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RESOLUTION NO. 2018-224
RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN
BERNARDINO, CALIFORNIA AUTHORIZING THE CITY MANAGER TO
EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH BEST BEST &
TMEGER (BB&K-) FOR MUNICIPAL LEGAL SERVICES AND CITY ATTORNEY
SERVICES
WHEREAS, on November 8, 2016, voters in the City of San Bernardino approved a
[ new City Charter that applies best practices for municipal governance and provides a clear and
streamlined structure based on the council-manager form of government; and
WHEREAS, in addition to a number of other changes occurring throughout the
organization as part of the implementation of the Charter, pursuant to Charter section 504, the
City Attorney position is transitioning from an elected official to a position appointed by the
Mayor and the seven -member City Council; and
WHEREAS, a recent organization assessment of the City Attorney's Office indicated
opportunities to implement best practices and a streamlined, modern municipal legal
function; and
WHEREAS, as with most municipal law offices, some work that has been performed
on behalf of the City is contracted to outside counsel and performed by attorneys with the
private firms, as opposed to being completed by the in-house attorneys with the City
Attorney's Office; and
WHEREAS, given the changes provided for in the Charter, at Special Meetings held on
May 14 and May 29, 2018, the Mayor and City Council expressed an interest in exploring
opportunities to reduce costs and enhance the efficiency and effectiveness of the City
Attorney function `during and following the transition of the City Attorney position to an
appointed position and requested the City Manager issue a Request for Proposals (RFP) for
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general municipal legal services, which was completed as directed and proposals have been
received; and
WHEREAS, proposals were solicited from twelve qualified law firms capable of
providing the City with professional services with a high level of regulatory and legal
knowledge and experience. Additionally, the RFP was published on the City's website; and
WHEREAS, ten firms submitted proposals by the June 15, 2018, deadline.
WHEREAS, at the June 20, 2018 meeting, the Mayor and City Council received a
report on the status of the RFP and proposals received; directed the City Manager to prepare
a review and evaluation of the proposals to be presented to an Ad Hoc Committee; and
created an Ad Hoc Committee to review, compare and analyze the proposals and
information presented, interview prospective firms and make recommendations to the
Mayor and entire City Council at a subsequent meeting. Appointments were thereafter
made to the Ad Hoc Committee as provided for in Charter section 303(d); and
WHEREAS, the Ad Hoc Committee met on July 10, 2018 and reviewed the ten
proposals, analyzing each proposal thoroughly, and reviewing and discussing the strengths
and potential opportunities related to each firm. Following the discussion and based on the
professionalism and thoroughness of the proposals, the Committee requested that staff invite
firms to interview with the Ad Hoc Committee; and
WHEREAS, consistent questions were asked of each of the firms, and the firms were
provided an opportunity to add any additional information they believed would be helpful to
the Ad Hoc Committee in making its' recommendation. Committee members rated each of
the firms on the responsiveness in addressing the questions posed, professionalism and
preparation for the interview demonstrated the firm, ability to communicate clearly and
effectively, enthusiasm and knowledge about the City. Ratings and comments were recorded
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on a rating sheet, and Committee members used a common standard, or point scale, to judge
the qualifications of each of the firms. Following the conclusion of the three interviews and
discussion by the Committee members, the Committee determined that additional interviews
were not necessary and requested that staff contact references for Best Best & Krieger
(BB&K), which was the firm that unanimously achieved the highest rating among the
Committee members; and
WHEREAS, the service model proposed by BB&K provides that one attorney, Sonia R.
Carvalho, would report to the Mayor and City Council and be designated as the Chief
Assistant City Attorney. Thomas A. Rice would be designated as the Assistant City
Attorney. Ms. Carvalho, Mr. Rice, and other attorneys from the firm assigned to particular
matters would collaborate on a day-to-day basis with the City Manager and executive staff,
ensure legal issues are addressed in a thorough and timely manner, and manage the
workload of the attorneys in the firm responsible for serving the City. The number of
attorneys assigned at a given time would depend on the current workload. Additionally, Ms.
Carvalho would collaborate with the elected City Attorney through the end of his term in
office, or March 4, 2020; and
WHEREAS, BB&K is prepared to immediately transition into the City; and
WHEREAS, considering alternative service delivery models aligns with Goal No. 1:
Implement the City Vision; Goal No. 5: Improve City Government Operation; and Goal No.
6: Operate in a Fiscally Responsible and Business -Like Manner.
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NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL
OF THE CITY OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. The City Manager is hereby authorized to execute the Agreement for
Municipal Legal Services and City Attorney Services Between the City of San Bernardino and
Best Best & Krieger LLP, which is attached hereto and incorporated herein as Exhibit A.
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RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN
BERNARDINO, CALIFORNIA AUTHORIZING THE CITY MANAGER TO
EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH BEST BEST &
KRIEGER (BB&K) FOR MUNICIPAL LEGAL SERVICES AND CITY ATTORNEY
SERVICES
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor
and City Council of the City of San Bernardino at a Joint Regular Meeting thereof, held on the
1St day of Augist 2018, by the following vote, to wit:
Council Members:
AYES
MARQUEZ
X
BARRIOS
x
VALDIVIA
X
SHORETT
(Mi
NICKEL
�(
RICHARD
X
MULVIHILL_
NAYS ABSTAIN ABSENT
Georgeann4lanna, CMCCtity Clerk
The foregoing Resolution is hereby approved this 1St day of Au t 2018.
Approved as to form:
Gary D. Saenz, City Attorney
By:
R. Carey Davis ayor
City of San Be nardino
AGREEMENT FOR MUNICIPAL LEGAL SERVICES
AND CITY ATTORNEY SERVICES
BETWEEN
CITY OF SAN BERNARDINO
AND
BEST BEST & KRIEGER LLP
1. PARTIES AND DATE.
This Agreement is made and entered into as of August 1, 2018, by and between the City
of San Bernardino, a California charter city ("Client") and Best Best & Krieger LLP, a limited
liability partnership engaged in the practice of law ("BB&K").
2. RECITALS.
2.1 Client wishes to engage the services of BB&K to perform all necessary municipal
legal services for the Client on the terms set forth below. For purposes of this Agreement, the
term "Client" shall include the City itself, any commissions operating under the City Charter, the
Successor Agency to the City's Redevelopment Agency, and any other affiliated entities.
3. TERMS.
3.1 Term. The term of this Agreement shall commence on August 1, 2018 and shall
continue in full force and effect until July 31, 2021 ("Initial Term"). Immediately prior to the
expiration of the Initial Term, the Agreement shall automatically renew for an additional two
two-year extension terms unless terminated in accordance with Section 3.12 ("Extension
Terms"). Following the expiration of the Extension Terms, the Agreement shall run on a month-
to-month basis subject to termination in accordance with Section 3.12.
3.2 Scope of Services. Commencing August 2, 2018, BB&K shall perform municipal
legal services ("Services") as may be required from time to time by the Client as set forth by this
Agreement, unless otherwise agreed to by the Client and BB&K. Commencing March 5, 2020,
subject to Section 3.3.1, BB&K shall serve as City Attorney as part of the Services. As part of
the Services to be performed hereunder, BB&K shall be responsible for the following:
Client;
3.2.1 Preparation for, and attendance at, regular City Council meetings of the
3.2.2 Provision of legal counsel at such other meetings as directed by the Client;
3.2.3 Preparation or review of all Client ordinances and .resolutions, together
with such staff reports, orders, agreements, forms, notices, declarations, certificates, deeds,
leases and other documents as requested by the Client;
3.2.4 Rendering to the officers and employees of the Client legal advice and
opinions on all legal matters affecting the Client, including new legislation and court decisions,
as directed by the Client;
3.2.5 Researching and interpreting laws, court decisions and other legal
authorities in order to prepare legal opinions and to advise the Client on legal matters pertaining
to Client operations, as directed by the Client;
3.2.6 Performing legal work pertaining to property acquisition, property
disposal, public improvements, public rights-of-way and easements, as directed by the Client;
3.2.7 Responding to inquiries and review for legal sufficiency ordinances,
resolutions, contracts, and administrative and personnel matters, as directed by the Client;
3.2.8 Representing and assisting on litigation matters, as directed by the Client.
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 the Client, and any officer or
employee of the Client, in all federal and state courts of this State, and before any governmental
board or commission, including reviewing, defending or assisting any insurer of the Client or its
agents or attorneys with respect to any lawsuit filed against the Client or any officer or employee
thereof, for money or damages.
3.2.9 BB&K's Public Policy and Ethics (PP&E) Program provides participants
with memoranda, at the Fees and Costs described in Paragraph 6 of Exhibit A, on laws that
directly affect public agencies, such as the Political Reform Act, Fair Political Practices
Commission Regulations, the Brown Act, and the Public Records Act. The Program also
provides participants with updates on new legislation and judicial decisions affecting local
governments.
3.2. 10 BB&K's Project 5 Program provides participants with memoranda, at the
Fees and Costs described in Paragraph 7 of Exhibit A, summarizing new changes in case law
under the California Environmental Quality Act ("CEQA"), an annually updated set of CEQA
notices and forms to aid participants in meeting CEQA's requirements, an annually updated set
of Local CEQA Guidelines and a draft Resolution for adopting Local CEQA Guidelines,
memoranda summarizing pending and recently passed CEQA legislation, and other CEQA
resources and materials. Memoranda, forms, and guidelines are provided to participating
agencies via the CEQA Guidelines Client Portal, a secure website providing an on -demand and
continually updating library of CEQA resources.
3.3 Designated City Attorney.
3.3.1 Until March 4, 2020, Gary D. Saenz will remain as the elected City
Attorney. Sonia R. Carvalho shall be designated as Chief Assistant City Attorney, and shall be
responsible for the performance of all Services under this Agreement, including the supervision
of Services performed by other members of BB&K. Thomas A. Rice shall be designated as
Assistant City Attorney, and shall attend such meetings as may be requested by the Chief
Assistant City Attorney.
3.3.2 Commencing March 5, 2020, Sonia R. Carvalho shall be designated as
City Attorney, and shall be responsible for the performance of all Services under this Agreement,
including the supervision of Services performed by other members of BB&K. Thomas A. Rice
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shall be designated as Assistant City Attorney, and shall attend such meetings as may be
requested by the City Attorney. No change in these assignments shall be made without the
consent of the Client, which may be granted or withheld in Client's sole and absolute discretion.
3.3.3 The designated Chief Assistant City Attorney/City Attorney may
concurrently represent other clients but shall not concurrently serve as city attorney for another
city without the advance consent of the City Manager, which consent shall not be unreasonably
withheld. Notwithstanding the foregoing, advance consent is deemed given for city attorney
positions held by the designated Chief Assistant City Attorney/City Attorney on August 1, 2018.
3.4 Time of Performance. The Services of BB&K shall be performed expeditiously
in the time frames and as directed by the Client.
3.5 Assistance. The Client agrees to provide all information and documents
necessary for the attorneys at BB&K to perform their obligations under this Agreement.
3.6 Independent Contractor. BB&K shall perform all legal services required under
this Agreement as an independent contractor of the Client and shall remain, at all times as to the
Client, a wholly independent contractor with only such obligations as are required under this
Agreement. Neither the Client, nor any of its employees, shall have any control over the manner,
mode or means by which BB&K, its agents or employees, render the legal services required
under this Agreement, except as otherwise set forth. The Client shall have no voice in the
selection, discharge, supervision or control of BB&K's employees, representatives or agents, or
in fixing their number, compensation, or hours of service.
3.7 Fees and Costs. BB&K shall render and bill for legal services in the categories
and at rates set forth in Exhibit A referred to herein as "Fees" and for Costs as defined and in
accordance with Exhibit D, both of which are attached hereto and incorporated herein by
reference.
3.8 Billing. BB&K shall submit monthly to the Client a detailed. statement of account
for Services. The Client shall review BB&K's monthly statements and pay BB&K for Services
rendered and Costs incurred, as provided for in this Agreement, on a monthly basis.
3.9 Annual Reviews. The Client and BB&K agree that a review of performance and
the compensation amounts referenced in this Agreement should occur at least annually.
3.10 Insurance. BB&K 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. A separate schedule containing BB&K's insurance policies will be
available for inspection upon Client's request.
3.11 Attorne -Client Privile.. e. Confidential communication between the Client and
BB&K shall be covered by the attorney-client privilege. As used in this article, "confidential
communication" means information transmitted between the Client and BB&K in the course of
the relationship covered by this Agreement and in confidence by a means that, so far as the
Client is aware, discloses the information to no third persons other than those who are present to
further the interests of the Client in the consultation or those to whom disclosure is reasonably
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necessary for the transmission of the information or the accomplishment of the purpose for
which BB&K is consulted, and includes any legal opinion formed and advice given by BB&K in
the course of this relationship.
312 Termination of Agreement and Legal Services. This Agreement and the Services
rendered under it may be terminated at any time upon thirty (30) days' prior written notice from
either party, with or without cause. In the event of such termination, BB&K shall be paid for all
Services authorized by the Client and performed up through and including the effective date of
termination. BB&K shall also be reimbursed for all Costs associated with transitioning any files
or other data or documents to a new law firm or returning them to the Client.
3.13 Entire Agreement. This Agreement contains the entire Agreement of the parties
with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or
agreements.
3.14 Governing Law. This Agreement shall be governed by the laws of the State of
California. Venue shall be in San Bernardino County.
3.15 Amendment: Modification. No supplement, modification or amendment of this
Agreement shall be binding unless executed in writing and signed by both parties.
3.16 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.
3.17 Invalidity: Severabilip� . If any portion of this Agreement is declared invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions
shall continue in full force and effect.
3.18 Counterparts. This Agreement may be signed in counterparts, each of which shall
constitute an original.
3.19 Deliversof Notices. All notices permitted or required under this Agreement
notices shall be deemed made when personally delivered or when mailed, forty-eight (48) hours
after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its
applicable address. Actual notice shall be deemed adequate notice on the date actual notice
occurred, regardless of the method of service. All notices permitted or required under this
Agreement shall be given to the respective parties at the following address, or at such other
address as the respective parties may provide in writing for this purpose:
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Client: City of San Bernardino
290 North D Street
San Bernardino, CA 92401
Attention: City Manager
BB&K: Best Best & Krieger LLP
18 101 Von Karman Ave, Suite 1000
Irvine, CA 92612
Attention: Sonia R. Carvalho
3.20 Indemnification.
3.20.1 BB&K agrees to indemnify City, its officers, employees and agents
against, and will hold and save each of them harmless from, any and all actions, suits, claims,
damages to persons or property, losses, costs, penalties, obligations, errors, omissions or
liabilities (herein "claims or liabilities") that may be asserted or claimed by any person, firm or
entity arising from the negligent acts or omissions of BB&K hereunder, or arising from BB&K's
negligent performance of any term, provision, covenant or condition of this Agreement, except to
the extent such claims or liabilities arise from the sole negligence or willful misconduct of City,
its officers, agents or employees.
IN WITNESS WHEREOF, the Client and BB&K have executed this Agreement for City
Attorney Legal Services as of the date first written above.
(Signatures contained on following page)
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SIGNATURE PAGE TO
AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES
BETWEEN
CITY OF SAN BERNARDINO
AND
BEST BEST & KRIEGER LLP
CITY OF AN BER. INO
By:
Andrea M. Miller
City Manager
Attest:
Georgeann Hanna
City Clerk
BEST BEST & KRIEGER LLP
Sonia R. Carvalho
Partner
Date: I r 7 01
EXHIBIT A
TO
AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES
BETWEEN
SAN BERNARDINO
AND
BEST BEST & KRIEGER LLP
1. Basic Le+ -al Services - Description. Basic legal services shall include all services
provided to Client that are not otherwise specifically identified below as either Special Legal
Services, Third Party Reimbursable Legal Services, or Public Finance Legal Services ("Basic
Legal Services"). Basic Legal Services include the following:
• Attendance at City Council and Planning Commission meetings;
• Office hours, unless otherwise authorized by the City Manager, the designated
Chief Assistant City Attorney/City Attorney will conduct office hours at City Hall
during normal working hours;
• Review and preparation of ordinances, resolutions, contracts, and agreements;
• Routine Brown Act advice;
• Routine Public Records Act advice;
• Routine Conflicts of Interest advice; and
• Routine Election law advice.
2. Basic Le. -al Services — Rates.
Basic Legal Services will be provided to the Client under an interim fixed -fee monthly retainer
of $75,000.00.
To assure fairness to both the Client and BB&K, the parties agree to review the above interim
fixed -fee monthly retainer amount three months following the effective date of this Agreement to
determine whether this monthly amount is comparable to the amount of services rendered.
3. Special Le_ al Services - Description. Special Legal Services shall include the following
types of services:
A. Non -routine contract negotiation matters (including non-BB&K model
agreements and franchise agreements);
B. Acquisition, disposal, and resolution of real estate, easements, right-of-ways,
leases, licenses, and other property transactions;
C. Non -routine land use (including general plan updates, Williamson Act issues,
Map Act, annexations, and development agreements);
D. Environmental law (e.g. CEQA, NEPA, endangered species) matters;
E. Disaster relief matters;
A-1
F. Personnel and disability laws;
G. Labor relations and employment matters;
H. Fee collection, cost recovery, and ratemaking governed by Propositions 26 and
218, AB 1600m and other state and federal requirements;
I. Public improvements/capital projects and related disputes;
J. Code enforcement matters;
K. Tort liability and risk management matters;
L. Fees, taxes, and assessments matters (e.g. Prop. 218 & Mitigation Fee Act);
M. Redevelopment dissolution matters;
N. Complex public utility matters (e.g., electric, natural gas, telecommunications,
water, rail, or transit that involve state or federal regulatory issues);
O. Litigation and formal administrative or other adjudicatory hearing matters
P. Successor Agency and housing matters;
Q. Water law matters (e.g. water rights & quality);
R. Tax and ERISA related matters;
S. Toxic substances matters (e.g. CERCLA, RCRA);
T. Renewable energy and energy efficiency project contracts and power purchase
agreements;
U. Intergovernmental Relations and Advocacy efforts (e.g. legislative and regulatory
representation) at the federal and state level; and
V. Other matters mutually agreed upon between BB&K and the City Manager
4. S: ,ecial Leal Services_ — Rates. The Client shall pay for Special Legal Services at the
following rates:
Partners $310.00 per hour
Of Counsel $310.00 per hour
Associate $260.00 per hour
Paralegals $155.00 per hour
Law Clerks $155.00 per hour
5. Cost of Living Adjustment
Commencing July 1, 2020, and each July 1st thereafter, all hourly rates and amounts shall
be increased to account for the change in the cost of living for the prior calendar year, as shown
by the U.S. Department of Labor in its All Urban Consumers Index set forth for the Los
Angeles -Riverside -Orange Counties areas, not to exceed 4%, with advanced written notice.
6. Public Police and Ethics Annual Subscription Fee
BB&K will charge an annual fee on July 1 of each year for all of the services provided under the
Program in the amount of $4,600.00. The annual fee covers the following services under the
Program:
A-2
Written legal advice concerning matters that affect local government such as new
legislation, regulations, court decisions and Attorney General Opinions. This
service includes monitoring significant developments that may affect the
agencies, legal research, and drafting memoranda for those developments.
Annual updates on the Brown Act, the Public Records Act, the Political Reform
Act, and other conflict of interest laws. In addition, clients who participate in the
Program are offered the following legal services at a discounted rate in addition of
the annual fee:
Customized, on-site training regarding Statements of Economic Interests
(Form 700s). Statements of Economic Interests are- building blocks for
transparency and good governance. Our Form 700 training covers the
different types of reportable interests, avoiding over -disclosure,
completing a Form 700, and amending a filed statement. This training is
for officials and employee positions listed in the Client's Conflict of
Interest Code and is billed to Program participants for $800, plus Costs.
BB&K-hosted presentations related to the Political Reform Act and the
client's role as: (1) the Filing Officer and/or Filing Official receiving and
filing Statements of Economic Interests (Form 700s); and (2) the creators
and enforcers of the Agency's Conflicts of Interest Code. This is billed to
Program participants for $75 per attendee for in-house presentations or
$50 per attendee for our webinars. BB&K also offers group rates upon
request.
Customized, on-site training certifying attendees for compliance with
State "general ethics principles and ethics laws" required under AB 1234.
This usually costs $2,000 but is billed to Program participants for $1,200,
plus Costs.
As new and existing laws develop and become more complex, public scrutiny intensifies, and
expectations for the role of legal counsel change. Our legal updates are critical, and in some
cases, required for our local government clients.
7 Project 5 Program — Updates_ on CEQA
Under the Project 5, BB&K issues memoranda quarterly setting forth the changes in case law as
it relates to CEQA. Annually, BB&K issues a Legislative Update memorandum on new bills
that have CEQA implications in an effort to keep our clients' approach to CEQA current. Also
annually, BB&K updates the client's local CEQA guidelines to incorporate changes in
legislation and case law. Some clients prefer to dive deep into their local CEQA guidelines and
to tailor them significantly to their jurisdiction's practices. We keep custom forms for those
clients.
For the City of San Bernardino, BB&K would charge the time associated with Project 5 at the
rates for Basic Legal Services. The rates will vary from year-to-year, but clients typically pay
A-3
between $1,500 and $3,500 annually depending on the level at which the client participates (i.e.,
if the client wants customizations).
A-4
EXHIBIT B
TO
AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES
BETWEEN
CITY OF SAN BERNARDINO
AND
BEST BEST & KRIEGER LLP
THIRD PARTY REIMBURSABLE BILLING POLICIES
1. Third PartN Reimbursable Legal Services - Description. Third Party Reimbursable Legal
Services shall include legal services provided to the City for which the City receives
reimbursement from a developer or other third party. These reimbursable legal services include,
but are not limited to, review of CC&Rs; establishment of financing districts (i.e., Community
Facilities Districts; Assessment Districts; Landscape and Lighting Maintenance Districts); the
processing of land use/environmental projects for which the City is entitled to reimbursement, as
well as defending any challenges to project entitlements or any dispute or litigation related to
such reimbursable legal services.
2. Third Part% Reimbursable _Le_ al Services - Rates. The Client shall pay for Third Party
Reimbursable Legal Services at BB&K's then current published standard private client rates,
minus ten percent (10%). Upon execution of this Agreement, BB&K shall provide a copy of its
published rate schedule to the Client. BB&K shall also provide annual written updates to the
Client when changes are made to the published rate schedule.
EXHIBIT C
TO
AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES
BETWEEN
CITY OF SAN BERNARDINO
AND
BEST BEST & IUff GER LLP
PUBLIC FINANCE & BOND BILLING POLICIES
Public Finance & Bond Rates. BB&K will provide bond counsel, special counsel or
disclosure counsel services at the request of the Client at agreed upon Fees and Costs. Such bond
counsel and special counsel services include the preparation of all legislative approvals and legal
documentation relating to the appropriate sale and delivery of the bonds, notes or other
obligations. BB&K will also prepare such closing certificates and legal opinions necessary for
the delivery of the bonds. As disclosure counsel, we will prepare the disclosure documents for
the Client and conduct the necessary due diligence related to the transaction. Our fees will be
determined based upon the type of financing and the expected involvement of the attorneys
involved. We will provide the Client with a detailed description of our services and our Fees and
reimbursable Costs upon the Client's request. Notwithstanding the foregoing, in those cases
where the fees are reimbursable by a third party, at BB&K's option it may proceed on an hourly
basis and utilize the Third Party Reimbursable Legal Services category provided for in this
Amendment, including with respect to services rendered for the formation of, or annexation to, a
CFD (of either the City or other local public agency), as well as the negotiation and preparation
of funding agreements and joint financing agreements. Legal services related to the Client's
compliance with its continuing disclosure covenants and provide such necessary advice on the
Client's compliance shall be billed as Special Legal Services, above.
C-1
EXHIBIT D
TO
AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES
BETWEEN
CITY OF SAN BERNARDINO
AND
BEST BEST & KRIEGER LLP
BB&K 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 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
The specific hourly rates paid by clients are as set forth in Exhibit A to the Agreement to
which this Exhibit D is attached.
In special circumstances which will be discussed with the Client and agreed upon in
writing, in advance, fees will be based upon the novelty or difficulty of the matter, or the time or
other special limitations imposed by the client.
Fees For Other Services. Costs and Expenses
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 mileage at the current IRS approved rate per mile (unless travel time is billed in
accordance with Exhibit A), extraordinary telephone and document delivery charges, copying
charges, computerized research, court filing fees and other court -related expenditures including
court reporter and transcription fees (referred to as "Costs"). No separate charge is made for
secretarial or word processing services; as those Costs are included within the above hourly
rates.
We may need to advance Costs 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.
Advance Dei osit Toward Fees And Costs
D-1
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 agreed upon by the Client, acting in its sole and absolute. discretion.
Upon receipt, the advance deposit will be deposited into the firm'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.
Monthly Invoices and Payment
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.
Except for separate arrangements such as bond counsel, 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.
Changes in Fee Arrangements and Budgets
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.
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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
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