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HomeMy WebLinkAboutRes2018-017Sponsored by: Hunt CITY OF SEWARD, ALASKA RESOLUTION 2018-017 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA, APPROVING AN AMENDMENT TO THE LEGAL SERVICES AGREEMENT WITH BIRCH HORTON BITTNER & CHEROT WHEREAS, the Seward City Council passed Resolution 2015-116 on December 14, 2015 approving a legal services agreement with Birch Horton Bittner & Cherot ("Law Firm"); and WHEREAS, the selection of Birch Horton Bittner & Cherot as the City Attorney resulted from a competitive request for proposals which resulted in five proposals which were narrowed down by a scoring committee comprised of members of the City Council, Administration and the City Clerk, to three firms interviewed on December 7, 2015 by the Seward City Council; and WHEREAS, the legal services agreement continues from year to year until terminated by either party; the City may terminate the agreement at any time for any reason, whereas the Law Firm may not terminate the agreement without first giving ninety (90) day's written notice; and WHEREAS, the contract is amended to increase the hourly fee schedule by $10 per hour, representing a savings of $100 per hour on the standard rate for Shareholders and Lead Attorney; and WHEREAS, Seward City Code §6.10.120(A)(8) allows for an explicit exemption from competitive procurement for the purchase of professional legal services. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA, that: Section 1. The City Manager is hereby authorized to execute the Amendment To Legal Services Agreement with Birch Horton Bittner & Cherot in substantial form as attached hereto, including the modified "Exhibit A — Fee Schedule". Section 2. This resolution shall take effect immediately upon its adoption. PASSED AND APPROVED by the City Council of the City of Seward, Alaska this 2e day of February, 2018. THE CITY OF SEWARD, ALASKA David Squires, or CITY OF SEWARD, ALASKA RESOLUTION 2018-017 AYES: Keil, McClure, Slater, Towsley, Horn, Squires NOES: Casagranda ABSENT: None ABSTAIN: None ATTEST: renda . Ballou, MC City Clerk (City Seal) `'.( OF SE •JJ J cj- . ORpo�, . • �Q® SEAL :21 •ti+.T� OF�A�� •'� C Council Agenda Statement Meeting Date: February 26, 2018 , f Through. James Hunt, City Manager From: Kristin Erchinger, Finance Director OIL., Agenda Item: City Attorney Contract Extension BACKGROUND & JUSTIFICATION: The City entered into a legal services agreement with Birch Horton Bittner & Cherot ("Law Firm") on December 14, 2015, when the City's prior law firm dissolved after providing legal services to the City for more than twenty years. The selection of the Birch Horton Bittner & Cherot was the result of a competitive request for proposals which yielded five submittals. The candidates were narrowed down by a scoring committee consisting of members of the City Council, Administration and the City Clerk, and after interviewing the firms, Council selected the firm of Birch Horton Bittner & Cherot as the City's legal firm, with Will Earnhart serving as Lead Attorney. The legal services agreement continues from year to year until terminated by either party; the City may terminate the agreement at any time for any reason, whereas the Law Firm may not terminate the agreement without first giving ninety (90) days' written notice. The contract is being amended to increase the hourly fee schedule by $10 per hour to $225 per hour for Shareholders and. Lead Attorney Will Earnhart, $205 per hour for Associates, and $130 per hour for Paralegals/Law Clerics. INTENT: To amend Exhibit "A" of the Legal Services Agreement to increase the hourly fee schedule which is provided at substantially discounted rates (standard rate is $325), with all other terms remaining in effect. CONSISTENCY CHECKLIST: Yes No NIA City Charter: 2.1 (b) "The appointive officers of the city are the city manager, the city clerk and the city attorney. " 2.5 "The compensation of all elective officers and 1 board members, the city manager, the city clerk and the city attorney shall be X established by the council " 5.3 "The— city attorney shall be appointed by the council. (They) shall hold officefor indefinite terms at the pleasure of the council. " 5.6 "The city attorney shall act as the legal advisor of, and be responsible to, the ci council. City Code: 2.20.040 The position of city attorney "..shall advise the council and the 2, city manager, and boards, commissions and all offices and departments of the city, on X all matters of law. " See 2.20.040 — City attorney 3. Resolution 2015-116 approves initial legal services agreement X ATTORNEY REVIEW: X Yes No FISCAL NOTE: The 2018/2019 Budget includes funding for legal services each year in the amount of $80,000. Approved by Finance Department: RECOMMENDATION: Council approve Resolution 2018- amending the Legal Services Agreement with Birch Horton Bittner & Cherot to increase the hourly fee schedule by $10 per hour. AMENDMENT TO LEGAL SERVICES AGREEMENT WHEREAS, Birch Horton Butner & Cherot (the "Law Firm-) has provided excellent legal representation to the City of Seward (the "City") for over two years; and WHEREAS, on February 13, 2018, the Seward City Council voted to continue to retain the services of the Law Firm; and WHEREAS, the Law Firm provides legal services to the City at substantially discounted rates; NOW THEREFORE, the City and the Law Firm hereby agree to amend the current Legal Services Agreement, dated December 14, 2015, with new hourly rates, attached hereto as Exhibit A. Exhibit A attached hereto replaces the previous Exhibit A attached to the December 14, 2015 Legal Services Agreement. All other terms remain in effect. City of Seward By:��-L JinrAunt Title: City Manager Date:-1�1`..� Birch orton ittner & C erot By: David K. Gross Title: Ma aging Shareholder Date: vj 16 co CONTRACT FOR PROFESSIONAL LEGAL SERVICES page 2 of 2 507466%1001100693502 EXHIBIT "A" FEE SCHEDULE A. Hourly costs. Shareholders/Members/Will Earnhart: $225.00 per hour Associates: $205.00 per hour Paralegals/Law Clerks: $130.00 per hour Attorneys will be available on -call for telephonic participation in meetings without charge for "standby" time. There will be no charge for responding to telephone calls from the Mayor, Council Members, or senior administrators of the City seeking basic legal information concerning their functions and responsibilities, where the response requires minimal research effort. B. Travel costs. The firm will not charge for travel to and from Seward for one Council meeting each month (12 trips). Thereafter, our fee will be one-half of our normal rate for travel time for each roundtrip. All costs and expenses will be charged at actual cost. C. Bond Counsel. The above provisions do not apply to any services of the Firm as the City's bond counsel. Fees for bond counsel services will be negotiated separately for each bond financing transaction where the Firm is engaged as bond counsel. D. Expenses. For out-of-pocket expenses incurred in the course of representation, Seward would be billed the actual cost where applicable, or in the event services are contracted for in bulk, a reasonable allocation of expenses for such services. Such expenses include expedited mail, filing and recording fees, computerized research fees, and travel expenses. The Firm will not bill for administrative staff time or word processing services. The Firm will not bill for regular incidental charges such as telephone or facsimile. The Firm will not bill for extraordinary expenses (such as a major copying project) without prior approval from the City Manager. In order to preserve the attorney - client privilege, or where it would be in the best interest of the City to utilize the attorney work product doctrine to protect the legal interest of the City, the Firm may include charges and cost for experts or others who work on behalf of the City but only upon prior approval consent of the City. Billings for those services will be separately itemized and the firm will not charge any mark-up or administrative fees for administering those projects. CONTRACT FOR PROFESSIONAL LEGAL SERVICES Page 1 of 2 50748611001=693502 Sponsored by: Hunt CITY OF SEWARD, ALASKA RESOLUTION 2015-116 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA, APPROVING A LEGAL SERVICES AGREEMENT WITH BIRCH HORTON BITTNER & CHEROT WHEREAS, the city has need of professional legal services in a wide -variety of settings including employment relations, contracting, real property transactions, ordinance and resolution drafting, environmental and financial matters, as well as more generalized services to the city; and WHEREAS, it is in the public interest to engage the services of a law firm with the required areas of expertise and experience in municipal law issues; and WHEREAS, the city's current firm Wohlforth, ,Brecht & Cartledge is dissolving by year end; and WHEREAS, at their October 26, 2015 meeting, the City Council directed staff to issue a Request For Proposals to provide legal services; and WHEREAS, in November, 2015, the city.advertised for such Request For Proposals, advertising in the Alaska Dispatch News; and WHEREAS, five proposals were received from legal firms; and WHEREAS, at a special meeting on December 3, 2015, the scoring committee comprised of members of the City Council, City Administration, and the City Clerk scored the proposals, selecting three applicants to interview on December 7, 2015; and WHEREAS, at a special meeting on December 7, 2015, the City Council voted to enter into contract negotiations and conduct reference checks with the legal firm Birch Horton Bittner & Cherot. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA that: Section 1. The legal services agreement, as substantially presented at this meeting is hereby approved. Section 2. This resolution shall take effect immediately. PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this 14`h day of December, 2015. CITY OF SEWARD, ALASKA RESOLUTION 2015-116 THE CITY OF SEWARD, ALASKA can Bardarson, Mayor AYES: Keil, Squires, Butts, McClure, Altermatt, Bardarson NOES: Casagranda ABSENT: No ABSTAIN: No ATTEST: MAN lmw� .,_gity Clerk (City Seal) _J Agenda Statement Meeting Date: December 14, 2015 To: City Council Through: Jim Hunt, City Manager From: Johanna Kinney, City Clerk Agenda Item: Approving a legal services agreement with Birch Horton Bittner & Cherot. BACKGROUND & JUSTIFICATION: Due to the dissolving of the city's current legal firm Wohlforth, Brecht & Cartledge, the city was faced with obtaining new legal representation for the first time in over twenty years. The City Council directed staff to prepare a Request For Proposal for such legal services and five proposals were received. Upon preliminary scoring and interviewing throughout the month of November and December, the City Council has selected the law firm of Birch Horton Bittner & Cherot (BHBC) to negotiate a contract for legal services. The contract included in this agenda packet is negotiated and signed by BHBC. The agreed upon rate schedule is $215 per hour for Shareholders and Lead Attorney Will Earnhart, $195.00 for Associates, and $120.00 per hour for Paralegals/Law Clerks. INTENT: CONSISTENCY CHECKLIST: Yes No N/A City Charter (document source here): 2.1 (b) "The appointive officers of the city are the city manager, the city clerk and the city attorney. " 1. 2.5 The compensation of all elective officers and board members, the city manager, the city clerk and the city attorney shall be established by X the council. " 5.6 "The city attorney shall act as the legal advisor or and be responsible to the council. " 2. City Code (document source here): 2.20.040 — City Attorney X FISCAL NOTE: The Funding for city legal services is a budget fund approved in the 2016-2017 Budget. Approved by Finance Department: ATTORNEY REVIEW: Yes No X RECOMMENDATION: Council approve Resolution 2015-116, a legal services agreement with Birch Horton Bittner & Cherot. LEGAL SERVICES AGREEMENT This AGREEMENT dated and effective: this 14th day of December, :2015 is made. between the OM: OF SEWARD (the: "City") and: the law firm Birch 46 on NUner. & Ch.erot: (the "Law Finn") 1. LEGAL SERVICES TO BE PROVIDED. The Law Firm agrees to serveas the attorney and to provide, on request, legal advice and services as; necessary to the City Council and: City administration,: on, For: purposes of budgetary controls and financial planning, the: provision of legal services under this agreement will be considered a City departmental function with the normal budgetary restraints. For each annual budget: cycle, and as required during the fiscal year,. the City attorney shall prepare., with approval of the City:manager, a budget for services for the fiscal year; ' The an City Mager shall be responsible for overall budget compliance :in the same manner as other 'City departments. Billings by: the La Firmunder a budget line item are not to exceed the budgeted. amount without the: - re ' d appropriation by the City: Council. . without .. .... ­:.... quire appropriation City ..... 2: SCOPE OF -SERVICES'. The:Lawl Firm.shall: act as City attorney of the City, shall* represent the City in all civil and criminal proceedings except those matters which may be assigned gned by the City to other counsel, and shall act as legal advisor to and -be attorney and counsel - for the City Council and city manager .. in all matters of law affecting the City. Except on an emergency basis (d,g.,:responding :to litigation seeking emergencyrelief) the Law Firm is not to provide or bill for any -legal services without first obtaining the approval of the City. Such approval may be provided by the City Manager up to the limits established by the City Code: but shall also, where appropriate, consist of specific City Council authorization when an additional appropriation is required-. Where possible, categories of legal -services shall be identified annually in the: budget process and includedin the City legal s . ervices budget. When that is not possible (e.g., when. the City is the subject: of litigation . commenced after the beginning of the -fiscal year), The City Manager shall request the City attorney to- prepare an: outline form budget for a matter Which -shall be submitted by the City Manager: to. the Council for approval, The City administration will providetheCouncil with regular financial information at least ouarterlv showingexpenses year to: date; ... p to the. budgeted amounts, the actual expen compariso an . d .. such I other information as the Council may request in order to monitor both the extent and expense of legal services; 3. FEES FOR SERVICES. Services provided under this agreement Will be based. on hourly rates for the various members of the Law Firm as set forth in the: rate schedule:attached a . as Exhibit A. The rates set f6r.th in Exhibit A shall be subject to renegotiation between the City Arid the: Law Firm no more frequently than once every two years. There will be: no charge for responding to telephone calls from the Mayor, Council Members or senior administrators of the City seeking basic :legal information concerning their functions- and responsibilities, where the. CITY OFSEWAR-D/ LEGAL SERVICES. AGREEMENT v time 5 response requires: ires: -minimal: research effort:. There, will be no charge for travel , a s such, work actually preformed for the City while traveling, Will be billed at the applicable hourly rate. Direct out-of-pocket: expenses shall be:charged at actual costs. Law Finn billing will be separated into matters f6r billing purposes. The Law. Firm will not bill for any services aside from those listed without-Erst obtainingapproval from the City. That approval will be reflected on f6rins developed by the Law Firm and the City administration and may, where appropriate, include estimated project budgets and other information. Itemized monthly billing information shall include all of the following items: The date the :service, is rendered The -individual who performed the service The time spent preforming the service A narrative descripfloin of"the service The hourly rate of the: individual who performed the service .. .. .. An extension of the: above 1 . tems showing the cost (rate multiplied by the time) for the specific service. In addition, the Law Firm will provide a one -page summary sheet each month showing by pr oject account code (using City account codes): the various projects and :cost of each. This summaryd or: information to the Council each month. wil.1be:prpvi..ed.f., The Law F'mn will not bill for regular incidental charges such as: telephone; copy, of .facsimile. The Law Finn will not bill for extraordinary expenses (such as a Ma" JT .9p, o copying project)_ without prior approval from the City Manager. In order to preserve the attorney. -Client -privilege, or where it would be in the best interest. of the City to utilize the attorney work product doctrine to protect- the legal interest of the City, the Law Firm may include chares and cost for experts or others. who work onbehalf of the City but only upon prior approval consent of the City. ty. Billings f6r those: services will be separately itemized and. the Law: Firm will not chare any mark-up or administrative fees: for administering those projects... The Law Firm :will send the Citypayment due . itemized bills on a monthly basis: andpayrn h s: within thirty (30) days of receipt of the billing. Interest at the rate &40.5% per year with accrue on unpaid invoices after sixty. (60) days. The Law Firm will cooperate and assist thetity's auditors in review and analysis of the City's legal services cost, 'including those incurred by .outside counsel. The above provisions do riot-* apply to any services of the Law Firm :as the Cityl:s bond counsel. Fees f6r b6fid counsel services will be negotiated separately f6r each bond financing transaction where the Law Firm is engaged as bond counsel. 4. RESPONSIBLE OR LEAD ATTORNEY. For purposes, of the City Charter and other 'requirements, William Earnhart will be the .designated City attorney. He: may, in his discretion, assign City matters to other attorneys or legal assistants in the Law Firm for handling work under his supervision. CITY OFSEW-ARD/ LEGAL SERVICES AGREEMENT 5. Monthly Reports. The: Law Firm will provide the Council, at least monthly, a written report on all :legal matters and issues involving- the City. The Law firm: will be: responsible 'for obtaining information on matters handled by outside counsel (such as insurance company appointed counsel) and will coordinate the annual audit letter preparation for the City. The monthly reports are to. be considered subject to the attorney -client privilege unless that privilege is waived by council. 6.. Insurance and Indemnification. A. The firm shall maintain in good standing the insurance described below. :Be ore rendering any services under this contract; the firm shall furnish the City Manager with proof of the insurance. B. The firm shall provide'the following, types of insurance: The City of Seward shall be named as additional insured 'on all insurance policies except Professional Liability and Worker's Compensation policies. All policies shall have a thirty day notice of cancellation clause. 1. Workers' Compensation $100,000 Employer's Liability and Worker's Compensation as required by Alaska State. Workers' Compensation Statutes. 2: Professional. Liability Agree to provide layer's :professional liability insurance for all periods _under the contract and provide an extended reporting period endorsement after the end of the contract for three years. Without: request by the City, the firm shall provide proof of insurance during the: contract period and proof of such endorsement after the end of the contract. The firms' carrier must agree to notify the City thirty days before cancellation of insurance or of the. extended reporting period endorsement. The insurance: shall provide .coverage for claims up to a minimum amount of $1,000000 per'claim. 7. Permits, Laws, and Taxes. The firm shall acquire and maintain in good standing all permits, licenses, and other entitlements necessary to: its performance under this contract. All actions taken by the firm under this contract shall comply with all applicable law to include without :limitation, statutes, ordinances, rules, and regulations. CITY OF SEWARD/ LEGAL SERVICES AGREEMENT 8. TERM OF AGREEMENT. This agreement will take effect this 14th day of December, 2015, and shall continue from year to year until terminated by either party. The City rnay: terminate this agreement at any time and for any reason. The Law Firm may not terminate this agreement without firist giving ninety (90) days' written notice. City of Seward BY:.... JIM'' unt Title: City Manager Date: ATTEST:: OEM; (City. Seal) t AN, Birch Horto.n. Bittaer & By: Title: Date: CITY OF SEWARD/ LEGAL SERVICES AGREEMENT NAFMTMLW® EXHIBIT A FEE SCHEDULE A. Hourly costs. Shareholders/1V4embers/Will Earnhart: Associates: Paralegals/Law Clerks: $215.00 per hour $195.00 per hour $120.00 per hour Attorneys will be available on -call for telephonic participation in meetings without charge for "standby" time. There will be no charge for responding to telephone calls from the Mayor, Council Members or senior administrators of the City seeking basic legal information concerning their functions and responsibilities, where the response requires minimal research effort. B. Travel costs. The firm will not charge for travel to and from Seward for one Council meeting each month (12 trips). Thereafter, our fee will be one-half of our normal rate for travel time for each roundtrip. All costs and expenses will be charged at actual cost. C. Bond Counsel. The above provisions do not apply to any services of the Firm as the City's bond counsel. Fees for bond counsel services will be negotiated separately for each bond financing transaction where the Firm is engaged as bond counsel. D. Expenses. For out-of-pocket expenses incurred in the course of representation, Seward would be billed the actual cost where applicable, or in the event services are contracted for in bulk, a reasonable allocation of expenses for such services. Such expenses include expedited mail, filing and recording fees, computerized research fees, and travel expenses. The Firm will not bill for administrative staff time or word processing services. The Firm will not bill for regular incidental charges such as telephone or facsimile. The Firm will not bill for extraordinary expenses (such as a major copying project) without prior approval from the City Manager. In order to preserve the attorney -client privilege, or where it would be in the best interest of the City to utilize the attorney work product doctrine to protect the legal interest of the City, the Firm may include charges and cost for experts or others who work on behalf of the City but only upon prior approval consent of the City. Billings for those services will be separately itemized and the firm will not charge any mark-up or administrative fees for administering those projects.