HomeMy WebLinkAbout04.b. Review draft Position Paper to authorize the execution of a one-year extension to the existing contract for legal services with Meyers Nave, effective January 1, 2022 through December 31, 2022Page 1 of 14
Item 4.b.
DCENTRALSAN
MEETING DATE: DECEMBER 14, 2021
BOARD OF DIRECTORS
POSITION PAPER
DRAFT
SUBJECT: REVIEW DRAFT POSITION PAPER TO AUTHORIZE THE EXECUTION OF
A ONE-YEAR EXTENSION TO THE EXISTING CONTRACT FOR LEGAL
SERVICES WITH MEYERS NAVE, EFFECTIVE JANUARY 1, 2022
THROUGH DECEMBER 31, 2022
SUBMITTED BY: INITIATING DEPARTMENT:
TEJI O'MALLEY, HUMAN RESOURCES OFFICE OF THE GENERAL MANAGER -
MANAGER HUMAN RESOURCES
REVIEWED BY: JEAN-MARC PETIT, DIRECTOR OF ENGINEERING AND TECHNICAL
SERVICES
KENTON L. ALM, DISTRICT COUNSEL
ISSUE
Board authorization is requested to execute an extension to the existing contract for legal services with
Meyers Nave, effective January 1, 2022 through December 31, 2022.
BACKGROUND
Central San has had a relationship with Meyers Nave since 2002. In July 2015, Central San entered into
its current contract with Meyers Nave to provide general legal services and Counsel for the District
services from Kenton L. Alm, Esq. When Mr. Alm retired from Meyers Nave at the end of 2018, Central
San entered into a separate contract with Mr. Alm to continue providing Counsel for the District services
and amended the existing contract with Meyers Nave to provide back-up legal support. The District
recently retained Mr. Alm's services through December 31, 2022.
The scope of engagement with Meyers Nave provides ongoing assistance to Mr. Alm in the form of half -
day weekly office hours and backup for Counsel of the District services during Mr. Alm's absence, and
specialty legal services on an as -needed basis. While oversight of this contract is the responsibility of
Central San staff, Mr. Alm will assign, review, and direct the day-to-day work of Meyers Nave staff. This
arrangement with Meyers Nave and Mr. Alm has worked well and staff recommends exercising the one-
year extension with Meyers Nave under the existing terms and conditions. The proposed letter of
engagement, showing tracked changes to the previous letter of engagement, is attached.
December 14, 2021 Special ADMIN Committee Meeting Agenda Packet - Page 16 of 38
Page 2 of 14
ALTERNATIVES/CONSIDERATIONS
The Board could elect not to extend this contract and issue a request for proposal for legal services or
proceed without a contract for backup legal services for the time being. These alternatives are not
recommended as Meyers Nave has extensive public law experience and knowledge of the District through
previously working with Central San staff.
FINANCIAL IMPACTS
The monthly retainer is reduced to $4,890 based on 16 hours per month and a blended rate of $272 per
hour. Prior Meyers Nave contracts were based on 26 hours a month. Meyers Nave will provide one half -
day per week of office hours, and additional ongoing support will be based on Meyers Nave's stated hourly
rates. I n those instances when Mr. Alm is away, separate retainer amounts are stated depending on the
length of his absence. The actual amount to be billed will continue to be based on the number of days in
the month Meyers Nave served as "Acting Counsel of the District." The rate sheet for specialized services
is included as Attachment 1 to the enclosed proposed letter of engagement.
COMMITTEE RECOMMENDATION
The Administration Committee will review this matter at its meeting on December 14, 2021. Staff will
provide an update of the Committee's recommendation when brought before the Board of Directors for
approval.
RECOMMENDED BOARD ACTION
Authorize the execution of a one-year extension to the existing contract for legal services with Meyers
Nave, effective January 1, 2022 through December 31, 2022.
Strategic Plan Tie -In
GOAL FOUR: Workforce Development
Strategy 1— Proactively plan for future operational staffing needs
ATTACHMENTS:
1. Proposed Engagement of Legal Services (red -lined)
December 14, 2021 Special ADMIN Committee Meeting Agenda Packet - Page 17 of 38
(Handout)
Updated Attachment
1999 Harrison Street,9th Floor 'o,';:,De Richard D.Pio Roda
Oakland,California 94612 Attorney at Law
tel(510)808-2000 Direct Dial:(510)808-29152020
fax(510)444-1108 j"''''""'' rney rsnav
www.meyersnave.com rpioroda@meyersnave.com
meyers nave
December 107, 2021
President Tad J. Pilecki and Members
of the Board of Directors-
Central Contra Costa Sanitary District
5019 Imhoff Place
Martinez, CA 94553
Re: Engagement of Legal Services
Dear President MeGillPilecki and Members of the Board:
Thank you for continuing to retain Meyers;NaveRibaeJcSilver-&Wilson (� Meyers-
to perform legal services in connection with Central Contra Costa Sanitary District
("District"). We continue to appreciate the opportunity to serve as your lawyers and we
look forward to working with you.
This letter sets forth the terms of an extension of the current agreement for legal services
Meyers Nave will provide and our fee arrangements for those services. It continues much of
the existing arrangement with modifications made primarily to reflect the fact that Mr. Alm
continues to serve as the District Counsel through a separate agreement with the District.
1. Scope of Engagement.- Meyers Nave will provide the legal services reasonably required to
represent and advise the District in connection with public law, environmental matters,
administrative matters,public works construction and such other matters as would be the
subject of general counsel services. -WeIn accordance with the District's public health and
safety practices,we will provide onsite District Counsel Services one-half(1/2) day per
week(four(4)hours per week)pursuant to a schedule agreed upon by District Staff.
Meyers Nave will also provide legal services for additional matters including litigation,
provided that we mutually agree. Any litigation services or special assignments to be
provided by Meyers Nave shall be pursuant to the terms of this agreement unless a written
document modifies the terms of this agreement for such litigation or special assignments.
2. Term of Agreement. -Meyers Nave shall provide such legal services from January 1,
24242022 through December 31, 2024-,-2022 in accordance with the hourly rates, retainer
fees and definitions set forth in Attachment 1.
Board of Directors
^^^^mb^r 16, '^'^December 7,2021
Page 2
3. Fees and Personnel. -As compensation for our services, Meyers Nave's fees will be
based on our current billing rate for the personnel performing services under this
agreement at the time such services are rendered; hourly work and services
€erunder a retainers shall be as specified. Billing rates for attorneys and
paralegals hourly and for retainer work are set forth in Attachment 1.
Jol+nRichard D. Bakke Pio Roda will be the principal in charge of
representing the T'G �District's interests. Mr. Bakke-r-Pio Roda will serve as
acting District Counsel in Mr. Alm's absence. AnIf not Mr. Pio Roda, than an
experienced associate or of counsel attorney will be assigned to provide coverage
for office hours and typical staff work. If other attorneys and/or paralegals are
assigned to work on the District's matters, the then-current hourly rates of those
individuals will be utilized for assignments not covered by the rrretainer.
This agreement retains the legal services of our law firm. The hourly rates and
retainer fees are subject to change during the term of this agreement as set forth in
Attachment 1.
4. Basis for Fees. Any adjustment to the fees set forth in Attachment 1 must be agreed
to in writing by the District and Meyers Nave. While the hourly rates are the most
important factor we use in determining fees for legal services,the amount we actually
charge may be adjusted, with the agreement of the District, to reflect a variety of
these factors including any unusual time constraints or other special demands
imposed by the engagement, the novelty or complexity of the issues raised,
efficiencies or lack of efficiencies achieved by us, the amounts involved and the
results obtained.
5. Disbursements and Expenses. In addition to hourly fees, Meyers Nave may incur
out-of-pocket expenses related to the District's representation. Meyers Nave's
Statement of Fee and Billing Information, which sets forth the details of our
disbursement and expense policy, is detailed in Attachment 2.
6. Billing and Payment Responsibilities. Meyers Nave will send monthly statements
which are due within thirty(30) days of receipt. If the District has any questions
about an invoice,please promptly telephone, email or write to me so that we may
discuss these matters. Meyers Nave's Statement of Fee and Billing Information sets
forth the details of our fee and billing policy.
7. Termination of Services. The District may terminate Meyers Nave's services at any
time by giving sixty(60) days' written notice. After receiving such notice, Meyers
Nave will rovide such services as directed and otherwise cease
providing services. Meyers Nave will cooperate with the District in the orderly
transfer of all related files and records to the District's new counsel.
Meyers Nave may terminate our services at any time with the District's consent or for
good cause on ninety(90) days' written notice. Good cause exists if(a) any
statement is not paid within sixty(60) days of its date; (b)the District fails to meet
A PROFESSIONAL LAW CORPORATION OAKLAND LOS ANGELES SACRAMENTO SAN FRANCISCO SANTA ROSA SAN DIEGO
Board of Directors
DeeembeF 16, '^'^December 7,2021
Page 3
any other obligation under this agreement and continues in that failure for fifteen(15)
days after we send written notice to the District; (c) the District has misrepresented or
failed to disclose material facts to Meyers Nave, refused to cooperate with Meyers
Nave,refused to follow our advice on a material matter, or otherwise made our
representation unreasonably difficult; or(d) any other circumstance exists in which
ethical rules of the legal profession mandate or permit termination including
situations where a conflict of interest arises. If we terminate our services, the District
agrees to execute a substitution of attorneys promptly and otherwise cooperate in
effecting that termination.
Termination of our services, whether by the District or by Meyers Nave, will not
relieve the obligation to pay for services rendered and costs incurred before our
services formally ceased.
8. Insurance. During the term of this engagement, Meyers Nave shall take out and
maintain general liability and property damage insurance in the amount of
$1,000,000; professional errors and omissions insurance, in an amount of$2,000,000
per occurrence; and$4,000,000 aggregate,which insurance may not be canceled or
reduced in required limits of liability unless at least ten(10) days advance written
notice be given to the District.
Automobile insurance coverage will be provided by Meyers Nave through its general
liability coverage or by the individual members of Meyers Nave pursuant to their
personal automobile policies and such coverage shall be at levels acceptable to the
District.
9. Indemnification. Neither the District nor Meyers Nave shall be required to
indemnify the other party to this agreement except as specifically set forth herein.
Nothing in this agreement, with the exception of the specific terms of this paragraph,
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.
When, and only when the District requests Meyers Nave to retain the services of a
consultant on behalf of the District, then the District agrees to indemnify and hold
harmless Meyers Nave, its agents and employees, for any expense, loss, or damage,
including attorneys' fees, to which Meyers Nave maybe subjected arising from any
suit or claim, which suit or claim arises out of Meyers Nave engaging said
consultant's services on behalf of the District.
Meyers Nave shall indemnify, defend and hold harmless the District and District
elpersonnel from any claim, liability, loss, injury or damage arising out of
personal injury, including death, and/or property damage arising from the
performance of this agreement by Meyers Nave and/or its agents, employees, or sub-
contractors. Meyers Nave's indemnity obligation shall be limited to its proportionate
share of liability to the extent both it and the District have some liability and shall not
include responsibility for consequential damages.
A PROFESSIONAL LAW CORPORATION OAKLAND LOS ANGELES SACRAMENTO SAN FRANCISCO SANTA ROSA SAN DIEGO
Board of Directors
^^^^mb^r 16, '^'^December 7,2021
Page 4
If any dispute between Meyers Nave and the District occurs with regard to its
obligation to defend, such as first cost of defense and cross claims, Meyers Nave and
the District agree to promptly meet and confer to discuss in good faith resolution of
the disputed issues and potentially related issues of cooperation and joint defense.
To the extent that good faith meet and confer negotiations have occurred and
Meyers Nave does not fulfill this obligation to indemnify, defend and hold harmless
the District and District Personnel,the District may litigate the issue of the—Meyers
Nave's indemnification obligation. If Meyers Nave is deemed to be responsible or
liable for the obligation, Meyers Nave shall reimburse the District for all costs,
attorneys' fees, expenses and liabilities incurred with respect to any such litigation.
This obligation to indemnify shall not be interpreted to limit any other rights or
remedies available to the District whether in contract,tort or otherwise.
10. Confidential Relationship. All dealings of the parties under this agreement shall be
confidential and no report, data, information, or communication developed, prepared,
or assembled by District Counsel under this agreement shall be revealed,
disseminated, or made available by Meyers Nave to any person or organization other
than the District without the prior knowledge and concurrence of the District. This
confidentiality provision shall not extend to documents which are subject to public
review under the California Public Records Act(Government Code section 6250, et
sem.).
11. Exempt Employee Status. Pursuant to Chapter 2.16.020 of the District Code,
District Counsel shall act as attorney for the District in all matters affecting the affairs
and administration of the District, except in those matters where special counsel are
from time to time retained for specific responsibilities. However, neither Meyers
Nave nor any members of its staff shall be employees of the District. All activities
performed by Meyers Nave pursuant to this agreement shall be performed as an
independent contractor. The District will not be required to pay Workmen's
Compensation benefits for counsel or any firm member of Meyers Nave.
12. Joint Representation. Meyers Nave maintains of counsel agreements with certain
legal specialists. Because these individuals are deemed independent contractors
under the applicable provisions of the tax laws and not employees of the firm, it is
necessary that the District consents to dual representation by Meyers Nave and the
specialist in the event any matter which the District has engaged Meyers Nave to
handle requires the use of that specialist. This arrangement has no a€fee effect
whatsoever on the cost of the District's legal services,rather it is an ethical
requirement that we disclose this fact and that the District consents. The District is
consenting by signing this letter.
13. Assignment and Laws. Meyers Nave shall not subcontract any of the work or
assign any of its rights or obligations without the prior written consent of the District
other than assignment of work to of counsel as provided for in Paragraph 12 above.
A PROFESSIONAL LAW CORPORATION OAKLAND LOS ANGELES SACRAMENTO SAN FRANCISCO SANTA ROSA SAN DIEGO
Board of Directors
^^^^mb^r 16, '^'^December 7,2021
Page 5
14. Notices. All notices or other official correspondence relating to contractual matters
between the parties hereto shall be made by depositing same in first class,postage
paid, mail addressed as follows or to such other address as either party may designate
hereinafter in writing delivered to the other party.
To Meyers Nave:
jel+a D. Bakker-
Richard D. Pio Roda
MEYERS NAVE
A�TL�'YE c NAVE,R4B A C SILVER4_WILSON
SON
1
1999 Harrison Street, 9th Floor
Oakland-, California 94612
To the District:
Board of Directors
c/o General
Manager
CENTRAL CONTRA COSTA SANITARY DISTRICT
5019 Imhoff Place
Martinez, CA 94553
15. Records. Meyers Nave shall at times keep a complete and thorough record of the
time expended in performing services on behalf of the District as herein agreed upon
and Meyers Nave shall also make available to the District for audit all of such records
so maintained for a period of seven (7) years from the date of performance of
services.
16. Article Headings. 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.
17. Survival. Notwithstanding the District's acceptance of the services or termination
thereof and payment therefore, Meyers Nave shall remain obligated under all clauses
of this agreement which expressly or by their nature extend beyond and survive such
acceptance, termination and payment.
Notwithstanding the acceptance of the services of Meyers Nave or termination
thereof and payment therefore, 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.
18. Attorney's Fees. In the event a dispute arises under this agreement which results in a
judgment or final arbitrator's decision,reasonable attorney's fees and costs may be
awarded to the prevailing parry.
19. Entire Agreement; Full Understanding; Modifications in Writing. This letter
contains our entire agreement about our representation. Any modifications or
additions to this letter agreement must be made in writing.
A PROFESSIONAL LAW CORPORATION OAKLAND LOS ANGELES SACRAMENTO SAN FRANCISCO SANTA ROSA SAN DIEGO
Board of Directors
^^^^mb^r 16, '^'^December 7,2021
Page 6
20. Conflicts. Meyers Nave represents many public agencies in California. The services
provided under this agreement are for the benefit of the District only. Though we do
represent many other public entities, Meyers Nave is not aware of any actual conflicts
or pending matters where Meyers Nave represents clients in matters adverse to the
District, excepting any such matters where conflict waivers have been executed.
Since 1986, Meyers Nave has represented over 500 public clients including numerous
cities, successor agencies to redevelopment agencies, special districts, counties and
other public entities and we are accepting new engagements all the time. Meyers
Nave performs a variety of professional services for its clients and it is possible that
we will represent clients on other matters with objectives or positions inconsistent
with those of the District. Ordinarily, continuing to represent the District would not
create an actual legal conflict. If an actual conflict of interest does arise; however, we
will promptly advise the District of the legal conflict of interest and obtain a waiver
of the conflict from the District and other entity. Alternatively, if the situation
requires it,we will withdraw from representing either the other parry, the District, or
both as may be required by the Rules of the California Bar concerning legal
ethics.
By signing and returning this agreement to Meyers Nave,the District acknowledges
that we have discussed these matters and you confirm that the District does not object
to our representation of clients on matters where their legal, governmental or political
objectives and/or positions may be different from or adverse to those of the District,
and that the District consents to Meyers Nave's representation of such clients with
differing legal, governmental or political interests where no actual legal conflict of
interest exists. While the District would certainly be free to terminate our
relationship,the District agrees that Meyers Nave nonetheless would be free to
represent such clients even on those matters which the District considers inconsistent
with the District's objectives or views provided that no actual legal conflict of interest
exists.
These acknowledgments do not permit Meyers Nave to represent another client in
opposing any matter for which we have provided legal advice without the District's
specific written legal consent.
If this letter agreement is consistent with the District's understanding of our respective
responsibilities,please sign below and return this letter agreement to us.
Again, we thank you for allowing us the opportunity to serve as your lawyers.
A PROFESSIONAL LAW CORPORATION OAKLAND LOS ANGELES SACRAMENTO SAN FRANCISCO SANTA ROSA SAN DIEGO
Board of Directors
^^^^mb^r 16, '^'^December 7,2021
Page 7
Very truly yours,
P. Bakker
Richard D. Pio Roda
Attorney at Law
These terms are accepted and agreed to as of the date of this letter by Central Contra Costa
Sanitary District.
CENTRAL CONTRA COSTA SANITARY DISTRICT
By:
N�ehacell
Tad J. Pilecki
President-, Board of Directors
Acknowledged:
CENTRAL CONTRA COSTA SANITARY DISTRICT
By:
Katie Young
Secretary of the District
3586816.3
5027411.1
A PROFESSIONAL LAW CORPORATION OAKLAND LOS ANGELES SACRAMENTO SAN FRANCISCO SANTA ROSA SAN DIEGO
ATTACHMENT 1
MEYERS;NAVE,-
RIBACK, SILVER
g. WILS RATE
SHEET
Rates effective January 1,
X1-2022
john D Bakker and other-Senior Principals $358370
Pfineipa1Special 2022 Rate for Richard D. Pio Roda $335355
Principals $365
Sf-.-e€Of Counsel $343325
Sr. Associate $ 270
Jr. Associate $ 5260
Paralegal $145175
Law Clerk $1-80185
$6,-00 4,368
Ongoing Retainer(monthly) (based on 2-6-16 hours
per month)
$10014,200
Acting District Counsel Retainer(monthly) (based on 40 hours per
month)
$3,450550
Acting District Counsel Retainer(weekly) (based on 10 hours per
week)
Acting District Counsel Retainer(daily) $690710
(based on 2 hours per day)
*The hourly rates set forth above will be reviewed awmally in jantiary of eaeh year.
*Changes in rates for each category may be requested by Meyers Nave and all
modifications will be subject to District approval „met.
"Ongoing Retainer" services for the purposes of this Agreement are defined as those
certain services that are customarily provided on a regular basis and specifically include
the following:
Page 8
(a) All telephone calls lasting less than 12 minutes and/or the first 12 minutes of
telephone calls exceeding 12 minutes in length, excepting calls on assigned
litigation matters;
(b) Initial receipt and review of all correspondence, documents, faxes and e-mails,
except on assigned litigation matters-;
(c) Four(4) hours per week of onsite (District Counsel Office Hours) legal services
to be provided by an experienced of counsel or associate attorney.
Ongoing Retainer Services will initially be billed at the blended hourly rate ($ 5273)
based on twent-y si }sixteen (16)hours per month. Either party to this Agreement
eanmay on six (6)month intervals ask that this hourly amount be evaluated and adjusted
to reasonably reflect ongoing use of Retainer Services including adjustments to the
services included such as District onsite office hours. A commensurate adjustment to the
retainer fee will be implemented at that time.
"Acting District Counsel Retainer" services for the purposes of this Agreement are those
legal services customarily provided by the District Counsel. Meyers Nave would provide
such services in the absence of the District Counsel. Such services specifically include
the following:
(a) Attendance at and preparation for Central Contra Costa Sanitary District Board
meetings, Agenda Review meetings, Board Committee meetings, and California
Association of Sanitation Agencies Legislative meetings;
(b) Legislative review for California Association of Sanitation Agencies Legislative
Committee and ordinary Counsel for the District services in support of
wastewater related industry matters;
(c) All telephone calls taken other than during office hours lasting less than twelve
(12)minutes and/or the first twelve (12)minutes of telephone calls exceeding
twelve (12)minutes in length, excepting calls on assigned litigation matters;
(d) Initial receipt and review of all correspondence, documents, faxes and e-mails,
except on assigned litigation matters;
(e) Preparation and presentation of advice to the Board and Board Members
(including customary ancillary activities related to representing the Board);
(f) Provision of a minimum of two (2) half-days of onsite office hours per week with
the days and hours to be adjusted as needed to accommodate staff, Directors, and
Counsel for the District. Such services will be provided by john Bakkef.Richard
D. Pio Roda with the assistance of a partner level attorney, acceptable to the
District;
(g) Management of outside counsel litigation services including providing
coordination among Counsel for the District-, staff, and Board of
air-eeter-sDirectors;
Page 9
i
(h) Manage and coordinate services to be provided by Meyers Nave;
(i) Provision of other routine and typical (`ouiso' r^r the District legal services; and
(j) Review of contracts for compliance with Central San's requirements and relevant
statutes. This will focus primarily on
1. Capital Improvement Projects;
2. Routine contracts originating from Purchasing; and
3. Miscellaneous contracts to include services provided by external
consultants/vendors to facilitate the General Manager and the Board's
goals.
Acting District Counsel Retainer services will initially be billed at the blended hourly rate
($345355)based on forty(40) additional hours per month. Acting District Counsel
Retainer services are in addition to Ongoing General Counsel services. Either parry to
this Agreement can at six (6) month intervals ask that this hourly amount be evaluated
and adjusted to reasonably reflect ongoing use of Retainer Services including
adjustments to the services included such as District onsite office hours. A
commensurate adjustment to the retainer fee will be implemented at that time. The
amount of the monthly retainer shall be adjusted on a proportionate basis to reflect the
number of days in the month in which Acting District Counsel services were provided.
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ATTACHMENT 2
MEYERS;NAVE,-
RIBACK, SILVER
& WILSON
SON
STATEMENT OF FEE AND BILLING INFORMATION
The following is a general description of our fee and billing policies-. These general
policies may be modified by the specific engagement letter or agreement to which this
summary is attached.
Professional Fees. Our fees for professional services are based on the fair value of the
services rendered. To help us determine the value of our services, our attorneys and
paralegals maintain time records for each client and matter. Our attorneys and paralegals
are assigned hourly rates which are based on years of experience, specialization, training
and level of professional attainment. We adjust our rates periodically(usually at the
beginning of each year)to take into account inflation and the increased experience of our
professional personnel.
To keep professional fees at a minimum, legal work that does not require more
experienced attorneys will be performed, where feasible,by attorneys with lower billing
rates. Of course, the quality of the work is paramount and we do not sacrifice quality to
economy.
Before undertaking a particular assignment, we will, if requested, provide you with a fee
estimate to the extent possible. Estimates are not possible for some matters; however,
and cannot be relied on in many others because the scope of our work will not be clear at
the outset. When a fee estimate is given, it is only an estimate; it is not a maximum or
minimum fee quotation. The actual fee may be more or less than the quoted estimate.
Billing and Payment Procedures. Unless other arrangements are made at the time of
the engagement, invoices will be sent monthly. Invoices for outside services exceeding
One Hundred Dollars ($100) may be billed separately. Occasionally, however,we may
defer billing for a given month or months if the accrued fees and costs do not warrant
current billing or if other circumstances would make it appropriate to defer billing.
Our invoices contain a brief narrative description of the work performed; if requested, the
initials of the attorney who performed the work will appear on the statement. The invoice
will include a line item reflecting in-house administrative costs. The firm's in-house
administrative costs include,but are not limited to, duplicating, facsimile charges,
telephone charges, email,postage, mileage and other administrative expenses. We have
determined that the most effective method of accounting for these administrative costs is
to charge a flat three percent(3%) of the professional fees incurred.
The firm will be reimbursed for all outside services incurred in the course of providing
legal services to our client(s). Outside services will include, but are not limited to, all
Page 11
third-parry expenses, delivery charges, travel expenses outside of the San Francisco Bay
Area, outside research services, filing fees, expert witness and expert consultant fees.
If you have any questions regarding an invoice, the billing manager, controller or
shareholder in charge are available to answer your questions. For any unresolved
matters,the Bar Association has an arbitration mechanism that can be used to resolve
such matters.
Late Payments. Statements for services are payable upon presentation and, in all events,
within thirty(30) days after receipt. Occasionally a client has difficulty in making timely
payments. To avoid burdening those clients who pay their statements promptly with the
added costs we incur as a result of late payments, a late charge will be assessed on
statements not paid within thirty(30) days. The maximum monthly late payment charge
will be 1.5 percent per month. In the unlikely event we are required to institute legal
proceedings to collect fees and costs, the prevailing party will be entitled to reasonable
attorneys' fees and other costs of collection.
3164268.1
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