HomeMy WebLinkAboutContracts & Agreements_96-2017 AGREEMENT FOR SPECIAL COUNSEL LEGAL SERVICES
BETWEEN THE CITY OF REDLANDS AND
FILARSKY & WATT LLP
1 PARTIES AND DATE.
This Agreement is made and entered into as of the 6th day of June, 2017 ("Effective
Date"), by and between the City of Redlands (the "City"), and Filarsky & Watt LLP, a limited
liability partnership engaged in the practice of law ("F&W") City and F&W are sometimes
individually referred to herein as a"Party and, together, as the "Parties "
2 RECITALS
21 City presently engages the services of F&W as special counsel to perform certain
legal services fol City on the terms set forth below
22 City wishes to reafliim, by this Agreement, the scope of City's engagement of
F&W's services and the rate at which F&W shall perform such services foi City, on the terms set
forth below
3 TERMS
31 Term The term of this Agreement shall commence on May 16, 2017 and shall
continue in full force and effect unless terminated in accordance with Section 3 10 of this
Agreement
32 Scone of Services F&W shall serve as special counsel and shall perform legal
services ("Services") as may be required from time to time by City as set forth by this
Agreement, unless otherwise agreed to by City and F&W As part of the Services to be
performed hereunder, F&W shall be responsible for the following
321 Preparation for and attendance at meetings of the City Council as
requested by the City Council and/or the City Managei, and/or the City Attorney or their
designees, and
3 2 2 Rendei to the City legal advice, work and opinions on legal matters
pertaining to or affecting City matters relating to personnel, employment, labor and collective
bargaining law, as directed by the City Council, and/oi the City Manager, and/or the City
Attorney, or their designees
3 2 3 Representation and assistance on administrative hearing and litigation
matters as related to those areas of law described in section 3 2 2, above, as directed by the City
Council, and/or the City Manager, and/oi the City Attorney or their designees Such services
shall include, but shall not be limited to, the preparation for and making of appearances,
including preparing pleadings and petitions, making oral presentations, and preparing answers,
briefs or other documents on behalf of City, the City Council, and any officer or employee of
City, in all federal and state courts of this State, and before any governmental commission,
including reviewing, defending or assisting any insurer of City or its agents of attorneys with
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respect to any lawsuit filed against City of any officer or employee thereof, for money or
damages
3 3 Indemnity F&W shall defend, indemnify and hold harmless City, and its elected
officials, officers and employees from and against any and all losses, claims, liabilities, expenses,
or demands arising out of any negligent act of omission, or willful misconduct, of F&W in
connection with the performance of its Services pursuant to this Agreement
34 Time of Performance The services of F&W shall be performed expeditiously in
the time frames and as directed by City
35 Assistance City agrees to provide all information and documents necessary for
the attorneys at F&W to perform its obligations undei this Agreement
36 Increases of Decrease in Compensation F&W or the City may initiate
consideration of a rate increase of decrease Such a rate increase or decrease may be approved or
denied by the City or F&W, respectfully, in their sole and absolute discretion Such rate increase
of decrease shall be evidenced by an execution of an amendment to this Agreement
37 Independent Contractor F&W shall perform all legal services required under this
Agreement as an independent contractor to City and shall remain, at all times as to City, a wholly
independent contractor with only such obligations as are required under this Agreement Neithet
City, nor any of its employees, shall have any control over the manner, mode or means by which
F&W, its agents or employees, render the legal services required under this Agreement, except
as otherwise set forth City shall have no voice in the selection, discharge, supervision or control
of F&W's employees, representatives or agents, or in fixing their number, compensation, or
hours of service
38 Compensation For performance of the legal Services set forth above, City shall
pay F&W the hourly billing rate of Two Hundred Eighty Dollars ($2$0), provided however, for
Services performed on or after July 1, 2017, such houily billing rate shall be increased to Three
Hundred Ten Dollars ($310)per hour
3 8 1 Billinz F&W shall submit monthly to City a detailed statement of
account for its Services City shall review F&W's monthly statements and pay F&W for
Services rendered and costs incurred, as provided for in this Agreement, on a monthly basis
39 Insurance F&W shall carry errors and omissions insurance as requited by the
State of California
310 Termination of Agreement and Legal Services This Agreement and the Services
to be rendered under it may be terminated at any time upon ten (10) days prior written notice
from either Party, with of without cause In the event of such termination, F&W shall be paid for
all Services authorized by City and performed up through and including the effective date of
termination
311 Entire Agreement This Agreement contains the entire agreement of the Parties
with respect to the subject matter hereof, and supersedes all prior negotiations, understandings of
agreements
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312 Governing Law This Agreement shall be governed by the laws of the State of
California Venue shall be in San Bernardino County
3 13 Amendment, Modification No supplement, modification, or amendment of this
Agreement shall be binding unless executed in writing and signed by the Parties
314 Waiver. No waiver of any default shall constitute a waiver of any other default or
breach, whether of the same or other covenant or condition No waiver benefit, privilege. or
service voluntarily given or performed by a Party shall give the other Party any contractual rights
by custom, estoppel, or otherwise
3 15 Counterparts This Agreement may be signed to counterparts each of which shall
constitute an original
316 Delivery of Notices Notice or other communication required. or which may be
given,pursuant to this Agreement, shall be in writing Any such notice shall be deemed delivered
(i) on the date of delivery in person, (n) five (5) days after deposit in first class registered mall,
with return receipt requested, (m) on the actual delivery date If deposited with an overnight
courser, or (iv) on the date sent by facsimile, if confirmed with a copy sent contemporaneously
by first class, certified, registered or express mail, in each case properly posted and fully prepaid
to the appropriate address set forth below or such other address as a Party may provide notice in
accordance with this section
City Frlarsky & Watt LLP
City Clerk Steve A Frlarsky, Partner
City of Redlands Frlarsky & Watt LLP
35 Cajon Street, 1441 Nineteenth Street
Suite 200 Manhattan Beach, CA 90266
Redlands, CA 92373
Such addresses may be changed by notice to the other Party given in the same manner as
provided above
IN WITNESS WHEREOF. City and F&W have executed this Agreement as of the date
first written above
Ci F REDLANDS n 4 FILARSKY & WATT FLLP
Paul V Foster, Mayor Steve Frlarsky. Partner
ATTEST
Jlie Donaldson, City Clerk
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