HomeMy WebLinkAboutGARBER, LANCE E.���
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AGREEMENT FOR LEGAL SERVICES
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THIS AGREEMENT is entered into as of July 1. 1999. by and between the CITY OF SANTA ANA, a
municipal corporation and charter city (hereinafter referred to as the^City^). and LANCE E. GARBER' Attorney
at Law, authorized to practice law in California and with principle offices in the City of Loa Amge|as, California
(hereinafter referred to as "Counsel").
WHEREAS, City iadesirous nfundertaking certain housing and community development programs
and activities; and
VVHEREAS. City desires to engage Counsel to render advice and assistance in connection with these
undertakings in cooperation vvith, and in oasiabsnoe to the City Attorney of the City of Santa Ana in his capacity
as General Counsel to the City (hereinafter referred to as "City Attorney"),
VVHEREFORE, in consideration of their mutual and respective pnomises, and subject to the terms and
conditions hereinafter set forth, the parties hereto do hereby agree as follows:
REPRESENTATIVES AND NOTICE
For purposes of implementing this Agreement, the representative ofthe City ofSanta Ana
shall be David N. Ream, City Manager, or his designee, Cynthia J, Ne|amn, Executive Director of the
Community Development Agency and the representative of the Consultant shall be Lance Garber, Attorney at
Low, Except as may be otherwise stated here|nafter, such representatives shall have the authority to act on
behalf of their respective parties in carrying out the terms of this Agreement.
SCOPE OF SERVICES
Under the supervision and control of the City Attorney, Counsel agrees to render such legal
sem��to�eCdvssmay be�qu��dby�eCdy��mey.
Services to be performed by E)enens| Counsel under this Agreement may inn|ude, but not be
limited to, the rendering of legal advice and consultation; furnishing of written legal opinions; drafting and
preparation of necessary legal documents; legal review and approval of contracts; drafting of redevelopment
plans and legal opinions with respect to such plans; attendance at local hearings or other meetings as
required; and litigation services.
NOTICE
Any notice or instrument required to be given or delivered to either party to this Agreement
may be delivered by personal delivery or by depositing the same in the United States Mail, postageprapeN.
addressed to:
Iftothe City: Executive Director ofthe Agency
Community Development Agency
P.0.Box 1988. M-25
Santa Ana, CAS27D2-1Q88
|ftVConsultant: LanoeE. Garber
Law Offices ofLance E.Garber
2O4QCentury Park East, Suite QO
Los Angeles, C/4BOO67-3111
Any notice of a change of address shall be delivered in the same manner as any other notice
provided herein. Notice by mail shall be effective three (3) days after mailing by the above -described
procedure.
4. STANDARD OF PERFORMANCE
In undertaking the performance of this Agreement, Consultant represents that it is
knowledgeable in the field and that any services performed by Consultant under this Agreement will be
performed in compliance with such standards as may reasonably be expected from a contracting firm in that
field.
5. PERFORMANCE BY THE CITY
The City shall provide Consultant with all records in the possession of the City that will be of
assistance to Consultant in the performance of this Agreement. The City shall waive all fees associated with
obtaining the necessary permits from the City.
6. COMPENSATION
General Counsel shall be compensated for services rendered under this Agreement in
accordance with the schedule attached hereto as Exhibit "A" and incorporated herein by reference.
For travel, subsistence, and other out-of-pocket expenses authorized by the City in connection
with the performance of duties under this Agreement, General Counsel shall be compensated as follows:
(a) The amount of the actual cost of transportation by common carrier or at the rate of
twenty-five (25) cents per mile, if travel is performed by privately owned automobile.
(b) Subsistence expenses, supported by detailed records in the amount of the actual
cost.
(c) Taxi fares, long distance telephone calls, and similar expenditures in the amount of
actual cost.
(d) Facsimile transmissions at $1.00 per page within the 213, 310, and 818 area codes,
and at $1.50 per page outside those area codes but within the United States.
(e) Duplication costs for all copies at a cost of fifteen (15) cents per page
Counsel shall be reimbursed for actual litigation costs, fees and expenses, such as filing
fees, expert witness fees, charges for service of process and costs of investigation.
7. METHOD OF PAYMENT
Counsel shall, within fifteen (15) days after the first of each calendar month, submit a
statement containing a breakdown of services performed during the preceding month, specifying the services
performed, dates and number of hours, itemization of travel, subsistence and other expenses related hereto.
8. RIGHT OF TERMINATION
This Agreement may be terminated by either party upon thirty (30) days written notice to the
other.
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9. ADDITIONAL PARTNERS AND EMPLOYEES
The addition of new partner(s) or the departure of existing partner(s) shall not effect a
termination of this Agreement. Counsel reserves the right to add, substitute or delete partners, associates and
employees in carrying out its services under this Agreement. City shall be promptly notified in writing of any
such change.
10. INSURANCE
With respect to performance of work under this Agreement, Contractor shall maintain and
shall require its subcontractors, if any, to maintain insurance as described below:
(a) Commercial general liability insurance or equivalent form, with a combined single limit
of not less than One Million Dollars ($1,000,000.00) per occurrence. If such
insurance contains a general aggregate limit, such limit shall apply separately to each
project Contractor performs for the City.
Such insurance shall:
Name the City and its officers, agents, employees and volunteers as
additional insured(s).
ii. Be primary with respect to insurance or self-insurance programs maintained
by the City.
iii. Contain standard separation of insured provisions.
(b) Consultant shall provide the City with an insurance policy evidencing that it carries
Errors and Omissions insurance and that such policy shall not be cancelled, nor the
coverage reduced except upon thirty (30) days written notice to the City.
(c) Contractor shall:
Furnish properly executed Certificate of Insurance to the Executive Director of
the City prior to commencement of work under this Agreement, which
certificates shall clearly evidence all coverage required above and provide
that such insurance shall not be materially changed or terminated except
thirty (30) days prior written notice to the City.
Maintain such insurance from the time work first commences until completion
of the work under this Agreement.
iii. Replace such certificates for policies expiring prior to completion of work
under this Agreement.
11. INDEMNIFICATION
Consultant agrees to indemnify, defend and hold harmless the City, and its officers, agents,
employees and volunteers, from and against any and all loss or damage, and from any and all suits, actions
and claims filed or brought by any person or persons, arising out of acts or omissions of Consultant or of its
approved sub -Contractor or of the officers, agents, employees of Consultant or of its sub -Contractor in the
performance of this Agreement.
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12. TERMINATION OF AGREEMENT
This Agreement may be terminated by the City Manager or Executive Director of the
Community Development Agency, upon written notice of termination to Consultant. In such event, Consultant
shall be entitled to receive and the City shall pay Consultant compensation for all services performed by
Consultant prior to Consultant's receipt of such notice of termination, subject to the following condition:
Payment need not be made for work that fails to meet the standard of performance specified
on Section 4 of this Agreement.
13. MISCELLANEOUS PROVISIONS
(a) Consultant covenants that it presently has no interest, and shall not have any interest,
direct or indirect, which would conflict in any manner with the performance of services required hereunder,
(b) Consultant certifies that it will not discriminate against any emloyee or applicant for
employment because of race, religious creed, color, national origin, ancestry, physical disability, mental
disability, medical condition, marital status, sex or age, in compliance with Government Code 12900, et seq.
Consultant agrees to take affirmative action to insure that applicants are employed, and that employees are
treated during employment, without regard to their race, religious creed, color, national origin, ancestry,
physical disability, mental disability, medical condition, marital status, sex or age.
(c) Consultant shall not assign or transfer any interest in this Agreement, whether by
assignment or novation, without the prior written consent.of the City Manager or Executive Director of the
Community Development Agency; provided, however, that claims for money due or to become due from the
City under this Agreement may be assigned to a bank, trust company or other financial institution, or to a
trustee in bankruptcy, without such approval. Notice of any such assignment or transfer shall be promptly
furnished to the City Manager or Executive Director of the Community Development Agency.
(d) Consultant agrees that Consultant is an independent Contractor and not an employee of
the City of Santa Ana and all Consultants' personnel shall be employees or sub -Contractor of Consultant and
not employees of the City. Consultant shall pay all salaries and wages, employer's Social Security taxes,
unemployment insurance and wages, and similar taxes relating to employees and shall be responsible for all
applicable withholding taxes.
(e) Consultant shall not subcontract any of the services required hereunder without prior
written approval of the City Manager or Executive Director of the Community Development Agency.
(f) Consultant reserves the right to effect changes in form or name, including, but not limited
to changes from individual proprietorship, partnership or corporation to any other such form of organization,
and likewise reserves the right to add, substitute or delete stockholders, partners, associates and employees.
This Agreement shall continue in effect with regard to Consultant under its new form or name without the
necessity of any amendment to this Agreement. The City Manager or Executive Director of the Community
Development Agency shall be promptly notified of any such change in form or name.
(g) The invalidity in whole or in part of any provision of this Agreement shall not void or affect
the validity of any other provision of this Agreement.
(h) This Agreement shall be governed by and construed in accordance with the laws of the
State of California.
(i) This Agreement supersedes any and all other Agreements either oral or in writing between
the parties hereto with respect to the services set forth in Section 2 and Exhibit A of this Agreement and
contains all the covenants and Agreements between the parties with respect thereto. Each party to this
Agreement acknowledges that no representation, inducements, promises or agreements have been made
orally.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above
n C. Guy, Clerk of the Cou#I
APPROVED AS TO FORM:
Joseph W. Fletcher, City Attorney
APPROVED AS TO CONTENT:
avid N. Ream, City Manager
Cynthia J. Nelson, Executive Director
Community Development Agency
CITY DFSANTAANA.amunicipal corporation nfthe
State of California
Mi ui�LA. Pu|ido.
CONSULTANT:
Law LenoeE. Garber
Lance E.Garber, Attorney atLaw
Tax |O#orIndividual 8S#
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EXHIBIT "A"
SCHEDULE OF RATES
Name Classification Hourly Rate
Lance E. Garber Principal $175.00
Barbara Lemerman Sr, Associate $150.00
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,Lot "'i", [11,04 1-
CITY COUNCIL MEETING DATE:
MAY 18, 1998
TITLE:
i. A -MoAri".1 114-
CITY MANAGER
MIA J, I V lip, e I- 1� ;;
CLERK OF COUNCIL USE ONLY:
0111200WRI
0 As Recommended
El As Amended
LJ Ordinance on 1st Reading
El Ordinance on 2nd Reading
Ll Implementing Resolution
Ll Set Public Hearing For
FILE NUMBER ZI ` t 0 V
Direct the City Attorney to prepare, and authorize the Mayor and the
Clerk of the Council to execute, a legal services agreement with Lance
Garber, Attorney at Law to provide legal services to the City.
DISCUSSION
The City Attorney acts as General Counsel for the City through staff
attorneys in the City Attorney's Office. However, it is sometimes
necessary to retain special outside counsel, primarily in the area of
low- and moderate -income housing development. The City Attorney has been
working with Community Development Agency (CDA) staff to reevaluate legal
service needs for the City. By this action, the City Attorney is
requesting the authority to enter into a new legal services agreement
with Lance Garber, Attorney at Law, and thereby to expand the role of
outside counsel into housing issues. On May 4, 1998, the Redevelopment
Agency approved a similar agreement for Mr. Garber's services on
redevelopment projects.
The need for outside expert counsel in the use of federal funds, such as
HOME/ is heightened by the continual changes in the requirements of
federal program regulations. Mr. Garber has an extensive background in
housing development and the use of federal funds for that purpose. Mr.
Garber will be asked to provide supplemental services to the City on
housing development projects under the direction of the City Attorney or
CDA staff.
Mr. Garber's billing rate is $175 per hour, plus reimbursable costs for
such expenses such as authorized travel, photocopying, and facsimile
transmissions. All billings will be reviewed and approved by the City
Attorney and CDA staff.
mm
CS 383
Agreement with Lance Garber
May 18, 1998
Page 2
FISCAL IMPACT
Funds for outside counsel are available in the HOME account (account no.
130-148-6291) .
APPROVED AS TO FUNDS AND ACCOUNTS:
Cynthia J. Nelson Rod R. Coloma
Executive Director Executive Director
Commi
"),nI-ty Myelopment Agency Finance & Management Services AgencyrO
Jos ph W. RIFAytcher
i
C '/ y Attq� 11
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034