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HomeMy WebLinkAboutResolution No. 6592 RESOLUTION NO: 6592 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DOWNEY APPROVING AN AGREEMENT FOR LEGAL SERVICES WITH OLIVER, VOSE, SANDIFER, MURPHY & LEE WHEREAS, the City of Downey retained the law firm of Oliver, Vose, Sandifer, Murphy & Lee ( "Oliver ") in October 1997 to provide legal services on behalf of the City; and WHEREAS, at that time the City Council appointed Charles S. Vose to serve as City Attorney and approved an agreement for legal services; and WHEREAS, the City wishes to modify the agreement for legal services and it is appropriate for the efficient operation of the affairs of the City that the City Council continue the appointment of this City Attorney. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF DOWNEY DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. Charles S. Vose of the law firm of Oliver, Vose, Sandifer, Murphy & Lee shall continue to be designated as City Attorney for the City of Downey and to serve at the pleasure of the City Council. SECTION 2. That certain agreement for legal services between the City of Downey and Oliver, Vose, Sandifer, Murphy & Lee, attached hereto as Exhibit "A" and by this reference incorporated herein, is hereby ratified and approved, and the Mayor and City Clerk are hereby authorized and directed to execute the same on behalf of the City. SECTION 3. The City Clerk shall certify to the adoption of this Resolution. APPROVED AND ADOPTED this 13th day of August , 2002 0 : : 0101 ;La-14— e tf)itt;," Meredith H. Perkins, Mayor ATTEST: / nor / Kathleen L. Midstokke, City Clerk RESOLUTION NO. 6592 Page 2 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the City Council of the City of Downey at a regular meeting thereof held on the 1 3th day of August , 2002, by the following vote, to wit: AYES: 3 Council Members: Cartozian, McCarthy, Perkins NOES: 0 Council Members: None ABSENT: 2 Council Members: Trejo, Winningham (060400Alk Kathleen L. Midstokke, City Clerk EXHIBIT "A" AGREEMENT FOR LEGAL SERVICES THIS AGREEMENT is made this 1st day of August, 2002 by and between CITY OF DOWNEY, a California municipal corporation, and the DOWNEY COMMUNITY DEVELOPMENT COMMISSION (hereinafter collectively referred to as "CITY ") and OLIVER, VOSE, SANDIFER, MURPHY & LEE, a Professional Corporation ( "OVSM &L "). RECITALS The City of Downey currently employs OVSM &L as City Attorney and as Commission General Counsel to the Community Development Commission; and The City of Downey has proposed a rate increase for the legal services OVSM &L provides to the CITY. NOW THEREFORE, THE PARTIES AGREE: 1. Appointment of City Attorney. Effective August 1, 2002, Charles S. Vose shall continue to serve as City Attorney and Commission General Counsel. All Assistant City Attorneys of CITY shall be employed by OVSM &L and shall serve on behalf of CITY. OVSM &L shall supply the City Manager and staff with a list of the attorneys in the firm who will be assigned to provide representation in specialized areas so that staff may directly contact the attorneys most capable of providing advice on specific matters. 2. General Services for City. The City Attorney shall perform such legal services as may be required from time to time by CITY and its officers, and shall be responsible for the preparation and review of all CITY ordinances and resolutions, together with agreements, deeds and other legal documents requested by CITY. The City Attorney shall attend all regular meetings of the City Council, and shall render legal advice and opinions to the City Council as requested on all matters affecting CITY. The City Attorney shall advise boards and commissions, and the personnel of CITY, as directed by the City Council or the City Manager, and shall be available in City Hall, as scheduled by the City Manager, for meetings and consultation. On an annual basis, the City Attorney shall participate in the audit of CITY and any legal matters for which CITY is responsible. The City Attorney will recommend, subject to the approval of the City Manager, an attorney to serve as the Assistant City Attorney who will provide legal services to the Planning Commission and perform other legal services as required. 3. General Services for Development Commission. The Commission General Counsel shall perform such legal services as may be required from time to time by the Commission and its officers, and shall be responsible for the preparation and review of all agreements, deeds and other legal documents requested by Commission. The Commission 66972.1 -1 . tl EXHIBIT "A" General Counsel or his designee shall attend all regular meetings of the Community Development Commission, and shall render legal advice and opinions to the Commission as requested on all matters affecting the Commission. 4. Special Services. The City Attorney shall provide the Special Services listed in Paragraph 6, as directed by the City Council or City Manager. 5. Office Hours in City Hall. OVSM&L agrees to maintain office hours at City Hall on the afternoon of the day on which a regular City Council meeting is to occur and each Wednesday morning. . CITY agrees to provide office space as deemed necessary and appropriate by the parties. 6. Compensation. (a) Retainer. CITY shall pay a monthly general services retainer of $5,250 for each calendar month. This retainer shall compensate ensate OVSM &L for general services, which are provided by attendance at regular council meetings and community development cormmission meetings, regular planning commission meetings, review of ordinances, resolutions and contracts, and office hours as agreed at City Hall on the afternoon on the day of each regular council meetin g and planning commission meeting, and office hours at City Hall each Wednesday morning. (b) Additional Services. After providing the hours of service covered by the retainer, CITY shall pay a for the following additional services at the hourly rate of $155.00 per hour for OVSM &L attorneys and $85 for OVSM &L paralegals: (i) General advice and consultation; (i) Tort review; (ii) Property acquisition, including Eminent Domain matters; and (iii) Environmental legal services (hazardous waste, NPDES, solid waste, etc.) g (The above are exclusive of litigation or appearances before administrative agencies). (c) p Special Services. CITY shall pay for Special Services , including g but not limited to litigation and administrative hearing legal service, at the hourly rate of $200 for OVSM &L attorneys and $85 per hour for a paralegal. (d) No Additional Charges for Support Staff. OVSM &L shall not g impose additional charges for secretaries, word processing, or other support staff. 66972.1 -2- EXHIBIT "A" (e) No Additional Charges for Travel from Office to the City. OVSM &L shall not charge for travel from or to the offices of OVSM &L and CITY. (f) Reimbursement for Costs Advanced. In addition, CITY shall reimburse OVSM &L for costs advanced in connection with the activities for the City Attorney. Such costs shall include printing and copying expenses, filing fees, court fees, costs for investigators or other experts, computer research, facsimile transmission, costs for service of process, extraordinary travel expenses, parking charges, messenger and express delivery, and similar costs relating to legal services that are generally chargeable to a client. No individual cost in excess of $200.00 shall be incurred without the approval of the City Manager or his designee. (g) Payment. Monthly, OVSM &L shall submit a statement describing all services performed during the preceding calendar month, including those covered by the retainer, and a bill for its retainer for the following calendar month. All time for additional services which is billed on an hourly basis shall be in detail sufficient to describe the work performed and the charges therefore. CITY shall review the monthly statement and pay for services rendered, costs incurred, and the monthly retainer, within thirty (30) days of receipt of the statement. 7. Termination of Agreement and Legal Services. This Agreement and legal services to be rendered under it may be terminated at any time upon 60 day written notice from either party, with or without cause. In the event of termination, OVSM &L shall be paid for all work completed before termination, and upon payment, shall return to the City Manager or other City Officer designated by the City Council, all files, documents and records belonging to CITY. 8. Term. This Agreement shall be for a term of one year, and shall be automatically renewed on the same terms and conditions unless renewed on different terms by mutual agreement of both parties. 9. Library. The City shall pay for the cost of books, literature, legal software, and other materials necessary to maintain an adequate reference library at City Hall as CITY deems appropriate in its discretion. In addition, the City shall pay for any hardware or software computer costs that it deems appropriate for computer communications between OVSM &L's offices and City Hall. 10. Professional Liability Insurance. OVSM &L warrants and represents that it is covered by a policy of professional liability insurance, insuring CITY as a client, in an amount not less than $1,000,000 per occurrence and $2,000,000 aggregate liability. 11. Independent Contractor and Hold Harmless. It is agreed that OVSM &L shall 66972.1 - 3 - EXHIBIT "A" serve as an independent contractor and not as an employee of CITY, and shall hold harmless and indemnify it for any claims, losses, liens, demands and causes of action for negligent or tortious conduct while serving as City Attorney. It is further agreed that CITY is not the exclusive client of OVSM &L and such law firm shall have the right to serve as the attorneys for other clients not in conflict with the City. OVSM &L warrants and represents that to the best of its knowledge there are presently no matters in which it is attorney of record which would require the execution of a conflict waiver from any of their clients. 12. Files and Documents. All files and records of CITY held by OVSM &L in connection with representation of CITY shall be the responsibility of the firm to hold, maintain and return at the conclusion of the matter for which the records are used. 13. Agreement Not Assignable. It is important to the City that its City Attorney be a law firm with experience in a variety of areas of municipal law and that the firm maintain continuity of representation with the City. For these reasons, neither this Agreement nor any interest therein may be assigned or transferred by OVSM &L. 14. Time of Performance. The services of the City Attorney shall be performed expeditiously in light of the purposes of this Agreement. 15. Adequate Staff. The City Attorney warrants to have adequate attorneys and staff to provide adequate and timely legal services to the City as contemplated by this Agreement. IN WITNESS WHEREOF, CITY and OVSM&L have executed this agreement as of the date first written above. DOWNEY COMMUNITY CITY OF DOWNEY, a municipal corporation DEVELOPMENT COMMISSION B vt y 7 B .. ►, w .,t ..� ,....- By Chairman Mayor Meredith Perkins Meredith Perkins ATTEST: VOM/16 teheW4 OLIVER, VOSE, SANDIFER, MURPHY & LEE City Clerk A Professional Corporation By _ �.rt .. Charles S. Vose 66972.1 -4-