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HomeMy WebLinkAboutResolution 7987 RESOLUTION 7987 CITY OF MOUNDS VIEW COUNTY OF RAMSEY STATE OF MINNESOTA RESOLUTION APPROVING THE RENEWAL OF A LEGAL SERVICES AGREEMENT WITH KENNEDY & GRAVEN, CHARTERED WHEREAS, in August of 2009, the City Council approved Resolution 7489 which authorized a three-year renewal of a Legal Services Agreement (the "Agreement") with Kennedy & Graven, Chartered (the "Firm"); and, WHEREAS, the Agreement with Kennedy & Graven is now due for renewal; and, WHEREAS, the City Council has considered the performance of the Firm and has determined that a renewal of the Agreement would be beneficial to the City; and, WHEREAS, the monthly retainer fee will be reduced from $2,300 per month to $2,200 per month. NOW,THEREFORE BE IT RESOLVED, THAT the Mounds View City Council does hereby approve a renewal of the Agreement, attached as Exhibit A, with Kennedy & Graven, Chartered, to provide civil legal services for a three-year period beginning August 27, 2012. Adopted this 27th day of August, 2012. e • ATTEST: J ovm.e,o -c. /t.90 James Ericson, City Administrator (seal) AGREEMENT FOR LEGAL SERVICES This Agreement,entered into between the CITY OF MOUNDS VIEW, a Minnesota municipal corporation (City) and the law firm of KENNEDY & GRAVEN, CHARTERED (City Attorney) as of this 27th day of August, 2012, provides as follows: SECTION 1. Background: Findings. 1.01. Authority. The appointment and removal of the City Attorney are made by the City Council. 1.02. Council Determination. At a duly called regular meeting of the City Council held on August 27, 2012, the City Council determined that the firm of Kennedy & Graven, Chartered be engaged as City Attorney, with Scott J. Riggs and Sarah J. Sonsalla of that firm serving as primary legal counsel for the City and instructed the City Administrator to prepare an agreement between the firm and the City setting forth the terms and conditions of the engagement. SECTION 2. Terms and Conditions. 2.01. Consideration. In consideration of the mutual promises and conditions contained in this Agreement the City and the City Attorney agree to the terms and conditions set forth herein. 2.02. City Attorney Appointment. The City appoints the firm of Kennedy & Graven, Chartered as City Attorney, with Scott J. Riggs and Sarah J. Sonsalla acting as primary legal counsel for the City. 2.03. Usual and Customary Legal Services. The City Attorney agrees to perform all usual and customary legal services for the City in accordance with the terms of this Agreement, including, but not limited to the following: a. Attendance by the primary legal counsel from the firm, as requested, at one Council meeting per month; b. Meetings with staff and public groups as requested by the Council or the City Administrator and public hearings before the Council; c. Review and preparation of contracts, performance bonds, insurance and other routine legal documents; d. Ordinance code amendments and preparation of resolutions; e. Formal and informal legal advice to Council, staff and committees; f. Responses to inquiries from the public on matters not directly related to criminal prosecution activities; 1 409234v1 SJR MU125-11 g. Regular training for staff including, but not limited to, human resource issues, sexual harassment, city government procedures, employee discipline procedures, workers compensation, OSHA issues; h. Occasional attendance at staff meetings as directed by the City Administrator; i. Legal updates, alerts and opinions to staff on issues affecting the City; j. Proactive advice as to City Code and personnel policies; k. All other routine legal services except those pertaining to: i. land acquisitions and sales; ii. litigation, administrative proceedings, eminent domain and special assessment appeals; iii.. review of subdivision and land development contracts; iv. approval of improvement bonds/proceedings and other authorized bond issues; v. telecommunication matters; vi. employment matters and labor negotiations; vii. Economic Development Authority matters involving the establishment of tax increment financing districts and development contracts; viii. Separate Commissions of the City including, but not limited to Economic Development Authority, Police Civil Service Commission, and Charter Commission. As an aid to the interpretation of the services to be covered by the retainer agreement,the following definitions would apply: "Administrative proceedings" means services directly related and preparatory to representing the City or its agencies before a federal, state or regional administrative agency. "Eminent domain" means services performed directly related and preparatory to the commencement of an action of eminent domain by or against the City or its agencies. "Litigation" means services performed by the city attorney: (a) in response to a claim filed against the City or an action commenced against the City, its agencies, or their officers, agents or employees; (b) in response to administrative proceedings; and (c) appearances on behalf of the City or its agencies before state or federal courts, boards or commissions. "Routine" means matters usual and customarily undertaken by a city attorney in the discharge of office. 2.04. Compensation for Legal Services. For legal services, except as provided in Section 2.08, the City agrees to compensate the City Attorney at the following hourly rates for services indicated below: 2 409234v1 SJR MU125-11 a. For all attorneys in general municipal matters as set forth in Section 2.03 (except Section 2.03(k)) pursuant to a monthly retainer in the amount of $2,200.00. b. For all attorneys for matters set forth in Section 2.03(k) as follows: i. For all attorneys in real estate matters, telecommunication matters, employment and labor negotiation matters $140/hr. ii. For all attorneys in litigation and administrative proceedings $150/hr. iii. For all attorneys in matters in which costs are passed through to developer and tax increment matters $205/hr. iv. For all law clerks for work not covered by the retainer set forth in Section 2.04(a) $75/hr. v. For all paralegals for work not covered by the retainer set forth in Section 2.04(a) $95/hr. vi. Bond counsel services as set forth in Section 2.08. vii. For all attorneys requested to attend a regular council meeting in excess of one per month, established under Section 2.03(a). $120/hr. - no travel time allowed. 2.05. Compensation for Expenses. The City will compensate the City Attorney for the following actual and necessary expenses incurred by the City Attorney on behalf of the City: The firm will bill its out-of-pocket costs for such things as postage, long distance telephone calls, photocopying, filing fees and witness fees, and similar items. Mileage compensation will not be charged for attendance at regular City Council Meetings. 3 409234v1 SJR MU125-11 Photocopying: $.10 per page Color copies $1.00 per page Mileage: IRS reimbursement rate Westlaw or Lexis fees: Actual cost charged Other charges such as: Actual cost charged Messenger service Express mail Long distance telephone calls Filing fees Parking fees Our monthly billing statements provide detail for all fees and costs. 2.06. Billing Statements. Billings by the City Attorney to the City for services will be on a monthly basis, except as may otherwise be agreed upon by the parties. The billing statement shall be of sufficient detail to adequately inform the City concerning the tasks performed,the attorney or staff performing them, the time spent on each task and the nature and extent of costs and disbursements. The statement shall also contain a summary that shows the total time spent for each category and the total fees, charges and disbursements for each category. 2.07. Term of Agreement. The term of this Agreement shall be for three years. The hourly rates specified in this Agreement will remain in effect for the term of this Agreement. 2.08. Bond Counsel Services. The City Attorney will act as approving bond counsel for the City if so requested by the City. These services are not part of this Agreement, but may be made such by mutual agreement of the parties. In the event such services are desired by the City, fees for these services will be those usual and customarily charged by the firm of Kennedy &Graven, Chartered. 2.09. Primary Legal Counsel. It is the intention of the parties and it is hereby agreed by the City Attorney, that the term "primary legal counsel" as used herein means and refers to Scott J. Riggs and Sarah J. Sonsalla who will, except in the case of extraordinary circumstances involving disability, unavoidable conflict or other good and substantial reasons, perform, supervise and be responsible to the City for the legal services to be provided. 2.10. Entire Agreement. This Agreement, any attached exhibits and any addenda or amendments signed by the parties shall constitute the entire agreement between the City and the City Attorney, and supersedes any other written or oral agreements between the City and the City Attorney. This Agreement can only be modified in writing signed by the City and the City Attorney. 2.11. Termination. This Agreement may be terminated by the City at any time or by the City Attorney upon 30 days written notice. 4 409234v1 SJR MU125-11 2.12. Conflict of Interest. The City Attorney shall use best efforts to meet all professional obligations to avoid conflicts of interest and appearances of impropriety in representation of the City. In the event of a conflict,the City Attorney, with the consent of the City, shall arrange for suitable alternative legal representation. It is the intent of the City Attorney to refrain from handling legal matters for any other person or entity that may pose a conflict of interest. 2.13. Agreement Not Assignable. Except as provided in Paragraph 2.12 of this Agreement relating to conflicts of interest, the rights and obligations created by this Agreement may not be assigned by either party. 2.14. Agreement Not Exclusive. The City retains the right to hire other legal representation for specific legal matters. 2.15. Independent Contractor Status. All services provided by the City Attorney pursuant to this Agreement shall be provided by the City Attorney as an independent contractor and not as an employee of the City for any purpose, including but not limited to: income tax withholding, workers' compensation, unemployment compensation, FICA taxes, liability for torts and eligibility for employee benefits. 2.16. Work Products. All records, information, materials and other work products prepared and developed in connection with the provision of services pursuant to this Agreement shall become the property of the City. 2.17. Insurance. The City Attorney shall maintain professional liability (malpractice) insurance in the minimum amount of$1,000,000. 2.18. Data Practices Act Compliance. Data provided to the City Attorney under this Agreement shall be administered in accordance with the Minnesota Government Data Practices Act, Minnesota Statutes, Chapter 13. 2.19. Choices of Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the state of Minnesota. Any disputes, controversies, or claims arising out of this Agreement shall be heard in the state or federal courts of Minnesota, and all parties to this Agreement waive any objection to the jurisdiction of these courts,whether based on convenience or otherwise. 2.20. Agreement Extensions. Subject to the rights of termination described in Section 2.11, the provisions of this Agreement shall be deemed to be automatically extended from year-to-year or extended with such modifications or adjustments as the City and City Attorney may from time-to-time mutually agree. 5 409234v1 SJRMU125-11 IN WITNESS WHEREOF, the parties have caused this agreement to be duly executed by their proper officers and representatives as of the day and year first above written. CITY OF MOUNDS VIEW, MINNESOTA By: Joe Flaherty Its: Mayor By: James Ericson Its: City Administrator KENNEDY & GRAVEN, CHARTERED By: Scott J. Riggs City Attorney 6 409234v1 SJR MU125-11