HomeMy Public PortalAbout2005.07.15 Agreement for Interim Legal Services Trout & NemecAGREEMENT FOR INTERIM LEGAL SERVICES
THIS AGREEMENT, made effective this t S'L day of July, 2005, between the City of
McCall, Idaho, an Idaho municipal corporation ("City"), and the law firm of Trout & Nemec,
PLLC, 12400 West Overland Road, Boise, Idaho 83707 ("Attorneys").
WITNESSETH
WHEREAS, the City is a municipal corporation duly organized and existing under the
laws of the State of Idaho and desires to retain the services of Attorneys to serve as Interim City
Attorney to provide legal counsel and representation for civil matters to the City; and
WHEREAS, Attorneys are attorneys at law, duly licensed to practice law in the State of
Idaho, and are ready, willing and able to provide the legal services desired by the City under the
terms of this Agreement; and
WHEREAS, the City has terminated its contract with the law firm of Moore, Smith,
Buxton & Turcke, Chartered for City Attorney Services effective July 15, 2005; and
WHEREAS, the City published a Request for Proposals for City Attorney Services
("RFP") and has received responses to its RFP; and
WHEREAS, the City anticipates approving a contract for City Attorney services on or
about July 28, 2005.
NOW THEREFORE, for and in consideration of the mutual promises contained herein,
the parties agree to the following terms:
1. Attorneys agree to provide legal services, under the title Interim City Attorney, as
civil attorney for the City as set forth hereinafter.
2. The retainer fee payable by the City to Attorneys shall be Five Thousand Seven
Hundred Fifty Dollars ($4,500.00) per month, plus any actual, out-of-pocket expenses incurred
by Attorneys on behalf of the City, payable in the month following the performance of legal
services by Attorneys. In the event Attorneys perform services for less than a full month, the
City shall only be obligated to pay Attorneys for legal services on a pro rata basis for the days
Attorneys serve as Interim City Attorney under the terms of this Agreement. For the basic
retainer fee set forth in this paragraph, Attorneys shall attend regular City Council Meetings until
a City Attorney contract is awarded, undertake routine legal services associated with the
preparation for regular City Council Meetings and routine business of the City as directed by the
City Manager and/or City Council.
3. Attorneys shall also, when authorized and requested by the City Manager and/or
City Council, perform the following additional legal services for the City as separate matters,
outside the basic retainer described in paragraph 2 above, as follows:
AGREEMENT FOR INTERIM LEGAL SERVICES - 1
(a) Represent the City in all suits or actions involving administrative proceedings,
grievance proceedings, judicial confirmation matters, arbitration and mediation
matters, and court cases in state or federal courts in which the City is a party,
except where the City retains special counsel, or tenders the defense of such
matter to an insurance carrier where the insurance carrier appoints other legal
counsel to represent the City;
(b)
Draft and/or review major rewrites or amendments to the McCall City Code or
Comprehensive Plan, policy manuals, draft and/or review contracts, leases, deeds
or other legal instruments, legal opinions and legal research, negotiating potential
litigation matters, or other services deemed non -routine and/or extraordinarily
time consuming that such services would not fairly be included in the basic
retainer described in paragraph 2 above. When such situation arises, the City
Manager shall approve Attorneys undertaking in advance of such additional
services.
(c) Undertake specialty legal work which includes, but is not limited to, water rights,
environmental and natural resources matters; and
(d) Matters in which attorneys fees are reimbursable to the City including, but not
limited to, federal or state funded projects where all or a part of the attorneys fees
are reimbursable, professional services that are reimbursed by a land use
applicant, or such similar situations.
For any of the services described herein in paragraph 3, Attorneys shall be compensated at an
hourly rate not to exceed $135 per hour plus out-of-pocket expenses incurred on behalf of the
City. Attorneys shall submit a bill for the preceding month for services rendered and expenses
incurred under paragraphs 2 and 3 and the City shall approve the same and cause such bill to be
paid expeditiously. The City and Attorneys agree that the services and rates described in
paragraphs 2 and 3 are independent of, and in no way effect, the services Attorneys are currently
providing to the City as special counsel under the terms of the Engagement Letter executed by
the City and Attorneys in May 2004.
4. Attorneys shall not be required to render any of the following services:
(a) Private legal advice not pertaining to the business of the City to any city official
or employee;
(b)
Legal advice pertaining to the business of the City to individual members of the
City Council, except where such advice is requested by the Mayor and/or City
Council;
(c) Defense of court actions against the City where an insurance carrier renders a
legal defense to the City or where special counsel is retained by the City; or
(d) Provide legal services for criminal prosecution.
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5. The term of this Agreement shall commence immediately, and shall continue until
such time as the City enters into a contract for City Attorney Services. Notwithstanding the
City's intention to enter into a contract for City Attorney Services, either party may terminate
this Agreement upon giving at least thirty (30) days written notice to the other party. The parties
may, by mutual consent, terminate this Agreement at any time.
6. This Agreement shall be governed and construed under the laws of the State of
Idaho.
7. Notice under this Agreement shall be in writing and shall be effective when
actually delivered. If mailed, notice shall be deemed effective forty-eight (48) hours after
mailing as registered or certified mail, postage prepaid, directed to the other party at the address
described below or such other address as the party may indicate by written notice to the other:
City of McCall
216 East Park Street
McCall Idaho 83638
Trout & Nemec, PLLC
12400 West Overland Road
Boise, Idaho 83707
8. The City and Attorneys hereby covenant, warrant and represent to each other
good faith, complete cooperation, due diligence in honesty and fact in the performance of all
obligations of the parties under the terms of this Agreement. All covenants and promises are
mutual and dependent.
9. In the event any provision of this Agreement, or the application of such provision
to any person or circumstance, shall be held invalid, the remainder of this Agreement shall not be
affected thereby.
IN WTINESS WHEREOF, the parties have set their hands the date and year first above
written.
CITY OF McCALL
Valley County, Idaho
1„„agas:
Mayor Kirk Eimers
AGREEMENT FOR INTERIM LEGAL SERVICES - 3
TROUT & NEMEC, PLLC
AGREEMENT FOR INTERIM LEGAL SERVICES - 4