MC MARDEROSIAN & COHEN Mick Marderosian
A Professional Law Corporation [email protected]
Heather S. Cohen
www.mcc-legal.com [email protected]
ATTORNEY RETAINER AGREEMENT
THIS AGREEMENT is made and entered into by and between:
Client CITY OF MERCED (referred to herein as "CLIENT") and MARDEROSIAN & COHEN (referred to herein as "ATTORNEY").
RECITALS
WHEREAS, it is necessary and appropriate that legal and consulting services be performed for CLIENT; and
WHEREAS, ATTORNEY is qualified to perform said services with respect to the matters described below.
NOW, THEREFORE, incorporating the foregoing recitals herein, the parties agree as follows:
AGREEMENT
SCOPE AND DUTIES OF ATTORNEY
ATTORNEY will represent CLIENT in seeking recovery of any and all monetary damages suffered, past present and future as a result of the January 2023 flooding events emanating from Bear Creek and other related creeks, rivers, channels and flood control and irrigation facilities located in Merced County, California.
It is agreed and understood that ATTORNEY shall have the exclusive right to manage and control the matter. ATTORNEY will perform the legal services called for under this Agreement, 1 •
and keep CLIENT informed of all material developments during the course of the litigation.
Attorneys' will respond promptly to CLIENT'S inquiries and communications.
It is further understood and agreed that this Agreement does not cover representation on appeal. A separate agreement must be agreed to for any services on appeal.
2. SCOPE AND DUTIES OF CLIENT
CLIENT will be truthful and cooperative with Attorneys and will promptly assist Attorneys by providing information requested by Attorneys that Attorneys deem relevant to this litigation.
LEGAL FEES:
As and for their fees, CLIENT agrees to pay to ATTORNEY a contingency fee in the sum of thirty-three and a third percent (33.3%) of any and all gross monies collected or received by and for the undersigned as a result of the subject claim.
If a separate award of attorney fees is authorized according to court rule or statute, Attorneys shall receive the greater of the separate attorney fee award or the percentage contingency attorney fee set forth above. In the event the separate attorney fee does not exceed the attorneys' contingency fee, any separate attorney fee award shall be added to the settlement or judgment amount and this amount will be considered part of the gross recovery and the contingency fee will be calculated from this amount.
CASE COSTS AND LEGAL EXPENSES INCURRED IN
PROSECUTING CASE (NOT ATTORNEY FEES):
CLIENT shall pay all case costs and legal expenses incurred in prosecuting this case.
CLIENT who is named in any operative Complaint will decide and agree on how case costs and legal expenses are to be allocated among themselves. CLIENT agrees that all case costs and legal expenses will be paid promptly upon submission. CLIENT agrees that the payment of all case costs and legal expenses is a joint and several obligation. ATTORNEY is not required to advance 2 any legal expense but should any case cost or legal expense be advanced by ATTORNEY, then ATTORNEY will be reimbursed for any costs advanced.
DISCHARGE AND WITHDRAWAL
CLIENT may discharge ATTORNEY at any time. ATTORNEY may withdraw with CLIENT's consent or for good cause or if permitted under the Rules of Professional Conduct of the State Bar of California and/or applicable law. Among the circumstances under which ATTORNEY may withdraw are: (a) with the consent of CLIENT; (b) CLIENT's conduct renders it unreasonably difficult for the ATTORNEY to carry out the employment effectively; and/or (c) CLIENT fails to pay Attorney's costs and expenses as required by this Agreement.
Notwithstanding the discharge and provided there is a recovery, CLIENT will remain obligated to pay ATTORNEY at a reasonable rate for all services provided and to reimburse ATTORNEY for all costs advanced. Notwithstanding CLIENT's notice of discharge, and without regard to the reasons for the withdrawal or discharge, CLIENT will remain obligated to pay ATTORNEY for all costs and expenses incurred prior to the termination and, in the event that there is any net recovery obtained by CLIENT after conclusion of ATTORNEY's services, CLIENT remains obligated to pay ATTORNEY for the reasonable value of all services rendered from the effective date of this Agreement to the date of discharge. In the event ATTORNEY voluntarily withdraws from representing CLIENT without cause, ATTORNEY waives, and will not be entitled to be paid, any fees by CLIENT but will be entitled to be reimbursed for any costs and expenses already advanced by ATTORNEY.
INSURANCE
During the term of this Agreement, ATTORNEY shall maintain in full force and effect at its own cost and expense, the following insurance coverage:
з
•
6.1. Workers' Compensation Insurance. Full workers' compensation insurance shall be provided with a limit of at least One Hundred Thousand Dollars ($100,000) for any one person and as required by law, including Employer's Liability limits of $1,000,000.00 per accident.
6.2. General Liability.
(i) ATTORNEY shall obtain and keep in full force and effect general liability coverage at least as broad as ISO commercial general liability coverage occurrence Form CG 0001. (ii) ATTORNEY shall maintain limits of no less than One Million Dollars ($1,000,000) per occurrence for bodily injury, personal injury and property damage.
6.3. Automobile Insurance.
(i) ATTORNEY shall obtain and keep in full force and effect an automobile policy of at least One Million Dollars ($1,000,000) per accident for bodily injury and property damage.
6.4. Professional Liability Insurance. ATTORNEY shall carry professional liability insurance appropriate to ATTORNEY's profession in the minimum amount of One Million Dollars ($1,000,000).
7. TERM.
Subject to Paragraph 5 above, this Agreement shall take effect as of the date this AGREEMENT is fully executed and remain in effect until completion of the trial of this matter filed in either Superior Court of California or in the Eastern District of California Federal Court.
8. ASSIGNMENT.
Neither this Agreement nor any rights, interests, duties, liabilities, obligations or responsibilities arising out of, concerning or related in any way to this Agreement (including, but not limited to, accounts, actions, causes of action, claims, damages, demands, liabilities, losses, 4 obligations, or reckonings of any kind or nature whatsoever, for compensatory or exemplary and punitive damages, or declaratory, equitable or injunctive relief, whether based on contract, equity, tort or other theories of recovery provided for by the common or statutory law) may be assigned or transferred by any party. Any such assignment is prohibited and shall be unenforceable and otherwise null and void without the need for further action by the non-assigning party or parties.
9. NEGATION OF PARTNERSHIP.
CLIENT shall not become or be deemed a partner or joint venturer with ATTORNEY or associate in any such relationship with ATTORNEY by reason of the provisions of this Agreement.
ATTORNEY shall not for any purpose be considered an agent, officer or employee of CLIENT.
10. NOTICES.
All notices relative to this Agreement shall be given in writing and shall be personally served or sent by certified or registered mail and be effective upon actual personal service or depositing in the United States mail. The parties shall be addressed as follows, or at any other address designated by notice:
CLIENT: OFFICE OF THE CITY ATTORNEY
CITY OF MERCED
678 W. 18th Street
Merced, CA 93540
(209) 388-8670
ATTORNEY: MARDEROSIAN & COHEN
7797 N. First Street, Suite 101-5
Fresno, CA 93720
(559) 441-7991
11. CONSENT TO USE OF E-MAIL AND CLOUD SERVICES
In order to provide CLIENT with efficient and convenient legal services, ATTORNEY will frequently communicate and transmit documents using e-mail. Because e-mail continues to evolve, 5 • •
there may be risks communicating in this manner, including risks related to confidentiality and security. By entering into this Agreement, CLIENT is consenting to such e-mail transmissions with CLIENT and CLIENT'S designated representatives and agents.
In addition, ATTORNEY uses a cloud computing service with servers located in a facility other than ATTORNEY'S office. Most of ATTORNEY'S electronic data, including emails and documents, are stored in this manner. By entering into this Agreement, CLIENT understands and consents to having communications, documents and information pertinent to the CLIENT'S matter stored through such a cloud-based service.
12. NO WAIVER OF DEFAULT.
The failure of any party to enforce against another party any provision of this Agreement shall not constitute a waiver of that party's right to enforce such a provision at a later time and shall not serve to vary the terms of this Agreement.
13. MERGER AND MODIFICATION. This Agreement sets forth the entire agreement between the parties and supersedes all other oral or written representations. This Agreement may be modified only in a writing approved by the CLIENT and ATTORNEY and signed by all the parties.
14. BINDING EFFECT. The rights and obligations of this Agreement shall inure to the benefit of, and be binding upon, the parties to this Agreement and their heirs, administrators, executors, personal representatives, successors and assigns.
15. GOVERNING LAW. The laws of the State of California will govern the validity of this Agreement, its interpretation and performance. Any litigation arising in any way from this Agreement shall be brought in Merced County, California. 6 16. CORPORATE AUTHORITY.
Each individual executing this Agreement represents and warrants they are duly authorized to execute and deliver this Agreement on behalf of any identified corporation, organization or entity, if any, named herein, and this Agreement is binding upon said corporation, organization, or entity in accordance with its terms.
17. CAPTIONS AND INTERPRETATION. Paragraph headings in this Agreement are used solely for convenience, and shall not be wholly disregarded in the construction of this Agreement. No provision of this Agreement shall be interpreted for or against a party because that. party or its legal representative drafted or negotiated such provision. Section 1654 of the California Civil Code shall not apply to the interpretation of this Agreement.
IN WITNESS WHEREOF, the parties hereto have hereunto set their hands the day and year first above written.
7/28
Dated: , 2023. CITY OF MERCED ("CLIENT")
By:_ stephane slit
tephanie Diet:
City Manager
06/29
Dated: _ 2023. MARDEROSIAN & COHEN ("ATTORNEY")
By:
Mick Marderosian, President
7 •
APPROVED AS TO FORM:
Merced City Attorney
Brian Dayle
Attest: OLY Of MERCED
City Clerk
CALIFORNIA
BejandalMedna 731203
Assistant/Deputy City Clerk
337
City of Merced Finance Office
By: Unal
#8232
No funds to be encumbered. Nc 7/24/23
= 7|25123
8 MARDRUN-01 PTHOMAS
ACORD® CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/AYYY) 4/20/2023
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsec If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement or this certificate does not confer rights to the certificate holder in lieu of such endorsements).
PRODUCER License # 0E02096
DiBuduo & DeFendis Insurance Brokers, LLC (AN Ext: 559) 432-0222 Fresno, CA 93755-5479
INSURERS) AFFORDING COVERAGE NAIC #
INSURER A : Sentinel Insurance Co. Ltd. 11000
INSURED INSURER B: Citizens Insurance Company of America 31534 Marderosian & Cohen, A Professional Corporation INSURER C:
7797 N. First Street, Ste. 101-5 INSURER D:
Fresno, CA 93720
INSURER E:
INSURER F:
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWTHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS
INSR OLICY EX
TYPE OF INSURANCE POLICY NUMBER LIMITS
LTR
A COMMERCIAL GENERAL LIABILITY 1,000,000
EACH OCCURRENCE
7/19/2023 DAMAGE TO RENTED 1,000,000
CLAIMS-MADE X OCCUR 51SBABA9966 7/19/2022 PREMISES (Ea occurrence $ 10,000
MED EXP (Any one person)
PERSONAL & ADV INJURY 1,000,000
2,000,000
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE
X POLICY LOC PRODUCTS - COMP/OP AGG 2,000,000
OTHER: $
COMBINED SINGLE LIMIT
AUTOMOBILE LIABILITY (Ea accident)
ANY AUTO BODILY INJURY (Per person) $
BODILY INJURY (Per accident) $
ROPERTY DAMAG
AUTOS ONLY $
$
UMBRELLA LIAB OCCUR EACH OCCURRENCE
EXCESS LIAB CLAIMS-MADE AGGREGATE
DED RETENTION S
B ANDEMPLOYERS LIABILITY X STATUTE
WBFH32821702 8/1/2022 8/1/2023 1,000,000
E.L. EACH ACCIDENT
N/ A 1,000,000
EL. DISEASE - EA EMPLOYEE S
DEST OF OPERATIONS below 1,000,000
E.L. DISEASE - POLICY LIMIT S
DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
ACCORDANCE WITH THE POLICY PROVISIONSCE WILL BE DELIVERED IN EXPIRATION DATE Info Purposes Only
AUTHORIZED REPRESENTATIVE
ACORD 25(2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
MARDRUN-01 THOMAS
ACORD® DATE (MM/DD/YYYY)
CERTIFICATE OF LIABILITY INSURANCE 5/3/2023
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed f SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement or this certificate does not confer rights to the certificate holder in lieu of such endorsements).
PRODUCER License # 0E02096
DiBuduo & DeFendis Insurance Brokers, LLC (A/C, No, Ext): (559) 432-0222 Fresno, CA 93755-5479
INSURERS) AFFORDING COVERAGE NAIC #
INSURER A : Evanston Insurance Company 35378
INSURED INSURER B:
Marderosian & Cohen, A Professional Corporation INSURER C:
7797 N. First Street, Ste. 101-5 INSURER D:
Fresno, CA 93720
INSURER E :
INSURER F:
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWTHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS
INSR LIMITS
LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER
COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE
TO RENTED
CLAIMS-MADE OCCUR
MED EXP (Any one person)
PERSONAL & ADV INJURY
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE
POLICY LOC PRODUCTS - COMP/OP AGG
OTHER:
COMBINED SINGLE LIMIT
AUTOMOBILE LIABILITY (Ea accident)
ANY AUTO BODILY INJURY (Per person)
AUTOS ONLY BODILY INJURY (Per accident) S
ROPERTY DAMAGI
er accident
UMBRELLA LIAB OCCUR EACH OCCURRENCE $
EXCESS LIAB CLAIMS-MADE AGGREGATE
DED RETENTION S
STATUTE
YIN
E.L. EACH ACCIDENT
N/ A
E.L. DISEASE - EA EMPLOYEE S
EL. DISEASE - POLICY LIMIT $
A Professional Liab. MKLV5PLA000541 11/1/2022 11/1/2023 Each Claim 2,000,000 A Professional Liab. MKLV5PLA000541 11/1/2022 11/1/2023 Deductible per Claim 25,000 DESCRIPTION OF OPERATIONS / LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
ACCORDANCE TRE POLICE PROSIONS EXPIRATION NOTICE WILL BE DELIVERED IN Info Purposes Only
AUTHORIZED REPRESENTATIVE
ACORD 25(2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
PAGE 7
ADDL INFO ON NEXT PAGE MAIL MCH-M-I
USAA GENERAL INDEMNITY COMPANY RENEWAL OF
(A Stock Insurance Company) State 01,02,03 Veh POLICY NUMBER USAA® 9800 Fredericksburg - San Antonio, Texas 78288 CA 070070070 05318 43 87G 7101 CALIFORNIA AUTO POLICY POLICY PERIOD: EFFECTIVE MAY 2023 TO NO 01 2023
RENEWAL DECLARATIONS
(ATTACH TO PREVIOUS POLICY) 01 MICHAEL MARBEROSTORS
Named Insured and Address 02 LORIE MARDEROSIAN
MICHAEL MARDEROSIAN
29671 HARVESTER RD
MALIBU CA 90265-3724
Description of Vehicle(s) I VEH USE* WORK/SCI
VEH YEAR TRADE NAME MODEL BODY TYPE IDENTIFICATION NUMBER SYM 01 19 LEXUS ES 350 4D 4D 6000 58ABZ1B1XKU001733 P
02 19 I LEXUS RX 350 4D 4D 6000 2T2ZZMCA9KC147432
03 76 MGB NONE CONVERTIBL 1000 GHN5UH413323G
VEY Vehicles) MAST BOre 98263-34 garaged at the above add ness at state 0265-3024. fa-Pl MALIBU
VEH 02 MALIBU CA 90265-3724
reduced by policy provisions
COVERAGES LIMITS OF LIABILITY 01 6- MONTH 6-MONTH 103 6-MONTH ("ACV" MEANS ACTUAL CASH VALUE) D=DED =DED PREMIUN D=DED PREMIUM ) = DED PREMIU
AMOUNT AMOUNT AMOUNT
SART A - LIABILITY
BODILY INJURY EA PER $ 500,000
EA ACC $ 500,000 187.80 496.33 93.40
PROPERTY DAMAGE EA ACC $ 100,000 99.57 272.12 61.13
'ART B - MEDICAL PAYMENTS
EA PER $ 100,000 48.28 79.07 18.36
ART C - UNINSURED MOTORISTS
BODILY INJURY EA PER $
EA ACC $ 500,000 90.74 169.42 36.42
ART D - PHYSICAL DAMAGE COVERAGE
COMPREHENSIVE LOSS ACV LESS D1000 52.8201000 79.90
COLLISION LOSS ACV LESS D1000 416.7701000 776.61
RENTAL REIMBURSEMENT
MULTIPASSENGER/TRUCK CLASS 48.96 61.20
TOWING AND LABOR 9.48 11.85 9.48
TOTAL PREMIUM - SEE FOLLOWING PAGE (S)
ADDITIONAL INTEREST - LESSOR AND LOSS PAYEE
VEH 02 LEXUS FINANCIAL SERVICES, ATLANTA GA
_OSS PAYEE
VEH 01 LEXUS FINANCIAL SERVICES, ATLANTA GA
ENDORSEMENTS: ADDED 05-01-23- A200CA (01)
REMAIN IN EFFECT (REFER TO PREVIOUS POLICY) - A072(06) RSGPCW(01) 5100CA(02) INFORMATION FORMS: NICA 05) 320CA (05) 50CA (04) CADS (05) 40CA(01) 13580(03 999CA (19)
101 R5600001
IN WITNESS WHEREOF, we have caused this policy to be signed by our President and Secretary at San Antonio, Texas, on this date MARCH 25, 2023
mann a n5-12 Mannihant