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HomeMy Public PortalAboutResolution - 73-23- 19730627 - Retain Norton as Legal CRESOLUTION NO. 71-21 RESOLUTION RETAINING STANLEY R. NORTON AS LEGAL COUNSEL FOR THE MIDPENINSULA REGIONAL PARK DISTRICT AND AUTHORIZING EXECUTION OF AGREEMENT FOR THAT PURPOSE The board of directors of the Midpeninsula Regional Park District does resolve that the agreement by and between Midpeninsula Regional Park District and 4tanley R. Norton dated June 13, 1973, wherein Norton is retained by the District as legal counsel on the terms and conditions set forth therein, a copy of which is affixed hereto and by reference made a pant hereof, is hereby approved and the President of the Board of Directors is authorized to execute the same on behalf of the District. * * * * * * * * * * * * * * * * * * * * * * EMPLOYMENT AGREEMENT This Agreement made and entered into this 13th day of June, 1973, by and between MIDPENINSULA REGIONAL PARK DISTRICT, a Regional Park District formed under the laws of the State of California ("District" herein), and STANLEY R. NORTON ("Norton" herein), provides as follows: 1. Norton shall be retained by District as legal counsel on the terms and conditions contained in this Agreement. 2. In discharge of his functions and duties here- under, Norton shall advise the District's Board of Directors, General Manager, and other District officers and employees in legal matters pertaining to District business; attend regular meetings of the Board (except where excused); prepare ordinances, resolutions, contracts and other legal documents required by the District; and perform other usual and ordinary legal ser- vices required from time to time by the Board of Directors or the General Manager. In the discharge of his duties, Norton will endeavor to give the affairs of the District priority over the affairs of other clients. 3. In consideration thereof, District shall pay Norton during the term of this Agreement compensation at the rate of $1,287.00 per month. There shall be an initial review of Norton's compensation six (6) months from the date hereof. Thereafter, there shall be an annual review of Norton's compen- sation at the anniversary date of this Agreement. Any change in said rate of compensation may be made by resolution or motion of the Board, and this Agreement shall be deemed amended accordingly. 4. It is further agreed that Norton may, without deduction from the compensation established pursuant to paragraph 3, absent himself from the affairs of the District for two (2) weeks annually during the first three (3) years of his service to the District and for three (3) weeks annually thereafter, and on the holidays enjoyed by employees of Santa Clara County. 5. Norton shall provide his own office, secretary, local telephone, local transportation and defray other expenses ordinarily incurred in the conduct of a law office; provided, that expenditures for out-of-town transportation, food and lodging, convention fees and similar expenditures required or useful in the handling of District's affairs, shall be paid or reimbursed by District. 6. If Norton is required to engage in litigation or perform other extraordinary services on District's behalf, he shall be compensated, in addition to the basic monthly retainer, at an hourly rate appropriate to the services performed. Timely claims will be presented for such services. 7. This Agreement shall be deemed a contract for expert professional services authorized by Public Resources Code Section 5556 and not an appointment to or the establishment of a public office. 8. Both District and Norton contemplate that from time to time other legal counsel may be employed by or on behalf of District to perform services in special situations, e.g., condemnation proceedings, rendering tax advice in connec- tion with land acquisitions, and the like. Norton's duties under this Agreement shall specif- ically exclude representing or advising District in trans- actions or other matters involving the municipality of the City of Palo Alto for so long as Norton is a member of the Palo Alto City Council. 9. This Agreement is terminable at will by either party. In the event the Agreement is terminated by District for reasons other than cause, Norton's compensation and other benefits as defined herein and any other monies earned shall be paid by District through the end of the first calendar month subsequent to the date in which such termination occurs. Such payments shall be a complete liquidation of any and all claims Norton may have against District for such termination. In the event this Agreement is terminated for cause, Norton's compensation and benefits shall cease as of the date of termination. If Norton should die during the term of this Agree- ment, his compensation shall end as of the last day of the month in which his death shall occur. In the event Norton voluntarily terminates the Agreement, his compensation shall cease as of the date of such voluntary termination. 10. No bond shall be required of Norton for the faithful performance of his duties under this Agreement. 11. This instrument contains the entire agreement of the parties and may be changed only by an agreement in writing signed by the parties. IN WITNESS WHEREOF, District and Norton have executed this Agreement the day and year first above written. MIDPENINSULA REGIONAL PARK DISTRICT Daniel Wendin , President Stanley R. Norton Attest J.,.. .2102 —,;1-4.f No tte Hanko, Vice -President