C- 1412-132 ""`

12. Conflict of Interest. Consultant acknowledges, represents and warrants that Consultant shall avoid all conflicts of interest (as defined under any federal, state or local statute, rule or regulation, or at common law) with respect to this Agreement. Consultant further acknowledges, represents and warrants that Consultant has no business relationship or arrangement of any kind with any City official or employee with respect to this Agreement. Consultant acknowledges that in the event that Consultant shall be found by any judicial or administrative body to have any conflict of interest (as defined above) with respect to this Agreement, all consideration received under this Agreement shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Agreement for one ( 1) year.

13. Indemnity. To the maximum extent permitted by law, Consultant hereby agrees, at its sole cost and expense, to defend with competent defense counsel approved by the City Attorney, protect, indemnify, and hold harmless the City, its elected and appointed officials, officers, employees, volunteers, successors, and assigns (collectively "Indemnitees") from and against any and all claims including, without limitation, claims for bodily injury, death or damage to property), demands, charges, obligations, damages, causes of action, proceedings, suits, losses, stop payment notices, judgments, fines, penalties, liabilities, costs and expenses of every kind and nature whatsoever, in any manner arising out of, incident to, related to, in connection with or resulting from any act, failure to act, error or omission of Consultant or any of its officers, agents, attorneys, servants, employees, Subcontractors, or any of their officers, agents, servants or employees, arising out of, this Agreement including without limitation, the payment of all consequential damages, attorneys' fees, experts' fees, and other related costs and expenses (individually, a " Claim," or collectively, "Claims'). Consultant shall promptly pay and satisfy any judgment, award or decree that may be rendered against Indemnitees in any such Claim.

Consultant shall reimburse Indemnitees for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant' s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant or Indemnitees. This indemnity shall apply to all Claims regardless of whether any insurance policies are applicable or whether the Claim was cause in part or contributed to by an Indemnitees except for Claims which were caused by the sole negligence or willful misconduct of Indemnitees.
b. Nonwaiver of Rights. Indemnitees do not and shall not waive any rights that they may possess against Consultant because the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. This indemnity provision is effective regardless of any prior, concurrent, or subsequent active or passive negligence by Indemnitees and shall operate to fully indemnify Indemnitees against any such negligence.

C- 1412-132
C. Waiver of Right of Subrogation. Consultant, on behalf of itself and all parties claiming under or through it, hereby waives all rights of subrogation and contribution against the Indemnitees, while acting within the scope of their duties, from all Claims arising out of or incident to the activities or operations performed by or on behalf of the Consultant regardless of any prior, concurrent or subsequent active or passive negligence by Indemnitees. d. Survival. The provisions of this Section 14 shall survive the term and termination of this Agreement, are intended to be as broad and inclusive as is permitted by the law of the State, and are in addition to any other rights or remedies that Indemnitees may have under the law. Payment is not required as a condition precedent to an Indemnitee' s right to recover under this indemnity provision, and an entry of judgment against a Consultant shall be conclusive in favor of the Indemnitee' s right to recover under this indemnity provision.

14. Insurance. Consultant shall comply with the requirements set forth in Exhibit " D." Insurance requirements that are waived by the City's Risk Manager do not require amendments or revisions to this Agreement.

Notwithstanding the foregoing, California Labor Code Sections 1860 and 3700 provide that every contractor will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, the Consultant hereby certifies as follows:

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to under take selfinsurance 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."

15. Non -Liability of Officials and Employees of the City. No official or employee of the City shall be personally liable for any default or liability under this Agreement.

16. Compliance with Laws. Consultant shall comply with all federal, state and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals, with respect to this Agreement, including without limitation all environmental laws, employment laws, and nondiscrimination laws.

17. Limitations upon Subcontracting and Assignment. Consultant acknowledges that the services which Consultant shall provide under this Agreement are unique, personal services which, except as otherwise provided herein, Consultant shall not assign or sublet to any other party without the prior written approval of City, which approval may be withheld in the City's sole and absolute discretion. In the event that the City, in writing, approves any assignment or subletting of this Agreement or the retention of subcontractors by Consultant, Consultant shall 5 jG
C-1412-132""
provide to the City upon request copies of each and every subcontract prior to the execution thereof by Consultant and subcontractor. Any attempt by Consultant to assign any or all of its rights under this Agreement without first obtaining the City's prior written consent shall constitute a material default under this Agreement.

The sale, assignment, transfer or other disposition, on a cumulative basis, of twenty-five percent (25%) or more of the ownership interest in Consultant or twenty-five percent (25%) or more the voting control of Consultant (whether Consultant is a corporation, limited liability company, partnership, joint venture or otherwise) shall constitute an assignment for purposes of this Agreement.

Further, the involvement of Consultant or its assets in any transaction or series of transactions ( by way of merger, sale, acquisition, financing, transfer, leveraged buyout or otherwise), whether or not a formal assignment or hypothecation of this Agreement or Consultant's assets occurs, which reduces Consultant's assets or net worth by twenty-five percent (25%) or more shall also constitute an assignment for purposes of this Agreement.

18. Subcontractors. Consultant shall provide properly skilled professional and technical personnel to perform any approved subcontracting duties. Consultant shall not engage the services of any person or persons now employed by the City without the prior written approval of City, which approval may be withheld in the City's sole and absolute discretion.

19. Integration. This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes any previous oral or written agreement; provided, however, that correspondence or documents exchanged between Consultant and City may be used to assist in the interpretation of the exhibits to this Agreement.

20. Amendment. This Agreement may be amended or modified only by a subsequent written amendment executed by both parties and approved by the City Council.

21. Conflicting Provisions. In the event of a conflict between the terms and conditions of this Agreement and those of any exhibit or attachment hereto, this Agreement proper shall prevail. In the event of a conflict between the terms and conditions of any two or more exhibits or attachments hereto, those prepared by the City shall prevail over those prepared by Consultant.

22. Non -Exclusivity. Notwithstanding any provision herein to the contrary, the services provided by Consultant hereunder shall be non- exclusive, and City reserves the right to employ other contractors in connection with the project.

23. Exhibits. All exhibits hereto are made a part hereof and incorporated herein by reference; provided, however, that any language in Exhibit "A" which does not pertain to the project description, proposal, or scope of services (as applicable) to 6 a
C- 1412-132
be provided by Consultant, or any corresponding responsibilities of City, shall be deemed extraneous to, and not a part of, this Agreement.

24. Time of Essence. Time is of the essence of this Agreement.

25. Confidentiality. To the extent permissible under law, Consultant shall keep confidential its obligations hereunder and the information acquired during the performance of the project or services hereunder.

26. Third Parties. Nothing herein shall be interpreted as creating any rights or benefits in any third parties. For purposes hereof, transferees or assignees as permitted under this Agreement shall not be considered "third parties."

27. Governing Law and Venue. This Agreement shall be construed in accordance with the laws of the State of California without regard to principles of conflicts of law. Venue for any litigation or other action arising hereunder shall reside exclusively in the Superior Court of the County of Los Angeles, Southwest Judicial District.

28. Attorneys' Fees. In the event either party to this Agreement brings any action to enforce or interpret this Agreement, the prevailing party in such action shall be entitled to reasonable attorneys' fees (including expert witness fees) and costs.

This provision shall survive the termination of this Agreement.

29. Claims. Any claim by Consultant against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions of said Act are hereby modified such that the presentation of all claims hereunder to the City shall be waived if not made within six (6) months after accrual of the cause of action.

30. Interpretation. Consultant acknowledges that it has had ample opportunity to seek legal advice with respect to the negotiation of this Agreement. This Agreement shall be interpreted as if drafted by both parties.

31. Warranty. In the event that any product shall be provided to the City as part of this Agreement, Consultant warrants as follows: Consultant possesses good title to the product and the right to transfer the product to City.

32. Severance. Any provision of this Agreement that is found invalid or unenforceable shall be deemed severed, and all remaining provisions of this Agreement shall remain enforceable to the fullest extent permitted by law.

33. Authority. City warrants and represents that upon City Council approval, the Mayor of the City of Redondo Beach is duly authorized to enter into and execute this Agreement on behalf of City. The party signing on behalf of Consultant warrants and represents that he or she is duly authorized to enter into and C-1412-132
O P aNPo Y
OGi An ry{ yL
n
execute this Agreement on behalf of Consultant, and shall be personally liable to City if he or she is not duly authorized to enter into and execute this Agreement on behalf of Consultant.

34. Waiver. The waiver by the City of any breach of any term or provision of this Agreement shall not be construed as a waiver of any subsequent breach.

SIGNATURES FOLLOW ON NEXT PAGE
C- 1412-132
IN WITNESS WHEREOF, the parties have executed this Agreement in Redondo Beach, California, as of this 2nd day of December, 2014.

CITY OF REDONDO BEACH
ATTEST:

Aw
Eleanor Manza4Cityk
APPROVED AS TO FORM:

A: Y& ) - Ii/-
Michael Webb, CitrAttomey
KOSMONT & ASSOCIATES, INC. DBA

KOSMONT COMPANIES
APPROVED:

Risk anager
C-1412-132
EXHIBIT " A"

PROJECT DESCRIPTION AND/OR SCOPE OF SERVICES
Consultant to provide economic development and real estate advisory services to the City regarding a variety of projects on an as needed basis, including but not limited to; Support for the negotiation, structuring, and drafting of multiple long term ground leases
Assistance with the development and structuring of infrastructure and other public investment
Property valuation and due diligence support
CEQA process support related to economic and public benefit analysis Consultant, nor any of its' related entities, shall provide any other services including but not limited to, real estate or financial brokerage services or any other commission -based services to the City without a written agreement executed by both parties and approved by the City Council. Related entities include Kosmont Realty Corporation. Exempt from this provision is the City's agreement with Kosmont Realty Corporation ( contract no. C1406-076) which has already been approved by City Council and wherein escrow has already closed.
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C- 1412-132
EXHIBIT " B"

SCHEDULE FOR COMPLETION
Term. This Agreement shall commence on December 2, 2014 and shall continue until December 1, 2015, unless otherwise terminated as provided herein. oxgt'
C-1412-132
EXHIBIT " C"

COMPENSATION
Provided Consultant is not in default under this Agreement, Consultant shall be compensated as provided below.

1. Amount. See attached fee schedule for rates and reimbursable expenses. In no event shall the total cost under this Agreement exceed $ 175, 000.

Consultant provided services to the City from the period commencing on August 6, 2014 and ending on the commencement date of this Agreement in the amount of $ 19,497.40.

City shall pay for such services subject to the terms of this Agreement. The amount of 19, 497.40 is not included in the above not to exceed amount of $175, 000.

Reimbursable expenses shall include Consultant's travel and mileage; professional printing and delivery charges for messenger and overnight packages. These expenses shall be billed at cost. Copies of receipts shall be provided with the invoices.

2. Method of Payment. Consultant shall provide invoices to City for approval and payment. Invoices must be adequately detailed, based on accurate records, and in a form reasonably satisfactory to City. Consultant may be required to provide back-up material upon request.

3. Schedule for Payment. Monthly in arrears based upon the time spent during the previous month for which an invoice shall be submitted. City agrees to pay Consultant within thirty (30) days of receipt of monthly invoices; provided, however, that payments by City shall not exceed $ 175,000.

4. Consultant Address for Notice. Kosmont & Associates, Inc. 865 South Figueroa Street
35`h Floor
Los Angeles, CA 90017
12 C- 1412-132
4 EXHIBIT " D"

INSURANCE REQUIREMENTS FOR CONSULTANTS
Without limiting Consultant's indemnification obligations under this Agreement, Consultant shall 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 hereunder by the Consultant, its agents, representatives, or employees.

Minimum Scope of Insurance
Coverage shall be at least as broad as:

Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001).

Insurance Services Office form number CA 0001 ( Ed. 1/ 87) covering Automobile Liability, code 1 ( any auto).

Workers' Compensation insurance as required by the State of California.

Employer's Liability Insurance.

Minimum Limits of Insurance
Consultant shall maintain limits no less than:

General Liability: $ 1, 000,000 per occurrence for bodily injury, personal injury and property damage. The general aggregate limit shall apply separately to this project.

Automobile Liability: $ 1, 000, 000 per accident for bodily injury and property damage.

Employer' s Liability: $ 1, 000,000 per accident for bodily injury or disease.

Deductibles and Self -Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by the City. 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 officers, officials, employees and volunteers or (2) the Consultant shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration and defense expenses.
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C-1412-132
Other Insurance Provisions
The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Endorsement:

General Liability: The City, its officers, elected and appointed officials, employees, and volunteers are shall be covered as insureds with respect to liability arising out of work performed by or on behalf of the Consultant. General liability coverage can be provided in the form of an endorsement to the Consultant' s insurance, or as a separate owner's policy.

Automobile Liability: The City, its officers, elected and appointed officials, employees, and volunteers are shall be covered as insureds with respect to liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of the Consultant.

For any claims related to this project, the Consultant's insurance coverage shall be primary insurance as respects the City, its officers, elected and appointed officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it.

Each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City.

Each insurance policy shall be endorsed to state that the inclusion of more than one insured shall not operate to impair the rights of one insured against another insured, and the coverages afforded shall apply as though separate policies had been issued to each insured.

Each insurance policy shall be in effect prior to awarding the contract and each insurance policy or a successor policy shall be in effect for the duration of the project.

The maintenance of proper insurance coverage is a material element of the contract and failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of contract on the Consultant's part.

Acceptability of Insurers
Insurance is shall be placed with insurers with a current A. M. Best's rating of no less than A:VII and which are authorized to transact insurance business in the State of California by the Department of Insurance.
14 C-1412-132
Verification of Coverage
Consultant shall furnish the City with original certificates and amendatory endorsements effecting coverage required by this clause. The endorsements should be on the City authorized forms provided with the contract specifications. Standard ISO forms which shall be subject to City approval and amended to conform to the City's requirements may be acceptable in lieu of City authorized forms. All certificates and endorsements are shall be received and approved by the City before the contract is awarded. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications at any time.

Subcontractors
Consultant shall include all subcontractors as insured under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

Risk Management
Consultant acknowledges that insurance underwriting standards and practices are subject to change, and the City reserves the right to make changes to these provisions in the reasonable discretion of its Risk Manager.
pt 0
15 s ,.

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C-1412-132
KOSM& AS-01 BSTERNBERG
ACORO° CERTIFICATE OF LIABILITY INSURANCE
DATE
9120'
IVYYY)
1/ 912015
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

PRODUCER License # OC36891
Lyddy Martin Company
2034 Cotner Avenue
3rd Floor
CONTACT Brett R Sternberg

PHONE FAX
ac No Ext : ( 800) 520-1040INC,No): ( 310) 473- 5484
EMAIL ttll ADDRESS: [email protected]
Los Angeles, CA 90025

INSURER(S) AFFORDING COVERAGE NAICO
INSURER A: 2.urich American Insurance Company of Illinois 27855 CCURRENCE $ 1, 000, 000
INSURED INSURER B:

Kosmont & Associates, INSURER CInc.

Dba: Kosmont Companies
865 South Figueroa Street, 35Th Floor INSURER D:

Los Angeles, CA 90017 INSURER E:

INSURER F:

A
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

INSR LTR rypE OF INSURANCEADOLSUBR

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

Attn: Risk Manager

POLICY NUMBER

POLICY EFF MMIDDNYYY) MMDNYYYI POLICY UP LIMITS

A X COMMERCIALGENERAL LIABILITY
CLAIMS -MADE TOCCUR X PASO40946504 06/27/ 2014 06/27/2015ES CCURRENCE $ 1, 000, 000
EaLN'Lunce $ 1, 000, 000
UP (My one person) $ 10, 00
NAL B ADV INJURY $ Exclude
GEN' L AGGREGATE LIMIT APPLIES PER: IGENERkl_ X POLICY PROECT LOC OTHER:

AGGREGATE $ 2, 000, 00
CTS- COMPIOP AGG $ 2, 000, 00
A

AUTOMOBILE
X

LIABILITY

ANY AUTO

ALL OWNED SCHEDULED

AUTOS AUTOS

HIRED AUTOS X AUTOS NON -OWNED
X PASO40846504 06/ 27/2014 06/27/2015
COMBINED SINGLE LIMIT $ 1, 000, 00 Ea acrid rd,
BODILY INJURY (Per Person) $
BODILY INJURY ( Per accitlent) $
PROPERTY DAMAGE $
per. em
A

X UMBRELLALIAB
EXCESS LIAB Xd OCCUR
CLAIMS -MADE PASO40846504 06/27/2014 06/ 27/2015
EACH OCCURRENCE $ 3, 000, 00
AGGREGATE $ 3, 000,00
DEC) I RETENTION$

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY YIN
ANY OFFICERIMEMBER PROPRIETORrPARTNEWEXECUTIVEF- EXCLUDED? 1 Mandatory In NH)
I( y s, descnbe under
DESCRIPTION OF OPERATIONS below
N/ A
PER OTHSTATUTE ER
E. L. EACH ACCIDENT $
E. L. DISEASE- EA EMPLOYE $
E. L. DISEASE- POLICY LIMIT $
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES ( ACORD 101, Additional Remarks SCMduls, may be ¢ trached H more space Is required) The City, its officers, elected and appointed officials, employees, and volunteers are named additional Insured. The Insurance is primary and noncontributory

The ACORD name and logo are registered marks of ACORD

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE C dY of Redondo Beach

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

The ACORD name and logo are registered marks of ACORD
POLICY NUMBER: PASO40846504 COMMERCIAL GENERAL LIABILITY CG 20 10 07 04
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - OWNERS, LESSEES OR

CONTRACTORS - SCHEDULED 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): Locations Of Covered Operations
Information required to complete this Schedule if not shown above will be shown in the Declarations.

A. Section II — Who Is An Insured is amended to
include as an additional insured the person( s) or
organization( s) 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:

1. Your acts or omissions; or

2. The acts or omissions of those acting on your
behalf;
in the performance of your ongoing operations for
the additional insured( s) at the location( s) designated above.

B. With respect to the insurance afforded to these
additional insureds, the following additional exclusions apply:

This insurance does not apply to " bodily injury" or
property damage" occurring after:

1. All work, including materials, parts or equipment furnished in connection with such work, on the project ( other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or

2. That portion of " your work" out of which the
injury or damage arises has been put to its
intended use by any person or organization
other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project.

UNIFORM
A ®

CERTIFICATE OF LIABILITY INSURANCE

DATE ( MMIDD/YYYY)
01/ 0812015
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 INSURER( S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

PRODUCER xWACT
Lockton Companies, LLC
5847 San Felipe, Suite 320

COMMERCIAL GENERAL LAEI

CLAIMS - MADE OCCUR
AIC No.EX : 888- 828- 8365 UL, No):

Houston, TX 77057 4101AL
DRESS:

INSURER(S) AFFORDING COVERAGE NAIL
NSURER- A: ACE Arredozn Insurance Cc 22667
INSURED NSURER- B:

Inspenty, Inc. LIC/ F
KOSMONT 8 ASSOCIATES, INC.
19001 Crescent Springs Drive
NSURER C:

NsuRER-0:

Kingwood, TX 77339 INSURER{,
NSURERF:

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

INSR LTR TYPE OF INSURANCE ADDL INSR 3UBR WD POLICYNUMBER POLICY MMDO EFF POLICY EXP

MMIDD LIMITS

COMMERCIAL GENERAL LAEI

CLAIMS - MADE OCCUR

EACH OCCURRENCE

DAMAGE TO RENTED
PREMISES Ea occurrence
MED EXP (Any one rson
PERSONAL 3 ADV INJURY
GEN' L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE
PROPOOCY JECi LOO
OTHER:

PRODUCTS— COMP/OP AGG

AUTOMOBILE LIABILITY

ANY AUTO

ALL OWNED SCHEDULED

AUTOS AUTOS NON -OWNED

RED AUTOS AUTOS

COMBINED SINGLE LIMIT
Ea accident $
BODILY INJURY Per Person $
BODILY INJURY (Per accident)

PROPERTY DAMAGE
Per accident $
MBRELLA Lb18

XCESS LAS
OCCUR

CLAIMS MADE
EACH OCCURRENCE $
AGGREGATE $
DED I I RETENTION $
AVID

ORKERSCOMPENSATION
EMPLOYERS' LIABLLm YIN

NY PROPRIETOWPARTNERIEXECUTNE
FFICENIMEMBER EXCLUDED?
fANDATRY IN
DESCRIPTION OF OPERATIONS below
NIA
048183773 10/ 01/ 2014 10/ 01/ 2015
PER OTHX STATUE ER
E. L. EACH ACCIDENT $ 1, 000,000
E. L. DISEASE - EA EMPLOYEE $ 1, 000,000
E. L. DISEASE - POLICY LIMIT $ 1, 000,000
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES ( Acord 101, Additional Remarks Schedule, may Im aneched If mom space Is required)

CERTIFICATE HOLDER CANCELLATION

CITY OF REDONDO BEACH SHOULD ANY OF THE ABOVE DESCRIBED POUCIES BE CANCELLED BEFORE ATTN: RISK MANAGER THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 415 DIAMOND STREET ACCORDANCE WITH THE POLICY PROVISIONS REDONDO BEACH, CA 90277 AUTHORIZED REPRESENTATIVE
Acct#: 1171322 01988-2014 ACORD CORPORATION. All Rights Reserved.

ACORD 25 ( 2014101) The ACORD name and logo are registered marks of ACORD Workers' Compensation and Employers' Liability Policy
Named Insured Endorsement Number
Insperity, Inc. KOSMONT & ASSOCIATES, INC.

CITY OF REDONDO BEACH
19001 Crescent Springs Drive
15 DIAMOND STREET
REDONDO BEACH, CA 90277
Kingwood, TX 77339
Policy Symbol Policy Number Policy Period Effective Date of Endorsement RWC 048183773 10/ 01/ 2014 TO 10/01/ 2015 1/ 08/ 2015
Issued By ( Name of Insurance Company)
Ace American Insurance Co.

Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy.

NOTICE TO OTHERS ENDORSEMENT - SPECIFIC PARTIES
A. If we cancel the Policy prior to its expiration date by notice to you or the first Named Insured for any reason other than nonpayment of premium, we will endeavor, as set out below, to send written notice of cancellation, via such electronic or other form of notification as we determine, to the persons or organizations listed in the schedule set out below (the " Schedule'). You or your representative must provide us with both the physical and e- mail address of such persons or organizations, and we will utilize such e- mail address or physical address that you or your representative provided to us on such Schedule.

B. We will endeavor to send or deliver such notice to the e- mail address or physical address corresponding to each person or organization indicated in the Schedule at least 30 days prior to the cancellation date applicable to the Policy.

E. We may arrange with your representative to send such notice in the event of any such cancellation.

F. You will cooperate with us in providing, or in causing your representative to provide, the e- mail address and physical address of the persons or organizations listed in the Schedule.

G. This endorsement does not apply in the event that you cancel the Policy.

SCHEDULE
Name of Certificate Holder E -Mail Address Physical Address CITY OF REDONDO BEACH 15 DIAMOND STREET
REDONDO BEACH, CA 90277
All other terms and conditions of the Policy remain unchanged.

ALL -32688 (0 1 / 11)
Acct#: 1171322
0I wt 1*
Authorized Representative

Page 1 of 1 ends

REcEle ruAPR — 3
Rte" CERTIFICATE OF LIABILITY INSURANCE
DATE
261
DIY"`)
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

IMPORTANT: lithe certificate holder Is an ADDITIONAL INSURED, the policy(ies) must 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 endorsement(s).

PRODUCER

CONTACT
Rick Powell
Rick Powell Insurance Agency, LLC NNo. Ext1: ( 818) 861- 7440- FAX
Not: ( 760) 804-9710
3500 West Olive Ave, Suite 300 ADDRESS: Rick@Insurance4CA, com Burbank, CA 91505 PRODUCER CUSTOMER ID#:

Phone ( 818) 861- 7440 Fax ( 760) 804- 9710 INSURER( S) AFFORDING COVERAGE NAIC# INSURED INSURER A: Westchester Surplus Lines Insurance Co.

Kosmont& Associates, Inc. dba Kosmont Companies INSURER B:
865 S Figueroa St Ste 3500 INSURER C:

Los Angeles, CA 90017
INSURER D:

INSURER E:

INSURER F:

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

INSR ADDLSUBF( POLICY EFF POLICY EXP

LW TYPE OF INSURANCE JNSR, WVD POLICY NUMBER MMIODIYYYY) ( MMIDD/ YYYY) LIMITS GENERAL UABIUTY EACH OCCURRENCE $

DAMAGE TO RENTED
COMMERCIAL GENERAL LIABILITY PREMISES( Ea occurrence) $ CLAIMS- MADE OCCUR MED EXP( Any one Gerson) $
PERSONAL& ADV INJURY $
GENERAL AGGREGATE $
GEN' L AGGREGATE LIMIT APPLIES PER: PRODUCTS- COMP/OP AGG $ POLICY JEC [ IILOC I

AUTOMOBILE LIABILITY I

COMBINED SINGLE LIMIT
Ea accident)
ANY AUTO BODILY INJURY( Per person) $
ALL OWNED AUTOS BODILY INJURY( Per accident) $

SCHEDULED AUTOS PROPERTY DAMAGE
HIRED AUTOS Per accident)

NON-OWNED AUTOS
UMBRELLA LIAB OCCUR EACH OCCURRENCE $

EXCESS LIAB CLAIMS- MADE AGGREGATE

DEDUCTIBLE
P1 RETENTION $
WORKERS COMPENSATION WC STATU- OTHAND EMPLOYERS' LIABILITY Y/ N

I I TORY LIMITS ER
ANOFFICER/ MEMBER EXCLUDED?
EClfl'IVEI N/ A
E. L. EACH ACCIDENT $
Mandatory In NH) E. L. DISEASE- EA EMPLOYE $
If yyes, describe under
DESCRIPTION OF OPERATIONS below E. L. DISEASE- POLICY LIMIT $ G2419310A-004
A Errors& Omissions Coverage Y $ 10,000. Deductible 03/ 15/2014 03/ 15/2015 $ 2,000,000/$2,000,000 Per Claim/Aggregate DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES ( Attach ACORD 101, Additional Remarks Schedule, If more space Is required) City of Redondo Beach, its officers, elected and appointed officials employees and volunteers are Additional Insured as respects operations performed by the named insured, per form PF- 19806( 02/ 06) attached

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION GATE THEREOF, NOTICE WILL BE DELIVERED IN City of Redondo Beach ACCORDANCE WITH THE POLICY PROVISIONS.

ACORD 25( 2009/09) QF The ACORD name and logo are registered marks of ACORD d

ACORO, CERTIFICATE OF LIABILITY INSURANCE
DATE( M11M/ DD/ YYYY)
Ac0t# r' 1322 322 10/ 01/ 2017
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 INSURER( S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

PRODUCER CONTACT NAME: 888- 828-8365
Lockton Companies, LLC PHONE FAX
5847 San Felipe, Suite 320 A/ C. No. Ext); A/C, No):

E- MAIL
Houston, TX 77057 ADDRESS:

INSURER( S) AFFORDING COVERAGE NAIC p
INSURER A: Ace American Insurance Co. 22667
INSURED INSURER B:

Insperity, Inc. UC/ F
KOSMONT& ASSOCIATES, INC. INSURER C:
19001 Crescent Springs Drive
Kingwood, TX 77339
INSURER D:

INSURER E:

INSURER F:

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

INSR

TYPE OF INSURANCE INSO WVD I POLICY NUMBER

POLICY EFF POLICY
WDD/
EXP

MM/ DD/ YYYY) ( MM/ DD/YYYY) LIMITS

COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE
CLAIMS-MADEDAMAGE OCCUR TO RENTED-- PREMISES( Ea occurrence) $ MED EXP( Any one person) $
PERSONAL& ADV INJURY $
GEN' L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY JECT PRO- LOC PRODUCTS- COMP/OP AGG $
AUTOMOBILE OTHER: LIABILITY COMBINED SINGLE LIMIT $
Ea accident)
ANY AUTO BODILY INJURY( Per person) $

ALL OWNED SCHEDULED
BODILY INJURY( Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY DAMAGE HIRED AUTOS AUTOS Per accident)

UMBRELLA LIAB OCCUR EACH OCCURRENCE

EXCESS LIAB CLAIMS-MADE AGGREGATE

DED RETENTIONS
WORKERSCOMPENSATIONX PER DTH.

AND EMPLOYERS' LIABILITY Y/ N

STATUTE ER
ANY PROPRIETOR/PARTNER/EXECUTIVE E. L. EACH ACCIDENT 1. 000, 000 A OFFICER/ MEMBER EXCLUDED? N/ A C64742280 10/01/ 2017 10/ 01/ 2018 Mandatory in NH) E. L. DISEASE- EA EMPLOYEE $ 1, 000.000 If yes. describe under
DESCRIPTION OF OPERATIONS below 1 000 000 E. L. DISEASE- POLICY LIMIT $ DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED
IN ACCORDANCE WITH THE POLICY PROVISIONS.

ACORD 25( 2014/ 01) The ACORD name and logo are registered marks of ACORD Workers' Compensation and Employers' Liability Policy
Named Insured Endorsement Number
Insperity, Inc. L/ C/ F
KOSMONT& ASSOCIATES, INC.
19001 Crescent Springs Drive
Kingwood. TX 77339
Policy Symbol Policy Number Policy Period Effective Date of Endorsement RWC C64742280 10/ 01/ 2017 TO 10/ 01/ 2018 10/ 01/ 2017 Issued By( Name of Insurance Company)
Ace American Insurance Co.

Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy.

NOTICE TO OTHERS ENDORSEMENT- SPECIFIC PARTIES
A. If we cancel the Policy prior to its expiration date by notice to you or the first Named Insured for any reason other than nonpayment of premium, we will endeavor, as set out below, to send written notice of cancellation, via such electronic or other form of notification as we determine, to the persons or organizations listed in the schedule set out below ( the ` Schedule"). You or your representative must provide us with both the physical and e- mail address of such persons or organizations. and we will utilize such e- mail address or physical address that you or your representative provided to us on such Schedule.

B. We will endeavor to send or deliver such notice to the e- mail address or physical address corresponding to each person or organization indicated in the Schedule at least 30 days prior to the cancellation date applicable to the Policy.

E. We may arrange with your representative to send such notice in the event of any such cancellation.

F. You will cooperate with us in providing, or in causing your representative to provide, the e- mail address and physical address of the persons or organizations listed in the Schedule.

G. This endorsement does not apply in the event that you cancel the Policy.

SCHEDULE
Name of Certificate Holder E- Mail Address Physical Address CCfY OF REDONDO BEACH 415 DIAMOND STREET
REDONDO BEACH, CA 90277
All other terms and conditions of the Policy remain unchanged Authorized Representative
Acct#: 1171322
ALL-32688 ( 01/ 11) Page 1 of 1

CERTIFICATE OF LIABILITY INSURANCE
DATE( MM/ DDnYYY)
Acct#: 1171322 10/ 01/ 2018
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

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 endorsement(s).

PRODUCER

CONTACT
NAME:

Lockton Companies, LLC PHONEFAX
5847 San Felipe, Suite 320 C. No. Ext): 888-828-8365 A/C, No):

MAIL
Houston, TX 77057 ADDRESS:

INSURER(S) AFFORDING COVERAGE NAIC#
INSURER A: Ace American Insurance Co. 22667
INSURED INSURER B:

Insperity, Inc. L/C/ F
KOSMONT& ASSOCIATES, INC. INSURER C:
19001 Crescent Springs Drive INSURER D:

Kingwood, TX 77339
INSURER E:

INSURER F:

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

INSR ADDL SUBR POLICY EFF POLICY EXP
LIMITS

LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER MM/ DD/YYYY) ( MM/ DD/YYYY)

COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE

DAMAGE O
CLAIMS- MADE OCCUR PREMISES( Ea occurrence) $
MED EXP( Any one person) $
PERSONAL& ADV INJURY $
GE ' L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY
PROJECT LOC PRODUCTS- COMP/OP AGG $
OTHER:

AUTOMOBILE LIABILITY
COMBINED SINGLE LIMIT $
Ea accident)

ANY AUTO
BODILY INJURY( Per person) $
ALL OWNED SCHEDULED BODILY INJURY( Per accident) $

AUTOS AUTOS

NON- OWNED PROPERTY DAMAGE
HIRED AUTOS AUTOS Per accident)

UMBRELLA LIAB OCCUR EACH OCCURRENCE

EXCESS LIAB CLAIMS-MADE AGGREGATE
DED RETENTION$

WORKERS COMPENSATION X
PER ORHAND EMPLOYERS' LIABILITY

STATUTE ER
Y/ N
ANY PROPRIETOR/ PARTNER/EXECUTIVE E. L. EACH ACCIDENT 1, 000,000 A OFFICER/MEMBER EXCLUDED? N/ A X C65746645 10/ 01/ 2018 10/ 01/ 2019 Mandatory in NH) E. L. DISEASE- EA EMPLOYEE $ 1, 000,000 If yes, describe under
DESCRIPTION OF OPERATIONS below E. L. DISEASE- POLICY LIMIT $ 1, 000,000 DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

WAIVER OF SUBROGATION IN FAVOR OF CITY OF REDONDO BEACH, ITS OFFICERS, ELECTED AND APPOINTED OFFICIALS, EMPLOYEES, AND VOLUNTEERS WHEN REQUIRED BY WRITTEN CONTRACT.

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED
IN ACCORDANCE WITH THE POLICY PROVISIONS.

AUTHORIZED REPRESENTATIVE

ACORD 25( 2016/03) The ACORD name and logo are registered marks of ACORD Workers' Compensation and Employers' Liability Policy
Named Insured Endorsement Number
Insperity, Inc. L/ C/ F
KOSMONT& ASSOCIATES, INC. Policy Number
19001 Crescent Springs Drive Symbol: RWC Number: C65746645 Kingwood, TX 77339
Policy Period Effective Date of Endorsement
10/ 01/ 2018 TO 10/ 01/ 2019 10/ 01/ 2018
Issued By( Name of Insurance Company)
Ace American Insurance Co.

Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy.

We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us.

You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule.

Schedule

1. ( X ) Specific Waiver
Name of person or organization:

City of Redondo Beach
415 Diamond Street
Redondo Beach, CA 90277
Blanket Waiver
Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver.

2. Operations:

VOLUNTEERS.

3. Premium:

The premium charge for this endorsement shall be INCLUDED percent of the California premium developed on payroll in connection with work performed for the above person( s) or organization( s) arising out of the operations described.

4. Minimum Premium : INCLUDED
Giti2r/941wr
Authorized Representative
WC 99 03 22
Workers' Compensation and Employers' Liability Policy
Named Insured Endorsement Number
Insperity, Inc. L/ C/ F
KOSMONT& ASSOCIATES, INC.
19001 Crescent Springs Drive
Kingwood, TX 77339
Policy Symbol Policy Number Policy Period Effective Date of Endorsement RWC C65746645 10/01/ 2018 TO 10/ 01/ 2019 10/01/ 2018
Issued By( Name of Insurance Company)
Ace American Insurance Co.

Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy.

NOTICE TO OTHERS ENDORSEMENT- SPECIFIC PARTIES
A. If we cancel the Policy prior to its expiration date by notice to you or the first Named Insured for any reason other than nonpayment of premium, we will endeavor, as set out below, to send written notice of cancellation, via such electronic or other form of notification as we determine, to the persons or organizations listed in the schedule set out below ( the " Schedule"). You or your representative must provide us with both the physical and e- mail address of such persons or organizations, and we will utilize such e- mail address or physical address that you or your representative provided to us on such Schedule.

B. We will endeavor to send or deliver such notice to the e- mail address or physical address corresponding to each person or organization indicated in the Schedule at least 30 days prior to the cancellation date applicable to the Policy.

E. We may arrange with your representative to send such notice in the event of any such cancellation.

F. You will cooperate with us in providing, or in causing your representative to provide, the e- mail address and physical address of the persons or organizations listed in the Schedule.

G. This endorsement does not apply in the event that you cancel the Policy.

SCHEDULE
Name of Certificate Holder E- Mail Address Physical Address City ofRedondo Beach 415 Diamond Street
Redondo Beach, CA 90277
All other terms and conditions of the Policy remain unchanged. 2/0111
Authorized Representative
Acct#: 1171322
ALL-32688 (01/ 11) Page 1 of 1
mermel KOSM& AS- 01 PPERE;

ACO EY DATE( MMIDD/YYYY)

4....- t--- CERTIFICATE OF LIABILITY INSURANCE 06/07/2018 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 INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is en ADDITIONAL INSURED,.the policy(ies) musthave 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 rightsYo the certificate holder In lieu.of suchpendorsement(s).

PRODUCER License# 0C36891 NAMFACT Brett R Sternberg
L ddy Martin Company PHONE• FAX
20300 Ventura Blvd. Suite 340 lac,'No. ES:( 310) 478-2625 317 A/C, No):

Woodland Hills, CA 91364 iii Ess: [email protected] INSURER(S) AFFOROING COVERAGE NAICM–
INSURER A: ForemestSignatureInsurance Company 41513
INSURED INSURERB:

Kosmont& Associates; Inc.

INSURER C
Dba: Kosmont Companies
1601 N. Sepulveda Blvd. 0382 INSURER D:

Manhattan.Beach, CA 90266 INSURER E:

INSURERS:

COVERAGES CERTIFICATE NUMBER:. REVISION NUMBER: -
THIS IS TO CERTIFY THAT THE• POLICIES OF INSURANCE, LISTED BELOW HAVE BEEN' ISSUED. TO THE' INSURED NAMED ABOVE FOR THEPOLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER. DOCUMENT WITH RESPECT TO WHICHTHIS 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.

IIYR. TYPE OF INSURANCE
ADDL SWVO POLICY NUMBER IMM DDD(YEYYY) ( MM/ DD/ 1
LIMITS

A X COMMERCIAL GENERAL LIABILITY
EACH OCCURRENCE _ $ 1, 000,000
CLAIMS- MADE )( IOCCUR X PA304Q$46504 06)27)201$ 06/27/ 2019 DAMAGE TO RENTED 1, 000,000 3EM(SLS EFo OCGSI o nte) MED EXP( Any one person) $ 10,000
PERSONAL& ADV INJURY $
GE ' L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY JECT I ILOC PRODUCTS. COMP/ OP AGG $ 2:000,000
OTHER:

A AUTOMOBILE LIABILITY ICOMBINED SINGLE LIMIT $ 1, 000,000 1EaecEdent)
ANY AUTO X PAS040846504 06/27/2018 06/27/2019 BODILY INJURY( Per person) $

AWNED SCHEDULED
BODILY INJURY( Per accident $ AUTOSIgEpONLY AUTOS
X E AUTOS ONLY X & Wel&Y
P(
PeaE
A UMBRELLA LIAB OCCUR EACH OCCURRENCE 3,000,000
EXCESS LIAB C_LAIM_S- MADE PAS040846504 06/ 27/ 2018 06/27/2019 AGGREGATE DED RETENTION$ 3; 000,000

IND EMPLOYERS COMPENSATIONLIABILITY

PER ER& -
AND EMPLOYERS' LIABRiTY
Y/ N

I STATUTE ER
ANY PROPRIETOR/ PARTNER/EXECUTIVE • E. L. EACH ACCIDENT Q{JFFFICER/ MEMBER EXCLUDED? N/ A
Meedatory,le NH)'
E. L. DISEASE- EA EMPLOYEE_$__
If yes. describe under
DESCRIPTION OF OPERATIONS below. E. L. DISEASE- POLICY LIMIT $ DESCRIPTION.OF OPERATIONS/ LOCATIONS/ VEHICLES ( ACORD 101, AddltonalRemarks Schedule, may be attached It more spam Is required) The City its officers, elected and appointed officials, employees, and.volunteers' are namedadditional insured. The insurance Is primary and non-contributory
Other named insureds under the Policy: Kosmont Realty Corporation, DBA, Kosmont Transaction Services

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Redondo Beach THE EXPIRATION. : DATE ' THEREOF, NOTICE_ WILL BE DELIVERED IN ACCORDANCE WITHTHE POLICY.PROVISIONS Atte: Risk Manager 415 DiamondStreet
Redondo Beach, CA 90277 AUTHORIZED REPRESENTATIVE
Yew 5.

The ACORD name and logoare registered marks of ACORD
POLICY NUMBER: PAS040846504 COMMERCIAL GENERAL LIABILITY CG 20 10 07 04
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - OWNERS, LESSEES OR

CONTRACTORS - SCHEDULED 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)`. Location( s) Of Covered Operations Information required to complete this Schedule, if not shown above, will be shown in. the Declarations.

A. Section H — Who Is An Insured is amended to This insurance does not apply to " bodily injury" or include as an additional insured the person(s) or property damage" occurring after:
organization(s) shown in the Schedule, but only
with respect to liability for "bodily injury", "property

1. All work, including parts equipwith
damage" or " personal and advertising injury"
meth e
project
ini(
therthan
with work,
intecaused, in whole or in part, by:
on the other service,
nance or repairs) to be performed bymoron or on

1. Your acts or omissions; or behalf of the additional insured(s) at the loca2. The acts or omissions of those acting on your tion of the covered operations has been cornbehalf; pleted; or in the performance of your ongoing operations for 2. That portion of " your work" out of which the the additional insured( s) at the location(s) desig- injury or damage arises has been put to its nated above. intended use by any person or organization B. With respect to the insurance afforded to these
otherthan another contractor or subcontractor
engaged in performing operations for a
additional insureds, the following additional exclu- principal as a part of the same project. sions apply:

UNIFORM
ACC d

CERTIFICATE OF LIABILITY INSURANCE
DATE` MM, DO(YYYY)
AccM. 1111322 10/ 01/ 201 e
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 INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE MOLDERIMPORTANT: If the certificate holderis' an.ADDITIONAL INSURED, the policy(ies)' must have-ADDITIONAL INSURED provisions orbs endorsed.It 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_rlghtito the certificate holder in:lieti ofsuch endorsement(3)..

PRODUCER CONTACT NAME: LOCIOOTI Companies, LLC PHONE 668-826- 8365 FAX 5847 San Felipe; Suite 320 Am- No gat: - I ( Arc. No): _ Houston, TX 77057 EADDRESS:

INSIINER S) AFFORDING O . COVERAGE NAIC E
INSURER A: Ace American Insuranoe.Co. 22667
INSURED INSURER B_
I-- __
Ineperity, Inc. UC/F
KOSMONT& ASSOCIATES, INC. INSURER C:
19001 Crescent Splines Drive

INSURER D
KINMASOd, TX 77339
INSURER E:

INSURERF: I
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

THIS IS TO CERTIFY THATTHE. POLICIES OF' INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERMOR 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 AODL SUER POLICY EFF POLICY EXP I
LTR. TYPE OF INSURANCE. NSD WVD POLICY NUMBER MWDDMVVY) ( MWODIYYYYII UNITS C EACH nOEE IOCCURRENCE S

DAMAGE TO RENTED
OCCUR PREMISES Ea aaurrencel I$ -
MED EXP( Any one person) 15

PERSONALS AOV INJURY
I
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE - rS POLICY I PEOT LOC PRODUCT$-. COMP/OP. AGG 1 E
OTHER: r. I S ... _
AUTOMOBILE LIABILITY EOMB ` QED SINGLE LIMIT S
ent)
IANY AUTO I BODILY INJURY( Per person)_ $ ALL 1
SCHEDULED I BODILY INJURY( Per accident) E

HIRED AUTOS
AUTOS NON-OWNED PROPERTY.DAMAGE S AUTOS Per accident)
S
UMBRELLA UAB I OCCUR I. EACH OCCURRENCE S_
E%CESS LIAB CLAIMS-MADE 1 AGGREGATE S
OED.. RETENTIONS
WORKERS COMPENSATION - 1_ I % PER 1 ;. OTM

AND EMPLOYERS' LIABILITY YIN
I STATUTE I I- ER. -
ANV-0ROPRIETOR/PARTNER/E%ECUTIVE E.L. EACH ACCIDENT E. 1. 000.000 A OFFICER/MEMBER EXCLUDED? OA X 065746845 10/ 01/ 2018 110/01/ 2019 Mandatory in NH) I. EL. DISEASE- EA EMPLOYEE' S 1, 000000 esc OSCdIPTrOuOFOPERATIONSbelow E. L. DISEASE-. POLICY. LIMIT I.$_ 1: 007000. 1 DESCRIPTION OF OPERATIONS/ LOCATIONS I VENK:LES ( ACORD tet, Additional gamarka Schedule,-may M attached if more epees ie required) WAIVER OF SUBROGATION IN FAVOR OF. CITY OF REDONOO BEACH, ITS OFFICERS. ELECTED AND APPOINTED OFFICIALS. EMPLOYEES. AND • VOLUNTEERS WHEN REQUIRED BY WRITTEN CONTRACT.

CERTIFICATEHOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICI S BE CANCELLED BEFORE CO
R
ACCORDANCE ANNE _ Wm1DATETHE POLICY THEREOF, PROVISIONS. NOTICE WILL BE DELIVERED AUTHOR12Ee REPRESENTIIiiVE
coy OF REDONDO BEACH
415 WAMOND STREET
REDONDO BEACH, CA 90277
O- —"
4-4T te /
01488-2014 ACORD CORPORATION. All rights reserved.

Workers' Compensation and Employers' Liability Policy
Named Insured Endorsement Number
Insperity, Inc. L/C/ F
KOSMONT& ASSOCIATES, INC. Policy Number"
19001 Crescent Springs Drive Symbol: RWC Number: C65746645 Kingwood, TX 77339
Policy Period" -- - " - - - - - -" - - EffecvetiDate'bf Endorseitent 10/ 01/ 2018 TO 10/ 01/ 2019 10/ 01/ 2018
Issued By( Name of Insurance Company)
Ace Americaninsurance.Co.

Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy.

We havethe right to recover our payments from anyone liable for an injury covered by this policy. We Will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us.

You must maintain payroll recordsaccuratelysegregating the remuneration of your employees While engaged in the work described in the Schedule.

Schedule

1. ( X ) Specific Waiver
Name of person or Organization:

City of Redondo Beach
415 Diamond Street
Redondo Beach, CA 90277
Blanket Waiver
Any person or organization for whom the Named Insured has agreed by Written contract to furnish this waiver.

2. Operations:

VOLUNTEERS.

3. Premium:

The premium charge for this endorsement shall be JNCLUDED percent of the California premium developed on payroll in connection with work performed for the above persons) or organiiation( s) arising out of the operations described.

4. Minimum Premium : INCLUDED
Authorized Representative
WC 99 03 22
Workers' Compensation.and Employers' Liability Policy
Named Insured Endorsement Number
Insperity, Inc. L/C/ F
KOSMONT& ASSOCIATES, INC.
19001 Crescent Springs Drive
Kingwood, TX 77339
Policy Symbol Policy Number Policy Period Effective Date of Endorsement RWC C65746645 10/ 01/ 2018 TO 10/ 01/ 2019 10/01/ 2018
Issued By( Name of Insurance Company)" -
Ace American Inaurande Co.

Insert Me policy number The remainder of the information is to be completed only when this endorsement is Issued subsequent to the preparation of -- the policy.

NOTICE TO OTHERS ENDORSEMENT- SPECIFIC PARTIES
A. If we cancel the Policy prior to its expiration date by notice to you orthe first Named Insured for any reason other than nonpayment of premium, we will endeavor, as set out below, to send wntten notice of cancellation, via such electronic or otherform of notification as we determine, to the persons or organizations listed in the schedule set out below ( the " Schedule"). You or your representative must provide us with both the physical and e-mail address of such persons.or organizations, and we will utilize such e- mail addressor physical address that you or your representative provided to us on such Schedule.

B. We will endeavor to send or deliver such notice to the e- mail address or physical address corresponding to each person or organization indicated in the Schedule at least 30 days prior to the cancellation date applicable to the Policy.

C: The notice referenced in this endorsement is intended only to be a courtesy notification to the person(s) or organization( s) named in the Schedule in the event of a pending cancellation of coverage. We have no legal obligation ofany kind to any such persons) or organization(s). Our failure to provide advancenotification of cancellation to the person( s) or organizations) shown in the. Schedule shall impose no obligation or liability of any kind upon us, our agents or representatives, will not extend any Policy cancellation date and will not negate any cancellation of the Policy.

D. We are not responsible for verifying any information provided to us in any Schedule, nor are we responsible for any incorrect information that you oryour representative provide to us. If you or your representative does not provide us with the information necessary to complete the Schedule, we have no responsibility for taking any action under this endorsement. In addition, if neither you nor your representative provides us with e- mail and physical address information with respect to a particular person or organization, then we shall have no responsibility for taking action with regard to such personor entity under this endorsement.

E. We may arrange with your representative to send such notice in the event of any such cancellation.

F. You will cooperate with us in providing, or in causing your representative to provide, the e- mail address and physical address of the persons or organizations listed in the Schedule.

G. This endorsement does not apply in the event that you cancel the Policy.

SCHEDULE
Name of Certificate Holder E- Mail Address Physical Address City of Redondo Beach 415 Diamond Street
Redondo Beach. CA 90277
All otherterms andwndltions of the Policy remain unchanged.

Authorized Representative
Acct#: 1171322
ALL-32688 ( 01/ 11)
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Redondo Beach City CouncilJune 20, 2023

Redondo Beach City Council
June 20, 2023