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HomeMy WebLinkAboutContracts & Agreements_113-2010_CCv0001.pdf Office of the Daniel J. McHugh City Attorney City Attorney City of Redlands MEMORANDUM TO: CITY CLERK FROM: CITY ATTORNEY DATE: August 25, 2010 RE: AGREEMENT FOR SPECIAL SERVICES WITH LIEBERT CASSIDY WHITMORE Sam: Attached are two original executed agreements for special counsel services, one with Liebert Cassidy Whitmore and the other with Best Best and Krieger. Pursuant to section 2.15.020 of the City's Municipal Code, the City Attorney may enter into professional services contracts on behalf of the City Council, for the retention of certain special legal counsel and consultants, without the prior approval of the City Council (however, the retention of Liebert, Cassidy Whitmore was approved in open session at a meeting of the Council, and the request for Best Best and Krieger's special counsel advice on a water rights real property matter (terms and price) was briefly discussed with the City Council as part of a closed session discussion). These contracts need only be executed by a member of the City Council, and are then required to be filed and maintained in the office of the City Clerk. Should you have any questions regarding this matter, please feel free to contact me. DANIEL J. MCHUGH DJM:sas enclosures cc: N. Enrique Martinez P.O. Box 3005 • Redlands, CA 92373 • (909) 798-7595 • FAX (909) 798-7503 1 ca dim Memo`Zo 10 Memos Liehert Ca%idy and BUK Special Sen•icei Agmt Transmittal.doc BEST BEST & KRIEGERa�- NITOIINEYS X]JANN7 INDIAN WELLS SACRAMENTO (760)568-2611 3750 University Avenue (916)325-4000 Post Office Box 1028 IRVINE SAN DIEGO (949)263-2600 Riverside,California 92502-1028 (619)525-1300 — (951)686-1450 — LOS ANGELES (951)686-3083 Fax WALNUT CREEK (213)617-8100 BBKlaw.com (926)977-3300 ONTARIO (909)989-8584 July 20, 2010 Daniel J. McHugh City Attorney City of Redlands P.O. Box 3005 Redlands, CA 92373 Re: Water Stock Purchase Dear Dan: ABOUT OUR REPRESENTATION Best Best & Krieger LLP is pleased to represent the City of Redlands. Specifically, we will advise you regarding stock purchase and sale. This letter constitutes our agreement setting the terms of our representation. CONFIDENTIALITY AND ABSENCE OF CONFLICTS An attorney-client relationship requires mutual trust between the client and the attorney. It is understood that communications exclusively between counseland the client are confidential and protected by the attorney-client privilege. To also assure mutuality of trust, we have maintained a conflict of interest index. The California Rules of Professional Conduct defines whether a past or present relationship with any party prevents us from representing your firm. Similarly, your firm's name will be included in our list of clients to ensure we comply with the Rules of Professional Conduct with respect to your fin-n. We have checked the following names against our client index: City of Redlands, San Bernardino Valley Municipal Water District, Bear Valley Mutual Water District and Crafton Pipeline. Based on that check, we can represent your firm. Please review the list to see if any other persons or entities should be included. If you do not tell us to the contrary, we will assume that this list is complete and accurate. We request that you update this list for us if there are any changes in the future. RM113TGARNER',77291 Ll BEST BEST & KRIEGER ATTORNEYS AT LAW City of Redlands July 13, 2010 Page 2 YOUR OBLIGATIONS ABOUT FEES AND BILLINGS We have already discussed with you the fee arrangement. My current billing rate is $300.00 per hour. The billing rates for others and the advanced deposit are described in the memorandum attached to this letter. It also describes the other aspects of our firm's billing policies. You should consider this memorandum part of this agreement as it binds both of us. For that reason, you should read it carefully. INSURANCE We understand that you are not now insured or have any insurance that may cover potential liability or attorneys' fees in this case. If you think you may have such insurance, please notify me immediately. We are also pleased to let you know that Best Best & Krieger LLP carries errors and omissions insurance with Lloyd's of London. After a standard deductible, this insurance provides coverage beyond what is required by the State of California. NEW MATTERS When we are engaged by a new client on a particular matter, we are often later asked to work on additional matters. You should know that such new matters will be the subject of a new signed supplement to this agreement. Similarly, this agreement does not cover and is not a commitment by either of us that we will undertake any appeals or collection procedures. Any such future work would also have to be agreed upon in a signed supplement. CIVILITY IN LITIGATION In. litigation, courtesy is customarily honored with opposing counsel, such as extensions to file pleadings or responses to other deadlines. In our experience, the reciprocal extension of such courtesies saves our clients' time and money. By signing this letter you will be confirming your approval of this practice in your case. HOW THIS AGREEMENT MAY BE TERMINATED You, of course, have the right to end our services at any time. If you do so, you will be responsible for the payment of fees and costs accrued but not yet paid, plus reasonable fees and costs in transferring the case to you or your new counsel. By the same token, we reserve the right to terminate our services to you upon written notice, order of the court, or in accordance with our attached memorandum. This could happen if you fail to pay our fees and costs as RVPUBIEGARNERi7 7"3911.1 BEST BEST & KRIEGER AWOME"AT LAW City of Redlands July 13, 2010 Page 3 agreed, fail to cooperate with us in this matter, or if we determine we cannot continue to represent you for ethical or practical concerns. CLIENT FILE If you do not request the return of your file, we will retain your file for five years. After five years, we may have your file destroyed. If you would like your file maintained for more than five years or returned, you must make separate arrangements with us. THANK YOU On a personal note, we are pleased that you have selected Best Best & Krieger LLP to represent you. We look forward to a long and valued relationship with you and appreciate your confidence in selecting us to represent you in this case. If you have any questions at any time about our services or billings, please do not hesitate to call me. If this letter meets with your approval, please sign and date it, and return the original to us. Unless you sign, date and return the original by July 27, 2010, we will not represent you In any capacity, and we will assume that you have made other arrangements for legal representation. We have enclosed a separate signed copy of this letter for your records. Vu y yours, t-71 Eric L. Garner of BEST BEST & KRIEGER LLP ELG/lak AGREED AND ACCEPTED: By: L-;; Pat Gilbreath, Mayor Dated. RVI'MEGARNERM291 1.1 BEST BEST & KRIEGER LLP'S BILLING POLICIES Our century of experience has shown that the attorney-client relationship works best when there is mutual understanding about fees, expenses, billing and payment terms. Therefore, this statement is intended to explain our billing policies and procedures. Clients are encouraged to discuss with us any questions they have about these policies and procedures. Clients may direct specific questions about a bill to the attorney with whom the client works or to Judy Ismael of our Accounting Department. Any specific billing arrangements different from those set forth below will be confirmed in a separate written agreement between the client and the firm. Fees for Professional Services Unless a flat fee is set forth in our engagement letter with a client, our fees for the legal work we will undertake will be based in substantial part on time spent by personnel in our office on that client's behalf. In special circumstances which will be discussed with the client and agreed upon in writing, fees will be based upon the novelty or difficulty of the matter, or the time or other special limitations imposed by the client. Hourly rates are set to reflect the skill and experience of the attorney or other legal personnel rendering services on the client's behalf. Time is accrued on an incremental basis for such matters as telephone calls (minimum .3 hour) and letters (minimum .5 hour), and on an actual basis for all other work. Our attorneys are currently billed at rates from $200 to $550 per hour, and our administrative assistants, research assistants, paralegals and law clerks are billed at rates from $110 to $225 per hour. These hourly rates are reviewed annually to accommodate rising firm costs and to reflect changes in attorney status as lawyers attain new levels of legal experience. Any increases resulting from such reviews will be instituted automatically and will apply to each affected client, after advance notice. Fees For Other Services, Costs.and Expenses We attempt to serve all our clients with the most effective support systems available. Therefore, in addition to fees for professional legal services, we also charge separately for some other services and expenses to the extent of their use by individual clients. These charges include but are not limited to, mileage at the current IRS approved rate per mile, extraordinary telephone and document delivery charges, copying charges, computerized research, court filing fees and other court-related expenditures including court reporter and transcription fees. No separate charge is made for secretarial or word processing services; those costs are included within the above hourly rates. We may need to advance costs and incur expenses on your behalf on an ongoing basis. These items are separate and apart from attorneys' fees and, as they are out-of-pocket charges, we need to have sufficient funds on hand from you to pay them when due. We will advise the client from time to time when we expect items of significant cost to be incurred, and it is required that the client send us advances to cover those costs before they are due. RNTUMEGARNERM291 1.1 Advance Deposit Toward Fees And Costs Because new client matters involve both a substantial undertaking by our firm and the establishment of client credit with our accounting office, we require an advance payment from clients. The amount of this advance deposit is determined on a case-by-case basis discussed first with the client, and is specified in our engagement letter. Upon receipt, the advance deposit will be deposited into the finn's client trust account. Our monthly billings will reflect such applications of the advance deposit to costs and not to attorney's fees. At the end of engagement, we will apply any remaining balance first to costs and then to fees. We also reserve the right to require increases or renewals of these advanced deposits. By signing the initial engagement letter, each client is agreeing that trust account balances may be withdrawn and applied to costs as they are incurred and to our billings, after presentation to the client. If we succeed in resolving your matter before the amounts deposited are used, any balance will be promptly refunded. Monthly Invoices and PaLent Best Best & Krieger LLP provides our clients with monthly invoices for legal services performed and expenses incurred. Invoices are due and payable upon receipt. Each monthly invoice reflects both professional and other fees for services rendered through the end of the prior month, as well as expenses incurred on the client's behalf that have been processed by the end of the prior month. Processing of some expenses is delayed until the next month and billed thereafter. Our fees are not contingent upon any aspect of the matter and are due upon receipt. All billings are due and payable within ten days of presentation unless the full amount is covered by the balance of an advance held in our trust account. If a bill is not paid within 30 days, a late charge of one percent per month on the unpaid invoice shall be added to the balance owed, commencing with the next statement and continuing until paid. It is our policy to treat every question about a bill promptly and fairly. It is also our policy that if a client does not pay an invoice within 60 days of mailing, we assume the client is, for whatever reason, refusing to pay. We will then advise the client by letter that the client may pay the invoice within 14 days or the firm will take appropriate steps to withdraw as attorney of record. If the delay is caused by a problem in the invoice, we must rely upon the client to raise that with us during the 14-day period. This same policy applies to fee arrangements which require the client to replenish fee deposits or make deposits for anticipated costs. From time to time clients have questions about the format of the bill or description of work performed. If you have any such questions, please ask them when you receive the bill so we may address them on a current basis. RVPUB\ECJARNER\77291 1,1 -2- Changes in Fee Arrangements and Budg,,ets It may be necessary under certain circumstances for a client to increase the size of required advances for fees after the commencement of our engagement and depending upon the scope of the work. For example, prior to a protracted trial or hearing, the firm may require a further advance payment to the firm's trust account sufficient to cover expected fees. Any such changes in fee arrangements will be discussed with the client and mutually agreed in writing. Because of the uncertainties involved, any estimates of anticipated fees that we provide at the request of a client for budgeting purposes, or otherwise, can only be an approximation of potential fees. BEST BEST & KRIEGER LLP RVPUBl EGARNER.77291 Ll -3-