City of La Palma Agenda Item No PDF Free Download

City of La Palma Agenda Item No. 11 MEETING DATE: April 5, 2016 TO: FROM: SUBMITTED BY: CITY COUNCIL CITY MANAGER Laurie A. Murray, City Manager AGENDA TITLE: Second Amendment to Agreement with Rutan and Tucker, LLP for Legal Services RECOMMENDATION: It is recommended that the City Council approve and authorize the Mayor to execute a Second Amendment to the Legal Services Agreement with Rutan and Tucker, LLP. BACKGROUND: The City Attorney serves as chief legal advisor to the City Council, City Manager, and all City departments. The law firm of Rutan and Tucker, LLP has been providing legal services to the City of La Palma since incorporation in 1955 and Joel Kuperberg has been its City Attorney for the past 30 years. In 2013 the City entered into a three-year agreement for legal services with the firm for the majority of its legal services. That agreement resulted in a revision in how services were provided and a 14.6% decrease in overall costs. As part of cost saving measures during the Fiscal Year 2015-16 budget process, Mr. Kuperberg agreed to Amendment No. 1 to the Agreement, which delayed a scheduled August 1, 2015, increase by decreasing fees from the FY 2014-15 rate by 5% and extending the agreement an additional year through August 1, 2017, with the original 2015 pricing going into effect on August 1, 2016. Due to unanticipated projects being included in the retainer and facing budget constraints, the City has once again asked Rutan and Tucker, LLP, specifically Joel Kuperberg and Michelle Molko to defer the August 1, 2016, scheduled increase in exchange for excluding certain items from the retainer. Mr. Kuperberg and Ms. Molko have agreed to modify the terms of the agreement as follows: Agreement extended from August 30, 2017, to August 30, 2018. Non Retainer services modified to include: issues relating to City-supported affordable housing matters; and legal representation and assistance in connection with complex matters that are non-routine or non-recurring in nature, and approved by the City Manager. Agenda Item 11 Page 1 of 2

Retainer Services remain at $7,600 through December 31, 2016, with Non Retainer services increasing nominally by $5 per hour to $240 per hour and project reimbursed rates increasing by $15 per hour to $330 per hour. Retainer Services increase to the originally scheduled (August 1, 2015) amount of $8,400 on January 1, 2017. FISCAL IMPACT: The originally proposed FY 2016-17 General Fund budget includes $113,000 for Rutan & Tucker services as follows: $100,000 for retainer and $13,000 for miscellaneous services not covered by the retainer. The amended agreement provides $4,000 in savings for FY 2016-17 and overall savings of $13,200 over the term of agreement approved in 2013. APPROVED: City Manager Attachments: 1. Proposed Amendment 2. Original Agreement and First Amendment Agenda Item 11 Page 2 of 2

AMENDMENT NO. 2 TO CITY OF LP, PALMA/SUCCESSOR AGENCY TO THE DISSOLVED COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF LA PALMA AGREEMENT FOR LEGAL SERVICES THIS AMENDMENT NO. 2 (the Amendment ) to the August 6, 2013 CITY OF LA PALMA/SUCCESSOR AGENCY TO THE DISSOLVED COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF LA PALMA AGREEMENT FOR LEGAL SERVICES is made and entered into as of April 5, 2016 between the CITY OF LA PALMA (hereinafter referred to as CITY ), the SUCCESSOR AGENCY TO THE DISSOLVED COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF LA PALMA (hereinafter referred to as AGENCY ), and RUTAN & TUCKER, LLP (hereinafter referred to as ATTORNEY ). 1. CITY and AGENCY entered into the above-described 2013 agreement, as amended by Amendment No. 1 dated July 7, 2015 (such agreement, as amended by Amendment No. 1, is hereafter referred to as the Agreement ) to document the terms and conditions under which ATTORNEY shall perform the duties of the City Attorney and General Counsel, respectively, for CITY and AGENCY. 2. CITY, AGENCY, and ATTORNEY desire to extend the term and modify the compensation under the Agreement. 3. Section VIII of the Agreement is hereby amended as follows: VIII. TERM This Agreement shall commence on August 1, 2013 and continue in effect until August 30, 2018. 4. The Scope of Work attached as Attachment 1 to the Agreement is amended and revised as reflected in the version of Attachment 1 that is attached to this Amendment, and such amended version of Attachment 1 is hereby incorporated herein by this reference. 5. The Fee Schedule attached as Attachment 2 to the Agreement is amended and revised as reflected in the version of Attachment 2 that is attached to this Amendment, and such amended version of Attachment 2 is hereby incorporated herein by this reference. 6. Except as set forth in this Amendment, each and all of the terms, conditions and covenants set forth in the Agreement shall remain in full force and effect. 131/001784-0004 9339629.2 a03/31/16

CITY OF LA PALMA RUTAN & TUCKER, LLP Gerard Goedhart, Mayor Joel Kuperberg, Partner Laurie A. Murray, CMC City Clerk SUCCESSOR AGENCY TO THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF LA PALMA Gerard Goedhart Chair of the Successor Agency to the Community Development Commission of the City of La Palma Laurie A. Murray Secretary to the Successor Agency to the Community Development Commission of the City of La Palma 131/001784-0004 9339629.2 a03/31/16-2-

Attachment 1 SCOPE OF WORK The City Attorney serves as chief legal advisor to the City Council, the City Manager and all City departments, offices and agencies. Unless otherwise directed, the City Attorney represents CITY in all legal proceedings and performs other duties as may be prescribed by the City Council. The General Counsel serves as chief legal advisor to AGENCY. RETAINER SERVICES 1. Attendance at all City Council and Planning Commission meetings. 2. Review of all agendas, agenda submittals and minutes for City Council and Planning Commission meetings as directed by the City Council or City Manager. 3. Review and approval of all public works, consultant, supply, service and interagency agreements unless otherwise specified in this Scope of Work and as directed by the City Manager or City Council. 4. Provision of legal advice on behalf of CITY or AGENCY to City Council members, City Manager, Commissioners and designated personnel as appropriate and except as noted below. 5. Preparation or review of ordinances and resolutions. 6. When requested, monitor activities of any special counsel retained by the City. 7. Attendance at other meetings as requested by the City Council or City Manager. 8. As requested, provision of advice and assistance to City of La Palma representatives on labor relations and personnel matters; provided however, that outside counsel may be retained on matters as assigned by the City. 9. Research, preparation or review of legal opinions, property instruments, agreements, memoranda of understanding and other documents. 10. Upon request, provide conflict of interest assistance to elected and appointed officials and staff of the City of La Palma, and assist officials and staff in seeking advice from the Fair Political Practices Commission. NON-RETAINER SERVICES/LITIGATION SERVICES Upon request, the City Attorney may provide the following services: 1. Commencement and prosecution of all criminal actions and proceedings necessary and appropriate to enforce municipal ordinances, including enforcement through administrative proceedings, and proceedings ancillary to criminal prosecutions 131/001784-0004 9339629.2 a03/31/16-3-

(e.g., Pitchess motions, asset forfeitures); provided however, that outside counsel may be retained on matters as assigned by the City. 2. Representation of the City of La Palma in the administration of claims and civil litigation filed by or against the City; provided however, that outside counsel may be retained on matters assigned by the City's insurance pool for tort defense and workers compensation defense work. 3. Attendance at meetings, review of agendas and agenda submittals, and other legal matters requested relating to Housing Authority, Housing Successor and Community Development Commission Successor Agencies, and issues relating to City-supported affordable housing matters (excluding regular City Council meeting attendance where Successor Agency meeting(s) are also scheduled). 4. Legal representation and assistance in connection with complex matters that are non-routine or non-recurring in nature, and approved by the City Manager. PROCEDURES AND PERFORMANCE STANDARDS 1. APPOINTMENTS The City Attorney takes appointments at City Hall on days mutually agreeable to the City and the City Attorney. All appointments will be made through the City Manager s Office. A staff member requesting an appointment must first obtain approval from his or her Director and the City Manager. 2. TELEPHONE CONFERENCES AND EMAIL REQUESTS Directors and other management staff may call or email the City Attorney directly for verbal opinion or for advice. Other staff may also call or email the City Attorney directly with authorization from their Director and the City Manager s Office. All calls and emails will be returned by the City Attorney or other representatives from Rutan & Tucker within twenty four (24) hours. 3. REIMBURSABLE SERVICES At the request of the City Council or City Manager, the City Attorney will provide legal services on behalf of the City in connection with a private development application or other project for the benefit of a private party, under arrangements that allow for the reimbursement of the legal fees to the City and the City Attorney by the benefiting private party, based upon the rate set forth below. Where appropriate, the City Attorney will open and bill time to a new matter to facilitate such reimbursement. 131/001784-0004 9339629.2 a03/31/16-4-

COSTS AND EXPENSES The City of La Palma and the Successor Agency to the Community Development Commission of the City of La Palma will pay for customary costs and expenses incurred on the City s and the Agency s behalf. Costs include third party charges, delivery charges, overnight mail, filing fees, extraordinary duplicating fees, and other court costs and disposition fees. Routine postage, duplicating costs, and secretarial services shall not be billed and are considered included in the hourly rates in the Fee Schedule. 131/001784-0004 9339629.2 a03/31/16-6-

AMENDMENT NO. 1 TO CITY OF LA PALMA/SUCCESSOR AGENCY TO THE DISSOLVED COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF LA PALMA AGREEMENT FOR LEGAL SERVICES THIS AMENDMENT NO. 1 ( the " Amendment") to the August 6, 2013 " CITY OF LA PALMA/ SUCCESSOR AGENCY TO THE DISSOLVED COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF LA PALMA AGREEMENT FOR LEGAL SERVICES" ( the Agreement") is made and entered into as of July 7, 2015 between the CITY OF LA PALMA hereinafter referred to as " CITY"), the SUCCESSOR AGENCY TO THE DISSOLVED COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF LA PALMA ( hereinafter referred to as " AGENCY"), and RUTAN & TUCKER, LLP ( hereinafter referred to as ATTORNEY"). 1. CITY and AGENCY entered into the Agreement to document the terms and conditions under which ATTORNEY shall perform the duties of the City Attorney and General Counsel, respectively, for CITY and AGENCY. 2.. CITY, AGENCY, and ATTORNEY desire to extend the term and reduce the compensation under the Agreement. 3. Section Vlll of the Agreement is hereby amended as follows: VIII. TERM This Agreement shall commence on August 1, August 30, 2017. 2013 and continue in effect until 4. The Fee Schedule attached as Attachment 2 to the Agreement is amended and revised as reflected in the version of Attachment 2 that is attached to this Amendment, and such amended version of Attachment 2 is hereby incorporated herein by this reference. 5. Except as set forth in this Amendment, each and all of the terms, conditions and covenants set forth in the Agreement shall remain in full force and effect. 4

CITY OF LA PALMA RUTA 4TUCKER, L P Peter Kim Mayor Joel Kuperberg Partner curie A. Murray, WC City Clerk SUCCESSOR AGENCY TO THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF LA PALMA Peter Kim Chair of the Successor Agency to the Community Development Commission of the City of La Palma Laurie A. Murray Secretary to the Successor Agency to the Community Development Commission of the City of La Palma 5

Attachment 2 COMPENSATION The City Attorney and General Counsel will provide legal services to the City of La Palma and the Successor Agency to the Community Development Commission of the City of La Palma according to the following: FEE SCHEDULE ( effective Julv 1. 2015 Category Retainer Services $ Non Retainer/ Litigation and Successor Agencies $ Project Reimbursed by Applicant $ Rate 7, 600 per month 235 per hour 315 per hour Bond Counsel Usual and customary rates charged by Rutan & Tucker' FEE SCHEDULE (effective Auoust 1. 2016) Category Retainer Services Non Retainer/ Litigation and Successor Agencies Project Reimbursed by Applicant Bond Counsel Rate 8, 400 per month 245 per hour 330 per hour Same as above COSTS COSTS AND AND EXPENSES EXPENSES The The City City of of La La Palma Palma and and the the Successor Successor Agency Agency to to the the Community Community Development Development Commission Commission of of the the City City of of La La Palma Palma will will pay pay for for customary customary costs costs and and expenses expenses incurred incurred on on the the City' City' ss and and the the Agency' Agency' ss behalf. behalf. Costs Costs include include third third party party charges, charges, delivery delivery charges, charges, overnight overnight mail, mail, filing filing fees, fees, extraordinary extraordinary duplicating duplicating fees, fees, and and other other court court costs costs and and disposition disposition fees. fees. Routine Routine postage, postage, duplicating duplicating costs, costs, and and secretarial secretarial services services shall shall not not be be billed billed and and are are considered considered included included in in the the hourly hourly rates rates in in the the Fee Fee Schedule. Schedule. 11 If If contingent, contingent, one one percent percent ( ( 1%) of of the the first first $ $ 11 million million executed executed and and delivered; delivered; one- one- half half percent percent ( ( 0. 0. 5%) of of the the next next $ $ 44 million million executed executed and and delivered; delivered; one- one- quarter quarter percent percent ( ( 0. 0. 25%) 25%) of of the the next next $ $ 10 10 million million executed executed and and delivered; delivered; one- one- eighth eighth percent percent ( ( 0. 0. 125%) 125%) of of the the next next $ $ 55 million million executed executed and and delivered; delivered; and and one- one- tenth tenth percent percent ( ( 0. 0. 1%) of of any any amount amount over over $ $ 20 20 million million executed executed and and delivered; delivered; all all subject subject to to aa minimum minimum fee fee of of $ $ 25, 25, 000. 000. Payment Payment of of fees fees are are entirely entirely contingent contingent upon upon the the successful successful execution execution and and delivery delivery of of the the bonds bonds or or notes notes to to be be payable payable on on or or after after delivery delivery except except for for out- out- of- of- pocket pocket expenses, expenses, which which are are payable payable in in any any event. event. If If non non - - contingent, contingent, $ $ 300 300 per per hour, hour, together together with with out- out- of- of- pocket pocket expenses. expenses. In In the the event event that that multiple multiple series series of of bonds bonds or or notes notes are are issued, issued, the the foregoing foregoing fee fee structure structure would would be be applied applied to to each each issue, issue, subject subject to to the the $ $ 25,000 minimum fee per issue.