HomeMy WebLinkAboutC-2317RUTAN & TUCKER, LLP
AGREEMENT FOR PROVISION OF LEGAL SERVICES
This AGREEMENT FOP, PROVISION OF LEGAL SERVICES ( "Agreement ") is
entered into this fj5X day of 2004, by and between RUTAN & TUCKER, LLP,
a limited liability partnership including professional corporations ( "Attorney"), and the CITY OF
ARCADIA ( "Client ").
1. Scope of Agreement
Client retains Attorney to provide the following legal services: pursue legal action
against Taboo Theater for violation of City's adult ordinance. Attorney hereby designates
Jeffrey A. Goldfarb, a partner of Attorney, and Karen Walter, an associate of Attorney, as lead
counsel generally to provide legal services under this Agreement; provided, however, that lead
counsel shall have the discretion to utilize the services of any of the partners, associates, or staff
of Attorney in connection with services to be undertaken under this Agreement.
2. Duties of Attorney and Client
Attorney shall provide those legal services reasonably required to represent Client in the
matter described in Paragraph 1 of this Agreement, including but not limited to review of Client
documents and applicable laws, legal research, client conferences, and attendance at conferences
with third parties when reasonably required by Client. Attorney shall also take reasonable steps
to keep Client informed of significant developments and to respond to Client's inquiries.
Client shall cooperate with Attorney, keep Attorney informed of all developments,
documents, or facts that would affect the provision of Attorney's services described in
Paragraph 1 of this Agreement, perform all obligations Client has agreed to perform under this
Agreement, and pay in a timely manner all of Attorney's statements for services performed and
costs incurred.
3. Billing Rates
Client agrees to pay for Attorney's legal services for all work performed by Attorney at
the following hourly rates. Jeffrey A. Goldfarb's hourly billing rate will be Two Hundred Fifty
Dollars ($250.00) and Karen Walter's hourly billing rate will be One Hundred Ninety -Five
($195.00). All other partners will be billed at Two Hundred Fifty Dollars ($250.00) per hour and
associates will be billed at One Hundred Ninety -Five (195.00) per hour. These rates are subject
to periodic adjustment, but no increase in excess of five percent (5 %) will occur until at least ten
(10) days written notice has been provided to Client.
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525640.01 a07/23/04
4. Costs and Expenses
Client shall reimburse Attorney for all actual costs and expenses incurred by Attorney,
including but not limited to long- distance and mobile telephone calls, electronic mail, messenger
and other delivery fees; postage in excess of $1.00 per item; photocopying; parking and tolls;
mileage at $0.35 per mile for automobile travel by Attorney's associates and staff (but excluding
Attorney's partners) travel outside of Orange County, California; charges for computer research
and text editing; charges for clerical staff overtime necessitated by Client's (but not Attorney's)
time demands; and the like. In addition, if Attorney anticipates incurring out -of- pocket costs in
excess of Five Hundred Dollars ($500.00), Attorney may request that Client pay such costs and
expenses directly. Attorney shall not bill Client for travel, meal, or lodging expenses for travel o- Gf
within Orange County. it N -t'ra V E
5. Statements 14oc
Client shall be responsible for payment of the entire invoice(s) transmitted by Attorney
for services rendered and costs incurred. Attorney shall send Client a statement for fees and
costs incurred on a monthly basis. Attorney's statements shall clearly indicate the basis thereof,
including the amount, rate and basis of calculation of Attorney's Fees.
Client shall notify Attorney promptly in writing if Client disputes any entry for legal
services or costs on any statement; and if Client fails to do so within thirty (30) days after receipt
thereof, all such entries shall be acknowledged as correct as between Attorney and Client.
Attorney's billing statements shall be due and payable within thirty (30) days after
receipt. In the event any statement remains unpaid past the due date(s) specified herein, interest
thereon at the rate of ten percent (10 %) per annum shall be due and payable from the date of the
statement until the date of ultimate payment of the statement and all accrued interest.
Client acknowledges that if any amount owing under this Agreement remains unpaid for
in excess of ninety (90) days after the date such amounts are originally billed, Attorney, in his
sole discretion, may seek to cease his representation of Client. In such a situation, Client will
execute any and all such documents necessary to release Attorney of any and all obligations to
continue to represent Client, regardless of when such decision is made. Such written consent
shall be made within seven (7) days of the date Attorney notifies Client of his decision to seek to
end representation of Client under the terms of this section.
6. Disclaimer of Guarantee
Attorney has made no representations, promises, warranties or guarantees to Client,
expressed or implied, regarding the outcome of Client's matter, and nothing in this Agreement
shall be construed as such a representation, promise, warranty or guarantee. In addition,
Attorney has made no representations, promises, warranties, or guarantees to Client, express or
implied, regarding the amount that Client will incur for attorney's fees and costs in this matter, as
those amounts will depend upon numerous factors that cannot be predicted as of the date of this
Agreement, including the complexity of the issues as they develop, the nature and extent of
research and document preparation required.
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525640.01 a07/23/04
7. Future Work for Others
Client expressly acknowledges that Attorney represents numerous municipalities in
Southern California as city attorney and general counsel. While neither Client nor Attorney
presently anticipate that any of the legal services to be provided under this Agreement will
involve any of those municipalities, Client understands and agrees that Attorney intends to
continue to represent those municipalities and governmental entities during the course of
performing services under this Agreement, and agrees not to attempt to disqualify Attorney from
such representation in the future. Similarly, Attorney represents numerous private clients and
Client understands and agrees that Attorney's representation of Client will not disqualify
Attorney from representing other existing or future clients before Client, regardless of whether
and to what extent such representation is adverse to Client, so long as the representation does not
relate to the regulation of adult - oriented businesses.
8. Termination or Conclusion
Client may discharge Attorney at any time, with or without cause, by written notice to
Attorney and Attorney may discharge Client at any time, with or without cause, by written notice
to Client. Attorney and Client shall each execute any documents reasonably necessary to
complete discharge or withdrawal. Attorney shall, upon demand therefor by Client, deliver
Client's file to Client at or after the termination or conclusion of Attorney's services.
Upon the termination or conclusion (by discharge or by withdrawal) of Attorney's
services hereunder, all unpaid charges for services rendered and costs incurred or advanced
through the date of termination or conclusion shall become immediately due and payable.
9. Integration
This Agreement represents the entire understanding of Attorney and Client as to those
matters contained herein. No prior oral or written understanding shall be of any force or effect
with respect to those matters covered by this Agreement. Except for the modification or
adjustment of billing rates as set forth in Paragraph 3 hereinabove, this Agreement may not be
modified, altered, or amended except in writing by Attorney and Client.
F
261/099999 -0090 -3-
52SW,01 47123/00
CITY OF ARCADIA
By:
,(L" 72-04
Its: City Manager
APPROVED AS TO FORM:
P.1z�4
Stephen P. Deitsch
City Attorney