Resolution - 2012-71RESOLUTION NO. 2012-71
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF. WEST
COVINA, ACTING AS THE SUCCESSOR AGENCY TO THE WEST
COVINA REDEVELOPMENT AGENCY, ACCEPTING THE ACTION OF
THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY TO THE
WEST COVINA REDEVELOPMENT AGENCY APPROVING A
RETAINER AGREEMENT WITH THE LAW FIRM OF HARPER &
BURNS TO PROVIDE GENERAL COUNSEL SERVICE FOR THE
OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE WEST
COVINA REDEVELOPMENT AGENCY
WHEREAS, the City Council of the City of West Covina ("City") previously approved
and adopted Redevelopment Plans for the various Redevelopment Project Areas
("Redevelopment Plans") covering certain properties within the City (the "Project Areas"); and
WHEREAS, as part of the 2011-12 State budget bill, The California Legislature enacted,
and the Governor signed, AB 1X 26 requiring that each redevelopment agency be dissolved; and
WHEREAS, the City Council of the City of West Covina adopted the necessary
resolutions electing to become the Successor Agency to the former Redevelopment Agency
(Community Development Commission) of the City of West Covina (`Successor Agency")
pursuant to Health and Safety Code sections 34171. and 34173; and
WHEREAS, AB 1X 26 provides that each Successor Agency shall have and Oversight
Board and the Oversight Board to the Successor Agency of the West Covina Redevelopment
Agency (`Oversight Board".) has requested the services of independent legal counsel; and
WHEREAS,. after following a process which involved the request and submission of
responses to Requests for Proposals ("RFP") by various law firms, interviews by a selection sub-
committee, and recommendation by the sub -committee to the Oversight Board, the Oversight
Board selected the law firm of Harper & Burns, LLP, to serve as General Counsel and
WHEREAS, in order for the payment of legal fees to occur, the Successor Agency must
ratify the acceptance of the Agreement for Legal Services as set forth below.
NOW, THEREFORE, BE IT RESOLVED by the Successor. Agency of the West
Covina Redevelopment Agency, as follows:
SECTION L The foregoing recitals are incorporated into this Resolution by this
reference and constitute a material part of this Resolution.
SECTION 2. The Successor Agency of the City of West Covina hereby ratifies, accepts
and approves the Agreement for Legal Services with the law firm of Harper & Burns, LLP in
substantially the form attached hereto as Exhibit "A".
SECTION 3. The Mayor of the City of West Covina serving as the Chairperson to the
Successor agency is authorized to execute the Agreement for Legal Services.
SECTION 4. The City Clerk as the Secretary to the Successor Agency shall certify to the
approval and adoption of this Resolution, and it shall thereupon take effect and be in full force.
Resolution No. 2012-71
Page 2
APPROVED AND ADOPTED on this 2 1 " day of August, 2012.
MayotjMichael Touhey
ATTEST:
� •t. j
ity Clerk L'a rieIC'nico
I, LAURIE CARRICO, CITY CLERK of the City of West Covina, California, do hereby certify
that the foregoing resolution was duly adopted by the City Council of the. City of West Covina,
California, at a regular meeting held thereof on the 17"' day of July, 2012 by the following vote
of the City Council:
AYES: Herfert, Sanderson, Sotelo, Sykes, Touhey
NOES: None
ABSENT: None ~�< ;��_•
ABSTAIN: None f
` 4 -`
Aityylerk Laurie Carrico.
APPROVED AS TO FORM: '
4tvy *AAttom�q/Arnold Alvarez-Glasman
2
AGREEMENT FOR ATTORNEY SERVICES
THIS AGREEMENT ("Agreement") is made and entered into this 23`d day of
August, 2012, by and between the SUCCESSOR AGENCY TO THE REDEVELOPMENT
AGENCY OF THE CITY OF WEST COVINA, a legal entity, Los Angeles County, California,
(the "Successor Agency") on behalf of the OVERSIGHT BOARD TO THE SUCCESSOR
AGENCY OF THE WEST COVINA REDEVELOPMENT AGENCY (the "Oversight Board"),
and HARPER & BURNS LLP, Orange, California (the "Attorney").
RECITALS
WHEREAS, the Successor Agency desires to employ Attorney to perform legal services
for the Oversight Board; and
WHEREAS, the Attorney is prepared and able to provide all legal services required and
necessary to perform the duties and fulfill the obligations of the Attorney for the Oversight
Board; and
WHEREAS, the Oversight Board has selected Attorney to serve as its legal counsel.
COVENANTS
NOW, THEREFORE, it is mutually agreed by the Successor Agency, Oversight Board,
and Attorney (collectively, the "Parties") as follows:
SECTION 1. AGREEMENT FOR SERVICES. The Successor Agency employs
Attorney to render, and Attorney agrees to render, all legal services for the Oversight Board
pursuant to the provisions of this Agreement.
SECTION 2. SCOPE OF SERVICES. The Attorney will perform and fulfill all duties
and obligations including, but not limited to:
(a) Advise the Oversight Board on legal authority and liability for actions taken in the
ordinary course of business;
(b) Advise the Oversight Board on actions necessary to protect the Board members
from personal liability and protect the assets of the dissolved agency from liability and
attachment;
(c) Review and advise the Oversight Board on recommendations from City/Successor
Agency on refinancing matters, overseeing completion of redevelopment projects, and
disposition of property and other assets,
(d) Provide advice on legislative matters which may affect the Oversight Board
(exclusive lobbying);
(e) Represent the Oversight Board in connection with any inquiry, investigation,
audit or other proceedings of state regulatory agencies;
(f) Represent the Oversight Board in any litigation brought by or against or otherwise
involving the Oversight Board, or assist the Oversight Board in contracting for specialized
litigation counsel and overseeing outside counsel's work; and
(g) Engage in any other legal matters reasonably requested by the Oversight Board.
SECTION 4. ASSIGNED ATTORNEYS. John Harper is hereby designated as the
Attorney for the Oversight Board. All communication with the Attorney and work assigninent to
the Attorney by the Oversight Board shall be through the Executive Director's/City Manager's
office, or as otherwise provided for in the Oversight Board's Bylaws and Rules of Procedures. It
is the intention of the Parties that Mr. Harper will perform all the required duties on an as -needed
basis. Attorney Colin Burns may be assigned to perform services if necessary as a result of a
scheduling conflict.
SECTION 5. COMPENSATION. All general services shall be provided by the
Attorney at the rate of $175.00 per hour payable on a monthly basis. Attendance at the Oversight
Board meetings shall be compensated on an actual time basis, with a minimum billing of two (2)
hours. Travel time shall not be billed. The annual cap of services is $10,000 per annum, unless
amended by Oversight Board, Successor Agency, and Attorney.
SECTION 6. TERM. The Attorney shall serve at the pleasure of the Oversight Board
and the Successor Agency, and this Agreement may be terminated with or without cause. upon
written notice by the Successor Agency acting on behalf of the Oversight Board or acting on its
own behalf.
SECTION 7. INSURANCE. As a condition to execution of this Agreement, the
Attorney will deliver to the Successor Agency evidence of professional liability and malpractice
insurance from a reputable insurance carrier in the amount of $1 million dollars. The Attorney
further agrees to maintain such insurance at all times during the term of this Agreement.
SECTION 8. AMENDMENT. This Agreement may be amended from time to time in
writing as mutually agreed by the Parties.
SECTION 9. CLIENT. The Parties acknowledge that Attorney is retained to serve as
legal counsel to the Oversight Board only. Thus, while this Agreement is between the Successor
Agency and the Attorney, the Attorney's client for the purpose is only the Oversight Board, and
the Attorney is not undertaking the representation of the City of West Covina or the Successor
Agency, nor any related or affiliated person or entity, nor any of their officers, directors, agents,
or employees, nor any of such person's(s') parent, brother -sister, subsidiary, or affiliated
corporation or entity. No attorney -client relationship shall exist as between the Attorney and
either the City of West Covina or the Successor Agency, notwithstanding the fact that the
Successor Agency is a party to this Agreement (and is thereby obligated to pay Attorney's fees
pursuant to Section 5 herein). To the extent that Attorney's representation of the Oversight
Board is subject to the provisions of Rule 3-310(F)(3) of the Rules of Conduct of the State Bar of
California, then the Parties agree that signatures of the Successor Agency and the Oversight
appearing on this Agreement below shall constitute written consent to such representation.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the day
and year first written above.
SUCCESSOR AGENCY TO THE
REDEVELOPM NT AGENCY OF THE CITY
OF WEST CO NA,
By: -A -- 7 -
An rew G. Pasmarit, Executive Director
HARPER B RNS LLP
By:
John R. Harper
On behalf of the Oversight Board to the Successor Agency of the former West Covina
Redevelopment Agency, I hereby agree to: (i) the selection of Harper & Burns, LLP ("the firm")
to provide legal services to the Oversight Board, as client, as described above; and (ii) consent to
the firm's acceptance of payment from the Successor Agency.
By: Date
Carrie Sutkin
Title: Chair, Oversight Board to the Successor
Agency of the West Covina
Redevelopment Agency
�b Z
On behalf of the Successor Agency to the Redevelopment Agency of the City of West Covina, I
hereby agree to: (i) the retention of Harper & Burns, LLP ("the firm") by the Successor Agency
to Redevelopment Agency of the City of West Covina, and (ii) that the Successor Agency to the
of the City of West Covina will be responsible for the payment of such services but will not be a
client of the firm with respect to the services provided to the Oversight Board.
By: Date:
Michae ou ey
Title: Chairman, Successor Agency to
the Redevelopment Agency of the City
of West Covina