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HomeMy WebLinkAboutCity Attorney - 2009 - Darren WilderContract for Legal Service This indenture Witnesseth That: Thomas Galligan (hereinafter "Galligan) was elected mayor of the City of Jeffersonville, Indiana on November 6, 2007 and shall assume the office on January 2, 2008. Whereas, Indiana Code 36-4-9-4 and Indiana Code 26-4-9-8 provide that the City shall have a Department of Law. Whereas, the legal needs of the City are diverse. Those needs include ,but are not limited to: representation of various boards, real estate transactions, economic development, litigation, development of legislation, workmen's compensation, risk-loss management, etc. Whereas, representing the City of Jeffersonville is an honor and privilege no different than serving as an elected official. As such, legal counsel for the City is expected to make special exceptions in his or her contract that otherwise would not be acceptable in his or her everyday practice. The willingness by legal counsel to reduce fees and incur costs displays counsel's commitment to public service and counsel's commitment to the taxpayers and people of Jeffersonville. Whereas, in order to insure that the City's legal needs are met in a competent manner the mayor shall enter into the following contract for legal service with Darren Wilder f'or the purpose of providing legal advice in those areas wherein said attorney's legal experience applies. Wherefore, the parties enter into the following agreement: A. Financial Terms: 1. The attorney shall provide legal counsel for the City and shall charge at the rate of One Hundred Dollars ($100.00) per hour. The attorney shall be paid a retainer fee in the sum of Two Thousand Dollars ($2,000.00) each month. This is not anon-refundable retainer fee. This retainer fee shall serve to pay for twenty (20) hours of legal service. The attorney shall be responsible for submitting an itemized billing statement each month that sets out fully and completely each task that the attorney has performed and of which the attorney requests payment. If the attorney does not perform twenty (20) hours of legal service in a given month those hours not worked shall "roll-over" to the next month. The attorney's hours shall "roll- over" each month thereby creating a "bank" of hours that the attorney shall be obligated to perform on behalf of the city. IF, AT THE END OF '1 HE CONTRACT THE ATTORNEY HAS A "BANK" OF HOURS WHEREIN SERVICE ARE OWED TO THE CITY, SAID ATTORNEY SHALL BE OBLIGATED TO REPAY THE CITY ANY MONIES PAID FOR LEGAL WORK THAT HAS NOT BEEN PERFORMED. The attorney shall not exceed the number of hours set forth above without first obtaining authorization from the "city's Litigation Committee" (hereinafter "Litigation Committee"). In order to exceed the number of hours set forth in this agreement the attorney must provide a written explanation as to why the attorney believes that the attorney's hours will exceed the retainer fee. The attorney must submit this explanation to each of the three (3) members of the Litigation Committee for their consideration. The Litigation Committee shall, separately and without consultation and/or meeting, submit their written position as to whether or not they believe that the request is necessary under the circumstances. The attorney shall proceed based upon the information. provided by the members of the Litigation Committee. Failure to provide this written request to the Litigation Committee may be at the attorney's own peril. If the attorney fails to secure the Litigation Committee's opinion prior to performing said work, the attorney may not be compensated for said work if it is later deemed to have been unnecessary by the Litigation Committee. 2. The attorney shall be responsible for all costs and expenses associated with providing representation. This shall include the cost of his or her legal staff, taxes, any and all "over-head" that is commonly associated with the practice of law. The City shall pay postage and court costs accrued by the attorney in the course of the attorney's representation of the City. The City shall provide access to online legal research if the attorney requires same. However, any other costs shall be the responsibility of the attorney. 3. The attorney shall not charge the city for "soft hours". It is the expectation of The City that each attorney shall be competent in the area wherein he or she shall serve the city's interest. The City will pay the attorney for legal work performed by the attorney. The City shall not pay for time spent in social gatherings with elected officials or city employees or city department heads and any and all other "non-legal" activity. B. Legal Malpractice Insurance Coverage: The attorney shall be responsible for maintaining his or her own legal malpractice insurance. The attorney is an independent contractor. The City shall maintain professional liability insurance however, the attorney shall also obtain professional liability insurance and the attorney shall provide a written statement to the City setting forth the name of his or her carrier and the attorney shall provide a letter or document substantiating the coverage and the attorney's limits of liability. C. Fiduciary Duty: The attorney shall be employed by the Mayor pursuant to those Indiana Statues as set forth herein. 2. The attorney's fiduciary duty is owed to the Mayor by virtue of those statues. 3. However, the mayor instructs the attorney to cooperate, communicate and share information with the member of the Jeffersonville City Council. The only exception to this shall be in matters wherein the City Council and the Mayor have an identifiable dispute as to a particular matter. In those instances, and for those issues alone, the attorney shall inform the City Council that he or she cannot impart information and the attorney shall be obliged to explain. 4. The attorney shall not be precluded from representing criminal clients in matters before the Jeffersonville City Court. The attorney shall not be precluded from representing clients in matters wherein the Jeffersonville Police Department, its members and/or employees may be witnesses and/or may have engaged investigatory procedures consistent with their profession. 5. Attorney shall be subject to any all terms of the City's ethics or ordinance. Attorney, or any of his/her partner's or associates shall be prohibited from representing clients in matters adverse to the Zoning Board, Board of Zoning Appeals, Redevelopment, Board of Public Works and any other Board created by statue, ordinance or common law. IF AT ANY TIME AN ATTORNEY SHALL REPRESENT A CLIENT IN A MATTER BEFORE A BOARD THAT IS NOT ADVERSE TO THE CITY, THE ATTORNEY SHALL INFORM THE BOARD AND ITS MEMBERS THAT THE ATTORNEY IS AN INDEPENDENT CONTRACTOR EMPLOYED BY THE CITY. THIS DISCLOSURE SHALL TAKE PLACE PRIOR TO THE COMMENCEMENT OF THE REPRESENTATION BY THE ATTORNEY. The Mayor and the Cotu~cil shall have the authority to waive any potential conflict as between the Attorney and the City. The waiver shall be in writing and both the Mayor and the Council must agree to waive said potential conflict. The waiver shall be obtained prior to the commencement of representation. D. Bond Counsel: From time to time the City has secured financial bonds to develop and pay for various projects necessary for the growth and development of the city. 2. It is the practice of the City to hire "outside" legal counsel to prepare said bonds and to undertake all of those steps necessary to insure that the bond procedure is followed correctly. 3. The intent and purpose of hiring outside bond counsel is to secure an expertise in a very particularized field of law. Moreover, the intent of hiring outside bong counsel is to "spread the risk" of liability if bond counsel fails to perform its duties correctly. 4. If it is deemed necessary by outside bond counsel that "local counsel" is needed, bond counsel shall provide a written request to the City setting forth the reasons that Outside Counsel desires such assistance. The letter shall set forth the full scope of the duties that local counsel is expected to undertake as well as an estimate of the time and expense associated therewith. Local Counsel shall be paid at the rate of One Hundred Dollars ($100.00) per hour and any payment made thereto shall be paid from the bond. Local Counsel shall not be paid from monies from the local general fund. LOCAL BOND COUNSEL IS DISCOURAGED. LOCAL BOND COUNSEL SHALL ONLY EXIST IF SO DESIGNATED BY OUTSIDE BOND COUNSEL AND/OR THE FINANCING PROJECT CREATED SO OVER-SEEN BY A HOLDING CORPORATION OR OTHER ENTITY THAT MANDATES THE PRESENCE OF LOCAL LEGAL COUNSEL. IF IT IS DETERMINED THAT LOCAL BOND COUNSEL IS NECESSARY SAID LOCAL COUNSEL SHALL SUBMIT HIS OR HER HOURLY BILLING STATEMENT TO THE EXECUTIVE, LEGISLATIVE AND FISCAL BODY OF THE CITY ON A MONTHLY BASIS. E. Term of This Agreement: Attorney shall be employed at the will of the Mayor, and his service shall begin January 1, 2009. This agreement can be terminated at any time by the Mayor. 2. Attorney shall be entitled to terminate this agreement at any time. ,,~ So agreed ~on this ~_ day of January, 2009. Atto City of J Galligan, r Attested: Peggy Wilder, erk-Treasurer City of Jeffersonville, Indiana