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CC Resolution 11182RESOLUTION NO. 11182 BEING A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CAMPBELL AMENDING THE COMPENSATION OF THE CITY ATTORNEY WHEREAS, the City Council is authorized to establish the compensation of the City Attorney; WHEREAS, the City Attorney's compensation was last amended on March 22, 2010 to address changes to the City Attorney's retainer to conform the comments arising out of the City's PERS audit by Resolution Number 11138, and was last previously amended on July 1, 2008 by Resolution Number 10929; WHEREAS, the PERS audit also changed the compensation assumptions of the City and the City Attorney regarding the hourly compensation charged for litigation; WHEREAS, the City Council has determined that a change to the City Attorney's compensation structure is warranted as a consequence of the application of PERS regulations and other matters, so that litigation will now be covered under the City Attorney's monthly retainer; WHEREAS, the City Attorney is waiving any right to any portion of any refund that the City may obtain from PERS attributable to PERS contributions made by the City on compensation resulting from the City Attorney's previous hourly litigation rate; and WHEREAS, the City is budgeting for approximately ninety-four (94) hours of City Attorney services per month; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Campbell, as follows: Section 1: The Mayor is authorized to execute the Fourth Amended Agreement for City Attorney Services in substantially the same form as set forth in the copy attached hereto. Section 2: Pursuant to Section 7 of the Third and Fourth Amended Agreements for City Attorney Services, the City Attorney's compensation shall be as follows for services performed on or after July 1, 2010: Monthly Retainer: $14,460 Surcharge for attorneys providing services under the City Attorney: $120/hour FOURTH AMENDED AGREEMENT FOR CITY ATTORNEY SERVICES WHEREAS, on or about January 1, 1987, the City Council of the CITY OF CAMPBELL did retain William R. Seligmann of the to provide legal services to the CITY OF CAMPBELL; WHEREAS, the parties desire to update and modify the terms of representation; NOW THEREFORE, IT IS AGREED that the contract between William R. Seligmann and the CITY OF CAMPBELL for City Attorney services is amended in its entirety as follows: 1. Designation of City Attorney William R. Seligmann of the law office of WILLIAM R. SELIGMANN (currently practicing in an Of Counsel relationship with ATCHISON, BARISONE, CONDOTTI & KOVACEVICH) continue to be retained to provide legal services to the CITY OF CAMPBELL, and shall continue to serve as the City Attorney for the CITY OF CAMPBELL. His duties will be attendance at all regular City Council, Redevelopment Agency and Planning Commission meetings, and special Council, Redevelopment Agency and Planning Commission meetings where needed, and to provide legal assistance and services for Council and employees of the City. 2. Regular Duties A. The City Attorney, or his representative, shall attend all regular meetings of the City Council, Redevelopment Agency and Planning Commission, and special meetings of the City Council, Redevelopment Agency and Planning commission as needed. The City Attorney's duties in this connection shall be to render advice and opinions with respect to all legal matters which may arise during any meetings, excepting, however, legal matters or proceedings wherein legal services are to be provided by special counsel. B. The City Attorney or his representative shall also attend meetings of other boards, commissions, committees and staff of the City when requested to do so by the City Council or the City Manager, at which time legal advice shall be given or opinions rendered. The City Attorney shall normally attend City staff meetings which are generally held on a bi-weekly basis. C. When requested to do so by the City Council or the City Manager, the City Attorney or his representative shall prepare resolutions, notices, contracts, ordinances, opinions and other documents and papers necessary, or appropriate, in matters pertaining to the City, and shall examine for legal sufficiency all documents submitted to him by the City. D. The City Attorney shall cooperate with and assist the City, its officers, agents and employees on all general legal matters pertaining to the City, including the enforcement of state and local laws and codes. However, the Attorney shall only provide legal advice to the staff when authorized to do so by the City Council or the City Manager. E. The City Attorney shall also perform such other related legal services for the City as may be requested by the City Council or City Manager. F. The City Attorney shall at all times endeavor to provide a response to the Council and staff inquiries concerning legal matters on a "same day" basis. The intent of this requirement is to provide city officials with a timely and immediate initial contact on legal problems and not necessarily the final researched answers. 3. Special Requirements and Provisions A. The city Attorney is retained by the City as an employee and shall be entitled to receive those benefits granted to department heads with the exception that he shall not be eligible for the automobile allowance or any of the paid time off provisions. The city shall pay any and all contributions necessary to maintain the City Attorney as a member of the Public Employees' Retirement System, except such amounts which would otherwise be the obligation of the employee. As partial consideration for this Agreement, the City Attorney waives any right to any portion of any refund that the City may obtain from PERS attributable to PERS contributions made by the City on compensation resulting from the City Attorney's previous hourly litigation rate. B. The City Attorney shall maintain regularly scheduled office hours at a designated city office. The hours shall be five hours per week unless different hours are mutually agreed upon by the City Attorney and the City Council or their designated representative. C. The City shall provide to the City Attorney those legal books, texts, and periodicals on municipal law that are currently available at City Hall. Additional such legal material shall be considered annually during the City budget adoption process. The City Attorney shall, upon vacating the office of City Attorney, surrender to his successor all City purchased books, texts, periodicals, files and other documents pertaining to city business. D. The City Attorney shall be entitled to attend meetings and conferences such as the League of California cities sponsored activities as approved in the City Attorney's annual budget. He shall be entitled to reimbursement for registration., meals, lodging and transportation on the same basis as the department heads for attending similar conferences and meetings. E. The City Attorney will be allowed to conduct an outside law practice. 4. Litigation Duties A. "Litigation" as used in this agreement shall mean the representation of the City and/or its officers, officials and employees in judicial or quasi-judicial actions filed or pending before a court or administrative body or in which the City has authorized the filing of a judicial or quasi-judicial action before a court or administrative body, or authorized response to an action to which it is a party. This representation shall include negotiations between the parties and/or their counsel, research of relevant legal authorities, preparation of documents for filing with the court or administrative body and such related documents as are reasonably necessary to carry-out the representation of the city and/or its officers, officials and employees, investigation of the facts, appearances before the court or administrative body, consultations with the clients, necessary and appropriate correspondence, and such other acts reasonably necessary to represent the clients. FOURTH AMENDED AGREEMENT FOR CITY ATTORNEY SERVICES Page 2 of 5 B. The City Attorney shall represent the City in all litigation, whether civil or criminal, required in the enforcement of the City's ordinances. C. As authorized by the City Council, the City Attorney or his representative shall represent the City in litigation to which the City may be a party except where a conflict of interest exists or where the requirement of specialized legal expertise makes representation inappropriate. In such situations, the City Council may request that the City Attorney spend time as necessary to brief and/or coordinate the activities of specialized counsel as their work relates to the City's interest. 5. Services of Assistants and Paralegals A. The City Attorney may delegate some of his duties to other competent attorneys, paralegals, or law clerks employed by him or his law firm, provided that the City Attorney shall be personally responsible for all work performed by such assistants, and shall ensure that all work is performed in a competent and professional manner. B. The City Attorney, with the prior notice to the City Council, may select another person or persons to act as City Attorney in representing the City in cases where the City Attorney is unable to act due to illness, vacation or other reason, or when the City Attorney requires such assistance. Such representatives will be compensated at the city Attorney's own expense. The City Council shall have the right to reject the City Attorney's choice of representative in its discretion. 6. Limitation of Duties A. The City presently contracts for professional employer-employee relations services, providing assistance with interpretation of city labor agreements and employee disciplinary actions. The City Attorney will not be required to participate in the city negotiation process with its designated employee representative. The City Attorney may be required, however, to advise and defend the City on personnel matters subject to litigation, normally involving hiring and promotional practices, and disciplinary actions. B. The City currently contracts for both the administration and legal representation for all workers' compensation claims and litigation. The City Attorney will not be required to assist in this area. C. The City presently contracts for the administration and legal representation for some general liability claims and litigation. The City Attorney's role in such cases shall be consistent with the adopted policy of the City Council. D. The City Attorney shall sit as the Redevelopment Agency counsel at the Agency's meetings. He shall provide general legal advice except in those areas requiring specialized legal expertise for Agency matters. E. It is anticipated that major litigation in a specialized areas will be contracted out to an appropriate law firm specializing in the particular subject area. The City Attorney will be responsible for general oversight in such cases and for providing general legal assistance to the other law firm as required. FOURTH AMENDED AGREEMENT FOR CITY ATTORNEY SERVICES Page 3 of 5 7. Compensation A. The City Attorney shall receive anon-refundable monthly retainer in an amount to be established by resolution of the City Council. This retainer shall cover rendition of all of the regular duties and representation in litigation described in sections 2 and 4 of this Agreement, as well as time spent at seminars, professional conferences, and on educational activities intended to enhance the City Attorney's skills and knowledge as it relates to his duties, and such team building and staff development retreats and activities as are normal and appropriate for the City Attorney to attend. B. Services of other attorneys employed under the supervision of the City Attorney shall be billed at hourly rates established by resolution by the City Council. C. The City Council may in its discretion authorize additional compensation for litigation or special services that would require services above and beyond those contemplated by the Council and the City Attorney at the time that the Council approved the City Attorney's retainer. 8. Costs The City Attorney shall be entitled to be reimbursed by the City for all costs advanced on his behalf such as court costs, filing :fees, service of process fees, juror's fees, witness fees, investigators; fees, appraisers' fees, costs of photographs and charts in connection with litigation, and the like. 9. Overhead Except as expressly provided, the City Attorney shall pay all overhead incurred in providing City Attorney services to CAMPBELL including, but not limited to rent of the law firm's office, telephone, secretarial, bookkeeping, postage, stationary, office supplies, insurance, library, copying, taxes and licenses. 10. Records, Monthly Statements, and Audit The City Attorney shall maintain careful and accurate records of alt time spent by the City Attorney to closest one-quarter (1/4) of an hour, and all reimbursable costs advanced by the City Attorney's office in conjunction with City business. The Attorney shall render monthly statements to the City for the performance of all regular and litigation services showing the services performed, the hours spent, the costs advanced and the amount the City Attorney is entitled to receive from the City for the month. If approved, the sum shown to be due by such statement shall be paid to the City Attorney by the City within thirty (30) days after said approval. Books of account and the time records of the City Attorney pertaining to business transacted for the city shall be open to audit by the City auditor, upon prior request of the City Council. 11. Termination This Agreement may be terminated upon either party giving the other sixty (60) days written notice. FOURTH AMENDED AGREEMENT FOR CITY ATTORNEY SERVICES Page 4 of 5 12. Effective Date This Fourth Amended Agreement shall take effect July 1, 2010, and shall supersede all prior agreements between the City and the City Attorney. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the 29t" day of June, 2010. CITY OF CAMPBELL ;:~ ~~ /J,~~V ~/ l ;° ~/ r ~y: Evan D, Low, Mayor i~a~ni . Seligmann FOURTH AMENDED AGREEMENT FOR CITY ATTORNEY SERVICES Page 5 of 5