whitebrennerllp.com
1608 T Street
Sacramento, CA 95811
T 916.468.0950 | F 916.468.0951
January 16, 2026
VIA EMAIL ([email protected])
City of Ripon
Attn: Gary Barton, Mayor
259 N. Wilma Avenue
Ripon, CA 95366
Re.: Engagement Letter
Dear Mayor Barton:
Introduction and Scope of Engagement. Thank you for selecting White Brenner LLP (the “Firm”) to represent the City of Ripon (the “City”) with regard to Liberty Self Storage, LLP v.
City of Ripon. In this letter agreement (“Agreement”), the words “you” and “your” refer to the City, and the words “we,” “us,” and “our” refer to the Firm. It is understood and agreed that the Firm’s representation of you does not include any tax-related advice or services with respect to this matter.
We look forward to a mutually satisfying relationship. I will serve as your principal contact.
My direct dial number is (916) 425-0571 You should never hesitate to contact me if, and when, any question arises.
You may from time to time ask us to perform additional or other services beyond the engagement described above. If you do request such services, we may need to clear a conflict of interest, or we may need to enter into a separate engagement letter with you. If the scope of our engagement changes, the terms set out in this Agreement will apply, unless we enter into a subsequent agreement with you. Otherwise, the Firm will proceed in reliance upon the description and terms set forth in this Agreement. This engagement may be terminated by either one of you or us upon notice to the other, subject to applicable Rules of Professional Conduct. In order to avoid any misunderstanding, it is the Firm’s standard policy to set out the terms of our engagement at the outset.
Limitation on Scope of Engagement. Unless specifically retained, our representation of you does not include representation of any of your companies, their parent, subsidiaries, affiliates, stockholders, officers or directors (“Affiliates”). Accordingly, it is understood and agreed that any representation by the Firm of another client adverse to any Affiliates or other third parties does not constitute a conflict of interest and does not require your consent. This Agreement has no third-party beneficiaries, and the Firm owes no attorneyBill Abbott T: 916.425.0571
[email protected]
City of Ripon
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client duties to persons or entities other than the City, even if the City might owe them fiduciary or other duties.
Progress and Reporting. We will keep you reasonably informed concerning the representation and will communicate information and advice about significant developments in the matter. We may communicate by letter, telephone, cellular telephone, facsimile transmission, or email. You should, of course, feel free to communicate with us on any issue or matter you feel deserves attention, and we will endeavor to respond promptly. In order for us to assist you effectively and efficiently, we assume you will provide us with the factual information you have which relates to the subject matter of our engagement, and that you will make any appropriate business or technical decisions. In addition, we encourage you to share with us at all times your expectations and any concerns regarding our services at any time during the course of our representation. We believe you should be actively involved in the strategy and management of your legal affairs, and our goal is to encourage candid and frequent communication between the Firm and you.
Fees and Costs. The Firm will utilize the following hourly rates for this matter:
Partners: $475
Of Counsels: $475
Senior Associates: $375
Associates: $375
Paralegals: $225
Law Clerks: $225
We try to assign work to lawyers, paralegals, and others who can provide the necessary services most efficiently, but I will continue to be responsible for the entire assignment.
Hourly rates are normally adjusted once a year for work performed beginning in January.
The rates herein will be adjusted annually on January 1 (the “Anniversary Date”) in accordance with an increase in the All Urban Consumer Price Index for the San FranciscoOakland-San Jose area (“CPI”) existing on the Anniversary Date but will not be decreased in the event there is any year-to-year or cumulative decrease in the CPI during the Term of this Agreement. Any changes in the Firm’s rates shall become effective following a thirty (30) day notice to the City.
The City consents to these rate adjustments unless you notify the Firm, in writing, to the contrary. We customarily send monthly invoices for services rendered and other charges incurred for your account during the previous month. The monthly invoice details the work performed and the types of charges incurred. Payment is due upon the receipt of our invoice. We also reserve the right to assess and collect late-payment charges at the rate of ten percent (10%) per year on past due accounts.
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In addition, it is the Firm’s policy to charge for travel, copying, messenger services, litigation deadline calendaring services, computer research services, filing fees, and other such out of pocket expenses. These expenses will be billed and payable contemporaneously with our fees.
Retainer. The Firm does not require a retainer, at this time, for this matter.
Errors and Omissions Insurance. We have errors and omissions insurance to cover those services that we have agreed to provide.
Arbitration of Disputes. We anticipate a harmonious and satisfactory attorney-client relationship. If any disputes arise between the City and the Firm, we shall submit them to binding arbitration, which shall proceed pursuant to the Comprehensive Arbitration Rules and Proceedings of the Judicial Arbitration and Mediation Services (“JAMS”). If you do not wish to agree to arbitrate any dispute with us, you should not sign this Agreement. Your agreement to arbitrate is not necessarily a condition of our agreement to represent you, and upon request we will consider waiving this provision.
In the unlikely event a dispute arises concerning our fees or your payment of them, you may choose to arbitrate the dispute under the auspices of the California State Bar Mandatory Fee Arbitration Program (“Mandatory Fee Arbitration”), as set forth in California Business and Professions Code section 6200 et seq. Those procedures permit a trial after arbitration, unless the parties agree in writing after the dispute has arisen, to be bound by the arbitration award. If after receiving notice of City’s right to arbitrate you do not elect to proceed under the Mandatory Fee Arbitration procedures and file a request for Mandatory Fee Arbitration within thirty (30) days, any dispute over fees, charges, costs, or expenses will be resolved by binding arbitration as detailed herein. For more information on this program, please visit http://www.calbar.ca.gov.
Litigation. Parties to litigation have an obligation to preserve all potential evidence in their possession, custody, or control and to prevent loss or destruction of that evidence. We need to discuss issues related to preservation of evidence at your first opportunity. In the meantime, please take all measures necessary to prevent the destruction or loss of potential evidence.
Effective Date/ Termination. This Agreement shall be effective as of the date we first rendered any of the described services to you, regardless of the date it is executed. Unless terminated earlier, this representation and, unless the Firm represents you in other matters, the attorney-client relationship will terminate automatically upon your receipt of the Firm statement first reflecting completion of the substantive legal services described herein.
Subsequent statements sent to collect expenses or unpaid balances, or the state of accounting/business records or client lists at the Firm, shall not extend the attorney-client relationship. After completion of the matter, changes may occur in laws or regulations that could have an impact on your future rights or responsibilities. Unless you engage the Firm City of Ripon
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after completion of this matter to provide additional services arising from the matter or any other matter, it is understood and agreed that the Firm will have no continuing obligation to advise you or any other person or entity with respect to future developments associated with this matter.
Return of Client Records. Upon your written request following any termination of this Agreement, the Firm will release to you all of your records and files, subject to the Firm’s right to retain copies of the same. The Firm shall have no duty or obligation to release any of those materials to you without your written request. In the event you do not submit a written request to the Firm within thirty (30) days following termination of this Agreement, you agree that the Firm shall be entitled to destroy such records and files without any liability to you or your successors. At any time after the termination of this Agreement, the Firm may give you written notice that it desires to deliver your records and files to you. You agree to notify the Firm within thirty (30) days of the address to which such records and files shall be delivered and, if you do not respond within that thirty (30) day period, you agree the Firm may then destroy such records and files without any liability to you or your successors. You shall be responsible for all expenses related to the shipping and delivery of your files and records.
Consultation with Counsel. In the course of representing you, we may consult with our own counsel on our own behalf and without cost to you, whether with outside counsel or attorneys inside the Firm who do not perform work for you on this matter, regarding our engagement of you, or one or more aspects of this engagement. To the extent that we are addressing the Firm’s rights or responsibilities, a conflict of interest might be deemed to exist between the Firm and you, particularly if a dispute were to arise between us and you regarding the subject matter of this representation. You hereby consent to such consultation and waive any claim of conflict of interest based on such consultation or resulting communications that could otherwise disqualify us from continuing to represent you or from acting in our own behalf, even if doing so might be deemed adverse to your interests. You acknowledge that such communications are protected by our own attorneyclient privilege from disclosure to you.
If you have any questions about any aspect of our arrangements or our invoices from time to time, feel entirely free to discuss those questions with me.
If the scope of the services we are to render to you and the terms of the engagement are satisfactory, please confirm your agreement by executing the consent form below and returning one (1) executed copy of this Agreement to me.
Once again, thank you for this opportunity. We will endeavor to provide prompt and responsive legal services at all times.
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City of Ripon
January 16, 2026
4913-7605-7736, v. 2
Kind regards,
White Brenner LLP
Bill Abbott
BA/klv
Agreed and Accepted:
City of Ripon
By: ____
Gary Barton, Mayor
Date: ____