Seventh Amendment to Agreement for Legal Services A-1
SEVENTH AMENDMENT TO AGREEMENT FOR LEGAL SERVICES
BETWEEN
THE CITY OF RICHMOND
AND
DOWNEY BRAND LLP
This Seventh Amendment to the Agreement for Legal Services between the City of Richmond (“City”) and DOWNEY BRAND LLP (“Special Counsel”) (the "Seventh Amendment") is entered into as of FEBRUARY 20, 2024, by and between the City and Special Counsel with reference to the following facts:
RECITALS
WHEREAS, the City and Special Counsel entered into that certain Legal Services Agreement (“Original Agreement”) on October 20, 2020 for $250,000 for representation of the City and City-related entities; and
WHEREAS, the City and Special Counsel entered into the First Amendment to the Original Agreement on April 1, 2021to increase the compensation by $500,000; and
WHEREAS, the City and Special Counsel entered into a Second Amendment of the Original Agreement on November 2, 2021 for $200,000; and
WHEREAS, the City and Special Counsel entered into a Third Amendment of the Original Agreement on May 3, 2022 for $60,000; and
WHEREAS, the City and Special Counsel entered into a Fourth Amendment of the Original Agreement on September 13, 2022 for $40,000; and
WHEREAS, the City and Sp ecial Counsel entered into a Fifth Amendment of the Original Agreement on June 27, 2023 for $75,000; and
WHEREAS, the City and Sp ecial Coun sel entered into a Sixth Amendment of the Original Agreement on April 18, 2023 for $100,000; and
WHEREAS, the City now desires for Special Counsel to continue its representation of the City and increase the compensation; and
WHEREAS, the City now desires for Special Counsel to continue its representation of the City and to increase the compensation by $100,000; and
WHEREAS, the City and Special Counsel desire to further amend the Original Agreement pursuant to this Seventh 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:
Seventh Amendment to Agreement for Legal Services A-2
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 Seventh Amendment.
2. Effect of Seventh Amendment. Except as provided in this Seventh Amendment, all other terms of the Original Agreement shall remain in full force and effect, and this Seventh Amendment increases the compensation limit by One Hundred Thousand Dollars ($100,000).
3. Counterparts. This Seventh Amendment may be executed in counterparts, each of which shall be an original and all of which shall constitute one and the same instrument.
IN WITNESS WHEREOF , the City and Special C ounsel hav e caused this Seventh Amendment to be effective as of the last date written above.
CITY OF RICHMOND DOWNEY BRAND LLP
________________________ By __________________________ Mayor
Title _________________________
Attest:
By: _____________________
City Clerk
Approved as to form:
By: _____________________
City Attorney
Seventh Amendment to Agreement for Legal Services A-3
Attachment 1
SCOPE OF WORK AND SCHEDULE OF FEES & CHARGES
Scope of work:
The City Council of the City of Richm ond on September 8, 2020, certified a Subsequent Environmental Impact Report (SEIR) and adop ted a reso lution 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 or about October 9, 20 20, including Point Molate Alliance, et al., v. City of Richmond and North Coast Rivers Alliance, et al. v. City of Richmond. The lawsuits named the City as respondent and Winehaven Legacy, LLC as real party in interest and asserted causes of act ion under the California Environmental Quality Act, California Planning and Zoning Law, California Constitution, and the common law public trust doctrine, as well as other grounds. The cases were subsequently consolidated into a single case, entitled North Coast Riv ers Alliance, et al. v. City of Richmond. The trial cou rt entered judgment on March 15, 2022, and the case is now pending in the First District Court of Appeal.
Downey Brand will continue to serve as lead trial and appellate counsel for the Cit y 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 shall be reimbursed by real party in interest Winehaven Legacy, LLC based on the indemnity provisions and conditions imposed under the entitlements and both the Disposition and Developmen t Agreement and Development Agreement.
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 augment the contract amount as may be necessary for future phases of the litigation, including appellate briefing.
City’s Contact Attorney: Dave Aleshire, City Attorney
Shannon Moore, Chief Assistant City Attorney
SCHEDULE OF FEES & CHARGES:
Seventh Amendment to Agreement for Legal Services A-4
ATTORNEY HOURLY RATES
Christian Marsh $410/hour
Kathryn Oehlschlager $410/hour
Hina Gupta $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", entitled "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 One Million Three Hundred and Twenty-Five Thousand Dollars ($1,325,000) for attorneys’ fees and reimbursements.