Barnes & Thornburg/Mayor Line Item No. 1205 404.01
Amount Not To Exceed $5,000.00 Con-Kaa,# Ma.•05•04
Purchase Order No. �1�4'�4''[1�3
BARNES&1 1 1ORNBURG ap II South Meridian Street
Indianapolis,IN 46204-3535 U.S.A.
(317)236-1313
Fax(317)231-7433
Brian L.Burdick www.btlaw.com
(317)231-7393
Email:bburdickebtlaw.com
December 10, 2004
APPROVED AS TO FORM BY
Honorable James Brainard
Mayor, City of Carmel
One Civic Square
Carmel, IN 46032
Re: 2005 Lobbying Engagement
Dear Mayor Brainard: •
We are very pleased to serve as special lobbying counsel to City of Carmel ("Carmel"). This
letter confirms the terms on which Barnes & Thornburg (the "Firm") will serve as special lobbying
counsel in this relationship.
As the State of Indiana's largest full-service law firm, we have extensive experience representing
the interests of all types of clients in governmental matters. Nineteen of our lawyers are registered
lobbyists and they represent a variety of political and governmental experience. Our attorneys are
experienced in all aspects of legislative affairs, including drafting legislation, tracking and monitoring
bills, testifying at committee and board hearings, and negotiating with members of the legislative branch
and executive branch to further our clients' interests. This letter contains a brief overview and description
of the Firm and a description of our special lobbying counsel services offered to Carmel.
FIRM DESCRIPTION
Barnes & Thornburg is composed of over 370 lawyers, and has offices in Indianapolis, Fort •
Wayne, South Bend, and Elkhart, Indiana; Chicago, Illinois; Grand Rapids, Michigan; and Washington,
D.C. Our practice is widely diversified and includes experience in general corporate law, banking and
financial institutions, securities, insurance, labor, public and private litigation, taxation, patents,
trademarks, trade regulations, environmental regulations, real estate, creditor's rights, public utilities,
municipal finance, estate planning and administration, and government relations. The Firm's ten
departments provide a full range of legal services to all types of clients.
Barnes & Thornburg prides itself on using the support services and advanced technology required
to provide quality legal services in a cost-efficient manner. Barnes & Thornburg has become a highly
recognized law firm in the country, in part by implementing smart legal technology. Our state-of-the-art
Technology Center is the hub for the firm's national network. The network allows attorneys and their
staff in all offices to share any type of digital information, including documents, spreadsheets, and
presentations. In-house resources allow us to meet a client's unique needs by developing databases to
manage cases, implementing:secure systems for client access to work product, producing dynamic color
trial exhibits, and other technology-driven solutions. The Firm's offices are all equipped with standard
Chicago Elkhart Fort Wayne Grand Rapids Indianapolis South Bend Washington,D.C.
L_.
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Mayor James Brainard
City of Carmel
December 10, 2004
Page 2
video conferencing equipment permitting both internal and external video capabilities. Barnes &
Thornburg uses smart technology to respond quickly to our client's needs.
SCOPE OF SERVICES
The scope of our services under this arrangement will be as follows:
1. As required, assist Carmel in developing a 2005 legislative strategy for advocating its
interests.
2. As required, draft legislation or amendments to legislation, or advocacy white papers
regarding legislation to further Carmel's interests.
3. Be available to, and if required, meet and discuss pertinent issues with Indiana legislators,
their staff and/or representatives of the State administration for the purpose of influencing
legislative action. The performance of such services with legislators and their staff is
commonly defined as `lobbying" under Indiana law.
4. Monitor legislation and legislative committee hearings of interest to Carmel and provide
bill tracking reports concerning such legislation.
5. Communicate regularly with Carmel's representatives regarding the status of Carmel's
legislative initiatives and other legislative matters of interest to Carmel.
6. Assist with the preparation of all filings to be in compliance with the Indiana lobbying
laws.
FEES AND CHARGES
Our fees in this matter will be based on the hours actually worked by each lawyer and legal
assistant involved in this matter. These fees will be computed using the hourly billing rates for the lawyer
and legal assistant and the type of work involved that are in effect at the time you are billed for the work.
Generally speaking, our billing rates vary in accordance with the experience and seniority of the lawyers
and legal assistants performing the services. Our billing rates are adjusted annually, typically in
December. My current rate is $250 per hour worked.
In representing 'our clients, we also make other charges in addition to our fees, Typical other
charges include authorized messenger, courier and express delivery charges; printing and reproduction
charges at 100 per page; filing fees; and computerized legal research charges. Certain of these other
charges may represent more than our direct cost to cover our overhead. Our fees and other charges will
•
be billed on a monthly basis and are due upon receipt.
You may terminate our'engagement as special counsel in this matter at any time simply by
notifying us. We may terminate our engagement for nonpayment of our fees and other charges and where
we are required or permitted to do so by the Rules of Professional Conduct after giving you reasonable
notice and allowing time for you to engage successor counsel, if necessary.
•
•
BARNESÞBURG w'
Mayor James Brainard
City of Carmel
December 10, 2004
Page 3
LOBBY REGISTRATION
The Indiana Lobbying Registration Commission (the "Commission") has taken the position that
once a contract, oral or written, is entered into between a client and a lobbyist to lobby the Indiana
General Assembly, the contract to lobby triggers a registration requirement with the Commission for both
the client and the compensated lobbyist. Both the client and the compensated lobbyist must register as
lobbyists with the Commission within fifteen days of entering into the contract. The execution of this
engagement letter triggers this registration requirement.
Additionally, the Commission requires two "Activity Reports" be filed each year wherein all
lobbying expenses and compensation must be disclosed. The total amount of compensation under this
engagement letter,plus expenses incurred under this engagement letter, must be reported on the "Activity
Reports." This is the position of the Commission even if no actual lobbying activity has occurred. The
Commission requires all records related to lobbying reporting be maintained for a four-year period as they
are subject to audit by the Commission.
CONFLICTS OF INTEREST
We have made a conflicts check and are not presently aware of any conflicts that have not been
disclosed and consented to previously. As we have discussed, our firm represents the interests of other
persons and entities before various legislative, executive, and administrative agencies at the local, state,
and federal level. In addition, our firm represents a broad spectrum of clients in many different industries
and matters. Some of those clients also look to our firm as their general counsel. In addition, because of
our firm's size, and as you might expect, we have lawyers with many different views and philosophies.
Some of our lawyers are from time to time involved with the political process for various candidates and
causes, sometimes interests which are directly adversarial to you. Thus as a condition of our undertaking
this engagement, you must agree to waive all legal, business and political conflicts and potential conflicts
which exist or may arise as a result of our representation of you and any other person or entity. We
reserve the right to withdraw in the event and unavoidable conflict should arise. You should know that, in
similar engagement letters with many of our other clients, we have asked for similar agreements to
preserve our ability to represent you.
TERMINATION OF SERVICES
You may terminate our engagement as special lobbying counsel in this matter at any time simply
by notifying us. We may terminate our engagement for nonpayment of our fees and other charges and
where we are required or permitted to do so by the Rules of Professional Conduct after giving you
reasonable notice and allowing time for you to engage successor counsel, if necessary.
Upon termination of this Agreement by either party, Barnes & Thornburg will be entitled (i) to
retain all sums previously paid; (ii) to payment of all outstanding unpaid invoices; and(iii) to payment for
services through the date that Barnes & Thomburg received notice of termination upon receipt and
approval in accordance with this agreement of a statement covering such services.
BARNESÞBURG u.P
Mayor James Brainard
City of Carmel
December 10, 2004
Page 4
GENERAL
I will be the lawyer in charge of this effort and will assume primary responsibility for ensuring
that Carmel's needs are satisfied. Under my supervision, your work or parts of it may be performed by
other lawyers and legal assistants in the firm. This delegation may be for the purpose of involving
lawyers or legal assistants with experience and knowledge in a given area or for the purpose of providing
services on the most efficient and timely basis. For purposes of this engagement, Joe Loftus and I will be
the lobbyists assigned to coordinate your legislative work.
Our legal assistants are not lawyers but possess training, experience and skills that enable them to
assist our lawyers in discharging their responsibilities. They include law clerks (typically law students),
paralegals, investigators, research librarians, environmental analysts, translators, draftsmen and other
technical (non-lawyer) specialists.
CONCLUSION
If this letter accurately sets forth our agreement and your understanding, please so indicate in the
space provided below and return a signed copy of this letter to me. We ask you to acknowledge that, in
reviewing and executing this letter, you have not relied on any advice provided by our Firm but instead
have acted solely in reliance upon the advice of other counsel.
We look forward to working with you on this matter. If you have any questions, please call me.
Sincerely,
Brian L. Burdick
cc: Joseph E. Loftus
Robert T. Grand
AGREED AND ACKNOWLEDGED:
CITY OF CARMEL
By:
May ames Brainard
Date:
INDS01 ILa 704040v1
BARNES& HORNBURG W
Approved and adopted this day of 461^+1 1 , 2005.
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CARMEL BOARD OF PUBLIC WORKS AND SAFETY
By: , --/.. _ay
Jam ai , Presiding Officer
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Mary An urke, Member
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Lori S. Watson, e er
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Diana L. Cordra , r leeasurer
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