Via Email
[email protected]
September 10, 2024
Mayor Dan Romero
City of Hercules
111 Civic Drive
Hercules, CA 94547
Re: Legal Services Agreement
Dear Mayor Romero:
Thank you for selecting Jarvis Fay LLP to continue to provide legal services to the City of Hercules (“City”). This letter sets forth our agreement concerning the legal services we will provide and our fee arrangements for our services. The effective date of this agreement shall be September 10, 2024.
1. Scope of Engagement. We will provide City Attorney General Legal Services to the City, and also provide Special Counsel Services as may be requested from time to time. A writing confirming an agreement to provide legal services on other specified matters shall bring such services within the scope of the terms set forth in this letter.
City Attorney General Legal Services are defined to include routine municipal legal services customarily provided by a city attorney, including attendance at City Council and other public meetings, agenda and contract review, routine legal opinions, routine communications with and on behalf of the City, weekly staff meetings, and office hours on site at City Hall.
2. Fees and Personnel. Christie Crowl will serve as City Attorney for the City with assistance from other members of the firm as needed. For this work we will charge the following rates:
City Attorney General Legal Services $250
Special Counsel Services
Senior Partner/Senior Of Counsel $380
Partner/Of Counsel $340
Senior Associate $305
Associate Attorney $265
Paralegal $135
Cost Recovery Matters
Senior Partner/Senior Of Counsel $440
Partner/Of Counsel $395
Senior Associate $350
Associate Attorney $310
Paralegal $155
All travel for City business will be billed at 50% of the applicable hourly rate. These rates represent the maximum we will charge for our work, but we may charge lesser rates or “no charge” some time, as a matter of billing judgment. We bill for our time in 6-minute increments, with no minimum billable time. Our stated rates will be in effect until the end of FY 2025 (June 30, 2025). All of our hourly rates are subject to reasonable annual adjustments. We will provide you with notice of any such adjustments.
3. Disbursements and Expenses. In addition to hourly fees, we may incur out-of-pocket expenses from outside vendors related to your representation, which we will pass on to the City. We will advance payment for routine expenses for individual items that cost less than $1,000, but will refer items that cost more directly to the City for payment. We do not bill for in-house copy or fax costs or other overhead.
4. Billing and Payment Responsibilities. We will send monthly statements that are due within 30 days of receipt. If you have any questions about an invoice, please feel free to call me at (510) 318-3004 or to email me at [email protected].
5. Termination of Services. The City may terminate our services at any time by written notice. After receiving such notice, we will cease providing services. We will cooperate with you in the orderly transfer of all related files and records to the City’s new counsel.
We may terminate our services at any time with the City’s consent or for good cause. Good cause exists if (a) any statement is not paid within 60 days of its due date; (b) the City fails to meet any other obligation under this agreement and continues in that failure for 15 days after we send written notice to the City; (c) the City has misrepresented or failed to disclose material facts to us, refused to cooperate with us, refused to follow our advice on a material matter, or otherwise made our representation unreasonably difficult; or (d) any other circumstance occurs or exists in which ethical rules of the legal profession mandate or permit termination, including situations where a conflict of interest arises. If we terminate our services, the City agrees to execute a substitution of attorneys promptly and otherwise cooperate in effecting that termination. Termination of our services, whether by the City or by us, will not relieve the obligation to pay for services rendered and costs incurred before our services formally ceased.
6. Original Documents and Property. Upon the City’s request, after our representation has concluded or been terminated we will return to the City any original documents and other property the City provided to us in connection with our representation. Unless the City requests any such items, or has made written arrangements with us to retain such items, we reserve the right to destroy or otherwise dispose of these items, without further notice to the City at any time after ten years following the date of the final invoice sent to the City with respect to this matter.
7. Insurance. During the term of this engagement, this law firm shall maintain general liability and property damage insurance in the amount of $2,000,000; professional errors and omissions insurance, in an amount of $3,000,000 per occurrence and $3,000,000 aggregate, which insurance may not be canceled or reduced in required limits of liability unless at least ten days advance written notice be given to the City.
8. No Guarantee of Outcome. Any comments made by us about the potential outcome of this matter are expressions of opinion only and are not guarantees or promises about any outcome or results.
9. Entire Agreement; Full Understanding; Modifications in Writing. This letter contains our entire agreement about our representation. Any modifications or additions to this letter agreement must be made in writing.
To accept this letter of engagement, please sign it below and return a PDF copy of this page to our office via email. If you would also like a paper copy of this letter for your files we will be happy to mail that to you. We appreciate the opportunity to serve as lawyers for the City.
Very truly yours,
JARVIS FAY LLP
Christie Crowl
These terms are accepted and agreed to:
______________________________
Dan Romero
Mayor, City of Hercules
______________________________
Dante Hall
City Manager, City of Hercules
Mayor Dan Romero
September 10, 2024