HomeMy WebLinkAbout4.a. Provide Direction on District Labor and Employment Related Counsel Services Succeeding the Retirement of Principal Counsel W. Daniel Clinton in 2021 Page 1 of 13 Item 4.a. ,orVIOIN SAN September 29, 2020 TO: ADMINISTRATION COMMITTEE FROM: TEJI O'MALLEY, HUMAN RESOURCES MANAGER REVIEWED BY: ROGER S. BAILEY, GENERAL MANAGER SUBJECT: PROVIDE DIRECTION ON DISTRICT LABORAND EMPLOYMENT RELATED COUNSEL SERVICES SUCCEEDING THE RETIREMENT OF PRINCIPAL COUNSEL W. DANIEL CLINTON, ESQ., IN 2021 Mr. Clinton has provided the District with employment and labor related legal services for almost 30 years, and the District has had a contract with his current firm, Hanson Bridgett LLP, since 1998. 1 n 2019, the District renewed the contract with Mr. Clinton (Attachment 1)for a one-year term ending December 31, 2019. That contract with Hanson Bridgett and Mr. Clinton was extended for an additional year, to December 31, 2020, under the same terms. Mr. Clinton's historical knowledge of the District, along with his legal expertise, has been extremely valuable to the District. During the past several years, there has been a large amount of turnover at the District, which has resulted in the loss of institutional knowledge. Mr. Clinton, with his advice and counsel, assisted in maintaining consistency and continuity, which are critical for Human Resources related issues. Both Mr. Clinton and Hanson Bridgett staff exhibit high levels of responsiveness and excellent customer service while providing proactive legal advice and counsel. n July 2019, the Administration Committee discussed Mr. Clinton's succession plan with him.At that time, Mr. Clinton identified Jennifer Martinez, Esq., as a prospective replacement. Her profile is attached (Attachment 2). Ms. Martinez is currently a Partner with Hanson Bridgett and specializes in various employment law matters. Mr. Clinton has since announced his intent to retire in late 2021, and is recommending Ms. Martinez, to be his successor if the District were to continue its contract with Hanson Bridgett. Ms. Martinez will be attending the Committee meeting on September 29, 2020 for an introduction by Mr. Clinton. At this time, the District has two options in its choice of labor and employment related legal services: 1. Continue contracting with Hanson Bridgett LLP, with Jennifer Martinez, Esq., as principal counsel to the District. 2. Issue a formal Request for Proposal (RFP) and direct staff to procure the services of a firm specializing in labor and employment related legal services. Hanson Bridgett could potentially submit a proposal and be selected. The District has not issued a formal RFP since Mr. Clinton has been acting as labor counsel. September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 4 of 37 Page 2 of 13 Staff is requesting direction from the Committee to ensure a smooth transition upon Mr. Clinton's retirement. Board approval is required to enter into a contract for labor and employment related legal services. Strategic Plan Tie-In GOAL FOUR: Workforce Development Strategy 1—Proactively plan for future operational staffing needs, Strategy 2—Foster relationships across all levels of Central San ATTACHMENTS: 1. Extension, Revision, and Contract with Hanson Bridgett L L P 2. Profile of Jennifer Martinez, Esq., of Hanson Bridgett September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 5 of 37 ATTACHMENTPpge 3 of 13 Central Contra Costa Sanitary District Protecting public health and the environment 5079 ■ Place, 94553-4392 PHONE:(925)228-9500 FAX:(925)372-0192 December 19, 2019 www.cenfralsan.org ROGER S.Via Y Genera!Manager Terry E. Villicana KENTONL ALM Legal Secretary to W. Daniel Clinton Coen-4elf510)375i4571 g rY Oslo}sus-�s�l Hanson Bridgett LLP KA77F.YOUNG 425 Market Street, 2611 Floor Secrelary oflfre lJixlrirf San Francisco, CA 94105 Re: Extension of Contract for Legal Services between Central Contra Costa Sanitary District and Hanson Bridgett LLP Dear Ms. Villicana: Our existing contract for legal services with Hanson Bridgett LLP dated January 1, 2018, as revised, was set to expire December 31, 2019, unless extended. I am pleased to inform you that the Central San Board of Directors, at its meeting earlier today, authorized a one-year extension of the agreement through December 31, 2020, at the same hourly rates and terms as set forth in the original contract. We look forward to our continued working relationship with Hanson Bridgett in 2020. If you have any questions, please do not hesitate to call. Sincerely, Katie Young Secretary of the District Idma cc: Ann Sasaki, Deputy General Manager TO O'Malley, Human Resources Manager BOARD OF DIRECTO►U DAYID R-WILLIAMS,Prnsldcnl MICHAF.1.R.Mc{i1L7,Prrsrden[Pm Te»r•FAUI.H.C 4USEY•JAM&SA-NEJEpI Y•TAD..Pll.&CKl I_WW paw September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 6 of 37 Page 4 of 13 REVISION NO. I TO CONTRACT FOR LEGAL SERVICES WITH HANSON BRIDGETT LLP This Revision No. 1 is issued to make the following changes, as approved by the Board of Directors on November 15, 2018: • Completion Date — ❑ecember 31, 2019 Revise as follows: 1. ARTICLE III: TERM OF THE AGREEMENT: The term of this Agreement shall be renewed from January 1, 2019 through December 31, 2019, as set forth in Article 11. It is anticipated that this Contract may be extended with the mutual consent of each party thereafter. All other terms and conditions shall remain the same. HANSON BRIDGETT LLP By: C W. 15AN I EC CLINT CENTRAL CONTRA COSTA SANITARY DISTRICT r By: G. JAMES A. NEJEDLY `President, Board of Directors Acknowledge By: KATIE Y G Secretary of he i trict September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 7 of 37 Page 5 of 13 rage 4 or V CONTRACT FOR LEGAL SERVICES BET" -EEN CENTRAL C0­TRA COSTA SANITARY DISTRICR` AND HANSO BRIDCETT LLP BY THIS AGREEMENT, made and entered into this first day of January 2018, by and between the CENTRAL CONTRA COSTA SANITARY DISTRICT, a political subdivision, hereinafter referred to as the"District,"together with the Law Firm of Hanson Bridgett LLP and W. Daniel Clinton, hereinafter collectively referred to as "Labor Counsel for the District" or "Firm,"the parties mutually agree as follows: SCOPES OF SERVICES ARTICLE h 1. Labor Counsel for the District, comprised of W. Daniel Clinton and such members of the firm of HANSON BRIDGETT LLP,as are deemed appropriate by the District and the Firm, shall perform labor and employment related services and legal representation on behalf of the District as directed by the Board of the District. Labor Counsel for the District shall work in a cooperative role with the District's management team through the General Manager. 2. It is anticipated that Labor counsel for the District will provide legal services as reasonably required to represent the District and as directed by the District. Labor Counsel will provide the Board and its management team with legal advice and representation on labor and employment related matters and shall take reasonable steps to keep District informed and respond to District inquiries. 3. The District may in its discretion refer litigation matters, labor negotiations and/or special projects to Labor Counsel for the District on a case-by-case basis, which matters will be handled pursuant to the compensation schedule and other terms herein,unless otherwise agreed by the parties;however,there is no requirement that the District refer such matters to the Firm,nor is there a requirement that the District use the firm exclusively for all legal work concerning District labor and employment issues. COMPENSATION ARTICLE II: 1. Labor Counsel for the District will provide legal services from January 1, 2018 through December 31,2018,at the hourly rates set forth on Appendix A,attached. At the District's sole discretion, this contract may be renewed for an additional year, from January 1, 2019 to December 31,2019, at the hourly rates set forth on Appendix A, attached. November 15, 2018 Regular Board Meeting Agenda Packet-Page 29 of 254 September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 8 of 37 Page 6 of 13 gage or d 2. Labor Counsel for the District will provide on a monthly basis documentation of actual hours worked by each member of the Firm, together with a designation of the case name and number,a description of the activity undertaken, and he District staff member req�:esting the legal services. Labor Counsel for the District shall also make available to the Distric�for audit all of such records so maintained. 3. The Firm's billing rates incorporate normal and routine administrative charges reflecting the costs of mailings, telephone, accounting, and use of other Firm clerical and administrative services. Other discreet, non-routine costs incurred by the Firm on behalf of the District, shall be separately invoiced by the Firm and reimbursed by the District. Such reimbursable costs shall include costs such as, for example, expert witness fees, court filing fees, deposition costs, travel costs outside of Contra Costa, Alameda and San Francisco, messenger services,overnight mailings,facsimiles,duplicating,and computer research charges. TERM OF THE AGREEMENT ARTICLE III: The tern of this Agreement shall be from January 1, 2018 through December 31, 2018, and it may be renewed at the District's sole discretion for an additional year, as set forth in Article II. It is anticipated that this Contract may be extended with the mutual consent of each party thereafter, CONFEDENTIAL RELATIONSHIP ARTICLE IV; All dealings of the parties under this Agreement shall be confidential and no report, data, information, or communication developed, prepared, or assembled by Labor Counsel for the District under this Agreement shall be revealed,disseminated,or made available by Labor Counsel for the District to any person or organization other than the District without the prior knowledge and concurrence of the District. ASSIGNMENT AND LAWS ARTICLE V: Labor Counsel for the District shall not subcontract any of the work or assign any of its rights or obligations without the prior written consent of the District. This Agreement shall be governed by the laws of the State of California. NOTICES ARTICLE VI: All notices or other official correspondence relating to contractual maters between the parties hereto shall be made by depositing same in first-class, postage-paid mail addressed as follows: 2 13965369.1 November 15, 2018 Regular Board Meeting Agenda Packet- Page 21 of 254 September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 9 of 37 Page 7 of 13 rags ti or'd To Labor Counsel for the District: W.DANIEL CLINTON, ESQ. HANSON BRIDGETT LLP 425 Market Street, 25th Floor San Francisco, CA 94105 To District: ROGER S.BAILEY General Manager CENTRAL CONTRA COSTA SANITARY DISTRICT 5419 Imhoff Place Martinez,CA 94553 or to such other address as either parry may designate hereinafter in writing delivered to the other party. CONFLICT OF INTEREST ARTIC E VU: Labor Counsel for the District promises and agrees that Labor Counsel for the District and members of his staff shall avoid any actual or potential conflicts of interest. Labor Counsel for the District agrees to immediately notify the Board of Directors and the General Manager of any cases which may involve an actual or potential conflict of interest. INDEMNIFICATION ARTICLE VIH. Neither the District nor Labor Counsel for the District shall be required to indemnify the other party to this Agreement. Nothing in this Agreement is intended to limit or alter the rights of each party against the other party as such rights may exist under the laws of the State of California. INSURANCE ARTICLE IX.- During the entire term of this Agreement and any extension or modification thereof,Labor Counsel for the District shall keep in effect insurance policies providing coverage for general public liability, including lawyers' professional liability, and workers' compensation exposure at limits deemed acceptable by the District. Labor Counsel for the District shall provide Certificates of Insurance and other evidence of insurance, including copies of the policies as may be requested by the District to demonstrate that the above required insurance coverages are in effect. Automobile insurance coverage will be provided by the Firm through its general liability coverage or by the individual members of the Firm pursuant to their personal automobile policies,and such coverage shall be at levels acceptable to the District. 3865389 l November 15, 2018 Regular Board Meeting Agenda Packet-Page 22 of 254 September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 10 of 37 Page 8 of 13 rage r or a TERMINATION ARTICLE X: This Agreement may be terminated by either party, at its sole discretion, upon thirty (30) calendar days prior written notice;provided,however,if a court action(s)has been filed,Firm may terminate this contract and withdraw from representation of District in such action(s)only with the District's consent or upon court approval. In event that W. Daniel Clinton were to leave the Firm of HANSON BRIDGETT LLP, or be unable or unwilling to continue to serve as Labor Counsel for the District as a member of said Firm for any reason, the District shall have the right to continue to direct HANSON BRIDGETT LLP, to perform such legal services as the District deems advisable and to obtain other legal services in whatever manner the District deems advisable, or to immediately terminate the Agreement in the District's sole discretion. TERMS ARTICLE XI: No alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by the parties hereto. No oral understanding or agreement not incorporated herein shall be binding on any of the parties hereto. ARTICLE RE TRIGS ARTICLE XII: Article headings in this Agreement are for convenience only and are not intended to be used in interpreting or construing the terms,covenants, and conditions of this Agreement. PARTIAL INVALIDITY ARTICLE XM: If any term, covenant, condition, or provision of this Agreement is found by a court of competent jurisdiction to be invalid,void,or unenforceable,the remainder of the provisions hereof shall remain in full force and effect, and shall in no way be affected, impaired, or invalidated thereby. SURVIVAL ARTICLE XIV: Notwithstanding the District's acceptance of the services or termination thereof and payment therefor, Labor Counsel for the District shall remain obligated under all clauses of this Agreement which expressly or by their nature extend beyond and survive such acceptance, termination and payment. 4 13865339.1 November 15, 2018 Regular Board Meeting Agenda Packet-Page 23 of 254 September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 11 of 37 Page 9 of 13 vage is or v Notwithstanding the acceptance of the services of Labor Counsel for the District or termination thereof and payment therefor, the District shall remain obligated under all clauses of this Agreement which expressly or by their nature extend beyond and survive such acceptance, termination and payment. SIGNATURES ARTICLE XY: These signatures attest the parties' agreement hereto. CENTRAL CONTRA COSTA SANITARY DISTRICT By: PAUL H. SEY President, Ba o Directors Attest: BLAINE R. BOEHME Secretary of the District By: HANSON BRIDGETT LLP By: W. DANIEE OUNTON 13$b5384] November 15,2018 Regular Board Meeting Agenda Packet-Page 24 of 254 September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 12 of 37 Page 10 of 13 page a or 9 APPENDIX A HANSON BRIDGE'I`T LLP District Billing Rate District Bilking Rate Attorney OV0112018 _ 0 /W2019 W.Daniel Clinton $420.00 $430.00 Rates for all other attorneys and legal assistants will be at a 10 percent(10%)discount of the Finn's regular billing rates. 13865389.1 November 15,2018 Regular Board Meeting Agenda Packet- Page 25 of 254 September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 13 of 37 Page 11 of 13 ATTACHMENT 2 Jennifer M. Martinez Jennifer represents private and public employers in federal and state San Francisco court litigation and before administrative agencies regarding discrimination (including race, sex, age, national origin, sexual Hanson Bridgett LLP orientation, and disability), harassment, retaliation, breach of contract S , a Market Street, 26th Floor wrongful termination, and numerous other types of employment law San Francisco, CA 94105 matters.Jennifer also handles complex wage and hour class action 415-995-5842 Direct Phone litigation (including off-the-clock claims, meal and rest period violations, 415-995-9366 Fax exempt misclassification, and contractor misclassification) in both federal and state courts, as well as other representative and collective actions jmartinez@hansonbridgett.com under the California Private Attorneys General Act and the federal Fair Labor Standards Act.Within the past year, Jennifer second chaired a Firm Leadership state court jury trial, obtaining a complete defense verdict for her client on a claim of disability discrimination and failure to accommodate. Recruiting Committee In addition to her litigation practice, Jennifer counsels employers on a wide variety of employment issues, such as hiring practices, employment Practices/Industries policies, disability accommodations and leave administration, employee Labor& Employment and contractor classification issues, employment contracts, enforceability of covenants not to compete, leaves of absence, terminations, and Litigation & Dispute Resolution reductions in force. She specializes, in particular, in advising start-ups, Class Actions early stage companies, and technology companies. In addition to general Employment Class Actions advice and counseling, Jennifer handles sensitive harassment and whistleblower investigations. Jennifer also has considerable merger and acquisition experience, assisting clients in structuring corporate transactions to minimize employment-related risks and maximize the value of the transaction from an employment perspective.Jennifer assists clients with post-transaction issues as well, including integration, policy compliance, employee leveling, and restructuring. Prior to joining Hanson Bridgett, Jennifer practiced in the employment litigation and employee mobility practices at Wilson Sonsini Goodrich & Rosati in Palo Alto. Publications "Latino Realities and the Internal Revenue Code:A Critical Perspective," co-author, University of Florida Judicial Law and Public Policy(2011) Presentations ® HansonBridgett September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 14 of 37 Page 12 of 13 Jennifer M. Martinez HansonBridgett Partner "Business is Disrupted: Getting Ahead of Privacy Issues," co-speaker, Hanson Bridgett Business Disruption Strategies Webinar(April 2020) "A Ban, An Injunction, Preemption, Oh My!," Hanson Bridgett 2020 Labor& Employment Seminar(January 2020) "Wage and Hour Questions:A Practical Legal Guide," co-speaker, ATA Trucking Legal Forum (July 2019) "Learn What it Takes to Excel as a Junior Associate," presenter, Real Talk Boot Camp (December 2018) "Steps in the Grievance Process—The Importance of Asserting and Maintaining The Employer's Defenses in Every Step," co-presenter, Northern California Chapter of the International Public Management Association - Human Resources (March 2018) "Proactive Strategies for Coping with Workplace Class Action Claims Before Litigation," Hanson Bridgett Labor& Employment Seminar(January 2018) "Regulatory, Legal, & Government Affairs Impact on the Home Delivery Industry," co-speaker, Annual Meeting of the National Home Delivery Associations (August 2017) "Employment Law and Human Resources Issues,"AAPA Port Administration and Legal Issues Seminar(March 2017) "Whistleblowing and Retaliation Claims-What are they Really About?," NCCIPMA-HR Annual Chapter Conference (March 2017) "Special District Executive Recruitment, Evaluation, and Compensation," co-presenter, California Special Districts Association Annual Conference (October 2016) "Use and Misuse of Social Media in the Workplace," co-presenter, National Bar Association's Labor and Employment Section Annual Conference (October 2016) "NLRB Aggressively Driving Its Agenda:Trials,Tribulations & Legal Responses," co-presenter, ATA Litigation Center's Forum for Motor Carrier General Counsel (July 2016) "A Day in the Life of a Defense-Side Employment Practitioner," UC Hastings (March & October 2016) "Meal Breaks and CA Sick Leave," co-presenter, Golden Gate Restaurant Association Webinar(June 2015) Honors &Awards Northern California Super Lawyers Rising Stars (2013-2017) Professional Affiliations Bar Association of San Francisco San Francisco La Raza Lawyers Association September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 15 of 37 Page 13 of 13 Jennifer M. Martinez HansonBridgett Partner Academic Distinctions Member Editor, Stanford Journal of Civil Rights and Civil Liberties President, Stanford StreetLaw Co-President, Stanford Latino Law Students Association Co-president,Women of Color Action Network Education J.D., Stanford Law School (2008) B.A., cum laude, University of California, Los Angeles (2004) Admissions and Courts California U.S. District Court for the Northern District of California U.S. District Court for the Central District of California September 29, 2020 Regular ADMIN Committee Meeting Agenda Packet- Page 16 of 37