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HomeMy WebLinkAboutParr RicheyObremskey Frandsen Patterson/Letter of EngagementPARRRICHEY OBREVISKEY RANDSEN PATTERSON .AT.TOR N EY.SrAT1LAW, 201 N. Illinois St., Ste. 300, Indianapolis, IN 46204 -4216 P: 317.269.2500 1 F: 317.269.2514 Angela L. Gidley 0giclley @parrlow.ann Douglas C. Haney City of Carmel One Civic Square, Third Floor Carmel, IN 46032 Re: Attorney Engagement Dear Doug: July 11, 2014 Via e-mail (dhane t Oa carinel.in..gon) and U.S. Mai! It was a pleasure to meet with you and John Duffy recently. On behalf of Parr Richey Obrernskey Frandsen & Patterson LLP ( "Parr Richey "), I would like to thank you for the opportunity to provide legal services in connection with issues related to Carmel's water utility and wells within its corporate boundaries, as well as any other matter you may refer to us for action or advice. Parr Richey is an established law firm that has a long history of representing and protecting the interests of water, sewer, electric, gas, and telecommunications utilities, as well as municipalities. Upon request, a list of representative clients can be provided. We look forward to the opportunity to work with Cannel. Parr Richey proposes to provide all necessary legal services required or requested by Carmel, except those matters for which this first is conflicted out under and pursuant to Rule 1 .7 of the Indiana Rules of Professional Conduct. I would serve as the primary attorney within the firm and would be responsible for coordinating and ensuring all legal services are provided in an efficient and competent planner. Although 1 would serve as Carmel's primary attorney within the firm, Parr Richey has thirteen attorneys and proposes utilizing the individualized experience of its utility section, as needed, to provide the most competent representation on the legal services requested by Carmel. In no case, however, would the firm double -bill for services that can be performed by a single attorney. Enclosed are biography cards for the Parr Richey attorneys that would be made available to Carmel. Parr Richey proposes providing services to Carmel on an hourly basis. The firm requires reimbursement of reasonable and necessary expenses incurred in the performance of legal services, but Parr Richey will not incur any significant expenses without advance approval. A copy of the firm's standards terms and conditions are enclosed and incorporated herein by reference except as expressly modified in this letter. The 2014 hourly billing rates of Parr Richey's attorneys practicing municipal and utility law are below for your review and consideration. 2014 Billing Rate Angela L. Gidley $250 James A.L. Buddcnbaun-t $325 Jeremy L. Fetty $300 -la v..coin LEBANON 225 West Main Street, PO Box 668, Lebanon, IN 46052 P: 765.482.0110 1 F: 765.483.3444 Douglas C. Haney July 11, 2014 Page 2 Kent M. Frandsen $325 Randolph G. Holt $260 Charles W. Ritz III $325 Michael L. Schultz $300 Travis W. Montgomery $250 Paralegals $140 Law Clerks $120 We believe you will find our services to be prompt, efficient, and otherwise of the level of quality and effectiveness you expect. The terms of this agreement will become effective upon execution and continue thereafter until amended by agreement of the parties. Parr Richey's Standard Terms and Conditions of Engagement are expressly modified as tollows, absent prior written permission from the City of Cannel, Indiana ( "Client "). 1. Fees and expenses will be billed monthly. Payment is due within thirty -five (35) days from the date that Client receives the statement. 2. Any legal proceedings brought under or pursuant to this engagement agreement may be brought in Circuit or Superior Court ol'either Boone County or Hamilton County, Indiana. 3. Parr Richey's right to terminate this engagement agreement is subject to its obligations under the Indiana Rules of Professional Conduct. 4. The Client will not be charged for messenger, courier or express delivery charges when reasonable time management would allow service by regular U.S. Mail or by electronic means. 5. The Client will not be charged over $0.10 per page for 13 /W photocopies or over $0.25 per page for color photocopies. 6. The Client will not be charged more than $0.56 per mile for travel expenses nor more than $15.00 per day for meal expenses. 7. The Client will not be charged for facsimile transmissions except for the actual cost of long distance transmissions that originate from Parr Richey. 8. The Client will be charged only for the actual cost of binders and other office supplies not normally included in our hourly rate. The Client will not be charged for staff overtime. Douglas C. Haney July 11, 2014 Page 3 10. The Client will be charged only for the time of the person with the highest hourly rate when more than one Parr Richey lawyer or staff person is involved in an Ultra-office communication or a teleconference. 11. The Client will not be charged for the time taken by more than one Parr Richey employee to review a court order, to calendar a hearing or otherwise relevant date or to review a legal document or research memo. 12. The Client will not be charged for the attendance of more than one Parr Richey attorney at meetings or hearings, except that two Parr Richey attorneys may represent the Client at trial. 13. The Client will only pay for the actual cost of computer research. 1 personally value the opportunity to provide legal services to Carmel. If you have any questions concerning the terms of our legal representation, please contact me. Thank you for allowing us to assist vou. Sincerely, PARR RICKEY OBREMSKEY FRANDSEN & PATTERSON LLP Angela L. Gidley AGREED AND ACCEPTED: CITY OF CARMEL. INDIANA By c Printed: D0051 %5 C • ) Title: CIIN /% 91 v2NEY Date: 34 41 1 2; ^opt /1- Enclosures 572614 PARR RICHEY OBREMSKEY FRANDSEN & PATTERSON LLP STANDARD TERMS AND CONDITIONS OF ENGAGEMENT DEFINITIONS. For the purposes of this document and the Letter Agreement (as defined below), the following terms have the meanings - stated, unless a different meaning is clearly indicated by the context: "Client" (and in the plural, "Clients ") or "Yon" (and in the possessive form. "Your "). Each person and entity identified in the Letter Agreement as our client. "Firm" (and in the possessive form, "Our "). The law firm of PARR RICHEY OBREMSKEY FRANDSEN & PATTERSON LLP. "Guarantor ". Each person and entity who signs the Letter Agreement as a guarantor to guarantee payment of fees and other payments due the Firm under the Letter Agreement. "Letter Agreement ". The letter agreement signed by the Client(s), an authorized representative of the Firm, and, if applicable, the Guarantor(s). 2. FEES. We take into account many factors in billing for services rendered, and most statements for services are the product of the time worked (in units of tenths of an hour) multiplied by the hourly rates for the attorneys, paralegals, law clerks and legal assistants who did the work. On occasion factors other than the time spent are considered in arriving at a fee, including the experience of the attorney and the nature of the legal work. The Client may be billed for all time spent on its behalf including, without limitation, conferences, telephone calls, drafting, research, and travel. It is impossible to determine in advance how much time will be needed, since that depends on many things beyond our control. Any projection of fees we give the Client for the cost of all or part of our engagement is merely an estimate. The hourly rates for attorneys and other members of the professional staff is based on years of experience, specialization in training and practice, level of professional attainment, and overhead costs. We reconsider our hourly rates annually, and we may revise them at that time. If we change our rates, the new rates will go into effect immediately without special notice to the Client. Upon request, we will provide a Client with the rates of those professional staff working on an engagement. COSTS. It is usually necessary for us to incur, as agent for our Clients, expenses for items such as tiling fees, travel, lodging, meals, extraordinary photocopying, and courier services. Many engagements require substantial amounts of costly ancillary services such as outside duplication services and computerized legal research. The Client is responsible for all costs incurred on the Client's behalf. In order to allocate these expenses fairly and to keep our hourly rates as low as possible for those matters which do not involve such expenditures, these items are separately itemized on our statements. We will not advance substantial out -of- pocket expenses, including outside fees and expenses, unless we make special arrangements in advance. Such expenses will be billed directly, or forwarded to the Client for payment. 4. BILLING. Fees and expenses will be billed monthly. Payment is due within thirty days of mailing of the statement. unless we agree otherwise in writing. LATE PAYMENTS. We are confident that our clients make every effort to pay us timely. Occasionally, however, a client has difficulty in making timely payment. To avoid burdening those clients who pay their statements timely with higher fees reflecting the added costs we incur as a result of clients who are delinquent, we will impose on your statements an interest charge of one .percent per month (12Yo per annum) for late payments. In no event will the interest charge he _greater than permitted by applicable law. NON - PAYMENT OF FEES AND COSTS. Your failure to pay any statement rendered when due will constitute a default. In the event of a default, you agree that in our discretion we may immediately cease all legal services on your behalf or discontinue our representation (subject to our ethical obligations and any other applicable provision of law). If we do so, you will be notified in writing. In the unlikely event that we are required to institute legal proceedings to collect fees and costs owed by the Client, we will be entitled to reimbursement of our reasonable attorneys' fees and other costs of collection. In connection with any such proceeding, the Client, the Guarantor (if any), and we: a. Agree that the proceeding may be brought in either the Circuit or Superior Court of Boone County, Indiana; and b. Consent to venue and personal jurisdiction in those courts. 2 7. TERMIT A TION. The Client has the right to terminate our representation by written notice at any time. In that event. the Client is not relieved of the obligation to pay for all services rendered and costs incurred on the Client's behalf prior to receipt of such notice. We have the same right to terminate our engagement, subject to an obligation to give the Client reasonable notice to arrange alternative representation. 8. APPLICABLE LAW. The laws of the State of Indiana will govern the interpretation of the Letter Agreement; including all rules or codes of professional responsibility which apply to the provision of services by us. 9. PAYMENT BY OTHERS. Sometimes another party to a transaction agrees to pay the Client's legal fees, or a court may order the Client's adversary to pay all or part of the Client's legal fees and costs. However, in such case the Client remains primarily liable tar payment of all fees and costs. Any amounts received from others will be credited to the Client's account. Each person who signs the Letter Agreement as Client or as Guarantor agrees to be jointly and severally liable to pay all sums due to the Firm under the Letter Agreement. 3 Approved and Adopted this L day of ALL , 20 ( ((- CITY OF CARMEL, INDIANA By and through its Board of Public Works and Safety BY: James Brainard, Date: )71/ Mary An Date: ber iy Pzw&—&-k Lori S. Watson, M Date: r, l l f ATTEST: ��0, ,l �, Diana Cordray, IMCA, C :i Tr:asur. Date: