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HomeMy WebLinkAbout2017 07_Legal Engagement Letter _ Doug Dodd 2017.06.20CITY OF OWASSO, OKLAHOMA RESOLUTION 2017 -07 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF OWASSO, OKLAHOMA APPROVING AN ENGAGEMENT LETTER FOR LEGAL REPRESENTATION IN CONDEMNATION MATTERS WITH THE LAW FIRM OF DOERNER, SAUNDERS, DANIEL & ANDERSON. WHEREAS, the City of Owasso is currently in the process of acquiring property by condemnation for purposes of the 76th Street North Widening Project, and requires representation in other condemnation matters from time to time; WHEREAS, the City desires to hire experienced attorneys for representation whenever it is necessary to acquire property by condemnation; WHEREAS, approval of this resolution is in the best interest of the residents of the City of Owasso. NOW, THEREFORE BE IT RESOLVED by the City Council of the City of Owasso, Oklahoma, as follows: The firm of Doerner, Saunders, Daniel & Anderson shall be retained to represent the City of Owasso in condemnation matters arising out of the 76th Street Widening Project, and such other condemnation matters as the City desires. The City Manager is hereby authorized to execute the proposed Engagement Letter with the firm and any other documents necessary for such representation. Approved as to Form: Lowkzu 16ye Lombardi, City Attorney Dated thisAth day of June, n, Mayor 0 The City Wif ouf Limits. TO: FROM: SUBJECT: DATE: BACKGROUND: The Honorable Mayor and City Council City of Owasso Julie Trout Lombardi City Attorney �rN�CV �D Sy COUNC/t JUN 0 20» Resolution 2017 -07 authorizing signature of an engagement letter for legal representation with the firm of Doerner, Saunders, Daniel & Anderson June 16, 2017 City staff is currently in the process of obtaining right -of -way as a part of the 76th Street North Widening Project. All but two parcels have been acquired by the City at this time, and it is necessary to institute condemnation proceedings to obtain the remaining two properties. Staff desires to retain the law firm of Doerner, Saunders, Daniel & Anderson, specifically the services of S. Douglas Dodd, to represent the City in these condemnation cases and any others that may arise in the future. Mr. Dodd has extensive experience in condemnation matters and the requisite knowledge and skill to represent the City fully and adequately in condemnation cases. RECOMMENDATION: Staff recommends approval of Resolution 2017 -07 authorizing the City Manager to sign an engagement letter with the law firm of Doerner, Saunders, Daniel & Anderson. ATTACHMENTS: Resolution 2017 -07 Engagement Letter with Doerner, Saunders, Daniel & Anderson DOER NER�SAUNDERS DANIEL ANDERSON LLP I.,4WYals June 1, 2017 PRIVILEGED & CONFIDENTIAL VIA ELECTRONIC MAIL — jombardi ri)cityofowasso.com Julie Trout Lombardi, Esq. City Attorney City of Owasso 200 S Main St P.O. Box 180 Owasso, Oklahoma 74055 Re: 76 °i Street North Condemnation matters — Engagement Letter Dear Julie: Thank you for recommending Doerner, Saunders, Daniel & Anderson, L.L.P. (the "Firm ") as counsel in connection with property condemnation matters for the City of Owasso ( "The City "). We send this type of letter to all of our clients as a matter of Firm Policy in order to acquaint them with our policies and procedures and to ensure there is a mutual understanding about our services and our rights and responsibilities. Please contact me at any time if you should ever have questions about our engagement or the services provided to the City of Owasso. The Client; Communications The City has engaged our Firm to represent it (the "Client" or "you "), in connection with The City's need to acquire private property for the 76th Street North Widening Project (the "Representation "). Our engagement as legal counsel creates an attoniey- client relationship with The City. It does not create a separate attorney - client relationship with any Council members, employees or contractors of The City other than in their relationship with The City. At the time of this engagement, our representation of The City is conditioned upon and subject to our receipt of any requested waivers of conflicts of interest and consents to our representation. All communications between our Firm (our lawyers and any legal staff) and The City are intended to be confidential and made for the purpose of either rendering legal advice to The City, or receiving information that will enable us to render legal advice to or represent The City. We are aware of The City's obligations under the Oklahoma Open Meetings and Open Records Acts and will work with you to facilitate appropriate compliance with those laws. Acceptable means of communication between us are: e-mail, telephone, letter and facsimile and we are authorized to communicate with employees, contractors and members of the City Council as authorized by you and The City for purposes of the Representation. S. Douglas Dodd P: 918.591.5316 F: 918.925.5316 sddodd9dsda.com Tulsa, OK P: 918.582.1211 F: 918.591.5360 Williams Center Tower ll Two West Second Street, Suite 7W Tulsa, OK 741033117 P: 405.319.3500 F: 405.319.3509 105 N. Hudson Avenue, Suite 500 ddehoma Oty, OK 73102 4505 www.dsda.00ln DOERNER SAUNDERS DANIELSANDERSON June 1, 2017 Page 2 Engagement Scope Our work related to the Representation will include research and analysis, fact and legal investigation, strategy analyses and determinations, drafting and preparation of documents, appearing and /or negotiating on The City's behalf, and performing other work on behalf of The City in connection with the 76t" Street North property acquisition and condemnation matters. I will take the lead in the Representation, but will utilize the services of our Associate Attorney Lauren Myers to assist and keep our fees as low as possible. The scope of our engagement is limited to the Representation. However, if The City should engage us in a matter beyond the scope of the Representation, that engagement and our respective rights and obligations thereunder will be governed by the terms of this letter agreement unless a separate letter is executed. Conflicts We have a diversified legal practice, and our attorneys are called upon to represent clients in many fields with many interests. Understanding this, The City consents to our representation of other clients on matters unrelated to this engagement unless the representation of the other client is directly adverse to The City, substantially related to our representation of The City in this matter and /or where there is a reasonable probability confidential information The City furnished us in connection with the Representation could be used to The City's disadvantage. In the event a conflict of interest arises during our continuing representation of The City which is not appropriately waived or consented to by both clients, it is agreed that we will, in accordance with the Oklahoma Rules of Professional Conduct, determine if we may continue our representation of The City as set forth in this letter. With those exceptions, we are free to represent other clients, including clients whose interests may conflict with The City's in other litigation, business transactions, or other legal matters. Conducting the Representation My associate Lauren Myers and I will be providing primary advice and assistance in respect to the Representation, unless the matter can be more economically staffed for The City by other attorneys with different levels of experience or specialized knowledge needed for a particular task. We may also determine The City's Representation requires assistance by one or more of our Partners, Associates or Paralegals, but I will discuss the matter with you before engaging any others to assist in connection with The City's Representation. The City agrees to assist us, cooperate and facilitate our efforts in connection with the performance of all services related to the Representation. As The City's counsel, we assume full authority, discretion and control over the management of the Representation until its ordinary conclusion, though we will consult with you and The City in regard to key decisions arising during the Representation. We may determine it necessary to employ or associate with other DOERNER ISAUNDERS DANE Ls OffRSON �UIv ,� June 1, 2017 Page 3 professionals, experts and /or consultants, such as appraisers and appraisal expert witnesses, and possibly with other lawyers, in connection with the Representation, but before we do so, we will discuss the matter with you. The City further understands that, as a result of the inherent risks and uncertainties in undertaking the Representation, it is impossible for us to guarantee any results or success of any effort undertaken on The City's behalf. The City acknowledge no results have been guaranteed to you by me or our Firm, and The City's engagement of our Firm through this agreement is not based upon any promised or anticipated results. Billing and Payment Process A. Legal Fees. Our legal fees will be billed to the Client based upon the time spent by the legal staff (lawyers and paralegals) that perform the work on the matter, in 0.10 hour increments. Billing rates for our attorneys and paralegals vary according to the experience of the individuals and are reviewed and adjusted annually after notice to our clients. My current hourly rate is $345, but I have agreed to reduce that rate to $330 per hour for my work in this Representation. Lauren Myers' current hourly rate is $170. Current hourly rates for our other Partners are fiom $240 - $400. Current hourly rates for our Associates are from $170 - $240, and those of our Paralegals are $140. For our services rendered in connection with the Representation, we will charge our time at our standard hourly rates, periodically published in accordance with Firm policies and procedures, except as for mine, which is reduced for this Representation as set forth above. To secure payment of all unpaid legal fees and expenses incurred in connection with the Representation, the Client grants our Firm an attorney's retaining lien and an attorney's charging lien. Those liens extend to any sums or property in our possession which may be applied toward any indebtedness of the Client to us arising out of this or any other matter in which we represent or have represented the Client. B. Retainer Requirement. It is our usual practice to require a retainer from a new client and for each new significant matter. However, because of the public body and governmental nature of The City of Owasso, we have elected not to require a retainer in this matter at this time. DOERNER ISAUNDERS 0ANIEL ',ANDERSON �", June 1, 2017 Page 4 C. Expenses. Although we are not required to advance expenses in connection with the Representation, all expenses our Firm may advance on The City's behalf in connection with the Representation, such as filing fees, statutory fees, charges for data processing or network access, deposition expenses, long distance telephone expenses, witness, expert or consultant charges, mailing, duplicating (copying), courier, travel - related expenses, meals, and computer- assisted research fees, will be reimbursed to us by the Client in the same manner as attorney's fees. D. Blllinn & Payment Process. After the beginning of each month, we will transmit to you, or The City's designated representative, an Invoice reflecting all time expended by our legal staff and all expenses incurred and advanced by our Firm for the applicable billing period. Payment of all Invoices is due no later than 30 days after the invoice date, and we accept cash, check and credit card (AMEX, Visa, Mastercard) payment. The City agrees to be responsible for paying all Invoices generated during the course of the Representation. All balances due after expiration of the 60th day from the invoice date will accrue interest at the rate of I0.00% per annum. The City is encouraged to inquire as to any matter, description or sum contained in an Invoice, or as to any fees or expenses charged that you believe to be unreasonable. The City must do so no later than 10 calendar days after the invoice date so the matter can be promptly resolved. Absent receipt of timely notification of an inquiry or dispute, The City will be deemed to have accepted the Invoice as rendered, and the time and charges recorded on the Invoice are agreed to have been "reasonable" and will be paid. Withdrawal or Termination Either The City or we may terminate the Representation at any time, with or without cause and subject to our ethical responsibilities. Termination of our services will not affect The City's responsibility for payment of legal fees for services rendered or of expenses incurred before termination or in connection with the orderly transition of the Representation. Subject to applicable ethical rules, The City and we acknowledge our obligation to provide continued representation is conditioned upon timely payment of our Invoices. Document Retention After conclusion of our Representation, all documents and files, whether in paper or electronic format, will be subject to our standard document retention policy, as may be periodically adjusted. If The City wishes to obtain originals or copies of any such documents or fries, please request them before the Representation has concluded. With regard to The City's documents, files, records, e -mails or other physical items or electronic data The City may have in your possession, custody or control that might relate to or serve as evidence in respect to the Representation (whether favorable to The City or not), please DOERNER ISAUNDERS DANIELSANDERSON June 1, 2017 Page 5 know that The City has a duty to take appropriate actions to preserve those items and prevent them from being altered, destroyed, lost or deteriorated by passage of time. The City should act immediately with respect to the gathering and proper preservation of all such documents, files, records, e- mails, or other items or data. General Provisions Our agreement and the attorney - client relationship are effective as of the date of this letter, set forth above, once approved and accepted by The City below, but shall cover all work performed prior to execution hereof and during our investigation of matters incident to the Representation. Our agreement is executed at Tulsa, Oklahoma and is the sole and entire agreement between The City and our Finn in respect to the Representation. It replaces and supersedes all prior agreements, statements and representations with respect to the Representation and is the full integration of all terms related to the subject matter hereof. It may not be amended except in writing signed by The City and us and shall be binding upon The City and us and each of our personal representatives, heirs, successors and assigns. Our agreement, the Representation and the actions and relationships of the parties to this letter agreement shall be governed by and interpreted according to the laws of the State of Oklahoma. Venue for any action relating to the Representation and the actions and relationships of the parties to this letter agreement shall be exclusively in Tulsa County and any action must be filed and prosecuted in either the District Court for Tulsa County or the United States District Court for the Northern District of Oklahoma. In any dispute concerning nonpayment hereunder, the prevailing party shall be entitled to recover his, her or its attorneys' fees and expenses incurred in connection with such dispute. If this accurately reflects The City's understanding of and agreement with the terms and conditions of our Representation, as approved by vote of the Owasso City Council, please so indicate by having an authorized and appropriate City official execute a copy of this letter in the space provided below and return it to me. Again, on behalf of Doerner, Saunders, Daniel & Anderson, L.L.P., we are pleased to have this opportunity to be of service and to work with you and The City of Owasso, t y trn , y yo ors, ough odd o DOERNER, SAUNDERS, DANIEL & ANDERSON, L.L.P. DOERNER ISAUNDERS DANIELP-ANDERSON June 1, 2017 Page 6 ENGAGEMENT LETTER READ, ACCEPTED AND AGREED: The City o w sso ]dahoma By Title: (14,A iVctActc er V U Dated: cc: Doemer, Saunders, Daniel & Anderson, L.L.P. Accounting Department