1997-0204_WOODRUFF, SPRADLIN & SMART_Retainer Agreement RETAINER AGREEMENT FOR CITY ATTORNEY SERVICES
THIS AGREEMENT is made and entered into as of the day of February, 1997,
by and between the CITY OF SAN JUAN CAPISTRANO, a municipal corporation,
hereinafter"the City", and WOODRUFF, SPRADLIN & SMART, a professional corporation,
hereinafter "the Attorneys."
NOW, THEREFORE, in consideration of the mutual promises and covenants
contained herein, the parties agree as follows:
AGREEMENT
1. Retention of AtfoMeys.
The City hereby retains and employs Attorneys to provide legal services required
to be performed by the City Attorney of the City of San Juan Capistrano. In this regard,
John R. Shaw is designated as City Attorney. He will perform the services of City Attorney
assisted by other attorneys in the firm of Attorneys, some of whom may, from time to time,
be designated by the City Council as Assistant and Deputy City Attorneys.
2. mope of Duties.
The City retains and employs the Attorneys to provide legal services required in
connection with City's operation as a general law City. The legal services to be performed
for the City shall include those generally understood to be within the field of municipal law,
including redevelopment law. Attorneys shall provide those legal services reasonably
required to advise and represent the City and shall take reasonable steps to keep the City
informed of the progress of the representation and to respond to the inquiries of City
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Council members and City staff regarding the status of matters for which Attorneys are
representing the City or where advice has been sought.
A. It is understood that the legal services shall include, but are not
limited to, the following:
(1) The preparation of ordinances, resolutions, orders,
agreements, forms, notices, declarations, certificates and other documents;
(ii) Attendance at all meetings of the City Council, the City's
Redevelopment Agency, the Planning Commission, and attending all other
meetings of City boards, commissions, and committees when so requested
by the City Council or the City Manager;
(iii) Rendering legal advice and opinions concerning legal matters
that affect the City or Agency, including new legislation and court decisions;
(iv) Representing the City in litigation involving the City, as
authorized and directed by the City Council. Attorneys understand and
agree that the City Council shall determine which outside counsel are used
to represent the City in civil litigation; and
(v) Providing all other legal services required as City Attorney.
B. The legal services to be performed by Attorneys pursuant to this
Agreement shall not include serving as bond counsel for municipal financing
matters.
C. Through the City Manager, the City shall cooperate with Attorneys and
Keep Attorneys informed of developments that pertain to Attorneys' representation
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of the City and providing services pursuant to this Agreement.
3. Not to Exceed
Pursuant to the signature authority granted by the City Council to the City Manager,
the legal services provided by Attorneys under this Agreement shall not exceed Ten
Thousand Dollars ($10,000.00).
4. Fees, Costs and ,, enses.
A. Effective the first day of the month following execution of this
Agreement, as compensation for services rendered pursuant to this Agreement,
City agrees to pay Attorneys at the hourly rates set forth on Exhibit "A", attached
hereto and incorporated herein by this reference. Exhibit"A" may be changed from
time to time without otherwise amending this Agreement by a Resolution or Minute
Order adopted by the City Council at a regular meeting.
B. City agrees to pay the following out-of-pocket costs and expenses
associated with Attorneys' work pursuant to this Agreement: messenger deliveries;
copying in excess of 25 pages; long-distance telephone calls; process servers'
fees; filing fees fixed by law or assessed by the courts and other agencies;
computer assisted research of Federal cases, Federal statutes and regulations;
deposition and other court reporting fees; jury fees, witness fees; costs to obtain
copies of documents in litigation, and other litigation-related costs and expenses
as may be required to adequately represent City or Agency, such as transportation,
mileage, meals and lodging associated with out-of-town depositions or
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appearances.
C. To aid in the preparation or presentation of litigation, it may become
necessary to hire expert witnesses, consultants or investigators. Attorneys will
select any expert witnesses, consultants or investigators to be hired, but shall
receive City Council or City Manager approval of the fees and charges prior to any
such engagement.
5. to e s -si
Attorneys shall prepare and present detailed monthly statements for services
rendered to the City for the month preceding the statement, indicating each discrete task
performed by Attorneys. City shall pay the statements upon presentation or within a
reasonable time thereafter.
6. Discharge and Withdrawal.
A. Attorneys shall serve under the terms of this Agreement at the
pleasure of the City Council, and the City Council hereby reserves the right to
terminate this Agreement upon providing twenty (20) days' written notice to the
Attorneys.
B. Attorneys reserve the right to terminate this Agreement at any time
Attorneys deem it necessary or advisable to do so upon providing twenty (20) days'
written notice to City.
C. When Attorneys' services are terminated, all unpaid charges shall
become immediately due and payable.
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7. Entire Agreement
This Agreement contains the entire agreement and understanding of the parties with
respect to the subject matter hereof, and contains all covenants and agreements between
the parties with respect to such matter.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the date indicated in the preamble to this Agreement.
"City"
CITY OF SAN JUAN APISTRANO
ity Ma .ager
"Attorneys"
WOODRUFF, SPRADLIN & SMART
By:
John R. Shaw
Director
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EXHIBIT"A"
WOODRUFF. SPRADLIN & SMART HOURLY RATES
$145.00 All Attorney Services
$ 75.00 Paralegal and Law Clerks
$ 35.00 Messenger- direct costs incurred
The time for legal services is billed in minimum increments of .2 hours,
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