J.D. Walls & Assoc/DOL
Cm\roU"* lA.OS.D"? Otf
C6ntract not to Exceed $8,000.00
Line Item No. 430-40000; P.O. No. 17008
J.D. WALLS and ASSOCIATES, P.c.
21 S. Range Line Road, Suite 300A
Carmel, IN 46032
(317.203-7484)
June 19. 2007
GENERAL ATTORNEY-CLIENT IlETENTION AND FEE AGREEMENT
J.D. Walls and Associates, P.C. ("Attorney") and the City of Carnlel, Indiana ("Client") hereby
agree that Attorney will provide legal services to Clienton the terms set forth below.
I. CONDITIONS. This Agreement shall be effective on and after June 20, 2007 and will
remain in effect until terminated pursuant to theternls hereof.
2. SCOPE OF SERVICES. Client retains Attorney as an independent contractor to
provide professional legal services on various matters as instructed by Client, by and through its City
Attorney, and as accepted by Attorney. Attorney shall provide those legal services as are requested by
Client and as, in Attorney's professional opinion, arc reasonably required to represent Client. Attorney
shall take reasonable steps to keep Client informed of case. progress and to respond to Client's inquiries.
Attorney agrees to abide by the terms of this Agreement and to provide competent and diligent
representation, with the legal knowledge, skill, thoroughness and preparation reasonably necessary for the
representation of Client.
3. CLIENT'S DUTIES. C"lient agrees to be truthful with Attorney, to cooperate, to keep
Attorney informed of relevant infonnation which may come to Client's attention, to abide by the terms of
this Agreement and to keep Attorney advised of Client's address, telephone number and whereabouts.
Client will assist Attorney in providing necessary information and documents and will appear as
necessary at legal proceedings as long as Client has been provided with reasonable advance notice
thereof.
4. LEGAL FEES AND BILLING PRACTICES. Client agrees to pay by the hour at
Attorney's prevailing rates for all time reasonably spent on Client's matters by Attorney's legal personnel.
Current hourly rates for Attorney's legal personnel areas follow:
John Walls .nm.m.._._m.mm..m.._ $150.00/hour
Paralegals nm..mmm._.m....mnm $75/hour
The rates on this schedule are subject to change on thirty (30) days writtennotice to Client.
If Client declines to pay increased rates, Attorney will have the right to. withdraw as attorney for Client, in
accordance with the Indiana Rules of Professional Responsibility, Local Rules of Court and general
ethical obligations.
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l11e time charged will include the actual time attorney spends on telephone calls relating to
Client's matter, including calls with Client and other parties and attorneys. The legal personnel assigned
to Client's matter may confer among themselves about the matter, as required and appropriate. When
they do confer, the Client shall pay for the highest hourly rated person involved in the conversation only.
If more than one of the legal personnel attends a meeting or other proceeding, each will charge for the
time spent. However, no more than two (2) such persons shall attend any sllch meeting or proceeding
without Clientis advance written consent, and only one (1) person shall so attend when the presence of a
second person would be duplicative and unnecessary. Attorney will charge for waiting time in court and
elsewhere to the extent such waiting time is related to Client's legal matter only and not to matters
Attorney is then handling for other clients and for travel time out of Hamilton COllnty.
5. COSTS AND OTHER CHARGES.
(a) In general, Attorney will incur various costs and expenses in performing
legal services under this Agreement. Client agrees to pay for such costs,
disbursements and expenses, in addition to the hourly fees, subject to the
limitations and restrictionsset forth below.
(b) Certain Fees/Charges. Absent the prior written consent of the Client, the
following fee/charge rates shall apply:
(1) Photocopies: $.10 page
(2) Travel time: y, of regular hourly'rate
(3) Intra-office conferences: only highest hourly rated
participating attorney will be paid
(4) Fax charges: no charge except for outgoin'g long-distance
faxes
(5) SecretarialOT: no charge unless at request of Client
(6) Messenger/Overnight delivery: no charge unless needed to
meet filing deadlines or at. request of Client
(7) Special binding/brief covers: actual cost
(8) Meals/Lodging: no charge without prior Client consent.
(c) Consultants and Investigators. To aid in the representation of Client, it may
become necessary to hire consultants, exp,erts or investigators, and/or pay
for professional,' mediator, arbitrator and/or special master fees. Client
agrees to pay such fees and charges, Such persons to be hi red and sllch fees
to be incurred will be subject to Client's advance written approvaL
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6. BILLING STATEMENTS. Attorney will send Client periodic statements for fees and
costs inculTed. Each statement will be payable within thirty-five (35) days of its receipt date. Client may
request a statement at intervals of no less than thirty (30) days. Upon Client's request, Attorney will
provide a statement within ten (10) days. The statements shall include the amount, rate,basis of
calculation or other method of determination of the fees and costs, which costs will be clearly identified
by item and amount. All services provided shall be adequately explained innalTative fornl.
7. DISCHARGE AND WITHDRAWAL. Client may discharge Attorney at any time.
Attorney may withdraw with Client's consent or for good cause, in accordance with the Indiana Rules of
Profcssional Responsibility, Local Rules of Court and Attorney's general ethical obligations. Good cause
includes Client's material breach of this Agreement, refusal to reasonably cooperate or to follow
Attorney's advice on a material matter or any fact or circumstance that would render Attorney's
continuing rcpresentation unlawful or unethical. When Attorney's services conclude, all unpaid charges
shall become due and payable within thirty-five (35) days trom date of withdrawal or discharge. After
services conclude, Attorney will, upon Client's request, promptly deliver Client's files and property in
Attorney's possession or control to Client whether or not Client has paid for all services.
8. DISCLAIMER OF GUARANTEE AND ESTJMA TES. Nothing in this Agreement
and nothing in Attorney's statements to Client shall be construed as a promise or guarantee about the
outcome of any matter accepted by Attorney. Attorney makcs no such promiscs or guarantees. Attorney's
comments about the outcomc of the matter are expressions of opinion only, Any estimate of fees given
by Attorney shall. not be a guarantee. Actual fees may vary from estimates given.
9. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the
parties. No other agreement, statement, or promise made on or before the effective date of this Agreement
will be binding on the parties.
10. SEVERABILITY IN EVENT OF PARTIAL INVALIDITY. If any provision of
this Agreement is held in whole or in part by a court of competent jurisdiction to be unenforceable for any
reason, the remainder of that provision and of the entire Agreement will be severable and remain in effect.
11. MODIFICATION BY SUBSEQUENT AGREEMENT. This Agreement may be
modified by subsequent agreement of the parties only by an instrument in writing signed by both of them.
THE PARTIES HAVE READ AND UNDERSTOOD THE FOREGOING TERMS AND AGREE
TO THEM. THE PARTIES SHALL SIGN AND EXCHANGE FULLY EXECUTED ORIGINALS
OF THIS AGREEMENT.
CITY OF CARMEL, INDIANA
By and through its City Attorney
J.D. WALLS AND ASSOCIATES, P.c.
By:
~~
Jo\l!0)(Walls
FlDrrIN: ;20- '? "37.-? ,-<j (,
lIas
Cannel City Attorney
One Civic Square
Carmel, Indiana 46032
(317) 571-2472
Date: 6/ ~ I ()'?-
SSN if Sole Proprietor:
Date: l) /;>/;') 7
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Approved by the Board of Public Works and Safety of the City of Carmel, Indiana, this ~day ofA~
,~~ r
urke, Member
q':'-S-07
~+~
_ Lori S, Watson, Member
Date:
~
Sandra M. Johnson,
Deputy Clerk for