Docusign Envelope ID: 6AE2F32B-37DF-49D( 0-3055B99D90CC DocuSign Envelope ID: 4D6DFB75-D70F-4548-373A-C5A5EF281E52
FIFTH AMENDMENT TO AGREEMENT FOR LEGAL SERVICES
BETWEEN
THE CITY OF RICHMOND
AND
DOWNEY BRAND LLP
This Fifth Amendment to the Agreement for Legal Services between the CITY F RICHMOND ("City") and DOWNEY BRAND LLP ("Special Counsel") (th "Fifth Amendment") is entered into as of June 27, 2023, by and between the City an Special Counsel with reference to the following facts:
RECITALS
WHEREAS, the City and Special Counsel entered into that certain Legal Services Agreement ("Original Agreement") for $250,000 representation of the City and City- related entities; and
WHEREAS, the Original Agreement was amended on April 1, 2021, for $500,000 on November 2, 2021, for $200,000, May 3, 2022, for $60,000 and September 13, 2022 for $40,000; and
WHEREAS, the City now desires for Special Counsel to continue its representation of the City, to amend the scope of répresentation, and to increase the compensation limit by Seventy-Five Thousand Dollars ($75,000); and WHEREAS, the City and Special Counsel desire to amend the Original Agreement pursuant to this Fifth Amendment.
NOW, THEREFORE, in consideration of the recitals hereof, and other mutual covenants and promises contained herein and for other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City and Special Counsel agree as follows:
1. Amendment. Exhibit A of the Original Agreement, "Scope of Work and Schedule of Fees & Charges," is hereby amended to read as shown in Attachment 1 to this Fifth Amendment.
2. Eries of til Amendent, Exespiservin in intore and mendiment al other
3. Come panor: this andal of ishal executed in the same snach of which [Signatures on following page]
1798108/3 Fifth Amendment to Agreement for Legal Services - 1 DocuSign Envelope ID: 6AE2F32B-37DF-49DC-9E9 i5B99D90CC DocuSign Envelope ID: 4D6DFB75-D70F-4548-B73A-C5A5EF281E52 IN WITNESS WHEREOF, the City and Special Counsel have caused this Fifth Amendment to be effective as of the last date written below.
CITY OF RICHMOND DOWNEY BRAND LLP
- DocuSigned by: - Docusigned by:
Eduardo Martines By _ Curistian Marsu
Date: 8/10 bygiCin Manager Christian Mary 30/202er
Date:
Attest:
- DocuSigned by:
Pamela Cristian
By:
Approved as to form:
- DocuSigned by:
Shannon Moore
By:
04A02FF5A8430
ity Attorne
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1798408v3 Fifth Amendment to Agreement for Legal Services DocuSign Envelope ID: 6AE2F32B-37DF-49DC J-3C55B99D90CC DocuSign Envelope ID: 4D6DFB75-D70F-4548-B73A-C5A5EF281E52 Attachment 1
SCOPE OF WORK AND SCHEDULE OF FEES & CHARGES
Scope of work:
The City Council of the City of Richmond on September 8, 2020, certified a Subsequent Environmental Impact Report (SEIR) and adopted a resolution approving land use entitlements for the Point Molate Mixed-Use Development Project. Those approvals were the subject of two lawsuits in the form of peremptory writs of mandate filed in the Contra Costa County Superior Court on r about October 9, 2020, including Point Molate Alliance, et al., v. City o Richmond and North Coast Rivers Alliance, et al. v. City of Richmond. Th lawsuits named the City as respondent and Winehaven Legacy, LLC as real party in interest, and asserted causes of action under the California Environmental Quality Act (CEQA), California Planning and Zoning Law, California Constitution, and the common law public trust doctrine, as well as other grounds.
The trial court entered judgment in the City's favor on March 15, 2022, and Petitioners Point Molate Alliance and North Coast Rivers Alliance filed separate appeals in the First District Court of Appeal. The appeals were subsequently consolidated for purposes of briefing, oral argument, and decision, and are now proceeding as Point Molate Alliance, et al. v. City of Richmond, First App. Dist.
Case Nos. A164906 and A165758. Briefing commenced in the consolidated appeals on January 2, 2023, with petitioners/appellants narrowing their appeal to certain claims under CEQA, California Planning and Zoning Law, and the California Constitution. The City filed answering briefs on April 4, 2023.
Appellants' reply briefs are due on June 14, 2023. We are expecting the Court of Appeal to schedule oral argument in late 2023 or early 2024.
Downey Brand will continue to serve as lead trial and appellate counsel for the City in its defense of these actions, and will have responsibility for case management and coordination among defense counsel, assisting with settlement negotiations, and for providing advice to and representation of the Richmond City Attorney's Office in the proceedings. Downey Brand's litigation fees and expenses remain subject to reimbursement by real party in interest Winehaven Legacy, LLC based on the indemnity provisions and conditions imposed under the entitlements and both the Disposition and Development Agreement ("DDA") and Development Agreement ("DA"). However, because Winehaven failed to close escrow under the DDA and is currently in litigation against the City, the fees and expenses authorized herein may not be recoverable by the City.
As part of its services above, Downey Brand shall provide concise written reports to the City Attorney on a monthly basis, which will address important milestones and efforts in the case. The City Attorney will share the reports with the City Council, and will return to the Council for more substantive reports and to further A-3
1798408v3 Fifth Amendment to Agreement for Legal Services DocuSign Envelope ID: 6AE2F32B-37DF-49DC-9ES 55B99D90CC DocuSign Envelope ID: 4D6DFB75-D70F-4548-B73A-C5A5EF281E52 lein, he contina amount a may do necesary or furlies of the Cily's Contact Atorney: Dame leshore, Chin City And Thy Atormey Schedule of Fees & Charges:
ATTORNEY HOURLY RATES
Christian Marsh $410/hour
Kathryn Oehlschlager $410/hour
Hina Gupta $365/hour
Natalie Kirkish $365/hour
Megan Unger $335/hour
PARALEGAL HOURLY RATES
Jon Shackelford $225/hour
Jessica Wise $225/hour
Compensation:
Only those costs and expenses set forth in Section III of Exhibit "B", entitle 'Reimbursements" shall be paid to Special Counsel
Total compensation for legal services and reimbursements shall be charged in accordance with Exhibits "A" and "B" and shall not exceed the sum of One Million, One Hundred Twenty Five Thousand Dollars ($1,125,000) for attorneys' fees.
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1798408v3 Fifth Amendment to Agreement for Legal Services