THIRD AMENDMENT TO THE AGREEMENT
FOR CONSULTING SERVICES
BETWEEN THE CITY OF REDONDO BEACH AND MUNISERVICES, LLC THIS THIRD AMENDMENT TO THE AGREEMENT FOR CONSULTING SERVICES ("Third Amendment") is made between the City of Redondo Beach, a chartered municipal corporation ("City") and MuniServices, LLC, a Delaware limited liability company ("Consultant").
WHEREAS, on September 1, 2015, the parties originally entered into the Agreement for Consulting Services between the City and Consultant (the "Agreement"); WHEREAS, on August 18, 2020, the parties entered into the First Amendment to the Agreement (the "First Amendment") to extend the term to August 31, 2022, and adjust the compensation structure;
WHEREAS, on August 16, 2022, the parties entered into the Second Amendment to the Agreement (the "Second Amendment") to extend the term to August 31, 2024, and further adjust the compensation structure;
WHEREAS, the parties wish to amend the Agreement to further extend the term and modify the compensation structure.
NOW THEREFORE, in consideration of the promises and mutual covenants contained herein, and intending to be legally bound, the parties hereby agree to make the following amendments to the Agreement:
1. TERM AND TIME OF COMPLETION. Exhibit "B" of the Agreement, as amended by Exhibits “B-1” and "B-2", is hereby further amended to add Exhibit “B-3”, extending the Agreement to August 31, 2025. Exhibit "B-3" is attached hereto and incorporated by reference. Consultant shall commence and complete all services described in Exhibit "A" in accordance with the schedule set forth in Exhibit "B-3".
2. COMPENSATION. Exhibit "C" of the Agreement, as amended by Exhibits “C-1” and "C2", is hereby further amended to add Exhibit “C-3”, reducing Consultant's annual fee to a fixed amount of ten thousand dollars ($10,000) and updating the notice provisions.
Exhibit "C-3" is attached hereto and incorporated by reference. Consultant shall be compensated for the services described in Exhibit "A".
3. NO OTHER AMENDMENTS. Except as expressly stated herein, the Agreement shall remain unchanged and in full force and effect. The Agreement, First Amendment, Second Amendment, and this Third Amendment constitute the entire agreement between the parties and supersede any previous oral or written agreements with respect to the subject matter hereof. In the event of any inconsistency between the terms of the Agreement, First Amendment, Second Amendment, and this Third Amendment, the terms of this Third Amendment shall govern.
IN WITNESS WHEREOF, the parties have executed this Third Amendment in Redondo Beach, California, as of this 20th day of August, 2024.
CITY OF REDONDO BEACH, MuniServices, LLC,
a chartered municipal corporation a Delaware limited liability company ___________________________ By: ___________________________ James A. Light, Mayor Name: ___________________________ Title: ___________________________
ATTEST: APPROVED:
___________________________ ___________________________ Eleanor Manzano, City Clerk Diane Strickfaden, Risk Manager APPROVED AS TO FORM:
___________________________
Michael W. Webb, City Attorney
CEO
Paul Colangelo
EXHIBIT "B-3"
TERM AND TIME OF COMPLETION
TERM. The term of this Agreement shall be extended to August 31, 2025, unless otherwise terminated herein.
EXHIBIT "C-3"
COMPENSATION
Provided Consultant is not in default under this Agreement, Consultant shall be compensated as provided below.
I. ANNUAL FIXED FEE. Consultant shall be paid a fixed annual amount of ten thousand dollars ($10,000) under the Agreement and any amendments hereto.
II. COMPENSATION UPON TERMINATION.
A. Notwithstanding Section 11 (Termination Without Default) of the Agreement, upon termination by either party of the Agreement as provided herein, Consultant shall be entitled to retain any fees it may have received from the City pursuant to Section I.A of this Exhibit "C-3". Within thirty (30) days following termination, Consultant shall provide the City with a list of detections of non-compliance resulting from the compliance review activities of Consultant. The City will, in good faith, diligently seek to: i) correct such detections of non-compliance made by Consultant prior to the date of termination; and ii) collect the additional revenues that are due to the City for past periods and for the twelve quarters going forward following the correction, even though the date of actual correction may occur after the termination date. Consultant shall assist the City in this correction/collection effort at no additional charge, if so requested by the City.
B. Consultant's right to compensation for City-Specific audit services under Section III of this Exhibit "C-3" shall survive termination of this Agreement; provided, however, that Consultant's services were performed prior to the termination of this Agreement.
III. COMPENSATION FOR CITY-SPECIFIC AUDIT SERVICES.
A. Fee for City-Specific Audit Services. With respect to a City-Specific audit referred to in Section I.D.1 of Exhibit "A", City will pay Consultant fifteen percent (15%) of the additional revenues that have resulted from Consultant's CitySpecific audit services.
B. Fee for City-Specific Audit for Retroactive Recovery. Consultant shall also seek to recover, or assist the City in recovering all revenue due the City from prior periods, if any, and Consultant will receive fifteen percent (15%) of any retroactive recovery. Said 15% also applies to the monetary value of any other services, credits, property of every kind or nature, or other consideration received by the City in lieu of monetary payment received by the City for the first three years following the correction of the error/omission.
C. Fee for City-Specific Compliance Reviews. For reviews involving BOE records pertaining to prepaid wireless local charges, compensation shall be based upon a fixed fee or a time and materials basis which shall be negotiated in a separate agreement for each such compliance review.
IV. CONSULTANT'S EXPENSES. Consultant shall absorb all expenses incurred by Consultant in providing its services as described herein. These expenses include, but are not limited to, employee salaries and benefits, insurance, airfare, auto rentals, meals, lodging, express mail, mail, telephone, copying, directories, online resources, and other overhead and miscellaneous expenses.
V. METHOD OF PAYMENT.
A. City will notify Consultant within ten (10) days following receipt by the City of payments that are a direct result of Consultant's compliance and/or audit services (e.g., cash, installment, or other compensation directly benefiting the City). Upon receipt of such notice, Consultant shall promptly invoice the City.
B. Consultant shall provide quarterly invoices to City for approval and payment.
Invoices must be itemized, 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.
C. Invoices for services rendered shall be for the immediately preceding quarter. If the effective date of this Agreement is other than an invoice date, the City shall be invoiced for the first quarterly payment immediately following the Agreement’s effective date, including a prorated portion of the preceding quarter.
VI. SCHEDULE FOR PAYMENT. Consultant shall be paid as follows:
A. The Total Annual Fixed Fee will be paid in four equal quarterly payments with due dates of: March 31st, June 30th, September 30th, and December 31st within fortyfive (45) days of receipt of Consultant's invoice, provided, services are completed to City's full satisfaction.
B. Payment for City-Specific Audit Services will be made within forty-five (45) days of receipt of Consultant's invoice, rendered pursuant to Section V.A of this Exhibit "C-3", provided services are completed to City's full satisfaction.
VII. NOTICE. Written notices to City and Consultant shall be given by registered or certified mail, postage prepaid, email, or personally served, and addressed to the following parties.
Consultant: MuniServices, LLC
7625 N. Palm Avenue, Suite 108
Fresno, CA 93711
Attention: Legal Department
Email: [email protected]
With a copy to: PRA General Counsel
120 Corporate Blvd., Suite 100
Norfolk, VA 23502
City: City of Redondo Beach
City Treasurer Office
415 Diamond Street
Redondo Beach, CA 90277
Attention: City Treasurer
Email: [email protected]
All notices, including notices of address changes, provided under this Agreement are deemed received as follows: (1) on the second business day after email or facsimile, provided that no “bounce-back” or similar message indicating non-delivery is received; (2) on the third day after mailing if sent by registered or certified mail; or (3) upon personal delivery. Changes in the respective address set forth above may be made from time to time by any party upon written notice to the other party in accordance with this section.
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
INSURER(S) AFFORDING COVERAGE
INSURER F :
INSURER E :
INSURER D :
INSURER C :
INSURER B :
INSURER A : NAIC #
NAME: CONTACT
(A/C, No): FAX
E-MAIL ADDRESS:
PRODUCER
(A/C, No, Ext): PHONE
INSURED
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
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).
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.
OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR WVDADDL
INSD
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. $
$
$
$ PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person) COMBINED SINGLE LIMIT
AUTOS ONLY
AUTOS ONLY AUTOS NON-OWNED OWNED SCHEDULED
ANY AUTO
AUTOMOBILE LIABILITY
Y / N WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?
(Mandatory in NH) DESCRIPTION OF OPERATIONS below
If yes, describe under
ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEEE.L. EACH ACCIDENT EROTH- STATUTE PER
(MM/DD/YYYY) LIMITS POLICY EXP(MM/DD/YYYY) POLICY EFFLTR TYPE OF INSURANCE POLICY NUMBER INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
EXCESS LIAB
UMBRELLA LIAB EACH OCCURRENCE $ AGGREGATE $
$
OCCUR
CLAIMS-MADE DED RETENTION $
PRODUCTS - COMP/OP AGG $ GENERAL AGGREGATE $ PERSONAL & ADV INJURY $ MED EXP (Any one person) $
EACH OCCURRENCE $ DAMAGE TO RENTED
PREMISES (Ea occurrence) $ COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO- JECT LOC
CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)
CANCELLATION
AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2016 ACORD CORPORATION. All rights reserved.
CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED
AUTOS ONLY
C
1,000,000 10 UUN DR3892 CLE-007174492-07 1,000,000 06/13/2025 10,000,000 X 2712010,000,000 LCY858672 DED: $100,000 Limit: N
X
03/15/2024 Landmark American Insurance Company 0
03/15/2025 10/02/2023 19445 03/15/2025 10 UEN DR3978 Crime C 2,000,000 1,000,000 29424 Trumbull Insurance Company 1,000,000 X D
X
06/14/2024 5,000,000 03/15/2024 2,000,000 The City of Redondo Beach, its officers, elected and appointed officials and employees are included as additional insureds where required by written contract with respect to the Commercial General Liability and Auto Liability with respect to the operations and work performed by the named insured as required by written contract, coverage of which shall be Primary and Non-Contributory. X 415 Diamond Street
Redondo Beach, CA 90277 City of Redondo Beach
National Union Fire Ins Co Pittsburgh PA E 06/13/2024 A Hartford Casualty Ins Co CN115487564--Tech-2024 DED: $15,000 Limit: 03/15/2025 1,000,000 83 RHU DR3731 Tech E&O/Cyber 2,000,000 300,000 1,000,000 10/02/2024 10 WE AE7C2X 1050 CONNECTICUT AVENUE, SUITE 700 MARSH USA LLC.
X
WASHINGTON, DC 20036-5386 5860 Trinity Parkway, Suite 120 Avenu Holdings, LLC
Centreville, VA 20120 X
01-571-49-77 03/15/2024 Attn: Deputy Treasurer
03/15/2024 B
03/15/2025 33138 The Hartford Insurance Company
ACORD 101 (2008/01)
The ACORD name and logo are registered marks of ACORD
© 2008 ACORD CORPORATION. All rights reserved.
THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: FORM TITLE:
ADDITIONAL REMARKS
ADDITIONAL REMARKS SCHEDULE Page of
AGENCY CUSTOMER ID:
LOC #:
AGENCY
CARRIER NAIC CODE
POLICY NUMBER
NAMED INSURED
EFFECTIVE DATE:
Avenu Local Government Solutions, LLC� Avenu Unclaimed Property Systems, LLC� Avenu Government Systems, LLC� eGov Solutions, LLC� Avenu Pension Administration Solution ULC Interware Development Company� 2 2 Ram Ware, LLC� MuniServices, LLC d/b/a Avenu MuniServices, LLC� Washington Avenu STR IP LLC� ACP Avenu Buyer, LLC� Avenu Insights & Analytics LLC� Avenu Holdings, LLC� Included as Named Insured� ��ACP Avenu Intermediate, LLC� Certificate of Liability Insurance Columbia Ultimate Business Systems, LLC� CN115487564 Avenu Insights, LLC� Avenu SLS Holdings, LLC� Avenu SLGS Holdings, LLC� Avenu Government Record Services, LLC� Avenu Enterprise Solutions, LLC� Mills Point GRS Blocker, LLC� Justice Systems, LLC� Columbia Ultimate, LLC� MARSH USA LLC.� 5860 Trinity Parkway, Suite 120� Avenu Holdings, LLC� Centreville, VA 20120 Avenu Title Records, LLC� Judicial Innovations, LCC� 25 Avenu Canada, LLC�