HomeMy WebLinkAboutItem 13 - Approve Legal Services Agreement City Attorney's Office
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www.santa-ana.gov/ca
Item # 13
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
August 4, 2026
TOPIC: Approve Legal Services Agreement
AGENDA TITLE
Legal Services Agreement with Fujii Law Group LLP (Non-General Fund)
RECOMMENDED ACTION
Authorize the City Manager to execute an agreement with Fujii Law Group, LLC for the
period of August 4, 2026 through August 3, 2029, with an option to extend the term of the
agreement for up to one (1) additional year, in the amount of $550,000 for legal services
(Agreement No. A-2026-XXX).
GOVERNMENT CODE &84308 APPLIES: Yes
DISCUSSION
On November 24, 2025, the City engaged Fujii Law Group City for a one-year agreement
for legal services for general municipal law advisory and litigation matters, including
defense of police litigation. The total amount to be expended during the term of the
Agreement was $50,000.
Fujii Law Group was engaged due to the vast municipal law and litigation related
experience of its partner and founder, John Fujii. In his 30 years of legal experience, Mr.
Fujii's expertise includes matters in State and Federal courts for civil litigation, civil rights,
police, labor and employment, land use, and tort defense.
Fujii Law Group was initially engaged in the matter of Hightower v City of Santa Ana. An
additional matter was referred to Fujii Law Group and the work performed on this requires
the new proposed agreement. City staff recommends approval by the City Council for a
new three-year agreement to allow for continued services to the City.
The City's joint powers authority, Independent Cities Risk Management Authority
(ICRMA), has set rates that it will apply towards fulfillment of the City's self-insured
retention for each lawsuit reported to it.
ENVIRONMENTAL IMPACT
There is no environmental impact associated with this action.
Legal Services Agreement
August 4, 2026
Page 2
FISCAL IMPACT
Funds, as detailed below, are available in the budgeted amounts for FY 2026-27, and
will be budgeted in future fiscal years for City Council consideration as follows:
Fiscal Year Accounting Unit- Account Amount
Account # Description
FY 2026-27 08009051-64050 Liability & Property $250,000
Ins. Fund, Losses
Paid
FY 2027-28 08009051-64050 Liability & Property $250,000
Ins. Fund, Losses
Paid
FY 2028-29 08009051-64050 Liability & Property $50,000
Ins. Fund, Losses
Paid
Total: $550,000
EXHIBIT(S)
1. Legal Services Agreement with Fujii Law Group, LLP
Submitted By: Sonia R. Carvalho, City Attorney
Approved By: Alvaro Nunez, City Manager
LEGAL SERVICES AGREEMENT WITH
FUJII LAW GROUP LLP
This AGREEMENT, made and entered into this 4th day of August, 2026, by and between Fujii
Law Group LLP, a limited liability partnership ("Attorneys"), and the City of Santa Ana, a charter
city and municipal corporation duly organized and existing under the constitution and laws of the
State of California ("City").
RECITALS
A. The City of Santa Ana and the City Attorney's Office desire to employ Attorneys to assist
the in-house attorneys for the City("City Attorney") in the provision of legal services to the
City, for general municipal law advisory and litigation matters.
B. Attorneys represent that they are licensed to practice law in the State of California, have
special experience and knowledge providing general municipal law advisory and litigation
services and desire to undertake said service.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
terms and conditions hereinafter set forth, the parties agree as follows:
1. RETENTION OF ATTORNEYS On an as-needed basis, and at the sole discretion of the
City, City hereby agrees to and does retain Attorneys, for the compensation hereinafter specified, to
assist the City Attorney with general municipal advisory and litigation matters, and to defend the
City,its employees and its officials. Attorneys accept said retention and agree to perform,in a timely
and efficient manner, all such services as may be requested by the City Attorney. Attorneys shall
confirm their acceptance of work requested by City in writing by e-mail or letter.
2. COMPENSATION FOR SERVICES RENDERED
a. City agrees to compensate Attorneys, and Attorneys agree to accept from City, rates
consistent with rates pursuant to the Independent Cities Risk Management Association(ICRMA) for
payment in full for all services at the rate of $275.00 an hour for partners, $265.00 an hour for
attorneys, and$125.00 an hour for paralegals. Time will be billed in 1/10th of an hour increments.
b. The total sum to be expended under this Agreement, shall not exceed$550,000.
C. City agrees to reimburse Attorneys for out-of-pocket expenses, including but not
limited to, mileage, copying costs, service of process, and mail services authorized by the Executive
Director of Human Resources in connection with the performance of duties under this Agreement.
In-house printing, copying, and reproduction charges will be reimbursed at the rate of 20 cents per
page. Automobile travel will be reimbursed at the standard mileage rate in effect at the time of billing
by the Internal Revenue Service. Any costs in excess of $5,000 require the approval of the City
Attorney or designee prior to incurring the expense. All expenses must have supporting
documentation submitted with the invoice.
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3. METHOD OF PAYMENT Attorneys shall submit a monthly statement specifying the
services performed, dates and number of hours,and an itemization of expenses related thereto with
supporting documentation(i.e.receipts, invoices, copy of check, etc.). City acknowledges that the
fees incurred for work performed by Attorneys on its behalf are due and owing within 30 days of
submitting the monthly statement to the City. City will not pay interest on unpaid monthly
statements.
City and Attorneys agree that all payments due and owing under this Agreement shall be
made through Automated Clearing House (ACH) transfers. City acknowledges that Attorneys
have executed the City's standard ACH Vendor Payment Authorization and provided required
documentation, and, upon verification of the data provided, the City will be and is authorized to
deposit payments directly into Attorneys' account(s)with financial institutions. Payment need not
be made for work which fails to meet the standards of performance set forth in the Recitals which
may reasonably be expected by City.
4. CONTROL OF LEGAL MATTERS
Attorneys agree that each and every matter or proceeding in which they undertake to assist
the City Attorney, as aforesaid, shall be and remain under, and subject to the control and direction of
said City Attorney at all stages, and that they shall at all times keep the City Attorney informed of all
matters pertaining thereto. City will keep Attorneys informed of all significant developments in
matters relating to any representation undertaken by Attorneys. Attorneys further agree, if and when
their retention hereunder is terminated by City, as hereinafter specified, they shall return to City
Attorney any and all files then in their possession concerning each and every matter or proceeding in
which they represented the City pursuant to this Agreement.
5. TERM The term of this Agreement shall commence on the date first written above and
terminate three years from the effective date, above, unless terminated earlier pursuant to Section 15
below. The term of this Agreement may be extended for up to one (1) year upon a writing executed
by both parties, including the City Manager and the City Attorney.
6. INDEPENDENT CONTRACTORS It is mutually agreed by and between the parties that,
in the performance of their covenants hereunder, Attorneys are and shall be independent contractors,
and not officers or employees of City.
7. INSURANCE Prior to undertaking performance of work under this Agreement,Attorneys
shall maintain and shall require any subcontractors to obtain and maintain insurance as described
below for the entire Term of this Agreement against claims for injuries to persons or damage to
property which may arise from or in connection with services, products and materials supplied to
City. Total cost of such insurance shall be borne by Attorneys.
MINIMUM SCOPE AND LIMIT OF INSURANCE
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01
covering CGL on an "occurrence"basis, including products and completed operations,
property damage, bodily injury and personal & advertising injury with limits no less than
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$1,000,000 per occurrence and $2,000,000 aggregate. Required policy limits can be met
with primary and umbrella/excess insurance policies.
2. Automobile Liability: Insurance Services Office Form CA 00 01 covering Code 1 (any
auto), with limits no less than $1,000,000 combined single limits. In the event Attorney(s)
does not maintain commercial automobile liability insurance,the City will accept evidence
of Hired and Non-Owned Auto Liability coverage included on the General Liability policy
by endorsement with limits no less than $1,000,000 combined single limit per occurrence.
This coverage addresses the City's vicarious liability exposure when Attorney(s) operate
personal, hired, or rented automobiles while conducting business on behalf of the City.
Coverage may be provided through a combination of primary General Liability and
umbrella/excess liability policies. Attorney(s) shall provide evidence that this endorsement
is in effect on the General Liability policy.
3. Workers' Compensation: as required by the State of California, with Statutory Limits,
and Employer's Liability Insurance with limit of no less than $1,000,000 per accident,
policy or employee, for bodily injury or disease. Coverage is not required if Attorneys
has no employees and signs request to waive such insurance.
4. Professional Liability Insurance: with limits no less than $1,000,000 per occurrence or
claim, and$3,000,000 aggregate.
If Attorneys maintain broader coverage and/or higher limits than the minimum requirements for
each line of coverage shown above, City requires and shall be entitled to the broader coverage
and/or the higher limits maintained by Attorneys. Any available insurance proceeds in excess of
the specified minimum limits of insurance and coverage shall be available to City.
Other Insurance Provisions
The above required insurance policies are to contain or be endorsed to contain the following
provisions:
1. City, its City Council, its officers, officials, employees, agents, and volunteers are to be
covered as additional insureds, under Attorneys' CGL, and Automobile Liability policies,
with respect to any liability arising out of work or operations performed by or on behalf of
the Instructor including materials,parts, equipment, and personnel furnished in connection
with such work or operations.
2. Attorneys' Insurance company(ies) agrees to waive all rights of subrogation against City,
its City Council, its officers, officials, employees, agents, and volunteers for losses paid
under the terms of any policy which arise from work performed by Attorneys under this
Agreement.
3. For any claims related to this contract, Attorneys' insurance coverage shall be primary and
any insurance maintained by City, its City Council, its officers, officials, employees,
agents, or volunteers shall not contribute with it.
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4. A severability of interest provision must apply for all the additional insureds, ensuring that
Attorneys' insurance shall apply separately to each insured against whom a claim is made
or suit is brought, except with respect to the insurer's limits of liability.
5. Insurance policies required herein shall provide that coverage shall not be canceled,
suspended, voided, reduced in coverage or in limits, non-renewed by the carrier, or
materially changed except after thirty(30)days prior written notice has been given to City.
Ten (10) days prior written notice shall be provided to City for policy cancellation or non-
renewal due to non-payment of premium.
6. Certificate Holder on each Evidence of Insurance certificate shall be: City of Santa Ana,
Attention: Risk Management Office, 20 Civic Center Plaza, M-24, Santa Ana, CA 92701.
The name and location of project must be included in the Description of Operations section
of each certificate.
Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City. The City may require the
Attorneys to purchase coverage with a lower retention or provide proof of ability to pay losses and
related investigations, claim administration, and defense expenses within the retention.
Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the State of California
with a current A.M. Best rating of no less than AXII, unless otherwise acceptable to City.
Verification of Coverage
Attorneys shall furnish City with original Certificates of Insurance including all required
amendatory endorsements(or copies of the applicable policy language effecting coverage required
by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all
policy endorsements before work begins. However, failure to obtain the required documents prior
to the work beginning shall not waive Attorneys' obligation to provide them.
City reserves the right to require complete, certified copies of all required insurance policies,
including endorsements required by these specifications, at any time.
Special Risks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of the
risk,prior experience, insurer, coverage, or other special circumstances.
8. INDEMNIFICATION Attorneys agree to and shall indemnify and hold harmless the City,
its officers, agents, employees, and representatives from liability for personal injury, damages,
restitution, judicial or equitable relief to the extent caused by Attorneys' negligent or wrongful
performance or conduct related to this Agreement.
9. CONFIDENTIALITY All information and documents shared with Attorneys as well as
all work performed by Attorneys in connection with this Agreement should be treated as strictly
confidential. Confidential information disclosed to either parry by any subsidiary and/or agent of
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the other party is covered by this Agreement. The foregoing obligations of non-use and
nondisclosure shall not apply to any information that (a) has been disclosed in publicly available
sources; (b) is, through no fault of the Attorneys, disclosed in a publicly available source; (c) is in
rightful possession of the Attorneys without an obligation of confidentiality; (d) is required to be
disclosed by operation of law; or (e) is independently developed by the Attorneys without
reference to information disclosed by the City.
10. CONFLICT OF INTEREST CLAUSE Attorneys covenant that it presently has no interests
and shall not have interests, direct or indirect, that would conflict in any manner with performance
of services specified under this Agreement.
11. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in person or
mailed by first class or certified mail,postage prepaid, or sent by telefacsimile or other telegraphic
communication in the manner provided in this Section, to the following persons:
To City: City Clerk
City of Santa Ana
20 Civic Center Plaza(M-30)
P.O. Box 1988
Santa Ana, California 92702-1988
Courtesy Copy: City Attorney's Office
City of Santa Ana
20 Civic Center Plaza(M-29)
P.O. Box 1988
Santa Ana, California 92702
To Attorneys: John Fujii, Esq.
Fujii Law Group LLP
19200 Von Karman Ave., Ste. 360
Irvine CA 92612
A party may change its address by giving notice in writing to the other party. Thereafter,
any notice, tender, demand, delivery, or other communication shall be addressed and transmitted
to the new address. If sent by mail, communication shall be effective or deemed to have been
given three (3) days after it has been deposited in the United States mail, duly registered or
certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile,
communication shall be effective or deemed to have been given twenty-four (24) hours after the
time set forth on the transmission report issued by the transmitting facsimile machine, addressed
as set forth above. For purposes of calculating these time frames, weekends, federal, state, County
or City holidays shall be excluded.
12. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and
exclusive statement between the City and Attorneys, and supersedes any and all other agreements,
oral or written,between the parties. In the event of a conflict between the terms of this Agreement
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and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not
be modified except by written instrument signed by the City and by an authorized representative
of Attorneys. The parties agree that any terms or conditions of any purchase order or other
instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not
bind or obligate Attorneys or the City. Each party to this Agreement acknowledges that no
representations,inducements,promises or agreements,orally or otherwise,have been made by any
party, or anyone acting on behalf of any parties, which are not embodied herein.
13. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services
of Attorneys, Attorneys may not assign, transfer, delegate, or subcontract any interest herein
without the prior written consent of the City and any such assignment, transfer, delegation or
subcontract without the City's prior written consent shall be considered null and void. Nothing in
this Agreement shall be construed to limit the City's ability to have any of the services which are
the subject of this Agreement performed by City personnel or by other Attorneys retained by City.
14. TERMINATION This Agreement may be terminated by City at any time. In such event,
Attorneys shall be entitled to receive and the City shall pay Attorneys compensation for all services
performed by Attorneys prior to receipt of such notice of termination. As a condition of such payment,
Attorneys shall deliver to the City all files and records generated under this Agreement as of such
date.
Attorneys may terminate this agreement, subject to their obligation to provide written
reasonable notice of at least thirty(30) days to arrange alternative representation. In such case, City
agrees to secure new counsel as quickly as possible and to cooperate fully in the substitution of the
new counsel as counsel of record in in the Actions.
15. NON-DISCRIMINATION Attorneys shall not discriminate because of race, color, creed,
religion, sex,marital status, sexual orientation,gender identity,gender expression,gender,medical
conditions, genetic information, or military and veteran status, age, national origin, ancestry, or
disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching,
training, utilization, promotion, termination or other employment related activities or any services
provided under this Agreement.Attorneys affirm that it is an equal opportunity employer and shall
comply with all applicable federal, state and local laws and regulations.
16. JURISDICTION—VENUE This Agreement has been executed and delivered in the State
of California and the validity, interpretation, performance, and enforcement of any of the clauses
of this Agreement shall be determined and governed by the laws of the State of California. Both
parties further agree that Orange County, California, shall be the venue for any action or
proceeding that may be brought or arise out of,in connection with or by reason of this Agreement.
17. MISCELLANEOUS PROVISIONS Each undersigned represents and warrants that its
signature herein below has the power, authority and right to bind their respective parties to each of
the terms of this Agreement,and shall indemnify City fully,including reasonable costs and attorney's
fees, for any injuries or damages to City in the event that such authority or power is not,in fact,held
by the signatory or is withdrawn.
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18. COUNTERPARTS; SIGNATURES This Agreement may be executed in counterparts,
secured via facsimile transmission or otherwise, each of which shall be deemed to be an original.
Photocopies of any executed counterpart shall have the same force and effect as an original. City
further acknowledges that it has read and received a copy the full text Section 6148 of the
California Business and Professions Code prior to signing this Agreement.
19. NO GUARANTEES City understands and acknowledges that there are certain risks and
uncertainties in the pursuit of any matter for which Attorneys have been retained, that law is not
an exact science, that Attorneys have made no representations or guarantees of success regarding
the conclusion of any particular matter.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first
above written.
ATTEST: CITY OF SANTA ANA
Jennifer L. Hall Alvaro Nunez
City Clerk City Manager
APPROVED AS TO FORM:
SONIA R. CARVALHO FUJII LAW GROUP, LLP
City Attorney
By:
Tamara Bogosian 9oh"nFujiii.,'Esq/
Senior Assistant City Attorney Partner
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