LEGAL SERVICES AGREEMENT (55)LEGAL SERVICES AGREEMENT
THIS AGREEMENT is made on the � day of t�..� �, 2011, by and
befinreen the CITY OF CLEARWATER, FLORIDA (the "City") and the law firm of PALLO,
MARKS, HERNANDEZ, GECHIJIAN & DEMAY, P.A., 5652 Marquesas Circle, Sarasota,
FL 34233 ("Counsel").
WITNESSETH:
WHEREAS, the City wishes to retain a firm to serve as Counsel in connection with
matters pertaining to workers' compensation claims filed against the City of Clearwater.
NOW, THEREFORE, in consideration of the promises and mutual covenants
herei� c�ntaine�, the parties hereto do hereby agree as follows:
SECTION 1. AUTHORIZATION TO PROCEED AS COUNSEL. Counsel is hereby
authorized to provide services as described in this Agreement and for the professional
fees described in this Agreement.
SECTION 2. SCOPE OF SERVICES. Counsel hereby agrees to provide its
professional services in connection with workers' compensation claims as assigned by the
City of Clearwater.
SECTION 3. PROFESSIONAL FEES FOR SERVICES. The City and Counsel
agree to a rate of $120.00 per hour for legal services perFormed by Daniel J. DeMay, or for
other shareholder level attorneys within the firm, $110.00 per hour for legal services by
associate attorneys, and $75.00 for paralegal services. Said rates are subject to increase
within the term of this agreement by mutual written agreement befinreen Counsel and Risk
Management, and it is agreed befinreen the parties that a rate increase need not require
execution of a new agreement. It is agreed that the one half of the hourly rate will be paid
during attorneys' travel time when travel is required during representation of the City under
this agreement. Ordinary local travel to and from Counsel's office is not included in travel
time to be reimbursed.
SECTION 4. TERM. This Agreement will be effective from January 1, 2012 to
December 31, 2015.
SECTION 5. COMPENSABLE EXPENSES. Reimbursement of expenses shall be
made by the City to the firm for reasonable out-of-pocket expenses as determined by the
City Attorney without markup, including but not limited to long distance calls and
facsimiles, copying or reproducing documents, postage, court costs, parking costs and
travel incurred by Counsel in performance of the duties hereunder. Travel and per diem
costs shall not exceed that which is available to City of Clearwater employees. City and
Counsel have agreed travel expenses via automobile will be reimbursed at one half of the
IRS allowable rate.
SECTION 6. INDEMNIFICATION AND INSURANCE. Counsel agrees to protect,
defend, indemnify and hold the City and its officers, employees and agents free and
harmless from and against any and all losses, penalties, damages, settlements, costs,
charges, professional fees or other expenses or liabilities of every kind and character
arising out of or due to any negligent act or omission of Counsel or its employees in
connection with or arising directly or indirectly out of this Agreement and/or the
performance hereof. Without limiting its liability under this Agreement, Counsel shall
procure and maintain during the life of this Agreement professional liability insurance in an
amount in excess of $1,000,000. This provision shall survive the termination of this
Agreement.
SECTION 7. CONFLICT OF INTEREST. It is understood by the City and Counsel
that Counsel is not aware of any clients of the firm that currently present any conflict
between the inierests of the City and other clients of Counsel. If any potential conflict of
interest arises during the time Counsel is representing the City, Counsel will promptly
inform the City. The City is under no obligation to agree to permit the conflict
representation.
SECTION 8. CONSTRUCTION AND AMENDMENTS. This Agreement shall be
governed by and construed in accordance with the laws of the State of Florida. This
Agreement may be amended only by a writing duly entered into by the City and Counsel.
SECTION 9. CANCELLATION OF AGREEMENT. The City or Counsel may
cancel or terminate this Agreement upon ten days advance written notice to Counsel. In
the event of cancellation, Counsel shall immediately cease work hereunder and shall be
reimbursed for eligible and documented reimbursable fees and expenses incurred prior to
the date of cancellation. Further, it is understood and agreed befinreen the City and
Counsel that Daniel J. DeMay, Esquire, will be the lead attorney assigned by the firm to
provide the services contained herein. The City in its absolute discretion may immediately
terminate this Agreement upon written notice to the firm if the services of this attorney are
unavailable to the City.
SECTION 10. ATTORNEYS FEES. In the event that either party seeks to enforce
ihis Agreement through attorneys at law, ihen the parties agree that each party shall bear
its own costs and that jurisdiction for such an action shall be in a court of competent
jurisdiction in Pinellas County, Florida.
IN WITNESS WHEREOF, the City and Counsel have executed this Agreement as
of the date first written above.
Countersigned:
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Frank V. Hibbard
Mayor
CITY OF CLEARWATER, FLORIDA
B�/: ,
William B. Horne II
City Manager
Approved as to form:
Pame a . Akin
City Attorney
Attest:
Rosemarie Call
City Clerk
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Pallo, Marks, Hernandez, Gechijian &
DeMa .A.
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By: _
Daniel J. eMay
As one of its Directors
Nov. 14, 2011