T-OCA-190155.003/64750 1
THIRD AMENDMENT TO
OUTSIDE COUNSEL SERVICES AGREEMENT
BETWEEN THE CITY OF SUNNYVALE AND DOWNEY BRAND, LLP
(San Francisco Baykeeper v. City of Sunnyvale)
THIS THIRD AMENDMENT TO OUTSIDE COUNSEL AGREEMENT, hereinafter referred to as “Agreement” between the CITY OF SUNNYVALE (“City”), a California chartered municipal corporation and DOWNEY BRAND, LLP, a California limited liability partnership, (“Outside Counsel), is entered into this _____ day of __________, 20___.
RECITALS
WHEREAS, City and Outside Counsel desire to amend the Agreement to increase the amount of total compensation allowed.
NOW, THEREFORE, the parties agree to amend the Agreement as follows:
1. Section 3.0 is hereby amended to read as follows:
3.0 COMPENSATION, REIMBURSEMENT AND METHOD OF
PAYMENTS.
3.1 Compensation. Fees for all legal services provided
hereunder shall be charged in accordance with Revised
Exhibit “A” which is attached and incorporated by
reference. Revised Exhibit “A” may be amended, from time to time, to alter fees and charges applicable hereto provided that a letter agreement is duly signed and approved by the City Attorney. The total amount of fees and expenses shall not exceed $750,000. Outside Counsel shall notify the City prior to incurring billable costs in excess of 95% of the not- to-exceed amount.
2. Second Revised Exhibit A, “Fee Schedule” is amended to read as shown in Second Revised Exhibit A, attached and incorporated into this Third Amendment.
3. All of the terms and conditions of the Second amended Agreement not specifically modified by this Amendment shall remain in full force and effect.
Attachment 1
DRAFT 11/08/22_______
T-OCA-190155.003/64750 2
WITNESS THE EXECUTION HEREOF on the day and year first written above.
CITY OF SUNNYVALE, a California
chartered municipal corporation
By ______________________________
JOHN A. NAGEL
City Attorney
Dated: _________________
DOWNEY BRAND, LLP, a California limited
liability partnership
By ______________________________
MELISSA A. THORME
Partner
Dated:____________________
Attachment 1
T-OCA-190155.003/64750 A-1
REVISED EXHIBIT A
FEE SCHEDULE
HOURLY RATES
Melissa Thorme, Partner $415 per hour (discounted for municipal rate) John McCarron, Partner 440 per hour (discounted for municipal rate) Partners $390-$625 per hour
Associates $250-$410 per hour (depending on year/office) Paralegals $245 per hour
Clerks $140 per hour
Attachment 1