Loading...
HomeMy WebLinkAboutPR 14900: GERMER GERTZ, LLP ACTING AS LEGAL COUNSEL FOR EDCinteroffice MEMORANDUM To: Mayor, City Council, and City Manager From: Mark Sokolow, City Attorney /~~ ~~~,~,~/ Date: September 8, 2008 Subject: P. R. No. 14900 - Council Meeting September 23, x:008 Attached is P. R. No. 14900 pertaining to Germer Gertz:, LLP acting as the legal counsel for the City of Port Arthur Section 4A Economic Development Corporation. MTS:gt Attachment cc: Floyd Batiste CEO OF EDC Guy Goodson GERMER GERTZ z.pr14900 memo P. R. No. 14900 09/03/08 cat RESOLUTION NO. A RESOLUTION PERTAINING TO GERMER GERTZ, L.L.P. ACTING AS THE LEGAL COUNSEL FOR THE CITY OF PORT ARTHUR SECTION 4A ECONOMIC DEVELOPMENT CORPORATION WHEREAS, pursuant to Resolution No. 07-467 the City Council approved the retention by the Economic Development Corporat=ion of Germer Gertz; and WHEREAS, the written agreement with Germer Gertz was for the time period of October 9, 2007 through September 30, 2008; and WHEREAS, it is deemed prudent to continue the legal servicE~s of Germer Gertz until September 30, 2009; and WHEREAS, Germer Gertz has submitted a new legal sE~rvice~s agreement as denoted in Exhibit "A". NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PORT ARTHUR, TEXAS: Section 1. That the facts and opinions in the preamble acre true and correct. Section 2. That the City of Port Arthur Section 4A Economic Development Corporation is herein authorized to utilize: Germer Gertz as their legal counsel and the President and Secretary of the Corporation are authorized to sign the agreement in substantially the same form as denoted in Exhibit "A" for a period from October 1, 2008, through September 30, 2009. z.pr14900 Section 3. That the new service agreement is subject t:o the approval of the EDC Board of Directors. Section 4. That a copy of the caption of this Resolution be spread upon the Minutes of the City Council. READ, ADOPTED AND APPROVED on this day of A.D., 2007, at a Meeting of the City Council of the City of Port Arthur, Texas, by the following vote: AYES>: Mayor Councilmembers NOES: MAYOR ATTEST: ACTING CITY SECRETARY APPROVED AS TO FORM: CITY ATTORNEY z.pr14900 EXHIBIT "A" The EDC has approved the extension of the Germer Gertz A~eement. It is my understanding that it is the same Agreement as the 2007/2008 Agreement, with new dates. CONTRACT FOR RETENTION OF GUY N. GOOISSON AND GERMER GERTZ, L.L.P. AS LEGAL COUNSEL FOR THE PORT ARTHUR SECTION 4A ECONOMIC DEVELOPMENT CORPORATION This contract provides the terms for the retention of Guy N. Goodson and the law firm of Germer Gertz, L.L.P. ("GG") as legal counsel for the EDC in regard to the providing of professional Legal representation for the period beginning _, ~A~9~ through ,.~ee$- ~.o o~ ~s SCOPE OF SERVICES: GG would provide legal representation to the Board of Directors of the EDC and collaborate with its Cluef Executive Officer and staff and coordinate matters as directed with the City Manager together with City of Port Arthur lel;al staff. GG will perform the following duties as directed by the EDC acting by and through its Board of Directors or as directed for authorization through the Chief Executive Officer of the EDC as the duly authorized staff liaison with GG: Drafting and/or reviewing contracts, leases, and other agreements concerning the fot7rr and content of these documents and otherwise advising the Chief Executive Officer and his staff in relation to contractual acrd economic incentive agreements. 2. Reviewing procurement documentation and procedures. 3. Advising as to employment and personnel matters. ~l. Advising as to all local and state legislation affecting the EDC's operations. 5. Advising and representing the EDC as to legal proceedings, administrative bearings, and to protect the EDC's interest regarding matters of litigation. 6. Working in conjunction with other EDC consultants. 7. Advising and representing the EDC, as authorized, concerning any and all legal matters affecting the EDC's operations, including being available to the Chief Executive Officer and his staff on a daily basis. It is understood that the above listing of anticipated Legal representation is simply art outline of those undertakings that are anticipated and does not represent an exhaustive enumeration of all legal services that might be required. Further, GG understands that any authorization to undertake legal services would be done only after appropriate authorization.. As directed by the Board of Directors, the undersigned legal counsel will attend EDC meetings. FEES: For and in consideration of serving as Legal counsel for the EDC, GG shall charge a fee based upon the actual time spent in conjunction with the matters describ<:d above. The hourly rate of the aitomeys of GG who will work on this file is as follows: Guy N. Goodson $150.00 per hour Other Senior Attys. $150.00 - $200.00 per hour Senior Associates $100.00 - $140.00 per hour Associates $ 80.00 - $100.00 per hour Also, the undersigned would attempt at every avenue to have legal services performed in the most cost efficient manner consistent with proper disposal of legal matters taken on behalf of the EDC. Therefore, if work can be handled by an associate or a legal assistant on a more time and cost effective basis, the undersigned would make such recommendation with the approval of the Chief Executive Officer. EXPENSES: GG will incur expenses in handling legal representation for the EDC, with any such expenses being those for which GG actually advances funds. "Actual expenses" include, but are not limited to, copying expenses, telephone charges, messenger fees, mail acid telefaesimile charges, filing fees, printing charges, travel expenses and other expenses necessary to the proper representation of the EDC in a diligent manner. Expenses may be billed directly by GG to the provider of services, in which event, the provider would bill directly the EDC and the EDC should then make direct payment to the provider of such services. BII~LII~'G: GG will provide monthly statements to the EDC which provide an itenuzed statement of legal service charges and expenses. Time shall be recorded for conferences with the EDC, its duly authorized officers, directors and employees; legal research; factual investigations; preparation of correspondence, agreements documents and instruments as directed; reviewing regulatory requirements that might be necessary in or<ier to handle the econonuc initiatives in wluch the EDC might become involved; reading and analyzing correspondence and legal documents; travel to and from meetings and proceedings involving this matter; telephone conversations with representatives of the EDC and others in connection with this matter. MISCELLANEOUS: GG further acknowledges and agrees that the EDC may undertake the use of other attorneys for legal representation as may be determined in the best interest of the Board of Directors. Pursuant to the request of the Board of Directors, this engagement letter is presented for the engagement by the EDC of Guy N. Goodson and Germer Gertz, L.L.P. for a period of 0 .~A9~ through ~ t~~ ~~ The undersigned acknowledges that notwithstanding the term of this engagement, that the EDC or the undersigned can terminate this engagement upon the receipt of thirty (30) days prior written notice of termination. Upon the expiration of this agreement and in the event that the EDC has not secured other legal services, this agreement shall continue on a thirty (30) day by thirty (30) day basis until a written notice of ternunation, from either EDC or the undersigned, received thirty {30) days prior has been received. Tf the preceding terms for the engagement of Guy N. Goodson and Germer Gertz, L.L.I', as Iegal counsel for the EDC meets with your approval, please execute this contract. and return at your earliest convenience. Guy N. Goodson APl'RO'V~D by Econo~iric Development Corporatiau on the on behalf of the Port Arthur day of , 200 Port Arthur Economic Devclopment Corporation Print Name: