pnrtleulerly delcribed rc lolows:
wEL[ 4 E Sf ,l
Porcel l;
BsEirning at rhs $outhu'sst csrrrer ol said $ncuon 36; theocc Esst lO3$.5Oletr alang lha South lins of said pectisnj thsnce l.lorth 3l7,S0feet. rnora or lessn to ths {rue point af beginning. hersinofter relerred to rs Point "AU'; th+nrs l4rs$t, ?s-OO fpel; thenco Norlh, e$,Oo leel; thsnce Eosl, 25"OO fseti thsnne Ssulh, 25.00 teel tr the ttue point ol b*ginnh.g,
Excapting ther€from lhat pottlon lving within the right-of-way ol Galloway Canal, Forcrl lf:
A ctrip cl land ten lf 0) last in wldth. tho c*nlryllor ol wlirh lc dog€ribgd as folhws:
Brfinnlng il thp abow.mrndonod Point'AiJ'. thencc I'lortr, 12.77losl to thc truo poir* ol btginr{ngr thencg I'lorti 88"4$'Easl. lO'6Ofsst'
Excepting thorrtrom lhlt portion of soid sfrip lykrg witHn tlx rlght'of.wtY ol Colloway Carral,
WELL.I E.g6-e
Fwctl lr
Brglnnhg 8| the couthwaec oorn f, ol roil Sm{m 20i thancr Eurtr 914.6Oloot along fir Soirth llni ol aatrd mctlooi then6 ilonh, 2l37.g0 ftot, morl or la0l, to fii guo polnt ol bcglmlng, horelnalternfrned to r* Foirt iAyr; iltrnco Wa*l, t5"O0lmt; Srenca ltlorth.
25.00 fcu; thrnce Frct, ?S.,0o leili thenct $opth, 25-00 feet ro tho Fur golnl El beginning.
Pauet tt;
A Etrlp ol land'ten I lgl fopt ln n ldlh, lhg ceiltstlhe ol whlch l* descrlbed es fqllowe:
Bsgirning at lhe abovp-mgntipnid Faint 'AV', tl'rencs Hwrfi. s.SG tGet tp ths lflrs po,r:t ol boglnning; tfiGnc! Sorrlh 6l e t B' Eo*i, 10.76 fect; thengs South SBdO?'Eoat, I 23"0$ faet, rr.tore or lss*. md te;frineting nt lfto in*ido chsuld*r of ths West brnl ol rhr Cllloway Canal, thc Bidt Fnog ol tiid srrlp lo bd Oxt8ndod or shorlonsd to bpgn it tfiD bomdrry ol Fttnrl I rnd snd lr tha insids rhouldct pl thq Wtst bEnt ot tho Calfoway Clnal.
Frcepfng ihafinlrcrn thfil portiorl ol said str{p lyln0 wllhin the right-ol-way of the Calloway Ganpl,
IArELt- 4 E 5B-3
Percsl l:
Beglnnlng t1 tha nonhnest EElnBr of said Ssctlon 36,lhpnca South lE17.5Ol*et elong tho West lirn of .eaid r6ctlon; lhonce Essr, 1896,60 feet mor€ or loaa ts tho trrrn point ol beglnrnirp, iroroinafter rcferred to ru Foint "AW', thance South, 3F-OO fget thrnce Wsst, 25,00 leot; thmcE itprlh, 28.00 laet; throca EtBl, 2A,gO foBt lo lhE true polnr of baEinaim.
FarcFl ll:
R ntnF ol l.md ten {lOl feet in wltlth, tlre cenlerlihg nl which is doscrlbed as lgllsw,s:
Bsginning at ilF abses-mgnrlonsd Pslnr 'AW", thencs South, 13.5S loet to th* rnra polnt of beginningl th€nca Sorth 8$oO2' Esst. 9.53 leali lhencs Soulh 86o l6' Euct, ilg.O0leet rn+re or tegr. and trrminlting frt lhs lnsids tos of thE We$ bank pl th6 CT-l Canal, lha sids llnes ol snid strlp to be extendod or ghorlonnd to begin at the bounilary of Farcel I and End at fie inFid{ too of th8 west bonk ol thp Gr-l conal.
E.*ceptiin0 rhersfrom thil porilon of *ald sltip l,rtno withtn the rigrtrt-ol-wey of thB Csllowat' CanalWELL 4 E 36.d
Plrcal l:
Beginning st the I'lorthwErt sgrrnr.cf ,Esid $pclipn 38. thenco Sotnh. 1 I ?.50lsat olong rhe Wpri finC ol rrld eactton; thencs Eest, 83l.70lgrt morE or lm* to tho trua point ol heglmhg, h*rrlnEhor rehrmd tp ac Point "fiX"; lhsnre South, 2S-O0 tget; theme Wsst, !S,OO lent thcnse Hsrth, f [,O0 fssl; thonf,a East, ?5.00 tetl lo lhc truo lolnt ol brginnlngPorcel ll:
A $trlp oJ lariil rsn ll0l fr.ct ln width, thr crntrrlne of whlch lc dssdb'rd as iolows:
BsOinning ar tln abotra-monfonad Fqht 'AX'. fience Sout r 5-08 tget t[ tha tur Foint ol boglnnlng; thuroo tlorti 81.?3' E[tl, 8,78 tps$ thcnce Hnrth 64p{I" E6d. 5b.OO fuct rtrorr or lsss" Erd urrninafng rt tho lmlde ror ol ttre vy?tt bsnt qf thi Cf-l Canrt, tht sHr Itnro ol Edd fittp to bg sxtrended or chorlsned rc begin nt tro bctrrdrry of hrcrl I end rnd .{ th. lnslde tos ol fir u'ect brrfe ol rhr CT-l f,snrl.
Exuaptlng therrhom that portlon of sdd sttlp lyin0 wllhin rhe rigtrt-af-woy of tha Catlorrray Crnal.
Aloo nxcoprlng lhorsfrom oll intlro*tr corw€yod to Ttnnocg Oil Compoqy, r Drlrwaie corporution. ln Ardgnmpil f,llil Conulyanoe theresl tgcotdod ]rlorygmb* 10. lgAB, in Eook ff 180. Fage I lE7, oI Olficid Racorde, ruhlcfi lntsresls srn ba Mellry summtrirnd oc all oil, gna md othrl illquld rnd gacsgut hydrsclrboq*, cnd rn r,tldhilon frarots firbon dlotlds, hytlrtgen, hrllurn, nltrogen, mothrnf,r *ulfur lln esch cato ln slthat llquld ol flaseuur lorrnl anrl any olhgt lirlr,Id or f,tsiour subslnnge+ in€rI orolhtftvl8e, Dr.any of them,. illd efty minsrri; or Dihst ilbsltnm,r Sroducsd [r a$i]osia{on lhefirnrttlth {'Hydrocubond"f in, on or urrdsl lhe prenrlrpl, toglthu wilh rt rights. f{vilrgor, dutlee lnd rcqpo.ltibtlitlee in rny wey rgtrFd lhcrrto. lf ir aclrmrrlcdgod Srnt thla r€fcr\latlon is fully c.t iotlh h thr corivoyencr rcfmrd ta rbovt and trrt rftls ls n qisqt lo that conv?yantc md not cubFct to lnlf rumrnery which ls ior conwnisn$ only, $rld Arslgnmrnt and Convryrnot wre clrrillad [y Flrrt Amendmcnt thoreof to[orded Janu.arl 17, l98g,ln Foplt SUOOT R*gE I $o8, ol gflicial Rsoodr.
t# City of Shafter
SFIAFTER COUNCIL AGENDA REPORT
Meeting Date: October 18,2022
FROM: Gabriel A. Gonzalez, City Manager
Prepared By:Yazmina Pallares, City Clerk
SUBJECT: APPROVE AN AMENDED AND RESTATED AGREEMENT FOR CITY
ATTORNEY LEGAL SERVICES BETWEEN THE CITY OF SHAFTER
AND BEST BEST & KRIEGER LLP
RECOMMENDATION
Council find the proposed activity is not subject to the California Environmental Quality Act; and authorize the City Manager to execute the Amended and Restated Agreement for city attorney legal services with Best Best & Krieger LLP effective Octobet 1,2022.
BACKGROUND
Attached for Council consideration is an amended and restated agreement from Best Best & Krieger, LLP, ("BB&K") for a legal services, effective October l,2022. The following is an outline of the hourly billing rate for services:
BB&K shall render and bill for legal services in the following categories and at rates set forth in Exhibit "A" and in accordance with the BB&K Billing Policies set forth in Exhibit "B" of the Amended and Restated Agreement. The City shall pay for Basic Legal Services at a flat rate monthly retainer amount of $16,500 per month for up to 62 hours of basic legal services. The 62 hours are based on the monthly average hours of legal services provided to the City. Basic Legal Services shall include participation in BBK's annual Brown Act update at no cost and a maximum of 4 hours assistance with Public Records Act/SB l42I requests. Basic Legal Services shall also include travel time to attend City meetings and routine code enforcement services, to the extent requested by City.
Basic legal services over 70 hours in any given month shall be billed at $288 per hour (blended) for attorneys and $155 per hour (blended) for paralegals and law clerks.
Authorized reimbursable expenses shall include, but are not limited to, printing and copying expenses, mileage expenses at the rate allowed by the Internal Revenue Service, toll, road expenses, long distance telephone and facsimile tolls, computerized research time (e.g. Lexis or Westlaw), research services performed by BB&K's library staff; extraordinary mail or delivery costs (e.g. courier, overnight and express delivery), court fees and similar costs relating to the Services that are generally chargeable to a City. No separate charge shall be made by BB&K for secretarial or word processing services. 3.8 Billing.
BB&K shall submit monthly to the City a detailed statement of account for Services. The City shall review BB&K's monthly statements and pay BB&K for Services rendered and costs incurred, as provided for in this Agreement.
MANAGEMENT REPORT 4
h
Legal Service Fee Increase
The City shall pay for Enterprise Fund (Water, Sewer, Wastewater) Legal & SB 1 Services at the blended hourly rate of $288 per hour for all attorneys and $1 383/Solid Waste
65 per hour for
paralegals and law clerks
The City shall pay for Special Legal Services at the blended hourly rate of $305 per hour for all attomeys and $175 per hour for paralegals and law clerks. Special Legal Services include the following types of services:
o All litigation and formal administrative or other adjudicatory hearing matters, including Pitchess motions, gun confiscations, and other police litigation matters, whether initiated by the City or against the City.
o Labor relations/negotiations and complex employment matters. o Non-routine real estate matters (e.g. DDA negotiation/preparation, CC&R's, easement, deed or title work)
o Land acquisition and disposal matters (including pre-condemnation) and all agreements related to such acquisition and disposal (not including surplus land designation) o Redevelopment/successor agency matters, housing and housing authority matters o Non-routine matters regarding taxes, fees and charges (e.g. Prop. 218 & Mitigation Fee Act)
o Non-routinepublic construction/contractdisputes
o Non-routine and extended contract negotiation matters (including use of non-BB&K model agreements and franchise agreements)
o Non-routine land use and development matters (including review of general plan updates, specific plan documents, annexations and development agreements) o Bankruptcy-relatedmatters
o Non-routine CEQA, other environmental matters
o Responses to Public Records Act& SB 1421 matters (beyond 4 hours in any month) o Other matters mutually agreed upon by the Shafter City Manager and BBK The City shall pay for Specialized Attorneys & Third Party Reimbursable Legal Services at the following hourly rates: Private rates for each attomeylparalegal assigned, minus ten percent (I0%) as discount.
FISCAL IMPACT
No budget action is required at this time as the City has sufficient budget allocation. The rate increases are linked the Consumer Price Index (CPD as indicated on the agreement. The ultimate impact of this cost increase will depend upon the amount of legal services used, which can vary greatly depending upon the projects and activities of the City. The base model has changed where BB&K will have a minimum dedicated hours to the city; therefore, the year-over-year increases will depend on the annual activity above and beyond the predetermined base.
CEQA ANALYSIS
The proposed activity is not subject to the California Environmental Quality Act (CEQA) because it is not a "Project" as defined in Section 15378(bX5) of the CEQA Guidelines.
ATTACHMENT
1. Amended and Restated Agreement for City Attorney Legal Services -2-
AMENDED AND RESTATED AGREEMENT FOR
CITY ATTORNEY LEGAL SERVICES
BETWEEN
THE CITY OF SHAFTER &
BEST BEST & KRIEGER LLP
l. Parties and Date
This Amended and Restated Agreement for City Attorney Legal Services is made and entered into as of the 1st day of October, 2022,by and between the City of Shafter, a California municipal corporation ("City"), and Best Best & Krieger LLP, a limited liability partnership engaged in the practice of law ("BB&K").
2. Recitals
2.1 City wishes to continue to engage the services of BB&K as its City Attorney to perform all necessary legal services for the City on the terms set forth below. For purposes of this Agreement, the term "City" shall include all other entities where the City Council serves as the goveming board and any other affiliated entities.
3. Terms.
3.1 Term. The term of this Agreement shall commence on October 1,2022 and shall continue in full force and effect unless terminated in accordance with Section 3.12. During the term of this Agreement, City and BBK shall review the services and rates provided to determine if any changes are required.
3.2 Scooe of Services. BB&K shall serve as City Attorney and shall perform legal services ('oservices") as may be required from time to time by the City as set forth by this Agreement, unless otherwise agreed to by the City and BB&K. As part of the Services to be performed hereunder, BB&K shall be responsible for the following:
3.2.1 Preparation for, and attendance at, regular and special meetings of the City;
3.2.2 Provision of legal counsel at such other meetings as directed by the City, including the availability of once per week office hours as requested by the City Manager;
3.2.3 Preparation or review of City ordinances and resolutions, together with such staff reports, orders, agreements, forms, notices, declarations, certificates, deeds, leases and other documents as requested by the City;
3.2.4 Rendering to the officers and employees of the City legal advice and opinions on all legal matters affecting the City, including new legislation and court decisions, as directed by the City;
I
1 7236.00000\40 t 93572.1
3.2.5 Researching and interpreting laws, court decisions and other legal authorities in order to prepare legal opinions and to advise the City on legal matters pertaining to City operations, as directed by the City;
3.2.6 Performing legal work pertaining to property acquisition, property disposal, public improvements, public rights-of-way and easements, as directed by the City;
3.2.7 Responding to inquiries and review for legal sufficiency of ordinances, resolutions, contracts, and administrative and personnel maffers, as directed by the City;
3.2.8 Representing and assisting on litigation matters, as directed by the City.
Such services shall include, but shall not be limited to, the preparation for and making of appearances, including preparing pleadings and petitions, making oral presentations, and preparing answers, briefs or other documents on behalf of the City, and any officer or employee of the City, in all federal and state courts of this State, and before any governmental board or commission, including reviewing, defending or assisting any insurer of the City or its agents or attorneys with respect to any lawsuit filed against the City or any officer or employee thereof, for money or damages.
3.3 Desisnated City Attorney. Marco A. Martinez shall be designated as City Attorney, and shall be responsible for the performance of all Services under this Agreement, including the supervision of Services performed by other members of BB&K. Henry Castillo shall be designated as Assistant City Attorney, and shall attend such meetings as may be requested by the City. Other attorneys may, from time to time, also provide services to the City as needed.
3.4 Time of Performance. The Services of BB&K shall be performed expeditiously in the time frames and as reasonably directed by the City.
3.5 Assistance. The City agrees to provide all information and documents necessary for the attorneys at BB&K to perform their obligations under this Agreement.
3.6 Independent Contractor. BB&K shall perform all legal services required under this Agreement as an independent contractor of the City and shall remain, at all times as to the City, awholly independent contractor with only such obligations as are required under this Agreement. Neither the City, nor any of its employees, shall have any control over the manner, mode or means by which BB&K, its agents or employees, render the legal services required under this Agreement, except as otherwise set forth. The City shall have no voice in the selection, discharge, supervision or control of BB&K's employees, representatives or agents, or in fixing their number, compensation, or hours of service'
3.7 Fees and Costs. BB&K shall render and bill for legal services in the following categories and at rates set forth in Exhibit "A" and in accordance with the BB&K Billing Policies set fonh in Exhibit "B", both of which are attached hereto and incorporated herein by reference.
In addition, the City shall reimburse BB&K for reasonable and necessary expenses incurred by it in the perfonnance of the Services under this Agreement, including travel time charged at Basic Services rates. Authorized reimbursable expenses shall include, but are not limited to, printing and copying expenses, mileage expenses at the rate allowed by the Internal Revenue Service, toll 2 17236.00000\40I93s72 I
road expenses, long distance telephone and facsimile tolls, computerized research time (e.g.
Lexis or Westlaw), research services performed by BB&K's library stafl extraordinary mail or delivery costs (e.g. courier, overnight and express delivery), court fees and similar costs relating to the Services that are generally chargeable to a City. No separate charge shall be made by BB&K for secretarial or word processing services.
3.8 Billine. BB&K shall submit monthly to the City a detailed statement of account for Services. The City shall review BB&K's monthly statements and pay BB&K for Services rendered and costs incurred, as provided for in this Agreement, on a monthly basis.
3.9 Annual Reviews. The City and BB&K agree that a review of performance and the compensation amounts referenced in this Agreement should occur at least annually, at the discretion of the City Council.
3.10 Insurance. BB&K carries errors and omissions insurance with Lloyd's of London. After a standard deductible, this insurance provides coverage beyond what is required by the State of California. A separate schedule containing BB&K's insurance policies will be available for inspection upon City's request.
3.11 Attorney-Client Privilege. Confidential communication between the City and BB&K shall be covered by the attorney-client privilege. As used in this article, "confidential communication" means information transmitted between the City and BB&K in the course of the relationship covered by this Agreement and in confidence by a means that, so far as the City is aware, discloses the information to no third persons other than those who are present to further the interests of the City in the consultation or those to whom disclosure is reasonably necessary for the transmission of the information or the accomplishment of the purpose for which BB&K is consulted, and includes any legal opinion formed and advice given by BB&K in the course of this relationship.
3.12 Termination of Agreement and Legal Services. This Agreement and the Services rendered under it may be terminated at any time upon thirty (30) days' prior written notice from either party, with or without cause in accordance with the City's Municipal Code, Charter and California law. In the event of such termination, BB&K shall be paid for all Services authorized by the City and performed up through and including the effective date of termination.
3.13 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof; and supersedes all prior negotiations, understandings or agreements.
3.14 Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Kern County.
3.15 Amendment: Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both parties.
3.16 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or J
I7236.00000\40193572 I
service voluntarily given or performed by aparty shall give the other pafty any contractual rights by custom, estoppel, or otherwise.
3.17 Invaliditv: Severabilitv. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
3.18 Deliverv of Notices. All notices permitted or required under this Agreement notices shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:
City: City of Shafter
336 Pacific Avenue
Shafter, CA93263
Attention: CityManager
BB&K BB&K:
Best Best & Krieger LLP
2855 E. Guasti Road, Suite 400
Ontario, CA9176l
Attention : Marco A. Martinezo Partner
3.19 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.
4 I 7236.00000\40193572. I
IN WITNESS WHEREOF, the City and BB&K have executed this AMENDED AND RESTATED Agreement for City Attorney Legal Services as of the date first written above.
CITY OF SHAFTER
By:
Gabriel G onzilez, City Manager
BEST BEST & KRIEGER LLP
By: q.-.. A-'. -tT-=
M"*6 A Martitr*
Partner
1 5
17236.00000\40 193572. I
EXHIBIT "A'
Basic, Reduced, Special and Reimbursable Legal Service Rates l. Basic Legal Services - Description and Rate. Basic Legal Services shall include all services provided to City that are not otherwise specifically identified below as either Enterprise Fund Legal Services, Special Legal Services, Third Party Reimbursable Legal Services, or Public Finance Legal Services. The City shall pay for Basic Legal Services at the flat rate monthly retainer amount of $16,500.00 per month for up to 62 hours of basic legal services.
Basic Legal Services shall include participation in BBK's annual Brown Act update at no cost and a maximum of 4 hours assistance with Public Records Act/SB 1421 requests. Basic Legal Services shall also include travel time to attend City meetings and routine code enforcement services, to the extent requested by City.
Basic legal services over 70 hours in any given month shall be billed at $288 per hour (blended) for attomeys and $155 per hour (blended) for paralegals and law clerks.
2. Enterprise Fund Legal Services - Description and Rate. Enterprise Fund Legal Services are specialty services for which BBK has a particular expertise and for which City separately maintains an enterprise fund budget. Enterprise Fund Legal Services include the provision of services related to utility work including water, and wastewater (non-litigation related).
The City shall pay for Enterprise Fund (Water" Sewer. Wastewater) Leeal & SB 1383/Solid Waste Services at the blended hourly rate of $288 per hour for all attorneys and $165 per hour for paralegals and law clerks.
3. Soecial Legal Services - Description. Special Legal Services shall include the following types ofservices:
3.1 All litigation and formal administrative or other adjudicatory hearing matters, including Pitchess motions, gun confiscations, and other police litigation matters, whether initiated by the City or against the City.
3.2 Labor relations/negotiations and complex employment matters
3.3 Non-routine real estate matters (e.g. DDA negotiation/preparation, CC&R's, easement, deed or title work)
3.4 Land acquisition and disposal matters (including pre-condemnation) and all agreements related to such acquisition and disposal (not including surplus land designation)
3.5 Redevelopment/successor agency maffers, housing and housing authority matters
3.6 Non-routine matters regarding taxes, fees and charges (e.g. Prop. 218 & Mitigation Fee Act)
3.7 Non-routine public constructionlcontractdisputes
I 7236.00000\401 93572. I
A-1
3.8 Non-routine and extended contract negotiation matters (including use of nonBB&K model agreements and franchise agreements)
3.9 Non-routine land use and development matters (including review of general plan updates, specific plan documents, annexations and development agreements)
3.10 3.1 I
3.12 Bankruptcy-related matters
Non-routine CEQA, other environmental matters
Responses to Public Records Act & SB 1421 matters (beyond 4 hours in any month)
3.13 Other matters mutually agreed upon by the Shafter City Manager and BBK The City shall pay for Special Legal Services at the blended hourly rate of $305 per hour for all attorneys and $175 per hour for paralegals and law clerks. If a matter falls within the list above, BBK shall submit aletterlemail to City's City Manager informing him/her of the general nature of the matter, the scope of BBK's representation and the attorney(s) that will be assigned.
4. Specialized Attorney & Third Partv Reimbursable Legal Services - Description. Third Party Reimbursable Legal Services shall include legal services provided to the City for which the City receives reimbursement from a developer or other third party. These reimbursable legal services typically include litigation for which the City is indemnified by a project applicant, CEQA and land use planning review, review of CC&Rs; establishment of financing districts (i.e., Community Facilities Districts; Assessment Districts; Landscape and Lighting Maintenance Districts); and land use/environmental projects for which the City is entitled to reimbursement.
In addition, any maffers handled by attorneys with specialized legal expertise shall also be billed at the Third Party Reimbursable Rates. Currently, these include: Eric Garner (Water Law) & Isabel Safie (PERS & Employee Benefits).
The City shall pay for Specialized Attorneys & Third Party Reimbursable Legal Services at the following hourly rates: Private rates for each attomeylparalegal assigned, minus ten percent (10%) as discount.
5. Public Finance Leeal Services - Description & Rates. BB&K will provide bond counsel, special counsel or disclosure counsel services at the request ofthe Client. Such bond counsel and special counsel services include the preparation of all legislative approvals and legal documentation relating to the appropriate sale and delivery of the bonds, notes or other obligations. BB&K will also prepare such closing certificates and legal opinions necessary for the delivery of the bonds. As disclosure counsel, we will prepare the disclosure documents for the Client and conduct the necessary due diligence related to the transaction. Our fees will be determined based upon the type of financing and the expected involvement of the attorneys involved. We will provide the Client with a detailed description of our services and our fees and reimbursable costs upon the Client's request. Notwithstanding the foregoing, in those cases where the fees are reimbursable by a third pafr, at BB&K's option it may proceed on an hourly basis and utilize the Third Party Reimbursable Legal Services category provided for in this Amendment, including with respect to services rendered for the formation of, or annexation to, a 17236.ooooo\40193s72.1
A-2
CFD (of either the City or other local public agency of which the City Council acts as goveming board), as well as the negotiation and preparation of funding agreements and joint financing agreements. Legal services related to the Client's compliance with its continuing disclosure covenants and provide such necessary advice on the Client's compliance shall be billed as Special Legal Services, above.
6. Agreement Regardins Rate Catesories. If BB&K believes thatamatter falls within the Special Legal Services, Complex Legal Services, Third Party Reimbursable Legal Services, or Public Finance Legal Services rate categories, BB&K shall seek inform the City Manager or hisiher designee. The City Manager's or her designee's approval of such a request from BB&K shall not be unreasonably withheld.
7. Annual Ad.iustments: Other Mutual Adjustments. The rates or amounts provided for in Sections I through 5 shall be automatically increased as follows: On July I,2023 and every July lst thereafter during the term of this Agreement, they shall be increased for the change in the cost of living for twelve (12) month period published for the month of May, as shown by the U.S. Department of Labor in its All Urban Consumers Index set forth for the Los Angeles-Long Beach-Kern area; provided, however, that such adjustment shall never be lower than zero percent (0%) nor higher than five percent (5%). In addition to the automatic rate increases, either BB&K or the City may initiate consideration of a rate increase at any time. l 7236.00000\40 193572. I
A-3
EXHIBIT *8"
BB&K BILLING POLICIES
Our century of experience has shown that the attorney-client relationship works best when there is mutual understanding about fees, expenses, billing and payment terms. Therefore, this statement is intended to explain our billing policies and procedures. Clients are encouraged to discuss with us any questions they have about these policies and procedures. Clients may direct specific questions about a bill to the attorney with whom the client works or our Accounting Department. Any specific billing affangements different from those set forth below will be confirmed in a separate wriffen agreement between the City and the firm.
Fees for Professional Services
Unless a flat fee is set forth in our engagement agreement with a City, our fees for the legal work we will undertake will be based in substantialpafi on time spent by personnel in our office on that City's behalf. In special circumstances which will be discussed with the City and agreed upon in writing, fees will be based upon the novelty or difficulty of the matter, or the time or other special limitations imposed by the City.
Hourly rates are set to reflect the skill and experience of the attorney or other legal personnel rendering services on the City's behalf. Time is accrued on an incremental basis for such matters as telephone calls (minimum .3 hour) and letters (minimum .5 hour), and on an actual basis for all other work. Our attorneys are currently billed at rates from $230 to $725 per hour, and our administrative assistants, research assistants, paralegals and law clerks are billed at rates from $l l0 to $225 per hour. These hourly rates are reviewed annually to accommodate rising firm costs and to reflect changes in attorney status as lawyers attain new levels of legal experience.
Any increases resulting from such reviews will be instituted automatically and will apply to each affected City, after advance notice.
Fees For Other Services. Costs and Expenses
We affempt to serve all our clients with the most effective support systems available. Therefore, in addition to fees for professional legal services, we also charge separately for some other services and expenses to the extent of their use by individual clients. These charges include but are not limited to, mileage at the current IRS approved rate per mile, extraordinary telephone and document delivery charges, copying charges, computerized research, court filing fees and other court-related expenditures including court reporter and transcription fees. No separate charge is made for secretarial or word processing services; those costs are included within the above hourly rates.
We may need to advance costs and incur expenses on your behalf on an ongoing basis. These items are separate and apart from attorneys' fees and, as they are out-of-pocket charges, we need to have sufficient funds on hand from you to pay them when due. We will advise the City from time to time when we expect items of significant cost to be incurred, and it is required that the City send us advances to cover those costs before they are due. 1 7236.00000\40 193572. 1
B-1
Advance Deposit Toward Fees And Costs
Because new client matters involve both a substantial undertaking by our firm and the establishment of client credit with our accounting office, we require an advance payment from clients. The amount ofthis advance deposit is determined on a case-by-case basis discussed first with the client, and is specified in our engagement agreement.
Upon receipt, the advance deposit will be deposited into the firm's client trust account. Our monthly billings will reflect such applications of the advance deposit to costs and not to attorney's fees. At the end of engagement, we will apply any remaining balance first to costs and then to fees. We also reserve the right to require increases or renewals of these advanced deposits.
By signing the initial engagement agreement, each client is agreeing that trust account balances may be withdrawn and applied to costs as they are incurred and to our billings, after presentation to the client. If we succeed in resolving your matter before the amounts deposited are used, any balance will be promptly refunded.
Monthly Invoices and Payment
Best Best & Krieger LLP provides our clients with monthly invoices for legal services performed and expenses incurred. Invoices are due and payable upon receipt.
Each monthly invoice reflects both professional and other fees for services rendered through the end of the prior month, as well as expenses incurred on the client's behalf that have been processed by the end of the prior month. Processing of some expenses is delayed until the next month and billed thereafter.
Our fees are not contingent upon any aspect of the matter and are due upon receipt. All billings are due and payable within ten days of presentation unless the full amount is covered by the balance of an advance held in our trust account. If a bill is not paid within 30 days, a late charge of one percent per month on the unpaid invoice shall be added to the balance owed, commencing with the next statement and continuing until paid.
It is our policy to treat every question about a bill promptly and fairly. It is also our policy that if a client does not pay an invoice within 60 days of mailing, we assume the client is, for whatever reason, refusing to pay. We will then advise the client by letter that the client may pay the invoice within 14 days or the firm will take appropriate steps to withdraw as attorney of record.
If the delay is caused by a problem in the invoice, we must rely upon the client to raise that with us during the 14-day period. This same policy applies to fee arrangements which require the client to replenish fee deposits or make deposits for anticipated costs.
From time to time clients have questions about the format of the bill or description of work performed. If you have any such questions, please ask them when you receive the bill so we may address them on a current basis.
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B-2
Chanees in Fee Arraneements and Budsets
It may be necessary under certain circumstances for a client to increase the size of required advances for fees after the commencement of our engagement and depending upon the scope of the work. For example, prior to a protracted trial or hearing, the firm may require a further advance payment to the firm's trust account sufficient to cover expected fees. Any such changes in fee arrangements will be discussed with the client and mutually agreed in writing.
Because of the uncertainties involved, any estimates of anticipated fees that we provide at the request of a client for budgeting purposes, or otherwise, can only be an approximation of potential fees.
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