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LEGAL SERVICES AGREEMENT (56)LEGAL SERVICES AGREEMENT THIS AGREEMENT is made on the �� day ofl��►� , 2011, by and between the CITY OF CLEARWATER, FLORIDA (the "City") and the law firm of BANKER, LOPEZ, GASSLER P.A. ("Counsel"), 501 First Avenue North, suite 900, St. Petersburg, FL 33701. 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 herein contained, 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 $140.00 per hour for legal services performed by Mark E. Hungate, Esq., 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 between Counsel and Risk Management, and it is agreed between the parties that a rate increase need not require execution of a new agreement. It is agreed that the hourly rate will be paid during attorneys' travel time when travel is required during representation of the City under this agreement. Ordinary Iocal travel to and from Counsel's office is not included in travel time to be reimbursed. SFCTIQ�! 4. T�RM. This Agreernent wili be efr'ective from .ianuary 1, Z012 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 as well as auto travel expenses shall not exceed that which is available to City of Clearwater emplayees. 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 Counselor 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 interests 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 Mark E. Hungate, 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 this Agreement through attorneys at law, then 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 WlTNESS V�IHEREOF, tt;e City and Counsel have executed this Agreement as of the date first written above. Countersigned: ���� Frank V. Hibbard Mayor // %. 2 CITY OF CLEARWATER, FLORIDA By: � ' - s�. ' William B. Horne II City Manager Approved as to form: Pamela . Akin City Attorney 3 Attest: Rosemarie Call City Clerk Ban : �'�'\ ' ``\ . � . , , ,� �.a1�1 :a — :,� ��.- . . r, �' t���` • � . � =� �•..