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12-0828_RUTAN & TUCKER LLP_AgreementAGREEMENT FOR PROVISION OF CITY ATTORNEY SERVICES THIS AGREEMENT is made and entered into as of the 28"' day of August, 2012, by and between the City of San ,Tuan Capistrano, a California municipal corporation. (the "CITY") and Rutan & Tucker LLP, a California limited liability partnership ("ATTORNEY"). RECITALS A. CITY has solicited proposals and conducted interviews with several law firms and has chosen Attorney to provide legal services to the CITY. B. CITY and ATTORNEY desire to identify the areas of ATTORNEY's responsibilities for provision of legal services and the compensation to ATTORNEY. COVENANTS Based upon the foregoing Recitals and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, CITY and ATTORNEY hereby agree as follows: ARTICLE 1 APPOINTMENT OF CITY ATTORNEY 1.1 Pursuant to Government Code Section 36505, City Council of CITY hereby appoints ATTORNEY to provide contract city attorney services for CITY. The term CITY shall be deemed to include services provided in connection with CITY's acting as successor agency to the former San Juan Capistrano Community Redevelopment Agency, as well as any CITY affiliated entity, including, but not limited to, the San Juan Capistrano Housing Authority. 1.2 Hans Van Ligten, a partner with ATTORNEY shall serve as City Attorney for CITY, who shall be primarily responsible to perform or cause to be performed the work described in this Agreement. 1.3 The City Attorney shall be entitled to appoint Assistant City Attorneys and Deputy City Attorneys as necessary to perform the services referenced in this Agreement. The selection of the Attorney to act in the capacity of Assistant City Attorney and/or Deputy City Attorney shall be subject to the approval of the City Council. ARTICLE 2 RESPONSIBILITIES OF ATTORNEY 2.1 ATTORNEY shall perform. any and all work necessary for the provision of City Attorney services to CITY, including without limitation the following: attendance at regular City Council and Planning Commission meetings; drafting and review of ordinances, resolutions and agreements; office hours at City Hall on the afternoons of all regularly scheduled City 2351099999-0074 3140821.2 a07111112 Council meeting days and all regularly scheduled PIanning Commission meeting days; office hours at City Hall on such mornings as the City Manager shall designate for staff meetings; provision of legal services to the City Council, City Manager, and Boards, Commissions, Committees, officers and employees of CITY as requested by CITY's City Council or in accordance with such policies and procedures as may be established by CITY from time to time; attendance at meetings other than the regular City Council and Planning Commission meeting on an as -requested basis; provision of litigation and bond counsel services on an as requested basis; and provision of such other legal services as shall be necessary. 2.2 ATTORNEY represents the tasks and services required herein will be performed by ATTORNEY, or under its direct supervision, and that all personnel engaged in such work shall be fully qualified and shall be authorized and permitted under applicable state and local law to perforin such tasks and services. 2.3 ATTORNEY shall not subcontract any portion of the work required herein without prior written approval of CITY; provided, however, that ATTORNEY shall be authorized to retain on behalf of CITY expert witnesses for litigation matters and other nonlegal subcontractors as may be necessary to enable A'T'TORNEY to perform the required services required hereunder. Retention of any expert witness or other subcontractors costing more than $10,000.00 shall require prior consent of the City Council. 2.4 ATTORNEY shall perform all work required hereunder in a prompt and professional manner and shall exercise the standards of care required for the provision of legal services. Upon request or in accordance with such procedures as CITY may establish from time to time, ATTORNEY shall periodically report to CITY regarding the status of all legal matters being handled by ATTORNEY. 2.5 ATTORNEY shall comply with all applicable federal, state and local laws, ordinances, and regulations. 2.6 ATTORNEY shall make no change in the character or extent of the work required by this Agreement, except as may be authorized in writing by CITY. Such supplemental work authorization shall set forth the specific changes of work to be performed and/or adjustment of fees to be paid to ATTORNEY by CITY. ARTICLE 3 RESPONSIBILITIES OF CITY 3.1 CITY shall provide full information to ATTORNEY and cooperate with ATTORNEY to the extent necessary to enable ATTORNEY to provide all services required pursuant to this Agreement. 3.2 CITY shall provide an office to ATTORNEY at City Hall for ATTORINEY's use during ATL'TORINEY's office hours. Said office shall be wired for access to the Internet to enable ATTORNEY to perform such legal research as may be necessary during ATTORNEY's office hours. CITY shall provide at its expense such legal books for ATTORNEY's use at City Hall as City Council may approve from time to time during the normal budgetary process. 235/099999-0074 3140821.2 0?/I 1/12 -2- ARTICLE 4 PAYMENT 4.1 CITY shall compensate ATTORNEY for the Retainer and Non -Retainer Services as provided herein. CITY shall compensate ATTORNEY for Retainer Services at a rate of $10,000.00 per month, plus reimbursable costs. CITY shall compensate ATTORNEY for Non - Retainer Services at the composite rate of $229.00 per hour and paralegal services at a rate of $75.00 per hour to $200.00 per hour, plus reimbursable costs. The monthly rate for Retainer Services shall apply regardless of the number of hours of legal services actually provided. The monthly rate for Retainer Services and the hourly rate for Non -Retainer services shall apply to all attorney services, regardless of the identity of the attorney performing the work. 4.2 For the purposes of the this Agreement, Retainer Services shall mean office hours at City HaII on afternoons of regular City Council and Planning Commission meeting drays, and office hours at City Hall once per week in the mornings on such days as the City Manager shall designate for staff meetings to equate to nine (9) to ten (10) hours per week, as well as attendance at all regular City Council and Planning Commission meetings, as referenced in Section 2.1 of this Agreement. Non -Retainer Services shall include all legal services provided to CITY other than Retainer Services, with the exception of Bond Counsel Services and Reimbursable Services. Bond Counsel Services shall be billed in accordance with Exhibit A attached hereto. Reimbursable Services are services for which CITY will be reimbursed by third parties and ATTORNEY may bill CITY at its current design rates for all such services. Adjustment in the above rates shall occur on an annual basis effective September 1, in an amount equal to the percentage change in the Consumer Price Index for All Urban Consumers for the Los Angeles — Riverside — Orange County area, for the 12 -month period ending January of the same calendar year. Any other changes may be considered by the City Council for as part of CITY's annual review of ATTORNEY'S performance. 4.3 In addition to its billing for attorney services, ATTORNEY shall be paid for all of its reimbursable costs. As used herein, the term "reimbursable costs" shall include the following: attorney's normal hourly charge for paralegal services; charges for any expert witnesses, consultants or subcontractors authorized to be retained by ATTORNEY on behalf of CITY; long distance telephone charges (excluding telephone calls between ATTORNEY's office and City Hall); reasonable travel expenses (excluding travel between ATTORNEY's office and City Hall); document reproduction expenses; telecopier charges; mobile internet connection charges; computerized research charges; litigation expenses, including without limitation court fling fees, court reporter's fees, .jury fees, witness fees, and the like; personal messenger service charges; and other reasonable and necessary out-of-pocket expenses. The term "reimbursable costs" shall not include any overhead or administrative charge relating to ATTORNEY's office or ATTORNEY's normal cost of equipment and supplies except as expressly set forth herein. 4.4 ATTORNEY shall bill CITY monthly for services performed pursuant to this Agreement. ATTORNEY shall establish such separate billing matters as deemed appropriate by ATTORNEY and consistent with this Agreement. Each bill shall be itemized and shall reflect the date each task is performed, the amount of time spent performing each. task, a brief description of the task performed, the identity of the ATTORNEY performing each task, and the 235/0999W-0074 3140821.2 a07/11/12 -3- total monthly charge. Reimbursable costs shall be separately itemized. CITY small pay all fees and reimbursable costs due to ATTORNEY within 30 days after receipt of invoice. ARTICLE 5 INDEPENDENT CONTRACTOR 5.1 The designated City Attorney in ATTORNEY's office shall be directly responsible for and shall report directly to the City Council in accordance with applicable California law. Otherwise, ATTORNEY is an independent contractor and not an employee of CITY and neither CITY nor any of its employees shall have any control over the conduct of ATTORNEY or any of ATTORNEY's employees, except as herein set forth, and ATTORNEY expressly warrants not to, at any time or in any manner, represent that ATTORNEY, or any of ATTORNEY's agents, servants, or employees, are in any manner agents, servants, or employees of CITY, it being distinctly understood that said ATTORNEY is and shall at all times remain as to CITY a wholly independent contractor and that ATTORNEY's obligations to CITY are solely such as are prescribed by this Agreement. 5.2 This Agreement contemplates the personal services of ATTORNEY and ATTORNEY's partners and employees, and. it is recognized by the parties hereto that a substantial inducement to CITY for entering into this Agreement was, and is, the professional reputation and competence of ATTORNEY and ATTORNEY's employees. Neither this Agreement nor any interest therein may be assigned by ATTORNEY, except upon written consent of CITY. Nothing herein is intended to or shall be construed as preventing ATTORNEY from employing or hiring as many employees as ATTORNEY may deem necessary for the proper and efficient execution of this Agreement, ARTICLE 6 TERMINATION 6.1 The Term of this Agreement shall commence on the date first written above and shall continue thereafter unless terminated by either party hereto pursuant the terms of this Agreement. CITY may terminate this Agreement upon providing Attorney thirty (30) days' written notice prior to termination. Attorney may terminate this Agreement on the giving of ninety (90) days written notice to the CITY of such termination. Attorney will comply with all obligations required of it pursuant to the State Bar Act in connection with such termination and the transition to replacement counsel. ATTORNEY shall be compensated for its costs and services rendered through the effective date of such termination. ARTICLE 7 MISCELLANEOUS 7.1 Notices. Any notice to be given under this Agreement shall be given by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, addressed to ATTORNEY at 611 Anton Boulevard, Suite 1400, Costa Mesa, California, 92626, Attention.: A. Patrick Munoz, and to CITY at City of San Juan Capistrano, 32400 Paseo Adelanto, San Juan Capistrano, CA 92675, Attention: City Manager. 23510"999-0074 3140821.2 a07/1.1/12 -4- 7.2 Non -Discrimination. In connection with the execution of this Agreement, ATTORNEY shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, or national origin. ATTORNEY shall take affirmative action to ensure that applicants are employed, and that employees are treated during their employment, without regard to their race, religion, color, sex, or national origin. Such actions shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. 7.3 Interpretation of Agreement. This Agreement shall be construed and interpreted both as to validity and performance of the parties in accordance with the laws of the State of California. 7.4 Integrated Agreement. This Agreement contains all of the agreements of the parties and cannot be amended or modified except by written agreement. No prior oral or written understanding shall be of any force of effect with respect to those matters covered in this Agreement. 7.5 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that in so executing this Agreement the parties hereto are formally bound to the provisions of this Agreement. 7.6 Insurance. We advise you that ATTORNEY does maintain errors and omissions insurance coverage applicable to the services to be rendered under this Agreement. M WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed with all the formalities required by law on the date first written above. (SIGNATURE PAGE FOLLOWS) 2351099999-W74 3140821.2 a07/11/12 -5- "CITY" Cit) By: Atte "ATTORNEY" Rutan & Tucker, LLP A. Patrick Muifaz, Partner APPROVED AS TO FORM: f Omar Sand©' al, City Attorney 2351099999-0074 3140821.2 a07/11/12 -6- BOND COUNSEL, DISCLOSURE COUNSEL AND ISSUER COUNSEL SERVICES Attorney shall provide bond counsel, disclosure counsel and issuer counsel services in connection with the issuance of bonds or other securities by City, if and when requested by City. The compensation for those services shall be as follows: 1. BOND COUNSEL FEE SCHEDULE a, Each Issue or Series of Tax Allocation Bonds $35,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. b. Each Issue or Series of Special Assessment Bonds $35,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000, Assessment district formation (including ballot proceedings) are paid separately at a composite hourly rate of $230 per hour. Each Issue or Series of Special Tax Bonds $35,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. Community facilities district formation (including election proceedings) are paid separately at a composite hourly rate of $230 per hour (or at design rates if Client is reimbursed by a third party.) d. Each Issue or Series of Certificates of Participation, Revenue Bonds and 501 Lcj 3 Bonds $35,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. e. Each Issue or Series of Multifamily and Single Family Mortgage Revenue Bonds $40,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. 384/099999-1090 3721834.1 a07/1U12 2. DISCLOSURE COUNSEL SERVICES FEE SCHEDULE a. Each Issue or Series of Tax Allocation Bonds $20,000, plus 0.15 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.08 percent of the principal amount in excess of $10,000,000. Each Issue or Series of Special Assessment Bonds $20,000, plus 0.15 percent of the principal amount in excess of $5,000,000. G. Each Issue or Series of Special Tax Bonds $25,000, plus 0,20 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. d. Each Issue or Series of Certificates of Participation, Revenue Bonds and 501 (c)(3) Bonds $20,000, plus 0.15 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.08 percent of the principal amount in excess of $10,000,000. e. Each Issue or Series of Multifamily and Sin le Family Mortgage Revenue Bonds $30,000, plus 0.15 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.08 percent of the principal amount in excess of $10,000,000. 3. ISSUER COUNSEL, SERVICES FEES If Attorney's role is to provide only advisory services in connection with a public finance transaction, Attorney shall be paid a composite hourly rate of $300 per hour. 4. JOINT POWERS AUTHORITY In the event City forms or is a member of a joint powers authority which has the power to issue bonds or other securities, Attorney shall provide bond counsel, disclosure counsel and issuer counsel services to the joint powers authority in connection with the issuance of bonds or other securities, if and when requested by the joint powers authority. If a joint powers authority is formed, it shall be included in the definition of "City" for purposes of this Agreement. The compensation for services in connection with service to the joint powers authority shall be as specified herein. 3841099999-0090 3721834.1 807111112 -2- RESOLUTION NO. 12-07-17-01 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, APPOINTING THE CITY ATTORNEY AND AUTHORIZING THE EXECUTION OF AN AGREEMENT WITH THE LAW FIRM OF RUTAN & TUCKER. The City Council of the City of San Juan Capistrano, California, hereby finds, determines, declares, and resolves as follows: WHEREAS, the City Council has selected the law firm of Rutan & Tucker to provide Attorney Services for the City. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, DOES RESOLVE, DECLARE, DETERMINE, AND ORDER AS FOLLOWS: SECTION 1. Hans Van Ligten of the law firm of Rutan & Tucker is hereby appointed City Attorney of the City of San Juan Capistrano to serve at the pleasure of the City Council effective August 28, 2012. JSECTION 2. The City Council hereby approves and the Mayor is authorized to execute an agreement with the law firm of Rutan & Tucker for the provision of legal services, which agreement is attached hereto as Exhibit "A." PASSED, APPROVED, AND ADOPTED this 17th day of July, 2012. 1 7/17/2012 STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss. CITY OF SAN JUAN CAPISTRANO ) I, MARIA MORRIS, appointed City Clerk of the City of San Juan Capistrano, do hereby certify that the foregoing Resolution No. 12-07-17-01 was duly adopted by the Cit M Council of the City of San Juan Capistrano at a Regular meeting thereof, held the 17 day of July 2012, by the following vote: AYES: CCYUNCIL MEMBERS: Reeve, Allevato, Taylor and Mayor Kramer NOES: G UNCIL MEMBER: None ABSEN G UNCIL MEMBER: Freese 7/17/2012 AGREEMENT FOR PROVISION OF CITY ATTORNEY SERVICES THIS AGREEMENT is made and entered into as of the 28th day of August, 2012, by and between the City of San Juan Capistrano, a California municipal corporation (the ."CITY") and Rutan & Tucker LLP, a California limited liability partnership ("ATTORNEY"). RECITALS A. CITY has solicited proposals and conducted interviews with several law firms and has chosen Attorney to provide legal services to the CITY. B. CITY and ATTORNEY desire to identify the areas of ATTORNEY's responsibilities for provision of legal services and the compensation to ATTORNEY. COVENANTS Based upon the foregoing Recitals and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, CITY and ATTORNEY hereby agree as follows: ARTICLE 1 APPOINTMENT OF CITY ATTORNEY 1.1 Pursuant to Government Code Section 36505, City Council of CITY hereby appoints ATTORNEY to provide contract city attorney services for CITY. The term CITY shall be deemed to include services provided in connection with CITY's acting as successor agency to the former San Juan Capistrano Community Redevelopment Agency, as well as any CITY affiliated entity, including, but not limited to, the San Juan Capistrano Housing Authority. 1.2 Hans Van Ligten, a partner with CITY, who shall be primarily responsible to described in this Agreement. ATTORNEY shall serve as City Attorney for perform or cause to be performed the work 1.3 The City Attorney shall be entitled to appoint Assistant City Attorneys and Deputy City Attorneys as necessary to perform the services referenced in this Agreement. The selection of the Attorney to act in the capacity of Assistant City Attorney and/or Deputy City Attorney shall be subject to the approval of the City Council. ARTICLE 2 RESPONSIBILITIES OF ATTORNEY 2.1 ATTORNEY shall perform any and all work necessary for the provision of City Attorney services to CITY, including without limitation the following: attendance at regular City Council and Planning Commission meetings; drafting and review of ordinances, resolutions and agreements; office hours at City Hall on the afternoons of all regularly scheduled City 235/099999.0074 3140821.2 a07/11/12 Council meeting days and all regularly scheduled Planning Commission meeting days; office hours at City Hall on such mornings as the City Manager shall designate for staff meetings; provision of legal services to the City Council, City Manager, and Boards, Commissions, Committees, officers and employees of CITY as requested by CITY's City Council or in accordance with such policies and procedures as may be established by CITY from time to time; attendance at meetings other than the regular City Council and Planning Commission meeting on an as -requested basis; provision of litigation and bond counsel services on an as requested basis; and provision of such other legal services as shall be necessary. 2.2 ATTORNEY represents the tasks and services required herein will be perfonmed by ATTORNEY, or under its direct supervision, and that all personnel engaged in such work shall be fully qualified and shall be authorized and permitted under applicable state and local law to perform such tasks and services. 2.3 ATTORNEY shall not subcontract any portion of the work required herein without prior written approval of CITY; provided, however, that ATTORNEY shall be authorized to retain on behalf of CITY expert witnesses for litigation matters and other nonlegal subcontractors as may be necessary to enable ATTORNEY to perform the required services required hereunder. Retention of any expert witness or other subcontractors costing more than $10,000.00 shall require prior consent of the City Council. 2.4 ATTORNEY shall perform all work required hereunder in a prompt and professional manner and shall exercise the standards of care required for the provision of legal services. Upon request or in accordance with such procedures as CITY may establish from time to time, ATTORNEY shall periodically report to CITY regarding the status of all legal matters being handled by ATTORNEY. 2.5 ATTORNEY shall comply with all applicable federal, state and local laws, ordinances, and regulations. 2.6 ATTORNEY shall make no change in the character or extent of the work required by this Agreement, except as may be authorized in writing by CITY. Such supplemental work authorization shall set forth the specific changes of work to be performed and/or adjustment of fees to be paid to ATTORNEY by CITY. ARTICLE 3 RESPONSIBILITIES OF CITY 3.1 CITY shall provide full information to ATTORNEY and cooperate with ATTORNEY to the extent necessary to enable ATTORNEY to provide all services required pursuant to this Agreement. 3.2 CITY shall provide an office to ATTORNEY at City Hall for ATTORNEY's use during ATTORNEY's office hours. Said office shall be wired for access to the Internet to enable ATTORNEY to perform such legal research as may be necessary during ATTORNEY's office hours. CITY shall provide at its expense such legal books for ATTORNEY's use at City Hall as City Council may approve from time to time during the normal budgetary process. 235/099999-0074 3140821.2 a07/11/12 -2— ARTICLE 4 PAYMENT 4.1 CITY shall compensate ATTORNEY for the Retainer and Non -Retainer Services as provided herein. CITY shall compensate ATTORNEY for Retainer Services at a rate of $10,000.00 per month, plus reimbursable costs. CITY shall compensate ATTORNEY for Non - Retainer Services at the composite rate of $229.00 per hour and paralegal services at a rate of $75.00 per hour to $200.00 per hour, plus reimbursable costs. The monthly rate for Retainer Services shall apply regardless of the number of hours of legal services actually provided. The monthly rate for Retainer Services and the hourly rate for Non -Retainer services shall apply to all attorney services, regardless of the identity of the attorney performing the work. 4.2 For the purposes of the this Agreement, Retainer Services shall mean office hours at City Hall on afternoons of regular City Council and Planning Commission meeting days, and office hours at City Hall once per week in the mornings on such days as the City Manager shall designate for staff meetings to equate to nine (9) to ten (10) hours per week, as well as attendance at all regular City Council and Planning Commission meetings, as referenced in Section 2.1 of this Agreement. Non -Retainer Services shall include all legal services provided to CITY other than Retainer Services, with the exception of Bond Counsel Services and Reimbursable Services. Bond Counsel Services shall be billed in accordance with Exhibit A attached hereto. Reimbursable Services are services for which CITY will be reimbursed by third parties and ATTORNEY may bill CITY at its current design rates for all such services. Adjustment in the above rates shall occur on an annual basis effective September 1, in an amount equal to the percentage change in the Consumer Price Index for All Urban Consumers for the Los Angeles — Riverside — Orange County area, for the 12 -month period ending January of the same calendar year. Any other changes may be considered by the City Council for as part of CITY's annual review of ATTORNEY'S performance. 4.3 In addition to its billing for attorney services, ATTORNEY shall be paid for all of its reimbursable costs. As used herein, the term "reimbursable costs" shall include the following: attorney's normal hourly charge for paralegal services; charges for any expert witnesses, consultants or subcontractors authorized to be retained by ATTORNEY on behalf of CITY; long distance telephone charges (excluding telephone calls between ATTORNEY's office and City Hall); reasonable travel expenses (excluding travel between ATTORNEY's office and City Hall); document reproduction expenses; telecopier charges; mobile internet connection charges; computerized research charges; litigation expenses, including without limitation court filing fees, court reporter's fees, jury fees, witness fees, and the like; personal messenger service charges; and other reasonable and necessary out-of-pocket expenses. The term "reimbursable costs" shall not include any overhead or administrative charge relating to ATTORNEY's office or ATTORNEY's normal cost of equipment and supplies except as expressly set forth herein. 4.4 ATTORNEY shall bill CITY monthly for services performed pursuant to this Agreement. ATTORNEY shall establish such separate billing matters as deemed appropriate by ATTORNEY and consistent with this Agreement. Each bill shall be itemized and shall reflect the date each task is performed, the amount of time spent performing each task, a brief description of the task performed, the identity of the ATTORNEY performing each task, and the 235/099499-0074 3140821.2 a07/11/12 —3— total monthly charge. Reimbursable costs shall be separately itemized. CITY shall pay all fees and reimbursable costs due to ATTORNEY within 30 days after receipt of invoice. ARTICLE 5 INDEPENDENT CONTRACTOR 5.1 The designated City Attorney in ATTORNEY's office shall be directly responsible for and shall report directly to the City Council in accordance with applicable California law. Otherwise, ATTORNEY is an independent contractor and not an employee of CITY and neither CITY nor any of its employees shall have any control over the conduct of ATTORNEY or any of ATTORNEY's employees, except as herein set forth, and ATTORNEY expressly warrants not to, at any time or in any manner, represent that ATTORNEY, or any of ATTORNEY's agents, servants, or employees, are in any manner agents, servants, or employees of CITY, it being distinctly understood that said ATTORNEY is and shall at all times remain as to CITY a wholly independent contractor and that ATTORNEY's obligations to CITY are solely such as are prescribed by this Agreement. 5.2 This Agreement contemplates the personal services of ATTORNEY and ATTORNEY's partners and employees, and it is recognized by the parties hereto that a substantial inducement to CITY for entering into this Agreement was, and is, the professional reputation and competence of ATTORNEY and ATTORNEY's employees. Neither this Agreement nor any interest therein may be assigned by ATTORNEY, except upon written consent of CITY. Nothing herein is intended to or shall be construed as preventing ATTORNEY from employing or hiring as many employees as ATTORNEY may deem necessary for the proper and efficient execution of this Agreement. ARTICLE 6 TERMINATION 6.1 The Term of this Agreement shall commence on the date first written above and shall continue thereafter unless terminated by either party hereto pursuant the terms of this Agreement. CITY may terminate this Agreement upon providing Attorney thirty (30) days' written notice prior to termination. Attorney may terminate this Agreement on the giving of ninety (90) days written notice to the CITY of such termination. Attorney will comply with all obligations required of it pursuant to the State Bar Act in connection with such termination and the transition to replacement counsel. ATTORNEY shall be compensated for its costs and services rendered through the effective date of such termination. ARTICLE 7 MISCELLANEOUS 7.1 Notices. Any notice to be given under this Agreement shall be given by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, addressed to ATTORNEY at 611 Anton Boulevard, Suite 1400, Costa Mesa, California, 92626, Attention: A. Patrick Munoz, and to CITY at City of San Juan Capistrano, 32400 Paseo Adelanto, San Juan Capistrano, CA 92675, Attention: City Manager. 2351099999-0074 3140821.2 a0711 1112 -4- 7.2 Non -Discrimination. In connection with the execution of this Agreement, ATTORNEY shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, or national origin. ATTORNEY shall take affirmative action to ensure that applicants are employed, and that employees are treated during their employment, without regard to their race, religion, color, sex, or national origin. Such actions shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. 7.3 Interpretation of Agreement. This Agreement shall be construed and interpreted both as to validity and performance of the parties in accordance with the laws of the State of California. 7.4 Integrated Agreement. This Agreement contains all of the agreements of the parties and cannot be amended or modified except by written agreement. No prior oral or written understanding shall be of any force of effect with respect to those matters covered in this Agreement. 7.5 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that in so executing this Agreement the parties hereto are formally bound to the provisions of this Agreement. 7.6 Insurance. We advise you that ATTORNEY does maintain errors and omissions insurance coverage applicable to the services to be rendered under this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed with all the formalities required by law on the date first written above. (SIGNATURE PAGE FOLLOWS) 235/099499-0074 3140821.2 a07/11 /12 'S' "CITY" "ATTORNEY" Rutan & Tucker, LLP By: c`If��tL A. Patrick Muffoz, Partntr APPROVED AS TO FORM: nsross "s 74 314062.2 a07/I1112 -6- EXHIBIT A BOND COUNSEL, DISCLOSURE COUNSEL AND ISSUER COUNSEL SERVICES Attorney shall provide bond counsel, disclosure counsel and issuer counsel services in connection with the issuance of bonds or other securities by City, if and when requested by City. The compensation for those services shall be as follows: 1. BOND COUNSEL FEE SCHEDULE a. Each Issue or Series of Tax Allocation Bonds $35,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. b. Each Issue or Series of Special Assessment Bonds $35,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000, Assessment district formation (including ballot proceedings) are paid separately at a composite hourly rate of $230 per hour. C. Each Issue or Series of Special Tax Bonds $35,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. Community facilities district formation (including election proceedings) are paid separately at a composite hourly rate of $230 per hour (or at design rates if Client is reimbursed by a third party.) d. Each Issue or Series of Certificates of Participation, Revenue Bonds and 501(c)(3) Bonds $35,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. e. Each Issue or Series of Multifamily and Single Family Mortgage Revenue Bonds $40,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. 384/099499-0090 3721834.1 a07/11/12 2. DISCLOSURE COUNSEL SERVICES FEE SCHEDULE a. Each Issue or Series of Tax Allocation Bonds $20,000, plus 0.15 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.08 percent of the principal amount in excess of $10,000,000. b. Each Issue or Series of Special Assessment Bonds $20,000, plus 0.15 percent of the principal amount in excess of $5,000,000. C. Each Issue or Series of Special Tax Bonds $25,000, plus 0.20 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. d. Each Issue or Series of Certificates of Participation. Revenue Bonds and 501(c)(3) Bonds $20,000, plus 0.15 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.08 percent of the principal amount in excess of $10,000,000. e. Each Issue or Series of Multifamily and Single Family Mortgage Revenue Bonds $30,000, plus 0.15 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.08 percent of the principal amount in excess of $10,000,000. 3. ISSUER COUNSEL SERVICES FEES If Attorney's role is to provide only advisory services in connection with a public finance transaction, Attorney shall be paid a composite hourly rate of $300 per hour. 4. JOINT POWERS AUTHORITY In the event City forms or is a member of a joint powers authority which has the power to issue bonds or other securities, Attorney shall provide bond counsel, disclosure counsel and issuer counsel services to the joint powers authority in connection with the issuance of bonds or other securities, if and when requested by the joint powers authority. If a joint powers authority is formed, it shall be included in the definition of "City" for purposes of this Agreement. The compensation for services in connection with service to the joint powers authority shall be as specified herein. 371/63x.1 aff/11 U12 -2- TO: Karen P. Brust, FROM: Cathy Salcedo, DATE: July 17, 2012 11111 ill 11 1111111 1 ill Agenda e ®rt City Iv oil Executive Services Ma der 7/17/2012 SUBJECT: Consideration of an Agreement for Provision of City Attorney Services (Rutan & Tucker, LLP) RECOMMENDATION: By motion, adopt a Resolution approving an Agreement for Provision of City Attorney Services with Rutan & Tucker, LLP, to commence on August 28, 2012, and remain in effect until terminated by the City or Rutan & Tucker, LLP, for a monthly retainer of $10,000.00, a rate of $229.00 per hour for non -retainer City Attorney services and paralegal services at a rate of $75.00 per hour to $200.00 per hour, plus reimbursable costs. EXECUTIVE SUMMARY: The City of San Juan Capistrano contracts for City Attorney services and proposals were recently solicited from five laws firms. The City Council interviewed three of the law firms and recommends entering into an Agreement for Provision of City Attorney Services with Rutan & Tucker, LLP. The Agreement compensates Rutan & Tucker, LLP, a rate of $10,000.00 per month for retainer services, $229.00 per hour for non - retainer City Attorney services and paralegal services at a rate of $75.00 per hour to $200.00 per hour, plus reimbursable costs (Attachment 1). DISCUSSION/ANALYSIS: To ensure the City receives competitive City Attorney services, the City Council directed staff to solicit proposals from law firms. A City Council subcommittee, consisting of City Council Members Sam Allevato and Derek Reeve, reviewed the proposals and recommended that the City Council interview three of the firms. On ,lune 22, 2012, the City Council met for Closed Session to interview the three firms and is recommending Rutan & Tucker, LLP, to provide City Attorney services. The Agreement with Rutan & Tuck remain in effect until terminated by terms of the Agreement. Mr. Hans Patrick Munoz, Esq., will serve as qualified for the position as describe( 2). �r, LLP, will commence on August 28, 2012, and the City or Rutan & Tucker, LLP, pursuant to the Van Ligten, Esq., will serve as City Attorney and Assistant City Attorney. Both attorneys are well I in the Rutan & Tucker, LLP, proposal (Attachment City Council Agenda Report July 17, 2012 Page 2 of 2 FISCAL IMPACT: In Fiscal Year 2011/2012 the City will have paid approximately $464,000.00 for City Attorney Services. The Fiscal Year 2012/2013 Budget for City Attorney services is $440,000.00 and the Fiscal Year 2013/2014 Budget for City Attorney services is $440,000.00. The Agreement compensates Rutan & Tucker, LLP, a minimum monthly retainer fee of $10,000.00. The retainer includes the following: nine (9) regular office hours each week, drafting and reviewing ordinances, resolutions and agreements and attendance at regular and closed City Council meetings and Planning Commission meetings. Non - retainer City Attorney services will be billed at a rate of $229.00 per hour and paralegal services at a rate of $75.00 per hour to $200.00 per hour, plus reimbursable costs. Adjustment in the rates shall occur on an annual basis effective September 1, in an amount equal to the percentage change in the Consumer Price Index, for the 12 -month period ending January of the same calendar year. Any other changes may be considered by the City Council as part the City Attorney's annual performance review. ENVIRONMENTAL IMPACT: Not applicable. PRIOR CITY COUNCIL REVIEW: City Council closed session on June 22, 2012. COMMISSION/COMMITTEE/BOARD REVIEW AND RECOMMENDATIONS: Not applicable. NOTIFICATION: Hans Van Ligten, Rutan & Tucker, LLP ATTACHMENT(S): Attachment 1 — Resolution with Exhibit A - Agreement for City Attorney Services Attachment 2 — Proposal and Statement of Qualifications RESOLUTION NO. 12 -07 -XX -XX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, APPOINTING THE CITY ATTORNEY AND AUTHORIZING THE EXECUTION OF AN AGREEMENT WITH THE LAW FIRM OF RUTAN & TUCKER. The City Council of the City of San Juan Capistrano, California, hereby finds, determines, declares, and resolves as follows: WHEREAS, the City Council has selected the law firm of Rutan & Tucker to provide Attorney Services for the City. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, DOES RESOLVE, DECLARE, DETERMINE, AND ORDER AS FOLLOWS: SECTION 1. Hans Van Ligten of the law firm of Rutan & Tucker is hereby appointed City Attorney of the City of San Juan Capistrano to serve at the pleasure of the City Council effective August 28, 2012. SECTION 2. Thn, City Council hereby approves and the Mayor is authorized to execute an agreement with the law firm of Rutan & Tucker for the provision of legal services, which agreement is attached hereto as Exhibit "A." PASSED, APPROVED, AND ADOPTED this 17th day of July, 2012. ►wr ATTEST: CITY CLERK 663545_ I ATTACHMENT 1 AGREEMENT FOR PROVISION OF CITY ATTORNEY SERVICES THIS AGREEMENT is made and entered into as of the 28h day of August, 2012, by and between the City of San Juan Capistrano, a California municipal corporation (the "CITY") and Rutan & Tucker LL', a California limited liability partnership ("ATTORNEY"). RECITALS A. CITY has solicited proposals and conducted interviews with several law firms and has chosen Attorney to provide legal services to the CITY. B. CITY and ATTORNEY desire to identify the areas of ATTORNEY's responsibilities for provision of legal. services and the compensation to ATTORNEY. COVENANTS Based upon the foregoing Recitals and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, CITY and ATTORNEY hereby agree as follows: ARTICLE 1 APPOINTMENT OF CITY ATTORNEY 1.1 Pursuant to Government Code Section 361505, City Council of CITY hereby appoints ATTORNEY to provide contract city attorney services for CITY. The term CITY shall be deemed to include services provided in connection with CITY's acting as successor agency to the former San Juan Capistrano Community Redevelopment Agency, as well as any CITY affiliated entity, including, but not limited to, the San Juan Capistrano Housing Authority. 1.2 Hans Van Ligten, a partner with ATTORNEY shall serve as City Attorney for CITY, who shall be primarily responsible to perform or cause to be performed the work described in this Agreement. 1.3 The City Attorney shall be entitled to appoint Assistant City Attorneys and Deputy City Attorneys as necessary to perform the services referenced in this Agreement. The selection of the Attorney to act in the capacity of Assistant City Attorney and/or Deputy City Attorney shall be subject to the approval of the City Council. ARTICLE 2 RESPONSIBILITIES OF ATTORNEY 2.1 ATTORNEY shall perform any and all work necessary for the provision of City Attorney services to CITY, including without limitation the following: attendance at regular City Council and Planning Commission meetings; drafting and review of ordinances, resolutions and agreements; office hours at City Hall on the afternoons of all regularly scheduled City 2351091.2aO /11 EXHIBIT "p�ae 3740827.2 x97111172 � EXHIBIT B� Council meeting days and all regularly scheduled Planning Commission meeting days; office hours at City Hall on such mornings as the City Manager shall designate for staff meetings; provision of legal services to the City Council, City Manager, and Boards, Commissions, Committees, officers and employees of CITY as requested by CITY's City Council or in accordance with such policies and procedures as may be established by CITY from time to time; attendance at meetings other than the regular City Council and Planning Commission meeting on an as -requested basis; provision of litigation and bond counsel services on an as requested basis; and provision of such other legal services as shall be necessary. 2.2 ATTORNEY represents the tasks and services required herein will be performed by ATTORNEY, or under its direct supervision, and that all personnel engaged in such work shall be fully qualified and shall be authorized and permitted under applicable state and local law to perform such tasks and services. 2.3 ATTORNEY shall not subcontract any portion of the work required herein without prior written approval of CITY; provided, however, that ATTORNEY shall be authorized to retain on behalf of CITY expert witnesses for litigation matters and other nonlegal subcontractors as may be necessary to enable ATTORNEY to perform the required services required hereunder. Retention of any expert witness or other subcontractors costing more than $10,000.00 shall require prior consent of the City Council. 2.4 ATTORNEY shall perform all work required hereunder in a prompt and professional manner and shall exercise the standards of care required for the provision of legal services. Upon request or in accordance with such procedures as CITY may establish from time to time, ATTORNEY shall periodically report to CITY regarding the status of all legal matters being handled by ATTORNEY. 2.5 ATTORNEY shall comply with all applicable federal, state and local laws, ordinances, and regulations. 2.5 ATTORNEY shall make no change in the character or extent of the work required by this Agreement, except as may be authorized in writing by CITY. Such supplemental work authorization shall set forth the specific changes of work to be performed and/or adjustment of fees to be paid to ATTORNEY by CITY. ARTICLE 3 RESPONSIBILITIES OF CITY 3.1 CITY shall provide full information to ATTORNEY and cooperate with ATTORNEY to the extent necessary to enable ATTORNEY to provide all services required pursuant to this Agreement, 3.2 CITY shall provide an office to ATTORNEY at City Hall for ATTORNEY's use during ATTORNEY's office hours. Said office shall be wired for access to the Internet to enable ATTORNEY to perform such legal research as may be necessary during ATTORNEY's office hours. CITY shall provide at its expense such legal books for ATTORNEY's use at City Hall as City Council may approve from time to time during the normal budgetary process. 2351099999-0074 3140821.2 a07/11/1.2 —2— ARTICLE 4 PAYMENT 4.1 CITY shall compensate ATTORNEY for the Retainer and Non -Retainer Services as provided herein. CITY shall compensate ATTORNEY for Retainer Services at a rate of $10,000.00 per month, plus reimbursable costs. CITY shall compensate ATTORNEY for Non - Retainer Services at the composite rate of $229.00 per hour and paralegal services at a rate of $75.00 per hour to $200.00 per hour, plus reimbursable costs. The monthly rate for Retainer Services shall apply regardless of the number of hours of legal services actually provided. The monthly rate for Retainer Services and the hourly rate for Non -Retainer services shall apply to all attorney services, regardless of the identity of the attorney performing the work. 4.2 For the purposes of the this Agreement, Retainer Services shall mean office hours at City Hall on afternoons of regular City Council and Planning Commission meeting days, and office hours at City Hall once per week in the mornings on such days as the City Manager shall designate for staff meetings to equate to nine (9) to ten (10) hours per week, as well as attendance at all regular City Council and Planning Commission meetings, as referenced in Section 2.1 of this Agreement. Non -Retainer Services shall include all legal services provided to CITY other than Retainer Services, with the exception of Bond Counsel Services and Reimbursable Services. Bond Counsel Services shall be billed in accordance with Exhibit A attached hereto. Reimbursable Services are services for which CITY will be reimbursed by third parties and ATTORNEY may bill CITY at its current design rates for all such services. Adjustment in the above rates shall occur on an annual basis effective September 1, in an amount equal to the percentage change in the Consumer Price Index for All Urban Consumers for the Los Angeles — Riverside — Orange County area; for the 12 -month period ending January of the same calendar year. Any other changes may be considered by the City Council for as part of CITY's annual review of ATTORNEY'S performance. 4.3 In addition to its billing for attorney services, ATTORNEY shall be paid for all of its reimbursable costs. As used herein, the term "reimbursable costs" shall include the following: attorney's normal hourly charge for paralegal services; charges for any expert witnesses, consultants or subcontractors authorized to be retained by ATTORNEY on behalf of CITY; long distance telephone charges (excluding telephone calls between ATTORNEY's office and City Hall); reasonable travel expenses (excluding travel between ATTORNEY's office and City Hall); document reproduction expenses; telecopier charges; mobile internet connection charges; computerized research charges; litigation expenses, including without limitation court filing fees, court reporter's fees, jury fees, witness fees, and the like; personal messenger service charges; and other reasonable and necessary out-of-pocket expenses. The term "reimbursable costs" shall not include any overhead or administrative charge relating to ATTORNEY's office or ATTORNEY's normal cost of equipment and supplies except as expressly set forth herein. 4.4 ATTORNEY shall bill CITY monthly for services performed pursuant to this Agreement. ATTORNEY shall establish such separate billing matters as deemed appropriate by ATTORNEY and consistent with this Agreement. Each bill shall be itemized and shall reflect the date each task is performed, the amount of time spent performing each task, a brief description of the task performed, the identity of the ATTORNEY performing each task, and the 2351099999-0074 3140821.2 x07;11/12 -3- total monthly charge. Reimbursable costs shall be separately itemized. CITY shall pay all fees. and reimbursable costs due to ATTORNEY within 30 days after receipt of invoice. ARTICLE 5 INDEPENDENT CONTRACTOR 5.1 The designated City Attorney in ATTORNEY's office shall be directly responsible for and shall report directly to the City Council in accordance with applicable California law. Otherwise, ATTORNEY is an independent contractor and not an employee of CITY and neither CITY nor any of its employees shall have any control over the conduct of ATTORNEY or any of ATTORNEY's employees, except as herein set forth, and ATTORNEY expressly warrants not to, at any time or in any manner, represent that ATTORNEY, or any of ATTORNEY's agents, servants, or employees, are in any manner agents, servants, or employees of CITY, it being distinctly understood that said ATTORNEY is and shall at all times remain as to CITY a wholly independent contractor and that ATTORNEY's obligations to CITY are solely such as are prescribed by this Agreement. 5.2 This Agreement contemplates the personal services of ATTORNEY and ATTORNEY's partners and employees, and it is recognized by the parties hereto that a substantial inducement to CITY for entering into this Agreement was, and is, the professional reputation and competence of ATTORNEY and ATTORNEY's employees. Neither this Agreement nor any interest therein may be assigned by ATTORNEY, except upon written consent of CITY. Nothing herein is intended to or shall be construed as preventing ATTORNEY from employing or hiring as many employees as ATTORNEY may deem necessary for the proper and efficient execution of this Agreement. ARTICLE 6 TERMINATION 6.1 The Term of this Agreement shall commence on the date first written above and shall . continue thereafter unless terminated by either party hereto pursuant the terms of this Agreement. CITY may terminate this Agreement upon providing Attorney thirty (30) days' written notice prior to termination. Attorney may terminate this Agreement on the giving of ninety (90) days written notice to the CITY of such termination. Attorney will comply with all obligations required of it pursuant to the State Bar Act in connection with such termination and the transition to replacement counsel. ATTORNEY shall be compensated for its costs and services rendered through the effective date of such termination. ARTICLE 7 MISCELLANEOUS 7.1 Notices. Any notice to be given under this Agreement shall be given by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, addressed to ATTORNEY at 611 Anton Boulevard, Suite 1400, Costa Mesa, California, 92626, Attention: A. Patrick Munoz, and to CITY at City of San Juan Capistrano, 32404 Paseo Adelanto, San Juan Capistrano, CA 92675, Attention: City Manager. 235/099999-0074 3140821.2 a07/11/12 —4— 7.2 Non -Discrimination. In connection with the execution of this Agreement, ATTORNEY shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, or national origin. ATTORNEY shall take affirmative action to ensure that applicants are employed, and that employees are treated during their employment, without regard to their race, religion, color, sex, or national origin. Such actions shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. 7.3 Inte retation of A eement. This Agreement shall be construed and interpreted both as to validity and performance of the parties in accordance with the laws of the State of California. 7.4 Integrated Agreement. This Agreement contains all of the agreements of the parties and cannot be amended or modified except by written agreement. No prior oral or written understanding shall be of any force of effect with respect to those matters covered in this Agreement. 7.5 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this .Agreement on behalf of said parties and that in so executing this Agreement the parties hereto are formally bound to the provisions of this Agreement. 7.6 Insurance. We advise you that ATTORNEY does maintain errors and omissions insurance coverage applicable to the services to be rendered under this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed with all the formalities required by law on the date First written above. (SIGNATURE PAGE FOLLOWS) 2351099999-0074 3140821.2 a07/11/12 -5— "CITY" City of San Tuan Capistrano Larry Kramer, Mayor Attest: Maria Morris, CMC, City Clerk "ATTORNEY" Rutan & Tucker, LLP A. Patrick Munoz, Partner APPROVED AS TO FORM: Omar Sandoval, City Attorney 235/099999-0074 3140821,2 a07/11/12 -6- M ■ A BOND COUNSEL, DISCLOSURE COUNSEL AND ISSUER COUNSEL SERVICES Attorney shall provide bond counsel, disclosure counsel and issuer counsel services in connection with the issuance of bonds or other securities by City, if and when requested by City. The compensation for those services shall be as follows: BOND COUNSEL FEE SCHEDULE Each Issue or Series of Tax Allocation Bonds $35,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. b. Each Issue or Series of Special Assessment Bonds $35,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. Assessment district formation (including ballot proceedings) are paid separately at a composite hourly rate of $230 per hour. C, Each Issue or Series of Special Tax Bonds $35,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. Community facilities district formation (including election proceedings) are paid separately at a composite hourly rate of $230 per hour (or at design rates if Client is reimbursed by a third party.) d. Each Issue or Series of Certificates of Participation, Revenue Bonds and 501 (c)(3) Bonds $35,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. e. Each Issue or Series of Multifamily and Single Family Mortgage Revenue Bonds $40,000, plus 0.25 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. 384!099999-0090 3721834.1 a07/1 1/12 2. DISCLOSURE COUNSEL SERVICES FEE SCHEDULE Each Issue or Series of Tax Allocation Bonds $20,000, plus 0.15 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.08 percent of the principal amount in excess of $10,000,000. b. Each Issue or Series of Special Assessment Bonds $20,000, plus 0.15 percent of the principal amount in excess of $5,000,000. C, Each Issue or Series of Special Tax Bonds $25,000, plus 0.20 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.10 percent of the principal amount in excess of $10,000,000. d. Each Issue or Series of Certificates of Participation, Revenue Bonds and 501 M Bonds $20,000, plus 0.15 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.08 percent of the principal amount in excess of $10,000,000. e. Each Issue or Series of Multifamily and Single Family Mortgage Revenue Bonds $30,000, plus 0.15 percent of the principal amount between $5,000,000 and $10,000,000, plus 0.08 percent of the principal amount in excess of $10,000,000. 3. ISSUER COUNSEL SERVICES FEES If Attorney's role is to provide only advisory services in connection with a public finance transaction, Attorney shall be paid a composite hourly rate of $300 per hour. 4. JOINT POWERS AUTHORITY In the event City forms or is a member of a joint powers authority which has the power to issue bonds or other securities, Attorney shall provide bond counsel, disclosure counsel and issuer counsel services to the joint powers authority in connection with the issuance of bonds or other securities, if and when requested by the joint powers authority. If a joint powers authority is formed, it shall be included in the definition of "City" for purposes of this Agreement. The compensation for services in connection with service to the joint powers authority shall be as specified herein. 3841099999-0090 3721834.1 a07111112 -2- RUTAN RUTAN & TUCKER, LLP Executive Summary of Financial Terms City Attorney will be paid for Retainer Services at a rate of $10,000.00 per month, plus reimbursable costs. Retainer services include regular office hours and attendance at regular City Council and Planning Commission meetings. For Non -Retainer Services, City Attorney (with certain exceptions relating to finance and third -party reimbursable attorney services) will be paid a composite rate of $229.00 per hour, plus reimbursable costs. The monthly rate for Retainer Services and the hourly rate for Non -Retainer services shall apply to all attorney services, regardless of the identity of the attorney performing the work. n^ A r A 1R A r" r, IT"I M I 1 t_%%_I IML -1141 9- RUTAN & TUCKER, L,L.F RUTAN flu7AN S SLiCY,ER, LLP STATEMENT OF QUALIFICATIONS FOR SAN JUAN CAPISTRANO CITY ATTORNEY We are very pleased to submit this response to your Request for Qualifications for your consideration. We propose partners Hans Van Ligten as City Attorney, Patrick Mufioz as Assistant City Attorney, and John Ramirez as Chief Deputy City Attorney (Litigation). We have prepared this response to provide the City Council with a. detailed understanding of the expertise and experience that Rutan & Tucker, LLP would bring to the City of San Juan Capistrano. I. THE ROLE OF THE CITY ATTORNEY As the City Attorney, we work for the City Council and with the City Manager and staff. Understanding these relationships, there are a number of qualities of personality and character that we think are critical to serving successfully as a City Attorney: (1) Ogen and Frustworthy: Being open encourages the sharing of information and is necessary for the City Attorney to properly advise the City on matters brought to our attention. Trustworthiness is one of the most important character qualifications for your legal counsel, since Councilmembers and staff must trust the City Attorney with information. Indeed, as attorneys we have an ethical duty to protect and preserve client confidences and we take that obligation very seriously. (2) Fairness: The City Attorney's actions must always be motivated by a sense of fairness. He or she rnust be fair to each Councilmember, to the staff, and to the public served by the City, (3) Intelligence and Knowledge: The City Attorney plays a major role as a member of the City's team. The City Attorney's experience and legal skills are critical to developing successful solutions to the problems faced by the City. (4) Creativity: The City Attorney should be innovative and willing to develop creative alternatives to address issues, rather than -repeat past actions or unthinkingly apply traditional approaches. (5) Result -Oriented: The City Attorney must realize that the City's goal. is to produce successful results, not simply to process paper or achieve, hollow "victories," (6) Responsiveness: The City Attorney must be responsive to his or her client, and must also assist the City in being responsive to its constituencies. . (7) Thorough: The City Attorney must be a detail -oriented person wbo will look beneath the surface for issues that may be overlooked by others. (8) Ethical: The City Attorney must have integrity and must assure that both he or she — and the City — are behaving in an ethical manner. -I- R-QTMI RUTAN 4 TUCNPp, UP (9) Political Sensitivity: While the City Attorney must be aware of politics so as not to suggest courses of action that. are politically impossible, he or she must also be apolitical and not tare any part in political gamesmanship. The City Attorney works for the City Council as an entity, and not individual Councilmembers. Accordingly, our office does not make political. contributions in elections affecting the City, and we do not have political "friends" or "enemies" in San Juan Capistrano. The City Attorney is not a "sixth Councilmember," but rather is an advisor with no hidden agenda. (10) Cost -Effectiveness: In an era of fiscal constraints on local government, the City Attorney must be conscious of the need to control costs, and capable of doing so. In the normal day-to-day situation, the City Attorney reports administratively to the City Manager, and works with the management staff who serve under the City Manager. The City Attorney works as part of the City's ad- ministrative management team to conceptualize programs, to raise and analyze legal issues, to review resolutions, contracts and reports for legal accuracy and validity, and to represent the City in administrative and legal .proceedings. The City Attorney's goal can be described simply as being as helpful as possible, while beeping the City out of legal difficulties. However, the duty of the City Attorney to the City Council is his or her most important relationship. This is obvious from the fact that the City Council hires and terminates the City Attorney. The potential threats to that relationship arise :from. the fact that there are five Councilmembers who might not always agree with. each other or with the City Manager. As a result, there can be different, conflicting demands placed on the City Attorney. It is important that the City Attorney treat each of the members of the City Council in the same manner, and with equal respect and responsiveness, notwithstanding that the Councilmembers may have different areas of interest, or different goals and objectives. H. LAW FIRM INFORMATION A. EXPERIENCE AND QUALIFICATIONS 1, The Law Firm Generall Rutan & Tucker is a highly respected general civil practice law firm with one of the largest offices of any law firm in Southern California.. Our firm provides legal advice and. representation to clients in the areas of governmental law, redevelopment, real estate, labor, environmental and natural resource matters, land use, civil and business litigation, intellectual property, corporate and business, finance, and tax/estate planning. The firm. is best known, however, for its governmental law practice, and for the large number of cities, redevelopment agencies, special districts and other entities that we represent as city attorney, general counsel and special counsel.. The scope of services provided for our full-time public agency clients covers the entire range of legal matters with which those agencies are concerned. The scope of our special counsel representation varies from client to client. We are justly proud of the qualifications and capabilities of the lawyers at Rutan & Tucker. Because of our reputation, we are fortunate to recruit and hire highly successful law -2- RUTAN RVTAN s TUCKM LLP students from many of the most prestigious law schools in the United States. Our lawyers are members of, and hold leadership positions with, the local chapters of the State and Federal Bar Associations, other professional organizations, and non-profit and charitable organizations that serve the Southern California community. The firm maintains an extensive internal continuing legal education program for all of our lawyers, and provides ample opportunities for legal training outside the office. 2. The Nature of the Firm's Municipal and Governmental Lave Practice Rutan & Tucker's municipal and governmental practice group is one of the largest and most respected practices in the state, with some forty attorneys providing city attorney and general counsel services to dozens of cities, special districts and other governmental entities, and special counsel services to scores of other public agencies. Our lawyers have represented local governmental agencies in Southern Californiafor almost 100 years. We have served marry of our current public agency clients for decades, and tape pride in these relationships. The fi.ran currently represents eleven cities as City Attorney: Adelanto, Dana Point, Duarte, Irvine, La Palma, La Quinta, Laguna Beach, San Clemente, Twent:ynine Palms, Villa Parr and Yorba Linda. We currently represented eighteen redevelopment agencies as General Counsel: Adelanto, Arroyo Grande, Chino, Cypress, Cerritos, Duarte, Fountain Valley, Fullerton, Irvine, La Palma, La Quinta, Novato, San Clemente, Santa Cruz County, Sonoma County, Torrance and Twentynine; Palms and now act as counsel to their respective successor agencies. In addition, we serve as general counsel for the Orange County Water District, Serrano Water District, San Bernardino Valley Water Conservation District, Morongo Basin Transit Authority, and Three Arch Bay CSD. In addition to our city attorney and general counsel services, we presently represent numerous cities, counties, special districts and other agencies throughout the state on a wide variety of matters, including land use, CEQA, finance, telecommunications, franchise, utility, public works, housing, elections, and other matters. Among the public agencies for which Rutan & Tucker has or is providing special counsel. services are the Cities of Anaheim, Arroyo Grande, Berkeley, Cerritos, Chino Hills, Clayton, Compton, Encinitas, Fountain Valley, Fullerton, Huntington Beach, Industry, Long Beach, Los Angeles, Marina, Morgan Hill, Newport Beach, Orange, Riverside, San Bernardino, San Diego, Santa Monica, Signal Hill:, Solvang, Thousand Oaks, Ventura and Vista, and the City of Los Gatos; the City and County of .San Francisco; the Counties of Merced, Santa Cruz and Sutter; LA Works (a .IPA), the Orange County Sanitation District, the Orange County Department of Education, the San Simeon Community Services District, the San Lorenzo Valley Water District, the San Miguel Community Services District, and the Santa Maria Public Airport District. Aside from our public sector clients, we represent a wide range of private individuals and businesses in interactions with public agencies for which we do not serve as city attorney or general counsel. Our private sector representation includes the processing and issuance of land use and development entitlements and associated CEQA processing, annexations and other LAFCO-related actions; the acquisition and transfer of water rights; resource, environmental, -3- STAN ftIAN S TUC KKR. I.i.F hazardous materials and hazardous waste issues, and water quality compliance; franchises; procurement and contract issues; and litigation involving all of the foregoing. The attorneys in our municipal and governmental agency practice are active in organizations supporting cities and anther local governments. Rutan & Tucker attorneys frequently present papers to, and are active on committees of, the League of California Cities and we are also active in organizations such as the California Redevelopment Association, the Association of California Water Agencies, and the California Association of Political Attorneys (an organization focusing on campaign and election law issues). From. an organizational standpoint, one of the things that distinguishes our municipal and governmental agency practice from other public agency law firms is that virtually all Rutan & Tucker public agency attorneys have litigation experience. Indeed, time attorneys we propose as City Attorney, Assistant City Attorney and Agency Counsel have bath transactional and litigation experience. This ensures that even those attorneys whose practices have evolved into a purely transactional focus have the experience of understanding how a court may review a transaction or governmental decision should litigation corn mence. As a result, all Rutan & Tucker attorneys are highly sensitive to the pitfalls of litigation before a transaction is documented or a governmental action approved, allowing us to "bullet-proof' it to the maximum extent feasible. We believe that the litigation experience of our lawyers saves our municipal clients (and their residents and taxpayers) significant public funds. This distinguishes our firm from others, where, traditionally, a litigator is too often called in "after the fact" and after it is too late_ B. OUR CAPACI'T'Y TO PROVIDE CITY ATTORNEY AND SPECIALIZED LEGAL SERVICES TO SAN JUAN CA.PISTRANO It is our understanding that the City of San Juan Capistrano desires a law firm with the capability of providing "full service" City Attorney representation to serve at the pleasure of the City Council. As discussed in greater detail Below, Rutan & Tucker, and I individually, have the knowledge and skills to advise the City on virtually any issue that may arise. Rutan & Tucker is uniquely qualified to provide City Attorney legal services to the City of San. Juan Capistrano covering the entire spectrum. of general and specialized legal issues that the City may encounter. The following is a summary of our expertise and experience with respect to areas of specialized legal services that we believe are of interest to the City Council based on. your request for qualifications: I. General Municipal Law Services Rutan & Tucker has the experience and expertise to perform all of the services provided by a large in-house City Attorney office. 11' retained, we will serve as the comprehensive legal counsel to the City, and advise the City Council, individual Councilnmernbers, and members of the City management staff on all legal matters pertaining to their public offices. As City Attorney, we will attend all City Council meetings, whether regular or specially called, and generally I will be the person who will attend these meetings. Additionally, we will be available -4- RUTAN fti3iAK' G � UCKER. LLP to attend all other commission, advisory board or other meetings as requested by the City_ With respect to both the City Council and City commissions, we will provide legal advice on Brown. Act, conflict of interest, and other legal. and procedural requirements that relate to the conduct of these meetings, and advise and opine on the legality of all ratters under consideration at those meetings. We will also advise on questions of parliamentary procedure and assist Councilmembers and Commissioners on conflict of interest issues that might arise (or become evident) at meetings. At the City's discretion, we have the necessary experience to provide the following legal services to San Juan Capistrano: prepare or review and approve all ordinances and resolutions of the City Council and, as needed, resolutions of the Planning Commission; review all staff reports prepared for City matters; negotiate and draft, or review, all routine agreements, leases, contracts, MOUS and other real property instruments (including routine property acquisition documents, property disposal documents, public improvementleasement documents and right of way abandonments), fronds and finance documents that the City may request, and approve all of these documents as to legalform; assist in the evaluation of land use development proposals, and their accompanying CEQA and related environmental documentation; worm with City staff in developing, enhancing and applying administrative procedures and policies that have legal implications, such as investment policies, personnel rules/disciplinary matters and City procurement procedures; enforce City codes, zoning regulations and building standards administratively and, if necessary and at Council direction, ,judicially. 'Fo the extent not already mentioned, we will perforin such other duties as the City Council may request, or as may be needed by the City. We regularly monitor legislative, case law and administrative developments, and as City Attorney we will advise the City Council and management staff regarding the effect upon San Juan Capistrano of statutes, court opinions, regulations and administrative determinations. We will work with the City in evaluating litigation exposure with respect to proposed actions, and the risks and extent of liability in potential or filed litigation. We will represent the City in administrative and court proceedings, advise thein regarding compliance with statutory requirements, and assist the City in developing procedures to comply with state and federal law. Finally, we will work with the City to investigate different approaches to providing services (such as developing standardized forms for contracts and instruments, and using paralegals to process certain aspects of code enforcement actions) to control legal fees and increase cost- effective productivity. If directed by the City Council and City Manager, our office is able to coordinate outside counsel as needed. We are very familiar with, and, if requested, we will provide legal counsel to the City Council and staff in the drafting and processing of legislation and legislative amendments, Should the need arise, we will counsel and represent the City in annexation, detachment, sphere of influence, municipal service review and similar LAFCO proceedings, as well as assist the City in tax and fee issues under state constitutional amendments resulting from the passage of Propositions 13, 62, and 218. Finally, we will assist the City in negotiating and documenting contracts with consultants, vendors, public works contractors, and other governmental entities. -5- RUTAN ROIAN & TUCHER, LLP 2. Redevelopment and Economic Develop ent Rutan & Tucker.has long been a leader in providing legal expertise in economic development and redevelopment, including large scale community transformative projects as well. as smaller infill prqjects. We represented eighteen redevelopment agencies as general counsel and numerous other cities and redevelopment agencies as special Counsel On redevelopment and economic development projects as well as advice and counsel on redevelopment law issues. We, now represent the successor agencies for those entities, as well as new municipal clients dealing with the aftermath of ABx1 26. Rutan & Tucker, on behalf of 10 cities in Us Angeles and Orange Counties led by the City of Cerritos, filed, in September 2011, an Arnicus brief in the California Supreme Court and a separate action in. Sacramento County Superior Court. Both the Amicus brief and trial court lawsuit challenged the redevelopment "dissolution bill" known as ABxl. 26 based on violations of the Federal and State Constitutions that were not argued by the parties in the Supreme Court case California RedevelopmentAssociation v. Matosantos. At the request of the State of California, the Supreme Court did not consider the arguments raised by the coalition of cities, and the facial challenges raised in the trial court action are now pending in the California Court of Appeal in Sacramento County. Among other claims raised, the coalition of cities challenges ABx1 26 for an unlawful, reallocation of property taxes that the Legislature may do only by a 2/3 vote of both houses, and for an unlawful impairment of contracts, including but not limited to bonds and typical lease-Icaseback financing arrangements that many cities have entered into for funding of capital facilities, Attorneys in our economic development and redevelopment practice have provided legal counsel on all manner of projects—general commercial, office, retail, industrial, mixed use, theater, single room occupancy hotels to five-star hotels, historic rehabilitation projects, and housing (affordable and market rate) of all types, from luxury high-rise condos to very low income senior apartments, We have negotiated and drafted every type of redevelopment and real property agreement and instrument imaginable to bring to -fruition economic development projects in the communities we represent, including RDAs, OPAs, purchase and sale agreements, covenant agreements, FNAs, leases, easements, loan agreements, and various agreements created for unusual purposes. Because Rutan attorneys and I all have experience in representing both public entities and private clients on development matters, we know "where to draw the line" to effectively represent the City on such projects. We know what is important, where to compron-ase, and how to negotiate so that a project is more likely to be accomplished. It is of little use for a government agency to spend significant legal fees on negotiating agreements if those agreements are structured in a manner that makes the project infeasible in the private marketplace, or that contain other terms that significantly reduces the likelihood of success. Although we believe, when representing a city, or redevelopment agency, that the primary transactional risk belongs with the private, developer, we also recognize the realities of the private Marketplace. Our goal is to protect the city or agency in the transaction while at the same time seeking to structure agreements to make the realization of the project more likely. -6- RUTAN RUTRM & TUCMF�ft, MF Some selected examples of specific projects on which we have served as lead counsel are: a) Redevelopment Flans. Over the course of the years, we have worked with redevelopment agency staff and consultants in the preparation of many redevelopment plans and plan amendments, including amendments that add territory to existing project areas. We assisted. the cities of Chino, Duarte, Fullerton, and San Fernando and the County of Santa Cruz either in activating their redevelopment agency and adopting the first redevelopment plan or in the adoption of major amendments to their redevelopment plans. In providing; legal services in this area we have worked with staff and consultants on plan documents, owner participation rules, relocation methods, project area committee ("PAC") procedures, environmental documentation, public hearing notices, public presentations, and all of the other documents and procedures involved in the plan or amendment process. b) Prol2er!y Disposition (DDAs and OPAs . We regularly advise redevelopment agency and city clients on property disposition, whether through a DDA, purchase and sale agreement, lease, or other form of disposition, and whether for commercial, industrial, or residential projects. Several examples of highly complex projects on which we have served as lead counsel are as follows: Costco, Cypress. We represented the Cypress Redevelopment Agency in negotiating a .DDA that led to the development of a Costco store on a 15 acre site located on K.atella Avenue. Shopping Center, Cypress. We recently completed a DDA for the Cypress Redevelopment. Agency's conveyance of an approximately 13 acre site to a developer for the development of a retail center with a sporting goods store, a PetSmart, a Best Buy, restaurants, and in-line shops. The project included many different uses and use restrictions and thus resulted in a highly complex agreement. Best Buy, Duarte. This project involved the Duarte Redevelopment Agency's acquisition and assembly of over ten residential parcels and the Agency's sale of the site to a developer for the development of a Best Buy -anchored retail shopping center. We advised the Agency on the owner participation process where a developer and an owner submitted competing proposals For the development of the site. In addition to the negotiating and drafting of a DDA involving multiple closings, the project also required negotiation and drafting of numerous other legal documents to provide developer financing. ® Maryvale, Duarte. We represented the Duarte Redevelopment Agency in negotiating a DDA with. the Maryvale Los Angeles Orphan Asylum for the expansion of a childcare center. The project involved the Agency's acquisition of a parcel owned by a third party. An eminent domain action initially was Bled to obtain the parcel., but the property owner later agreed to settle. -7- RUTAN p Walrnart, Duarte. We represented the Duarte Redevelopment Agency in. negotiating an OPA for the development of a new Walm.art retail store on approximately 13 acres of land on the east side of Mountain Avenue adjacent to the 1-21.0 Freeway. Marriott, Fountain Valley. We represented the Fountain Valley Agency for Community Development and the City of Fountain Valley in negotiating a land acquisition agreement with a property owner and a DDA with the Marriott Corporation for the construction of a 275 -room. Courtyard by Marriott/Residence Inn hotel project on approximately 7.8 acres of land located off of Broo horst Street, adjacent to the San Diego Freeway. ® Orangefair Centers, Fullerton. We represented the Fullerton Redevelopment Agency in negotiating DDAs and OPAs to provide for the rehabilitation, expansion, and construction of shopping centers on three corners of the Harbor BotxlevardlOrangethorpe Avenue intersection in the City of Fullerton. Major . retailers included the Price Club, Silo, Sportmart, Horne Club, lids "R" Us, Toys "R" Us, Montgomery Wards, and an AMC Theater Complex, Fox Fullerton. Theatre, Fullerton. We represented the Fullerton Redevelopment Agency in negotiating and drafting several agreements, including a purchase agreement and a DDA for the acquisition and disposition of a site on which the historic Fox Fullerton Theatre is located. The DDA will result in the historical restoration of the Fox Fullerton Theatre. ® Radisson Hotel/Visalia. We represented the Visalia. Redevelopment Agency and the City of Vasalia with respect to the development of an eight story 231 -room. first-class hotel in downtown Visalia. ® Industrial Manufacturing and Showroom Site, Adelanto. This project involved the sale and development of property owned by the Adelanto Redevelopment Agency to a major international manufacturer of specially designed wood and metal components. We represented the Agency in connection with the negotiation and iplern.entation of a DDA for this project_ This list is by no means exhaustive. Negotiating and drafting agreements fol - redevelopment agency dispositions of real property are a regular part of our practice. C) Affordable Housing. A considerable part of our redevelopment practice involves negotiating, structuring, and drafting agreements for affordable housing projects. 'These projects have included single family hor es, apartments, rehabilitations, senior citizen housing, tax credit projects, Housing and Urban Development ("HUD") projects, )-HOME-funded projects, housing for special populations, and the like. We have represented redevelopment agencies in negotiating and drafting agreements with nonprofit housing development corporations, for-profit housing developers, and tax credit partnerships, to name a few. In short, we have experience in just about every type of affordable housing project. In addition, we have drafted the documents I MO RUTAN RXrAN G T=KE i. "F for and advised clients on first-time homebuyer programs, mortgage assistance programs, and rehabilitation programs. We also regularly advise clients on the low and moderate income Housing fund, replacement housing, and inclusionary housing requirements of redevelopment law. Additional examples of redevelopment affordable housing projects include: Represented the Fullerton Redevelopment Agency in preparing a DDA for the conveyance of Agency -owned property and the provision of financial assistance to Olson Housing for the development of a 34 unit affordable housing condominium. project. Represented the City of Irvine and the Irvine Redevelopment Agency in affordable housing agreements with Jwnboree Housing Corporation for the development of an affordable '71 -unit residential rental project. The project involved financing from a variety of sources, including Agency set-aside funds, Housing Enabled by Local Partnerships ("HELI'") Program funds, .HOME funds, multifamily housing revenue bonds, tax credits, and County financing. g Represented the Duarte Redevelopment Agency and the La Quinta Redevelopment Agency in separate agreements with a nonprofit housing development corporation for the disposition of Agency -owned property for HUD - Section 202 program financed senior citizen housing projects. Represented the City of Cerritos and Cerritos Redevelopment Agency in a complex senior citizen affordable housing and related facilities project that involves the relocation of a school district's administrative offices. The project involved innovative financing, long-term ground leases for various parcels, and a lease with options to purchase for other parcels. The project is being funded primarily with Agency set-aside funds. Represented. the City of Irvine in a density bonus housing arrangement, whereby a developer sought a density bonus pursuant to state law (Government Code section 65915). City inclusionary housing obligations were also negotiated and fulfilled as part of the project. 3. Representation in Litigation As previously indicated, one of the unique features of Rutan & Tucker's Public Law Department is that virtually all of our lawyers have some litigation experience, and many of us are especially skilled in the specialized substantive and procedural litigation issues that confront cities and other governmental entities. As a result, we represent cities, special districts and other governmental agencies, as well as private parties, in every imaginable type of litigation in both federal and state courts, including civil damages cases, traditional and administrative writs of mandate, validations, class actions, federal civil rights lawsuits, federal. and state constitutional claims, injunctions and specific performance cases, partition and quiet title actions, water adjudications and mass tort (e.g., Large landslide and hazardous waste) cases. -9- UTAH RUT, N� YUC.NER. 41.P 4. Land Use Planning and CE0A . Rutan & Tucker is highly respected throughout the State for both the breadth and depth of its land use, planning, zoning and environmental practice, and virtually every attorney in our municipal and governmental law practice group is intimately familiar with these laws. As City Attorney, we would assist staff planners and City officers in the entire spectrum of land use matters, from general plan amendments and housing element updates to specific plans, planned unit developments and development agreements, to use permits, variances, subdivisions and design review. We have also successfully litigated some of the most important land use cases on behalf of public agencies. Rutan & Tucker lawyers are among the most skilled in evaluating claims under, and defending; against, lawsuits brought against cities and counties under. the Religious Land Use and institutionalized persons Act. We also represent private parties in processing land use development applications, negotiating development agreements, and litigating both the defense of issued entitlements and challenges to unreasonable exactions and development restrictions. In this regard, we are very sensitive to the requirements of CEQA, and regularly work with environmental consultants and planners to review and "bullet-proof' EIRs, negative declarations and other environmental documents. We also are among the most knowledgeable attorneys in the state with regard to "ballot box planning" issues, including the drafting, evaluation, defense of and challenges to land use initiatives and referenda. 5. Risk Management By virtue of our extensive public agency practice, we are well -versed in issues relating to tort clairris and managing liability risks, including managing risk contractually, by transferring the risk to third parties by means of indemnity provisions, and with pooled or third party insurance. We regularly advise public agency management and :risk managers on exposure, liability and insurance issues. We have particular expertise in the procedural and substantive aspects of the California Tort Claims Act, including tort claims filing requirements and the scope ofimmunities provided by that legislation. We have significant expertise in defending; agencies in federal civil rights claims. In addition, we regularly interface and work with insurance companies and pooled insurance entities in addressing claims. 6. Public Property and Eminent Domain Matters Our attorneys have experience in all facets of the law pertaining to _property rights, including fee acquisitions, easements and rights-of-way, and we routinely represent public agency clients in transactional and litigation matters concerning these issues, We have also litigated on behalf of both public agencies and private parties with respect to easement, prescriptive rights, and other property -related disputes. David Cosgrove has over 20 years of experience representing cities and redevelopment agencies in eminent domain matters. Many of our attorneys also have experience in the laws relating to eminent domain and inverse condemnation, and we regularly represent both public agencies and landowners in condemnation proceedings. For example, we provide special counsel eminent domain services to the Cities of Anaheim, Long Beach, and others. We also routinely counsel and represent -1.0- 11�71UTAN PtUTAN d. TUC9fHK�p, LLP clients on issues relating both to regulatory inverse condemnation and physical inverse condemnation claims. 7. Environmental Hazardous Material and Related Matters Rutau & Tucker represents a number of public and private clients in connection with potentially contaminated property, including assisting public agencies in acquiring Brownfields through voluntary acquisitions or through their eminent domain authority. We also regularly assist clients in working through the maze of environmental assessment, investigation, and cleanup procedures and policies, including former landfills, as well as for impacted industrial and commercial properties, public parks, along with gas station and dry cleaner sites, etc. In addition, Rutan & Tucker regularly represents public and private parties in disputes over responsibility for the assessment and cleanup of contaminated property under state and federal. law, including under CERCLA, RCRA, the State Superfund laws, and the Polanco Redevelopment Act, as well as representing clients in connection with the California Safe Drinking mater Toxic Enforcement Act of 1986 ("Proposition 65"). Several lawyers of the firm are well-recognized in the field of water quality and have experience in all facets of regulatory and litigation proceedings before the State Water Resources Control Board and the Los Angeles Regional Water Quality Control Board, including various proceedings involving NPDES Permits and TMDLs. One of our partners, Richard Montevideo, currently represents 22 municipalities in proceedings against the State and Regional Boards, involving the validity of the Water Boards' application of the Water Quality Standards in the Basin Plan to stormwater/urban. runoff. 8. Public Contractts and Prevailing Wa e Is saes We regularly advise public agencies on all. aspects of public works construction projects, and routinely represent public agencies in litigation arising out of: public works disputes. Our public contracts representation includes the drafting of public contract documents, assisting the agency in resolving change orders and subcontractor disputes, and resolving questions relating to insurance and bonds. As part of our public works practice, we routinely advise our city and special district clients regarding whether activities are subject to prevailing wage requirements and, when they are, we assist our clients with prevailing wage compliance issues. 9. Cable Television Solid Waste and Other- Franchises Our office represents dozens of cities and counties throughout California on cable television and other franchise issues. Bill Marticorena has developed a focused practice that includes cable television franchising and regulation, as well as the regulation of telecommunications generally. He is highly familiar with the'1'elecornmunications Act of 1996, and successfully defended the County of Santa Cruz in the landmark Federal Ninth Circuit Court of Appeals decision in Charter Communications, Inc. v. County of Santa Cruz, 304 Rad 927 (9th Cir. 2002). Patrick Munoz, another of our partners, is well known for his expertise in solid waste franchising and regulation issues, representing both public entities and private companies in solid -11- RUTAN Ftu'fAN & TUCHER, LLP waste issues; he also regularly interacts with and appears before the California lntegrated Waste ManagMent Board. 10. Personnel and Labor Issues Rutan & Tucker represents governmental agencies on a wide variety of labor and personnel matters. We have developed personnel systems for our clients, handled both grievance and disciplinary Bearings and disability and retirement matters, defended agencies in labor disputes and PIRB proceedings, and negotiated labor agreements and MOUS. We have represented public agencies at all levels of the disciplinary process; ranging from preparation of pre- and post -disciplinary notices, representation at Shelly hearings, preparation of "Last Chance" agreements, and representation at pre- and post -disciplinary hearings and appeals. We have also counseled clients on both federal and state wage and hour requirements, and have successfully represented public agency clients and their officials in harassment, discrimination, retaliation, whistle -blowing, "serious and willful," and Labor Code section 132a (discrimination due to workers compensation) claims. We also have expertise in defending worker's compensation claims when and if necessary, 11. Public Records Act All of the attorneys in our Public Law Department are familiar with the California Public Records Act, including the statutory requirements for the disclosure and copying of public records, and the numerous exemptions from these requirements. In addition to advising cities and other agencies regarding compliance with. the PRA, we have successfully both prosecuted and defended PRA cases on behalf of our clients. 12. Brown Act All of the attorneys in our. Public Law Department are familiar with the open meeting provisions of the Ralph M. Brown .Act, and the members of our proposed team. each have extensive experience with Brown Act compliance issues. We routinely counsel governmental clients regarding agenda posting and public comment requirements, as well as the scope and extent of closed sessions, and open rmeting issues pertaining to committees and inter- eouncilmember communications. We work with our clients to develop strategies that allow gave imental entities to operate efficiently and without delay, while complying with the letter and spirit of the Brown Act. By virtue of the dozens of cities and other governmental. agencies for which we serve as city attorney or general counsel, the lawyers in our Public Law Department also are familiar with parliamentary procedures, including the (sometimes arcane) provisions of Roberts Rules of Order. As bath a city attorney and general counsel, l routinely review meeting agendas for my clients to anticipate parliamentary procedure issues, and advise the mayor, board president or chairperson on. Roberts Rules of Order, super -majority vote requirements, and other procedural issues that arise during public: meetings. -12- RUTAN RU7AN 6 TiJGNER, LLP 13. Li lections Issues R.utan & Tucker attorneys regularly assist municipal officials in complying with Elections Code issues relating to candidate elections, initiatives, referenda and recalls. Our elections law practice covers the spectrum from drafting and reviewing petitions for ballot measures, to drafting impartial ballot analyses and assisting city staff with the preparation of statutorily authorized analyses of ballot measures, to working with the clerk to qualify petitions for the ballot, to defending cities that refuse to place :measures on the ballot. We also routinely advise the clerk on all aspect of preparing for elections, including ballot access and ballot preparation, Voting Rights Act, and related issues. We also are among the most knowledgeable in the state on issues relating to the expenditure of public funds in the context of ballot measures. 14. Conflict of Interest Laws In connection with our public agency representation, we regularly advise governing board members and management employees of the disclosure and disqualification obligations under the California Political Reform Act and implementing FPPC Guidelines, as well as the contractual conflict of interest prohibitions of Government Code Section 10903, the cornmon law conflict of interest doctrines, incompatible office issues and the restriction upon campaign contributions set forth in Government Code Section 84308. We also are very familiar with the statutory and common law incompatibility of offices doctrines. 15. Taxes and. Rate -Setting Rutan & Tucker lawyers are respected throughout the State for their counsel on issues relating to the imposition, extension and increase of local general and special taxes, and the substantive and procedural requirements relating to rates and fees. We regularly assist cities with respect to their utility user, transient occupancy, business license and parcel. taxes, and the restrictions imposed by Propositions 1.3, 52 and 218. We are also very familiar with the legal requirements and restrictions governing the establishment and adjustment of user fees, development impact fees and utility rates and charges. In xny capacity as city attorney and water agency counsel, I. regularly assist my clients with legal issues arising out of rate studies, and the procedural and substantive requirements for rates and fees under Proposition 218. 16. Coda Enforcement We have extensive experience in all manner of code enforcement matters, including but not limited to municipal, zoning, and building code violations and public nuisances. Our attorneys have been involved in all of the various methods to ensure code compliance, whether that be administrative remedies, criminal complaints, or civil actions, and have learned that there are multiple ways to reach a favorable result. We are experienced in obtaining warrants for either inspections or nuisance abatements and are well versed in the intricacies of the court system to ensure that when the City decides to take action, such action is taken legally, efficiently, and successfully to remove any and all code violations and nuisances. -13- RUTAH_ RUTAN & TuCKM i_LP C. OPERATIONAL STRUCTURES AND OFFICE STAFFING We have set forth our philosophy of serving as legal counsel to governmental agencies above in Section 1. This philosophy would govern our relationship with members of the City Council and the City's inanagementstaff. One of the most crucial aspects of a successful attorney-client relationship is the timely response, of attorneys to inquiries and requests for advice and guidance from the client. We can assure the City Council. and the City's management staff that the members of our team will be available on a virtual "twenty- four/sev en" schedule. While we may not always be available every hour of the day, we return calls and respond to requests at all hours of the day; and we understand the tune pressures of members of the Council. and staff face when working in a high profile environment involving sensitive community issues. Our attorneys are equipped with cell phones and personal data devices (e.g., Blackberry), and as a matter of firni. policy and our practice, to the extent we are not immediately available when sought, we generally return calls within 30 minutes of being received_ Werespond to legal requests -from the City in the time frame required by the nature of the demand; we are fully cognizant that providing timely legal services is an integral component of providing high quality legal services. Given the breadth of experience of the team we have proposed, we believe that we are uniquely positioned to provide timely and sound legal advice to the City. Most importantly, should we be retained to serve as City Attorney, San Juan Capistrano will be a top priority and we will adjust out schedules accordingly to ensure that San J . uan. Capistrano is always satisfied with the timeliness of our responses to City requests, As the City Attorney, it would be my responsibility to ensure that all legal service's to San Juan Capistrano are provided at the highest quality, fully responsive to the request, and in a timely and cost-effective manner. Our attorneys are assisted by some of the finest support facilities and personnel in California, Our offices are staffed with a highly trained team of nearly 1.50 support employees (not including lawyers), comprising legal secretaries, paralegals, litigation support staff, notaries, information services officers, librarians, 24-hour word processing, and a fully integrated copying and document reproduction center. The support staff's duties are those that are customary for the job description at a firm of Rutan & Tucker's size and many of the support staff have specializations (for instance, paralegals are hired based on their qualifications relative to the department in which they work). The firm.'s office hours are Monday — Friday (holidays excepted) from 8:00 am to 6,00 p.m.-, however., as noted above, we, maintain certain word processing staff on a 24-hour basis. A full-time professional librarian and staff maintain our law library, which holds one of the largest private collections of law and law-related materials in Southern California, and which also provides access to numerous online databases, including Uxis/Nexis. Rutan & Tucker is strongly committed to applying technology to the practice of law in ways that maximize efficiency. Various legal research services are available on-line which allow for effective comprehensive legal research. The applications used for document creation and management are consistently updated and are among the very latest, most efficient available. In addition, "back -14- RUTAN RUTAN G TUCKER, LLP office" programs such as the firm's accounting and firm -wide document management systems utilize the latest database technology. All of our attorneys are trained in the effective use of technology, including web -based content and wireless communications. The firm's in-house Information Services staff provides daily maintenance, training, and upgrading of our computer network. A high. -speed, dedicated T-3 links Rutan & Tucker with the world and access to the Internet is available at every workstation and conference room. Laptops are available for traveling attorneys and are configured f©r free Internet access from virtually anywhere in the world. Remote access to the firm's network is available to all attorneys "2417". Everyone in the firm has a Ruta: e-mail address and the firm encourages email communication with clients and other outside parties as a matter of standard practice. Rutan & Tucker's office is located in Costa Mesa near South Coast Plaza and the performing Arts Center, so if need be attorney staff can be at the City quickly. Furthermore, Hans Van Ligten lives in East Orange (near the 241 Toll Road) and can be at City Hall on short notice whenever required. Rutan & Tucker has General Liability, Professional Liability (Malpractice), Hired Automobile Excess Liability and Workers Compensation and Employers Liability insurance. Specifically as to malpractice insurance, the firm maintains $50 million in coverage with a $500,000 self insurance retention. Ill. ATTORNEYS PROPOSED FOR SAN ,DUAN CAPISTRANO We propose a carefully selected team of attorneys to provide San Juan Capistrano with the highest quality, most cost-effective, responsive and comprehensive legal services. This includes flans Van Ligten serving as City Attorney with overall responsibility for legal services, Patrick Munoz as .Assistant City Attorney. The professional resumes of all of the Rutan & Tucker lawyers are available on our website at www.rutan corn.. The following provides a more detailed summary of the qualifications and background of the three principal members of our team: {a) Hans Van Ligten -- Proposed City Attorney Hans joined the firm in 1986 and became a partner in 1993. After graduating from Loyola Law School in 1985 and spending one year clerking for the California Court of Appeal in Sacramento, Hans joined Rutan & "fucker, LLP. Ile is currently the head of the Government & Regulatory Law Section (formerly known as the Public Law Section) and is also a partner in the Firm's Real Estate Section. Mans is currently the Assistant City Attorney of the City of Laguna Beach, and has held that position for 23 years, having served as Deputy City Attorney for two years before that. He also served as Deputy City Attorney in the cities of Irvine, Yorba Linda, San Clemente, Palm Springs, La Palma, and has been special counsel to the cities (and redevelopment agencies) of Anaheim, Westminster, Signal Hill., Lawndale, Fullerton, Whittier, Chino, Dana Point, Canyon Lake, and others. A component of Mans' practice is litigation, including specifically redevelopment agency litigation, inverse condemnation claims, environmental and land use litigation, and public -15- RUTAN RU f;f 67� -'W,LL finance related litigation. Hans has been handling complex civil litigation for private and public clients. He has tried cases before the California Superior Court and United States District Court, and successfully argued eases to the California Court of Appeal and United States Ninth Circuit Court of Appeals. Recently,. Hans represented a national apartment developer and owner in a series of action brought in Superior Court challenging the sale of a 25 acre site for $39 million and also seeking to void an. already funded $12 million dollar secured loan to the seller. Hans obtained a summary judgment in the lead case Haat led to a settlement whereby Rutan's client obtained. dismissals of all claims essentially without contributing any funds or waiving any rights it had. Here are sone other representative litigation matters: • Urbatec v. Whittier Redevelopment Agency, et. at,, (Los Angeles Superior Court, U.S. District Court, U.S. Ninth Circuit Court of Appeals). Defended Agency and City of a claim brought by a large shopping center developer against the Agency, City, City Manager, City Councilaneinbers. The developer built a shopping center in a city redevelopment area pursuant to a DDA. The relationship soured to the point that the developer filed suit first in U.S. District Court and. then various tunes in Superior Court seeping to recover $32 million in alleged. damages for breach of contract, violation of civil rights, and various business torts. The federal court case was dismissed almost immediately, and that result was affirmed on appeal be?fQre.the Ninth Circuit. Another ancillary state court lawsuit was dismissed after a demurrer was sustained. On the eve of trial in the primary state court action, the case settled with the defendants releasing $900,000 held in trust in exchange for a modification of the agreement limiting the defendants' ongoing liability and releasing all. other claims. • Corona Industrial Sand Project v. Elsinore Valley Municipal Water District (Riverside Superior Court), Represented a mirdng joint venture in a multi-million dollar inverse condemnation claim for loss of its iYune in Southern California. After a 5 -week jury trial, the defendant water district, who had never made a significant settlement offer, paid over $3 million dollars to our client. ® First Interstate BanCorp v. Baldwin Park • Baldwin Park Investment Associates v. Baldwin Park • ,INC Financial Services v. Baldwin Park (Los Angeles Superior Court, U.S. Bankruptcy Court, U.S. District Court) Defended a series of claims brought by the construction lender, FF&E lessor, and developer of Hilton Hotel who sought to enforce a guaranty given by the City of Baldwin Park to secure $22 million construction loan and a $4.5 million dollar'FE lease used to construct and furnish the hotel. After litigating the case in the California Superior Court, United States Bankruptcy Court and the United States District Court, the matter was settled with. a restructuring of the debt that essentially eliminated the defendant city's liability. -16- F15 U TN iUT IN 5 i_UC;E-£i, I LP Confidential (Los Angeles Superior Court.) Brought an action for malpractice against the former attorneys for the City and Agency in the preceding case for allowing the City to pay millions of dollars on an illegal obligation. Case settled on terms highly favorable to City and Agency. Acacia Credit i'y and .10-A v. KB Home, et al, (Orange County Superior Court) Brought action on behalf of private investment Fund against KB Horne for breach of a $100 million dollar land banking contract calling for development of 355 residential lots on undeveloped land in Riverside County. Settled upon terms highly favorable to our client. Another substantial part of flans' practice focuses on zoning and general planning, California Environmental Quality Act compliance and litigation, U.S. and California Endangered Species Act compliance, 404 wetland regulation and 1.602 strearnbed alteration, and administrative law. The range of projects on which he has worked includes large residential developments, high rise senior citizen housing, eornmerciallindustrial developments, and regional sports facilities such as the Arrowhead Pond of Anaheim. Hans also works with client to obtain incidental take authorizations under Sections 10 and 7 of the Federal Endangered Species Act. His projects have been located in or near purported Least Bell's Vireo, Willow Fly Catcher, Delhi Sand Flower -loving Fly, Stephens Kangaroo Rat, Quina Checkerspot Butterfly, Riverside Fairy Shrimp, California coastal gnateatcher potential. habitat areas and many others. Flans deals with a broadrange of issues including land use, zoning and general plan issues, subdivision wraps, environmental impact reports, and discretionary permits (conditional use permits and site pians). .Additional Representative Matters: Hines Nurseries, Inc, (Solana County) Successfully obtained 404 permits, Incidental Take permits, and 1602 Agreements for 280 acre commercial nursery. Center for Community Action and Environmental Justice v. County of Riverside, Space Center, Inc. (Mira Lorna) Defended Real -Party -in -Interest national industrial developer in writ of mandate action brought by local environmental group alleging CEQA violations relating to approval of a 900,000 square foot building, including allegedly inadequate air duality and biological/endangered species analysis. Settled on terms highly favorable to developer. O Center for Community Action and Environmental Justice v. County v, f Riverside, Panattoni Development Company (Riverside Superior Corot) . Successfully defended approval of a 400,000 square foot industrial building in alleged Delhi Sand Flower -loving Flay habitat, as well as an area identified as PM10 hot spot and non -attainment area for air quality. The mitigated negative declaration was upheld and the Court rejected all challenges raised by neighborhood environmental group. Friends of Cuyarnaea Valley v. I aIx Cuyamaca Recreation & Park District 28 Cal.App.4th 419. Hired by State of California, Department of Fish & Game to defend an action -1.7- TAN RUT AN 4 TUj: KR, LLP brought to enjoin the duck bunting season on CEQA grounds. After prevailing at the San Diego Superior Court, successfully defended the judgment before the Fourth District California Court of Appeal. Save Our Residential Environment v. City of West Hollywood (1992) 9 Cal.App.4th 1745. Represented developer Rossmoor Senior Living in defending approval of a major senior housing project brought by adjoining residents. Successfully argued matter to Court of Appeal and prevailed in a published opinion reversing the superior court. Y Mountain Lion Foundation v. City of Anaheim, Coal Canyon Company (Coal. Canyon Specific Plan) Defended writ of mandate claims challenging approval of general plan amendment, specific plan, tentative tract map, and E1R for 1550 -unit residential development in Coal Canyon, the last canyon in eastern Orange County along SR -91 Freeway. Superior Court denied the writ and upheld the entitlements and EER. California .Department of Fish and Game v. City of Anaheim, Coal Canyon Company (Orange County Superior Court) California DFG sued tinder CEQA to try to overturn project on CEQA grounds, alleging impacts to various sensitive, endangered, and threatened species. Succeeded on motion to dismiss action as being beyond the authority of the DFG. Matter settled by DFG voluntarily disrrrissing to avoid possible affirmance on appeal. Various v. City of Anaheim (Anaheim Arena now Honda. Center) Part of Rutan & Tucker team defending three lawsuits brought seeking to delay or prevent construction of what is now Arrowhead Pond. All petitions were denied, settled, or voluntarily dismissed. Arena built on time. Campanula v. City of Anaheim Defended. CEQA writ of mandate action brought by .property owner near newly constructed Arrowhead Pond of Anaheim alleging failure to comply with CEQA in implementation of project. Petitioner sought injunction to close $1..10 million arena until demands were met. After successfully opposing preliminary injunction, matter settled on terms favorable to City. ® Karagozian v. City of Laguna Peach Defended City in high profile federal Civil Rights claim seeking several million dollars brought by couple who were denied occupancy of their new custom home due to irnproper exterior color (and which occurred immediately before Christmas). Case became a cause celebre among local and national media, including a "Paint the House Red, White, and Blue Day" orchestrated by radio station KFI, Los Angeles. Successfully moved for summary judgment in the U.S. District Court on all claims, and then argued case before the U.S. Ninth Circuit Court of Appeals. In unpublished decision, Ninth Circuit upheld city's actions and upheld discretionary design review ordinance that required city approval for exterior color changes, as well as other aesthetic issues. • Barry Jones Wetlands Mitigation Bank, Riverside, California (1997-2002). Negotiated and prepared the mitigation bank agreement and related documents with the U.S. Array Corps of Engineers, EPA, the United States Fish and Wildlife Service, and the California -18- UTAH RVYXN A TiJCKM LLP Department of Fish and. Game. The Flank preserves one of the largest remaining vernal pools in the State of California. McGee v. City of Laguna Beach (1997) 56 Cal.App.4th. 537. Successfully defended the City of Laguna Beach against a $33,000,000.00 claire brought by unfortunate victim of collision with a felon fleeing City police officer. Obtained summary judgment which was upheld on appeal in published decision. (b) Patrick Munoz -- Assistant City Attorney Patrick is the Co -Chair of the Government Relations Department and a partner in the firm's Government & Regulatory Law Section where he has been practicing since joining the firm in 1989. His practice emphasis includes a wide variety of legal matters, both litigation and transactional, encountered in the representation of public entities and private individuals and organizations dealing withgovernmental agencies. Mr. Mufioz is readily familiar with all aspects of general municipal affairs and the myriad of state and federal statutes, regulations and case decisions which regulate local governmental agencies, and those who do business with them. He currently serves as the City Attorney for the cities of Dana Point and Twentynine Palms. He has previously served as the City Attorney for Adelanto, and Assistant City Attorney in the cities of San Fernando, West Covina and Baldwin Parr. Patrick has developed a particular practice emphasis in matters involving solid waste. In this regard he has negotiated and written contracts and fi-anchise agreements for both public entities and private solid waste enterprises, and has actively participated in the adoption of statewide solid waste regulations and the permitting of solid waste facilities. Mr. Munoz' practice has also focused on matters involving Special Education. in this capacity he has handled innumerable Special Education mediations and Due Process Hearings on behalf of five different school districts. M.r. Mu.noz' practice has not been limited to the representation of public agencies. Utilizing the legal., management and business skills required in his City Attorney practice, Patrick also serves as general counsel for several medium-sized and small businesses, advising them in a wide variety of matters. He has additional experience as a governmental affairs representative, handling matters for private parties and entities in situations in which clients find themselves interacting with governrmenW agencies. His private client representation includes both litigation and non -litigation matters in areas of land use, acquisitions, administrative law, Alcoholic Beverage Control regulations, and contractual negotiations and disputes. Public Law Career Highlights Patrick started with Rutan and Tucker's Public Law Section in 1989 after graduating with honors from Loyola Law School. Soon thereafter he became Assistant City Attorney in the Cities of West Covina, Baldwin Park., San Fernando and Canyon Lake, as well as Deputy City Attorney in the City of Irvine. -19- RUTAN MOTAN & TUCKER, LLP In these roles, among other things, he assisted with the incorporation of the City of Canyon Lake and regularly participated as a speaker at the annual California Building Officials' Conference, As Assistant City Attorney for San Fernando, he drafted an ordinance banning two warring gangs from a local park which withstood an A,C.L.U. challenge and served as a model for gang abatement in Los Angeles County. In 1994 Patrick became Twentynine Palms' City .Attorney, In this role over nearly 20 years he has assisted in a wide variety of projects including, perhaps most notably, the annexation of the Twentynine Palms Air Ground Combat Center. He has more recently been active in formulating and implementing regulations applicable to the solar farm industry that is rapidly expanding in the desert. He is also currently Ieading the City's legal efforts to preserve its former Redevelopment Agency's bond proceeds for use in designated City projects. Patrick also serves as the General Counsel. for the Morango Basin Transit Authority, which provides public transportation services in the communities of Twentynine Palms, 'Yucca Valley, and Joshua Tree. The City of Dana Point appointed Patrick as its City Attorney in 2002. As City Attorney, among other achievements, he led the City's Legal efforts related to the approval of the Headlands development by the California Coastal Commission, and successfully defended against related legal challenges to this approval. He also successfully led the defense of a complex legal challenge to the City's Housing Element by which opponents to a mobile home park closure sought to eliminate the City's ability to exercise its land use authority in connection with any project. More recently, he lead the City's legal team against efforts by the IRS to compel recreation class instructors to be classified as employees, rather than the common practice of classifying them as independent contractors, Of particular public interest, he has led Dana Point's legal efforts which successfully shut all marijuana dispensaries operating in the City, and received judgments in excess of $7,000,000.00 on behalf of the City due to the dispensaries' illegal operations in violation of California's medical marijuana laws. Patrick was appointed as City Attorney in Adelanto in 2007, a position he held until 2009, and continues on today as Adelanto's Assistant City Attorney. As City Attorney he led the City's legal team when, in the recent economic downturn, it was forced to deal with the fallout of its default on a complex financing involving auction rate bonds and a so called "SWAP." Through a complex combination of water and sewer rate increases, bond refinancing, and the sale of certain public properties his efforts enabled the City to successfully avoid filing for bankruptcy protection. Patrick has negotiated numerous solid waste franchise agreements, and agreements for recycling services at so called "MRFs", including agreements in the cities of Santa Clarita, Santa Ana, Fullerton, Irvine, San Clemente, La Quinta, Dana Point, Twentynine Palms, and La Palma. In a related vein, he actively participated in the adaption of statewide regulations by the California Integrated Waste Management Board applicable to facilities handling Construction and Demolition Waste. -20- UTAH W67Z-6 TUCKER, 4w Patrick has handled numerous complex litigation platters on behalf of various cities. These cases have included landslide and flooding claims, challenges to the award of solid waste franchises, inverse condemnation claims, suits brought pursuant to 42 USC Section 1983, CEQA claims, and writ challenges to development projects and ordinances. He has regularly handled cases before California's appellate courts, In 2011 he appeared before the California Supreme Court in connection with the "appe alibi lity" of City Council issued legislative subpoenas, and is scheduled to argue before the Supreme Court once more in 2012 in connection with the question of who has standing to challenge a city's zoning regulations applicable to so called marijuana collectives. Over the years Patrick has been a speaker at a variety of League of California City committee meetings/conferences, and has assisted with updating the California Municipal Law Handbook. He has served as a volunteer moot court judge for the Constitutional. Rights Foundation, has handled several pro -bond cases for Orange County's Public Law Center, and has given numerous presentations on Legal Ethics to a variety of public officials. (c) John Ramirez — Proposed Chief Deputy City Attorney (Litigation) John is a partner in the Public Law Section and grew up in °Yorba Linda. John graduated from the University of California Irvine in 1.992 with a bachelor's of Arts Degree in Political Science. While attending the University of California Hastings College of Law, John served as a judicial extern to California Supreme Court Associate Justice Kathryn Wer&gar and was also a member of the Hastings Law Journal. John graduated from. Hastings in 1996, and passed the California Sar that year. He is admitted to practice law in all state courts, the United States District Court for. the Central and Eastern Districts of California, the United States Court of Appeals for the Ninth Circuit and the United States Supreme Court. John joined Rutan & Tucker nearly ten years ago after returning to Orange County. John currently serves as the Assistant General Counsel to the Cypress and Arroyo Grande Redevelopment Agencies, and the Assistant General Counsel for the Orange County 'Nater District. John served for numerous years as the Assistant City Attorney for La Quinta. Prior to joining Rutan & Tucker, John was an attorney with the Sacramento -based law firm of Nielsen, Merksamer, Parrinello, Mueller & Naylor--- one of California's premiere law firms specializing in complex governnYent law issues of all types — where he represented public and private clients facing complicated governmental issues. During his three years with Nielsen, Merksamer, John represented numerous private and public sector clients on political and government law rnatters, and served as the general counsel to several statewide and local ballot measure committees, including serving as assistant General Counsel to the statewide "No on Proposition S" campaign in 1998. During his tenure with Nielsen Merksamer, John also defended. several enforcement matters brought by the California Fair Political Practices Com.rnission and assisted in litigation involving all aspects of election, initiative and referendum law. John has continued his focus on state and local government law at Rutan & Tucker. John represents private and public sector clients in the areas of land use and coning, including issues arising under the Mitigation Fee Act, the California Environmental Quality Act, Propositions 62 and 218, the Subdivision Map Act, the Endangered Species Act, California Community -21- RUTAN R AN & TUCEEN, LLP Redevelopment Law, and all issues arising out of the land use entitlement process. John also continues to represent private and public sector clients in all matters pertaining to election law and California's initiative and referendum process, as well as matters arising under the Political Reform Act. Since joining Rutan & Tucker, John has also developed expertise in defending "SLAPP" litigation under California's anti-SLAPP statute and has served as a course lecturer on the Federal Religious Land Use and IDstitutionalized. Persons Act of 2000. Significant cases John has handled while at Rutan & Tucker include: Sommerville v. Three Arch Bay Community Services District (Sup. Ct, No. 818727) [successful defense of a mitigated negative declaration prepared for a multi-million dollar storm drain facility]; Extra Space of Laguna Hills v. City of San Clemente (Sup. Ct. No, G027806) [successful defense of the City of San Clemente in a challenge to a traffic impact fee brought by a self -storage operator]; Filger v. Superior Court (Sup. Ct. No. OOCCO5984) [successful pre-election invalidation of a slow -growth initiative, measure]; Drake v. Superior Court (Sup. Ct, No. GIN 006974) [successful pre-election invalidation of a campaign finance initiative measure; rendered moot on appeal]; Citizens Against Redevelopment Excess v. City of Huntington Beach (Sup. Ct. No. 811519) [assisted in successful defense of a special motion to strike brought under California's anti-SLAPP statute]; Orange County Board of Supervisors v. Cassidy (Sup. Ct, No, OOCC14201) [successful defense of the validity of an adopted County initiative iricasure]; Center for Biological Diversity v. Bureau of Land Management (U.S. Dist, Ct. San Francisco No, C-00-0927 WHA (JCS)) [co- authored arnicus curiae brief seeking to prohibit the Bureau of Land Management from closing a public trail system on the basis of alleged environmental concerns]. (d) Qualifications of Attorneys Proposed to Provide Legal Services in Other Critical Areas In addition to Hans, Patrick and John, the City would be able to call upon the experience and expertise of all of Rutan's attorneys, including but not limited to Bill Marticorena with respect to cable television, telecommuDications and public finance services; Ski Harrison regarding specialized labor, personnel and employment matters; Richard Montevideo with regard to hazardous materials and environmental matters; Dave Cosgrove on eminent domain litigation matters; and Mark Austin on litigation matters. The following is a summary of their professional qualifications and capabilities: William Marticorena (Telecommunications, Public Finance, Franchises): Mr. Marticorena, a partner of the firm, graduated from Harvard Law School in 1977 and, after being admitted to practice in that year, joined Rutan & Tucker. In his 31 -year tenure with the firm, M.r, Marticorena has developed expertise in litigation and transactional matters on behalf of public agencies relating to property taxation, telecommunications and public finance. Mr. Marticorena has represented public entities in virtually all types of public finance projects, including certificates of participation, lease -revenue bonds, tax allocation bond,,, enterprise revenue bonds, assessment district bonds, and Mello -Roos district bonds. His public finance clients include the County of Santa Cruz, the Cities of Palm Springs, La Quinta, Signal Hill, Irwindale, La Palma, Yorba Linda, Irvine, Cypress, San Fernando, Baldwin Park and Indian Wells, and a number of joint power authorities -22- AN _RUT__ RUTAN 6 TEI�i(�R, il.P' and special districts. Mr. Marticoreha has also developed a multi -faceted representation of public entitles in cable television, telecommunications and utility matters, including litigation, franchise negotiation and documentation, franchise renewals, system transfers, compliance actions, rate regulating proceedings, right-of-way management and compliance audits. His CATV and telecommunication clients include over 70 cities and one dozen counties, including the Cities of Anaheim, Berkeley, Burbank, Cerritos, Gardenia, Glendale, Huntington Beach, Las Angeles and Santa Barbara, and the counties of Alameda, Contra Costa, Orange, and Santa Cruz. David Cosgrave (Eminent Domain): Mr. Cosgrove, a partner of the firm, graduated from the Ohio State University College of Law in 1984 with honors and, after being admitted to practice in California that year, joined Rutan &'fucker. Mr. Cosgrove has over 20 years experience in handling eminent domain matters, with extensive expertise in all aspects of the public entity property acquisition process. On behalf of public agencies, he has acquired all types of properties — residential, commercial and industrial -- and is familiar with the valuation nuances that arise from each. Among his eminent domain clients are the City of Anaheim (Anaheim Street Widening Program), City of Irvine (Culver Road Widening Program), Signal Hill redevelopment Agency (condemnation of contaminated properties), Indian Wells Redevelopment Agency (condemnation for golf course uses) and City of San Clemente (condemnation for slope stabilization). Mr. Cosgrove has also represented major developers, industrial concerns, and private property owners in defending condemnation actions. He is the past President of the Orange County International Right -Of -Way Association, and co-chairs the f'irm's Condemnation and Property Valuation Practice Group. Richard Montevideo (Environmental, Hazardous Materials and Stormwater): A partner of the firm, Mr. Montevideo graduated from the Ohio State University College of Law in 1984. That sante year, he was admitted to practice and joined Rutan & Tucker, where he has practiced continually since that time. Mr. Montevideo specializes in environmental law, emphasizing Superfund and cost recovery litigation under the Comprehensive Environmental. Response, Compensation and Liability Act ("CER.CLA") and other statutes. Mr. Montevideo has worked on a number of matters involving well- known National Priority List superfund sites, including the San Gabriel Valley Superfund Site, the McColl site in Fullerton, and the Montrose Chemical MPL Site in Los Angeles. He also regularly advises public and private clients on regulatory compliance matters, including issues arising under the Clean Water Act (including NPDES issues), the California Porter -Cologne Act, State and Federal Underground. Storage Tank Law, state and federal law addressing hazardous materials and acutely hazardous materials, Proposition 65 (the Safe Drinking Water and Toxic Enforcement Act of 1986), the Polanco Act, and related laws and regulations. He has represented 33 Los Angeles County cities in a longstanding lawsuit against the Los Angeles Regional Water Quality Control Board regarding the issuance of a Standard Urban Storni Water. Mitigation Plan for Los Angeles County. He successfully represented 22 Los Angeles County cities in City of Arcadia, et al. v. State Water Resources Control Board, 135 Cal.AppAth 1392 (2006), overturning a regulation on the ground that the State Regional Boards failed to comply with CEQA. In United States v. Montrose Chemical Corporation, United States -23- RUTAN PUTA14 S Ti CR6, j„,,p District Court No. 90-3122, he successfully defended four Los Angeles County cities in an action for cleanup of ocean waters off the coast of Southern California; and, in City of West Covina v BKK Corporation, Los Angeles Superior Court Nos. KC018467 and BC 84305, he represented West Covina in a successful action against the operator of a closed landfill to recover significant license fees that went unpaid. Mr. Montevideo presently serves as the Chair of the Orange County liar Association Environmental Law Section, and chairs the firm's Environmental Practice Group, Mark Austin (Civil Rights and Other Litigation): Mr, Austin is a partner in the firm's Public Law and Trial Departments. He has been with the firm since the year 2000, when he graduated from Loyola. Law School, Las Angeles, as the 10`l' highest -ranked member of his graduating class. In his ten years at the firm., Mr. Austin's practice has focused on a broad array of complex litigation matters, including the defense of numerous tort, wrongful death, and civil rights cases against public agencies and their police officers in bath state and federal courts. When Mr. Austin began at the firm, one of the first cases he helped to defend was a Section 1983 wrongful death case brought against the City of Yorba Linda for the alleged use of a minor (Chad MacDonald) as an informant. Since that time, he has personally handled numerous cases involving civil rights violations, wrongful death, and other issues. in addition to such cases, Mr. Austin has also represented multiple public agencies in defense of so-called "serious and willful” claims made in conjunction with workers' compensation cases, Ski Rarrison (Labor and Personnel): Mr. Harrison has a great deal of experience in personnel matters for public agencies. Ski. has represented public agencies in employer- employee bargaining negotiations, including at -the -table and behind -the -scenes representation. Additionally, Ski has represented public agencies in impasse and arbitration proceedings related to the collective bargaining process, including hearings before mediators and arbitrators. Ski has represented public agencies in employee discipline matters and successfully defended several administrative appeals of employee terminations. Ski has also served as legal counsel to various hearing officers on over 50 employee discipline appeals, and has served as a hearing officer as well. He has successfully defended or settled employment matters involving allegations of sexual harassment, discrimination, and violations of due process, Ski is also knowledgeable about Americans with. Disabilities Act ("ADA"), Fair Labor Standards Act ("FSLA"), and family and Medical Leave Act ("FMLA") matters and has developed numerous policies in these areas. Ski assists public agencies in the development and amendment of personnel policies, employment applications, and employment contracts. IV. CLOSING COMMENTS The size and diversity of expertise of Rutan & Tucker offers advantages to San Juan Capistrano not available from other firms, We pride ourselves on the excellence and integrity of our legal services to clients. The size of the firm facilitates a unique breadth and depth of information and experience for the benefit of our clients; yet, at the same time, we are able both to establish close, personal cooperative relationships with our clients to ensure that we remain responsive to their legal needs, and to perform responsibly at the highest professional level, -24- RUTAN RUSAM &TUCKKR, LLP Pat, John, and I would be honored to serve San 'Juan Capistrano as its City Attorney. Thank you for your attention to and consideration of our response, and we loop forward to meeting; with you to discuss any questions that you may have regarding this response, or our provision of legal services to the City of San .Tuan Capistrano. -25- 32400 PASEO ADELANTO SAN JUAN CAPISTRANO, CA 926175 (949) 493-1171 (949) 433°1053 FAX www.sanivanco.pi,5trano.org _1z&-ji�11I a CA Rutan & Tucker, LLP Attn: Tara Morgan 611 Anton Blvd, Suite 1400 Costa Mesa, CA 92626 DATE: July 20, 2012 FROM: Christy Jakl, Deputy City Clerk (949) 443-6310 RE: Agreement for Provisions of City Attorney Services Enclosed: 1) Original Agreement for Provisions of City Attorney Services MEMBERS OF THE CITY COUNCIL SAM ALLEVATO LAURA FREESE LARRY KRAMER DEREK REEVE JOHN TAYLOR If you have questions concerning the agreement, please contact Tom Bokosky, Human Resources Manager at (949) 443-6321. Cc: Tom Bokosky, Human Resources Manager San Juan Capistrano: Preserving the Past to enhance the Future ej Printed on 1001/ recycled paper Christy Jakl From: Christy Jakl Sent: Monday, July 23, 2012 2:50 PM To: Tom Bokosky Cc: Catherine Salcedo; Lori Doll Subject: Rutan & Tucker Agreement Attachments: 12-0717 Rutan & Tucker Agr.pdf Good Afternoon, Attached is the executed Rutan & Tucker agreement approved at the July 17th City Council meeting. Thanks! Christi Jakl Deputy City Clerk City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 (949)443-6310 1 (949)493-1053 fax