No preview available
HomeMy WebLinkAbout2017-252EXHIBIT A AGREEMENT FOR SPECIAL SERVICES This Agreement is entered into between the law firm of LIEBERT CASSIDY WHITMORE, A Professional Corporation ("Attorney"), and the CITY OF SAN BERNARDINO, A Municipal Corporation ("City") 1.Conditions This Agreement will not take effect, and Attorney will have no obligation to provide services, until City returns a properly signed and executed copy of this Agreement. 2. Attorney's Services Attorney agrees to provide City with consulting, representational and legal services pertaining to employment relations and personnel matters, including representation in negotiations and in administrative and court proceedings, as requested by City or otherwise required by law. Pursuant to the requirements of Chapter 2.20 of the San Bernardino Municipal Code, the performance of all municipal legal services shall be coordinated, centralized and processed through the Office of the City Attorney. The product of legal services performed by Attorney shall initially be presented to the City Attorney for review and coordination before final submission to prevent duplication and to enhance the quality of legal services. Attorney shall consult with the City Attorney concerning the legal services prior to completion. The City Attorney and the Attorney shall be named as co -counsel in any court case or legal proceeding instituted. Any request or directions made to Attorney from any City officer shall be coordinated through the City Attorney. The City Attorney shall be briefed and informed prior to legal services being presented to or performed on 8300463.1 L.CO01-009 EXHIBIT A behalf of any City official or officer. 3. Fees. Costs. Expenses City agrees to pay Attorney the sums billed monthly for time spent by Attorney in providing the services, including reasonable travel time. The current range of hourly rates for Attorney time is from Two Hundred to Three Hundred Fifty Dollars ($200.00 - $350.00), One Hundred Ninety -Five Dollars to Two Hundred Thirty Dollars ($195.00 - $230.00) for time of Labor Relations/HR Consultants and from One Hundred Twenty -Five to One Hundred Sixty Dollars ($125.00 - $160.00) for time of paraprofessional and litigation support staff. Attorney reviews its hourly rates on an annual basis and, if appropriate, adjusts them effective July 1. Attorney will provide the City with written notification of any adjustment in the range of rates. Attorneys, paraprofessional and litigation support staff bill their time in minimum units of one-tenth of an hour. City agrees to reimburse Attorney for necessary costs and expenses incurred by Attorney on behalf of City. Attorney bills photocopying charges at Fifteen Cents ($0.15) per page and facsimile charges at Twenty -Five Cents ($0.25) per page. A Public Agency Fee Schedule is attached to this Agreement. Payment by City against monthly billings is due upon receipt of statements, and is considered delinquent if payment is not received within thirty (30) days of the date of the invoice. The amounts expended under this agreement for attorney fees shall not exceed seventy five -thousand dollars ($75,000) without further approval of the Mayor and City Council. The California Business & Professions Code requires Attorney to inform the City 2 8300463.1 LC001-009 EXHIBIT A whether Attorney maintains errors and omissions insurance coverage applicable to the services to be rendered to you. Attorney hereby confirms that Attorney does maintain such insurance coverage. 4. Insurance. Attorney shall not begin any performance under this Agreement until it has (1) provided City insurance certificates and endorsements reflecting evidence of all insurance and endorsements required and described herein; (2) obtained City approval of each insurance company or companies; and (3) confirmed that all policies contain the special provisions required herein. Attorney's liabilities, including but not limited to Attorney's indemnity obligations, under this Agreement, shall not be deemed limited in any way to the insurance coverage required herein. Maintenance of specified insurance coverage is a material element of this Agreement, and Attorney's failure to maintain or renew coverage or to provide evidence of renewal during the term of this Agreement may be treated by City as a material breach of Agreement. City reserves the right to require Attorney to submit copies of any policy upon reasonable request by City. 4.1 All policies shall include, and the insurance certificates shall reflect, a 30 -day non -cancellation clause that provides thirty (30) days written notice by certified mail to City prior to any material change or cancellation of any of said policies. 4.2 Attorney shall not modify any policy or endorsement thereto which increases City's exposure to loss for the duration of this Agreement. 4.3 Attorney shall maintain insurance coverage at its own expense as follows: 4.3.1 Comprehensive General and Automobile. Comprehensive General and Automobile Liability Insurance coverage to include contractual coverage and automobile coverage for owned, hired and non -owned vehicles. The policy shall have at least a combined single limit of 8300463.1 LC001-009 EXHIBIT A $1,000,000 for bodily injury and property damage. 4.3.2 Workers' Compensation. For all of Attorney's employees who are subject to this Agreement and to the extent required by the applicable state or federal law, Attorney shall keep in full force and effect, a Workers' Compensation policy. That policy shall provide a minimum of $1 million of employer's liability coverage, and Attorney shall provide an endorsement that the insurer waives the right of subrogation against City and its respective elected officials, officers, employees, agents, and representatives. 4.3.4 Professional Liability. Attorney shall obtain Professional Liability coverage with limits of at least $1 million per occurrence and $2 million aggregate, covering the risk of errors and omissions, negligent acts and costs of claims/litigation, including investigation and court costs. If the coverage is written on a "claims -made" form, Attorney must ensure that the policy retroactive date is before the date of the Agreement is awarded, that coverage is maintained during the duration of performance of the Agreement or the Agreement period (whichever is longer) and the policy has a reporting period or run-off provision of at least three (3) years following completion or termination of the performance of professional services under this Agreement. 4.4 All policies, with respect to the insurance coverage above required, except for the Workers Compensation insurance coverage and professional liability coverage, if applicable, shall obtain additional endorsements naming the CITY and all parties represented under this Agreement, their employees, agents, volunteers 4 8300463.1 LCO01-009 EXHIBIT A and officers as additional named insureds with respect to liabilities arising out of the performance of services hereunder. All policies required above are to be primary and non-contributing with any insurance policies or self-insurance programs carried or administered by the CITY or other parties represented under this Agreement. 5. Arbitration of Professional Liability or Other Claims Disputes. If a dispute between City and Attorney arises over fees charged for services, the controversy will be submitted to binding arbitration in accordance with the rules of the California State Bar Fee Arbitration Program, set forth in California Business and Professions Code, sections 6200 through 6206. The arbitrator or arbitration panel shall have the authority to award to the prevailing party attorneys' fees, costs and interest incurred. Any arbitration award may be served by mail upon either side and personal service shall not be required. If a dispute arises between City and Attorney over any other aspect of the attorney-client relationship, including, without limitation, a claim for breach of professional duty, that dispute will also be resolved by arbitration. It is understood that any dispute as to any alleged breach of professional duty (that is, as to whether any legal services rendered under this agreement were allegedly unnecessary, unauthorized, omitted entirely, or were improperly, negligently or incompetently rendered) will be determined by submission to arbitration as provided by California law, and not by a lawsuit or resort to court process except as California law provides for judicial review of arbitration proceedings. Both parties to this agreement, by entering into it, are giving up their constitutional right to have any such dispute decided in a court of law before a jury, and instead are accepting the use of arbitration. Each party is to bear its own attorney's fees and costs. 8300463.1 LC001-009 EXHIBIT A 6. File Retention After Attorney services conclude, Attorney will, upon City's request, deliver the file for any matter to City, along with any funds or property of City's in Attorney's possession. If City requests the file for the matter, Attorney will retain a copy of the file at the City's expense. If City does not request the file for this matter, we will retain it for a period of seven (7) years after this matter is closed. If City does not request delivery of the file for this matter before the end of the seven (7) year period, we will have no further obligation to retain the file and may, at our discretion, destroy it without further notice to City. At any point during the seven (7) year period, City may request delivery of the file. 7. Assignment This Agreement is not assignable without the written consent of City. 8. Independent Contractor It is understood and agreed that Attorney, while engaged in performing the terms of this Agreement, is an independent contractor and not an employee of City. 9. Authorit l The signatories to this Agreement represent that they hold the positions set forth below their signatures, and that they are authorized to execute this Agreement on behalf of their respective parties and to bind their respective parties hereto. 10. Term This Agreement shall be effective on the date it is executed by the last Party to sign the Agreement, and approved as to form by the City Attorney. This Agreement shall continue through June 30, 2018. This agreement shall be terminable by either party upon thirty (3 0) days written notice. 6 8300463.1 LC001-009 AGREEMENT FOR SPECIAL COUNSEL SERVICES LIEBERT CASSIDY WHITMORE, A Professional Corporation Ifl "T Swtf"Tik'vC,v#rtil Title: M' W1/l W6- p6lkVvc, Date: t' Z3.14 APPROVED AS TO FORM: Gary D. Saenz, City Attorney M. U Georgeann 41na, CMC, Cit Clerk 8300463.1 LCO01-009 EXHIBIT A CITY OF SAN BERNARDINO, A Municipal Corporation '�" w Andrea Miller, City Manager Date: //� 4 � I. Il. PUBLIC AGENCY FEE SCHEDULE Hourly Rates (As of Agreement Effective Date) Partners Senior Counsel Associates Labor Relations/HR Consultant Paraprofessionals & Litigation Support COST SCHEDULE 1. Photocopies 2. Facsimile Transmittal s 8300463.1 LC001-009 EXHIBIT A $350.00 $305.00 $200.00 - $285.00 $195.00 - $230.00 $125.00 - $160.00 $0.15 per copy $0.25 per page