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Home My WebLink AboutCDC/2006-12 " .. 1 RESOLUTION NO. CDC 2006-12 2 3 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING THE EXECUTIVE DIRECTOR OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO TO EXECUTE A ONE (1) YEAR 2006 LEGAL COUNSEL SERVICES AGREEMENT WITH LEWIS, BRISBOIS, BISGAARD & SMITH, L.L.P. 4 5 6 7 WHEREAS, the Redevelopment Agency of the City of San Bernardino ("Agency" desires to retain Legal Counsel Services for Redevelopment Law, CDBG, HOME, HUD 10 financing, economic development and redevelopment related legal matters; and WHEREAS, on October 19,2000, the Community Development Commission approved five (5) year contract with Lewis, Brisbois, Bisgaard & Smith, L.L.P. ("2000 Agreement") amended November 2005, extending the 2000 Agreement until April 30, 2006; and WHEREAS, said 2000 Agreement expires April 30, 2006; and WHEREAS, in March 2005, according to Agency procurement policies and procedures Staff solicited proposals from law firms across the State of California; and WHEREAS, in April 2005, an evaluation of the three (3) proposals submitted by la firms was completed and graded according to a set of criteria. 8 9 10 11 12 13 14 15 16 17 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF TH CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, A FOLLOWS: 18 19 Section 1. The Community Development Commission hereby approves the 200 20 Agreement for Legal Counsel Services ("2006 Legal Counsel Services Agreement"). 21 Section 2. The Executive Director of the Redevelopment Agency IS hereb 22 authorized and directed to execute on behalf of said Agency the 2006 Legal Counsel Service Agreement for legal services with Lewis, Brisbois, Bisgaard & Smith L.L.P., Attorneys at Law for redevelopment, housing, economic development and federally funded projects and programs a copy of which is on file with the City Clerk and the offices of the Agency, and incorporate herein by reference as though fully set forth at length. Said 2006 Legal Counsel Service 23 24 25 -1- P;\Azendas\Resolutlonl\Resolution'\1006\05-01-06 Aseney Counsel Agreement CDC ReIo.doe . CDC 2006-12 Agreement shall have a term of one (1) year, but shall include specific termination provisio 2 pursuant to Section 9. 3 //1 4 //1 /1/ 5 /1/ 6 /1/ 7 //1 8 /1/ 9 /1/ 10 //1 11 /1/ 12 //1 //1 13 //1 14 /1/ 15 //1 16 //1 17 //1 18 /1/ 19 /1/ 20 //1 21 /1/ /1/ 22 /1/ 23 /1/ 24 //1 25 /1/ .2. P:\Allendas\Resolutlon$\RelOlutlons\1006\OS-OI-66 Agency Counle] Agreement CDC Reln.doe CDC 2006-12 1 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING THE EXECUTIVE DIRECTOR OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO TO EXECUTE A ONE (1) YEAR 2006 LEGAL COUNSEL SERVICES AGREEMENT WITH LEWIS, BRISBOIS, BISGAARD & SMITH, L.L.P. 2 3 4 5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the 6 Community Development Commission of the City of San Bernardino at a j oint regular 7 meeting thereof, held on the 1st day of May Commission Members: Aves Navs ESTRADA X - BAXTER X MCGINNIS ---1L DERRY -X- KELLEY ---1L JOHNSON -X- MC CAMMACK -lL , 2006, by the following vote to wit: 8 Abstain Absent 9 10 11 12 13 14 15 16 17 ecretary aN" The foregoing resolution is hereby approved this :.;-- day of May ,2006. 18 19 20 atric J. Morris, ChaIrperson unity Development Commission of the City of San Bernardino :~":?i;;;;J~ 21 22 23 24 25 -3- r:\Alend8.\ReaolutIoDI\ReIolutlonl\1006\OS-Ol-Ofi Alency Counsel Agreement CDC ReIo.dol: COC 2006-12 2006 AGREEMENT FOR LEGAL COUNSEL SERVICES THIS AGREEMENT FOR LEGAL COUNSEL SERVICES (the "Agreement") is dated as of May 1, 2006, by and between the Redevelopment Agency of the City of San Bernardino (the "Redevelopment Agency") and the law firm of Lewis, Brisbois, Bisgaard and Smith, L.L.P. ("Legal Counsel") and is entered into in light of the facts as set forth in the following Recitals: -- RECITALS - A. The Commission, as the governing board of the Economic Development Agency and the Redevelopment Agency, desires to retain the services of Legal Counsel in connection with the implementation of Community Redevelopment Programs ("Community Redevelopment Programs") administered by the Economic Development Agency and/or the Redevelopment Agency, as applicable, and certain Community Development Block Grant Programs ("CDBG Programs") administered by the Redevelopment Agency, as applicable (the Community Redevelopment Programs and the CDBG Programs being hereinafter collectively referred to as the "Programs"). B. The Programs referred to in Recital Paragraph A are listed as follows: (i) Economic development activities of the Commission undertaken pursuant to Community Redevelopment Law of the State of California (Health and Safety Code Section 33000, et sea.) ("Community Redevelopment Law"); (ii) Affordable housing programs of the Commission utilizing monies in the Low and Moderate Income Housing Fund of the Redevelopment Agency established pursuant to Section 33334.3 of the Community Redevelopment Law (the "Low and Moderate Income Housing Fund"); (iii) Community Development Block Grant activities of the Commission funded under the program described at 24 Code of Federal Regulations Part 570, et sea.; (iv) HOME Program affordable housing activities of the Commission under the program described at 24 CFR Part, 92 ~t sea.; (v) Emergency Shelter Grant activities of the Commission under the program described at 24 CFR Part 576, et sea.; (vi) Other affordable housing or economic development activities of the Commission undertaken pursuant to special Community Development Block Grant program authority, including HUD Section 108 loan guarantee financings. The separate areas of legal counsel services identified in the preceding subparagraphs (i) through (vi), inclusive, are collectively referred to herein as "Legal Counsel Services". P:\Agendas\Aaenda ArtachmenlSlAgrecmenlsUOO6\OS-OI-06 2006 Legal Counsel Services,doc I CDC 2006-12 C. Legal Counsel Services shall be performed promptly upon request from the Economic Development Agency Executive Director, or herlhis designee. Legal Counsel Services shall include the preparation and review of staff reports and memoranda, agreements, contracts and grant agreements with respect to economic development activities undertaken pursuant to the Community Redevelopment Law and complex staff reports and memoranda, agreements, contracts and grant agreements which use or apply CDBG Program funds; the preparation and review of affordable housing mortgage loan documents which use or apply monies in the Low and Moderate Income Housing Fund and affordable housing mortgage loan documents which use or apply CDBG Program funds, if applicable; the participation with Agency Staff in the negotiation and documentation of Program agreements on agreed City aspects of the Program and participation in the legal representation of the Commission as Legal Counsel, as directed. NOW THEREFORE, THE COMMISSION AND LEGAL COUNSEL AGREE AS FOLLOWS: Section 1. Legal Counsel hereby represents and warrants to the Commission that the lawyers associated with the law firm of, Lewis, Brisbois, Bisgaard and Smith, L.L.P. possess special expertise and experience in the practice of law involving matters related to the Programs and the Legal Counsel Services. Section 2. Subject to the terms and conditions of this Agreement, the Commission hereby retains the professional legal services of Legal Counsel to represent the Commission, the Economic Development Agency and the Redevelopment Agency, as applicable, in connection with the Program matters included within the scope of the Legal Counsel Services. Legal Counsel shall receive compensation for such services as performed in accordance with the provisions of Section 3. Section 3. (a) Legal Counsel shall provide Legal Counsel Services to the Commission, the Economic Development Agency and the Redevelopment Agency, as applicable, at an hourly fee for services schedule for lawyers and legal professionals with the firm as follows: Senior attorneys Associates Paralegals $150.00 per hour $140.00 per hour $ 85.00 per hour (b) In addition to the hourly professional legal services fee schedule set forth in Section 3(a), Legal Counsel shall also be reimbursed for direct costs and expenses incurred in the performance of such Legal Counsel Services including the cost of reproducing documents, computerized legal research, long distance telephone charges, telecopy charges and the like in accordance with the standard rate of Legal Counsel for all other clients in effect at the time the direct cost or expense is incurred under this Agreement. (c) The amount payable by the Commission for the Legal Counsel Services and expenses of Legal Counsel shall be invoiced to the Commission on a monthly basis. Each P:lA&endas\Aacnda Anachmenll\AarCCII1C'MS\2006\05-0I-06 2006 Lepl COUNel Services_doc 2 CDC 2006-12 invoice shall contain a suitably detailed written description of the Legal Counsel Services performed during the period of time covered by the invoice, and the amount of time devoted to each task, together with an itemized description of the direct costs an expenses incurred to be approved by the Executive Director or herlhis designee. Section 4. (a) Notwithstanding the description set forth in Recital Paragraph B, above, Legal Counsel Services do not include bond counselor special tax counsel legal representation of the Commission, the Economic Development Agency or the Redevelopment Agency. In the event that a particular legal representation may require bond counselor special tax counsel services, Legal Counsel shall so advise the Commission, in its discretion, may direct the law firm of, Lewis, Brisbois, Bisgaard and Smith, L.L.P. to provide such bond counselor special tax counsel services in accordance with its standard schedule of professional services fees for such engagements. (b) Notwithstanding the description set forth in Recital Paragraph B, above, Legal Counsel Services do not include the representation of the Commission, the Economic Development Agency or the Redevelopment Agency in any judicial proceedings or litigation. In the event that a particular legal representation or transaction associated with any Program may foreseeably involve litigation or the threat of litigation Legal Counsel shall so advise the Commission, in its discretion, may direct the law firm of Lewis, Brisbois, Bisgaard and Smith, L.L.P. to provide the Commission, the Economic Development Agency or the Redevelopment Agency, as applicable with legal representation as legal counsel in such a specific claim or litigation matter in accordance with the hourly fee for legal service schedule set forth in Section 3. Section 5. (a) In accordance with the requirements of California Business and Professions Code, the Commission is hereby advised that Legal Counsel maintains professional liability insurance. Legal Counsel shall maintain such policy of professional liability insurance in effect continuously during the term of this Agreement. (b) Legal Counsel shall possess and maintain in effect during the term of this Agreement comprehensive general liability insurance against claims for injuries to persons or damages to property which may arise from or in connection with the Legal Counsel Services with $1,000,000 in single limit coverage for each occurrence and $2,000,000 general aggregate coverage. Such insurance shall be on an occurrence basis and shall not include any intra-insured exclusions as between insured persons and shall be primary to and not contributing to any insurance carried by the City of San Bernardino or any of its related agencies. (c) The insurance required under this Section 5 shall be issued by an insurance company or companies authorized to conduct business in California. The insurance company which issues the policy described in Section 5(b) shall maintain during the term of its policy coverage a "General Policy Holder's Rating" of at least A (iv), as set forth in the most current edition of "Best's Insurance Guide." Such policy, or endorsement to such policy, shall name the Commission, the City of San Bernardino and the Redevelopment Agency, and the officers, P:\ApndaI\ApIda Attachmentsl.AJ,reement5\2006\O,..oI-06 2006 LcpI Counsel Services,doc 3 CDC 2006-12 '. officials and employees of each of them, as additional insureds and shall also provide that no cancellation, reduction or material change in coverage shall be effective until at least thirty (30) days after receipt by the Agency of written notice thereof. Legal Counsel shall cause to be delivered to the Agency an endorsement of its comprehensive general liability insurance policy evidencing the existence of the insurance coverage required under this Section 5 and shall also deliver by a date no later than thirty (30) days prior to the expiration of any such policy, a certificate of insurance evidencing each renewal policy covering the same matters. '. Section 6. The law firm of Lewis, Brisbois, Bisgaard and Smith, L.L.P., hereby designates Timothy Sabo as the lawyer for the firm primarily responsible for the Legal Counsel Services, in the Legal Counsel representation of the Commission under this Agreement. Section 7. It is understood and agreed that this Agreement is non-exclusive and that the Commission may enter into similar agreements with other lawyers. Legal Counsel shall cooperate with and assist any such lawyers in accordance with the direction of the Executive Director. Section 8. The provIsIOns of 24 Code of Federal Regulations Part 86.36 (i) are hereby incorporated by this reference into the text of this Agreement as applicable to the provision of the Legal Counsel Services to the Commission. Section 9. This Agreement shall terminate and be of no further force or effect as of the end of business on May I, 2007; provided, however, that either party may terminate this Agreement sooner, for any reason upon thirty (30) days written notice. Section 10. Any notice to be given, pursuant to this Agreement by one party to the other may be given in writing by depositing said notice with the United States postal services postage prepaid and addressed as follows: Commission clo City of San Bernardino Economic Development Agency 201 North "En Street, Suite 301 San Bernardino, California 92401 Attn.: Executive Director Lewis, Brisbois, Bisgaard & Smith, L.L.P. Attorneys At Law 650 East Hospitality Lane, Suite 600 San Bernardino, California 92408 Attn.: Timothy J. Sabo Nothing in this section shall be construed to prevent the giving of such notice by personal service. /II /II P:\Agendas\Agenda Atlachments\Agreements\2006\Os..oJ.06 2006 Legal Coul\5cl Services_doc 4 CDC 2006-12 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date and year first above written. AGENCY Redevelopment Agency of the City of San Bernardino Date: May 4, 2006 LEGAL COUNSEL Date: ,1~rI / ~ VI ~Oo" BY:_~ Timothy . Sa 0 For: Lewis, Brisbois, Bisgaard and Smith, L.L.P. APPROVED AS TO FORM: ~1I()ffi~ P:\Agendas\Agenda Attachments\AgreernentsIlOO6\OS..oI.06 2006 Legal Counsel Services_doc 5