2000-462S \Our Documents\Ordlnances\00\Blckerstaff, Heath etal Ordinance doc
ORDINANCE NO ~O1~t~'-- 4~ A
AN ORDINANCE AUTHORIZING THE CITY MANAGER TO APPROVE AND EXECUTE
A PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF DENTON AND
THE LAW FIRM OF BICKERSTAFF, HEATH, SMILEY, POLLAN, KEVER & MCDANIEL,
L L P FOR REDISTRICTING SERVICES, AUTHORIZING THE EXPENDITURE OF
FUNDS THEREFORE, AND PROVIDING AN EFFECTIVE DATE
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDA1NS
SECTION 1 That the City Manager IS hereby authorized to execute an Agreement for
Professxonal Legal Sermces wxth the Law Offices of Bickerstaff, Heath, Smlley, Pollan, Kever &
McDamel, L L P for rethstnct~ng services, a copy of whmh Agreement ~s attached hereto and
~ncorporated herein
SECTION 2 That the expenditure of funds as provided ~n the attached Agreement ~s
hereby authorized
SECTION 3 That this ordinance shall become effective lmme&ately upon ~ts passage
and approval
P^SSED PROVEDthlsthe dayor /, ,20oo
EULINE BROCK, MAYOR
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
PROFESSIONAL SERVICES AGREEMENT
FOR LEGAL SERVICES
STATE OF TEXAS §
COUNTY OF DENTON §
~2~ THIS AOREEMENT ~s made and entered ~nto as of the /~F_Z.c day of
(7~ , 2000, by and between the C~ty of Denton, Texas, a Texas mumc~pal
corporatton, w~th ~ts pnnc~pal office at 215 East McK~nney Street, Denton, Denton County,
Texas 76201, hereinafter called "CITY" and Bmkerstaff, Heath, Smdey, Pollan, Kever &
McDamel, L L P w~th ~ts office at 3000 Bank One Center, 1717 Mmn Street, Dallas, TX 75201-
4335, hereinafter called "CONSULTANT," acting here~n, by and through their duly authorized
representatives
WITNESSETH, that ~n constderat~on of the covenants and agreements here~n contained,
the part, es hereto do mutually agree as follows
ARTICLE I
EMPLOYMENT OF CONSULTANT
The CITY hereby contracts w~th the CONSULTANT, as an ~ndependent contractor, and
the CONSULTANT hereby agrees to perform the serwces here~n ~n connectmn w~th the ProJect
as stated m the sections to follow, w~th dthgence and ~n accordance w~th the lughest professional
standards customarily obtmned for such servmes m the State of Texas The professional servmes
set out hereto are m counect~on wxth the following described project
The ProJect shall ~nclude, wtthout hm~tat~on, preparation of a redistricting plan for the
C~ty of Denton based upon the 2000 Census as more fully described ~n the Scope of Services
ARTICLE II
SCOPE OF SERVICES
The CONSULTANT shall perform the following services ~n a professional manner
A All those services set forth m CONSULTANT's Engagement Letter which ~s attached
hereto and made a part hereof as Exhibit "A" as ~f written word for word here~n
B If there ~s any conflmt between the terms of th~s Agreement and the exhibits attached to
thxs Agreement, the terms and conditions of th~s Agreement will control over the terms
and conditions of the attached exh~bxts or task orders
ARTICLE III
PERIOD OF SERVICE
Thts Agreement shall become effective upon execution of th~s Agreement by the CITY
and the CONSULTANT, and shall remmn ~n force for the period which may reasonably be
reqmred for the completion of the Project, ~ncludmg Additional Services, ff any, and any
reqmred extensions approved by the CITY Th~s Agreement may be sooner terminated in
accordance with the provisions hereof Time ~s of the essence ~n th~s Agreement The
CONSULTANT shall make all reasonable efforts to complete the sarv~ces set forth herein as
expedltsously as possible and to meet the schedule established by the CITY, acting through ~ts
City Attorney or h~s designee
ARTICLE IV
COMPENSATION
A COMPENSATION, BILLING AND PAYMENT For and in consideration of the
professional services to be performed by the CONSULTANT here~n, the CITY agrees to
pay, at an hourly rate shown m Exhibit "B" together with the reimbursable expenses
which is attached hereto and made a part of th~s Agreement as if written word for word
herein
Nothmg contmned ~n this Article shall require the CITY to pay for any work which is
unsatisfactory, as reasonably determined by the C~ty Attorney or h~s designee, or which is
not submitted in comphance w~th the terms of this Agreement The CITY shall not be
reqmred to make any payments to the CONSULTANT when the CONSULTANT is in
default under this Agreement
It is specifically understood and agreed that the CONSULTANT shall not be authorized
to undertake any work pursuant to this Agreement whmh would reqmre additional
payments by the CITY for any charge, expense, or reimbursement without first having
obtmned written authorization from the CITY
B ADDITIONAL SERVICES For additional services authorized in writing by the CITY,
the CONSULTANT shall be prod based on the Schedule of Charges at an hourly rate
shown in Exlubit "B" Payments for add~tional services shall be due and payable upon
submission by the CONSULTANT, and shall be m accordance w~th subsection C hereof
Statements shall not be submitted more frequently than monthly
C PAYMENT If the CITY fails to make payments due the CONSULTANT for services
and expenses within sixty (60) days after receipt of the CONSULTANT's undisputed
statement thereof, the amounts due the CONSULTANT will be ~ncreased by the rate of
one percent (1%) per month from the smd s~xtleth (60th) day, and, in addmon, the
CONSULTANT may, after giving seven (7) days' written notice to the CITY, suspend
services under this Agreement until the CONSULTANT has been prod in full all amounts
due for servmes, expenses, and charges, provided, however, nothing herem shall require
the CITY to pay the late charge of one percent (1%) set forth herein ~f the CITY
reasonably determines that the work ~s unsatisfactory, ~n accordance w~th this Article V,
"Compensation"
ARTICLE V
OBSERVATION AND REVIEW OF THE WOI~K
The CONSULTANT wall exercise reasonable care and due dthgence m thscovermg and
promptly reporturg to the CITY any defects or defic~eneaes m the work of the CONSULTANT or
any subcontractors or subconsultants
ARTICLE VI
OWNERSHIP OF DOCUMENTS
All final documents prepared or furnished by the CONSULTANT (and
CONSULTANT's subcontractors or subconsultants) pursuant to thas Agreement are instruments
of serwee, and shall become the property of the CITY upon the termination of thas Agreement
The CONSULTANT is entitled to retain copies of all such documents The documents prepared
and furnished by the CONSULTANT are intended only to be apphcable to this Project, and
CITY's use of these documents m other projects shall be at CITY's sole task and expense Inthe
event the CITY uses any of the mfonnat~on or materaals developed pursuant to thas Agreement m
another project or for other purposes than specified hereto, CONSULTANT ~s released from any
and all hablhty relating to thear use ~n that project
ARTICLE VII
INDEPENDENT CONTRACTOR
CONSULTANT shall provide serwces to CITY as an urdependent contractor, not as an
employee of the CITY CONSULTANT shall not have or clmm any raght arising from employee
status
ARTICLE VIII
INDEMNITY AGREEMENT
The CONSULTANT shall mdemmfy and save and hold harmless the CITY and its
officers, agents, and employees from and against any and all habthty, cl~ums, demands, damages,
losses, and expenses, including, but not hmated to court costs and reasonable attorney fees
ancurred by the CITY, and mcludang, w~thout llmltataon, damages for bodaly and personal ~njury,
death and property damage, resulting from the neghgent acts or omass~ons of the
CONSULTANT or ~ts officers, shareholders, agents, or employees in the execution, operataon, or
performance of th~s Agreement
Nothing in th~s Agreement shall be construed to create a laabahty to any person who as not
a party to th~s Agreement, and nothing hereto shall waive any of the part~es' defenses, both at
law or eqtnty, to any claim, cause of action, or lltagatlon filed by anyone not a party to thas
Agreement, mcludmg the defense of governmental lmmumty, which defenses are hereby
expressly reserved
ARTICLE IX
INSURANCE
CONSULTANT shall ma~ntmn and shall be caused to be ~n force at all times dunng the
term of this Agreement, a legally bmd~ng pohey of professional hab~hty insurance, ~ssued by an
insurance earner approved to do business in the State of Texas by the State Insurance Board,
which career must be rated by Best Rated Carriers, w~th a rating of "A-" or higher Such
coverage shall cover any eloam hereunder occasioned by the CONSULTANT'S negligent
professional act and/or error or omission, m an amount not less than $500,000 00 combined
single hmlt coverage per occurrence In the event of changes to or cancellation of the policy by
the insurer, CONSULTANT hereby covenants to ~mmedmtely advise the CITY thereof, and m
such event, CONSULTANT shall, prior to the effective date of change or cancellation, provide a
substitute pohey furmsh~ng the same coverage to the CITY Consultant shall provide a copy of
such pohcy and the declarations page of the ex~sting policy to the CITY through its City
Attorney, s~multaneously with the execution of this Agreement
ARTICLE X
ARBITRATION AND ALTERNATE DISPUTE RESOLUTION
The part,es may agree to settle any d~sputes under th~s Agreement by submitting the
d~spute to arbitration or other means of alternate dispute resolution, such as medmtion No
arbitration or alternate d~spute resolution arising out of or relating to th~s Agreement, lnvolwng
one party's disagreement, may ~nclude the other party to the d~sagreemcnt without the other's
approval
ARTICLE XI
TERMINATION OF AGREEMENT
A Notwtthstanthng any other provision of th~s Agreement, either party may terminate by
glwng thirty (30) days' advance written notice to the other party
B This Agreement may be terminated m whole or ~n part in the event of e~ther party
substantially fathng to fulfill its obhgations under this Agreement No such termination
will be affected unless the other party is g~ven (1) written notice (dehvered by certified
mini, return receipt requested) of mtent to termmate and setting forth the reasons
specifying the non-performance, and not less than thirty (30) calendar days to cure the
fmlure, and (2) an opportumty for consultation w~th the terminating party prior to
termination
C If the Agreement is terminated prior to completion of the services to be prowded
hereunder, CONSULTANT shall lmmedmtely cease all services and shall render a final
ball for services to the CITY w~thm thirty (30) days after the date of termmation The
CITY shall pay CONSULTANT for all services properly rendered and satisfactorily
performed and for reimbursable expenses to termination incurred prior to the date of
termination, in accordance w~th Article V "Compensation" Should the CITY
subsequently contract w~th a new consultant for the continuation of services on the
Project, CONSULTANT shall cooperate m prowd~ng reformation The CONSULTANT
shall turn over all documents prepared or furmshed by CONSULTANT pursuant to th~s
Agreement to the CITY on or before the date of termlnataon, but may mmntoan copaes of
such documents for ~ts use
ARTICLE XII
RESPONSIBILITY FOR CLAIMS AND LIABILITIES
Approval by the CITY shall not constatute, nor be deemed a release of the respons~b~hty
and hablhty of the CONSULTANT, ats employees, assocmtes, agents, subcontractors, and
subconsultants for the accuracy and competency of their designs or other work, nor shall such
approval be deemed to be an assumption of such responsabd~ty by the CITY for any defect in the
design or other work prepared by the CONSULTANT, ~ts employees, subcontractors, agents, and
consultants
ARTICLE XIII
NOTICES
All notices, commumcat~ons, and reports reqmred or permitted under thas Agreement
shall be personally dehvered or mmled to the respective part~es by depomt~ng same m the Umted
States mail to the address shown below, certified moal, return receipt requested, unless otherwise
specffied herean Moaled notmes shall be deemed commumcated as of three (3) days after
moahng
To CONSULTANT To CITY
Karen Brophy Herbert L Prouty
B~ckerstaff, Heath, Stanley, Pollan C~ty Attorney
Kever & McDan~el, L L P City of Denton
1717 Moan Street, State 3000 215 East McK~nney
Dallas, TX 75201-4335 Denton, Texas 76201
All notmes shall be deemed effective upon receipt by the party to whom such notice ~s
given, or w~thln three (3) days after moahng
ARTICLE XIV
ENTIRE AGREEMENT
This Agreement, consisting of eight pages and two exhibits, constitutes the complete and
final expression of the agreement of the pames, and ~s intended as a complete and exclusive
statement of the terms of thear agreements, and supersedes all prior or contemporaneous offers,
promases, representattons, negotmuons, dascussaons, communlcat~ons, and agreements whmh
may have been made an connectaon w~th the subject matter hereof
ARTICLE XV
SEVERABILITY
If any prows~on of thas Agreement ~s found or deemed by a court of competent
jurisdiction to be mvahd or unenforceable, it shall be consadered severable from the remoander of
this Agreement and shall not cause the remainder to be invalid or unenforceable In such event,
the parties shall reform this Agreement to replace such stricken provision with a valid and
enforceable provision which comes as close as possible to expressing the intention of the smcken
provision
ARTICLE XVI
COMPLIANCE WITIt LAWS
The CONSULTANT shall comply wath all federal, state, and local laws, rules,
regulations, and ordinances applicable to the work covered hereunder as they may now read or
hereinafter be amended
ARTICLE XVII
DISCRIMINATION PROHIBITED
In performing the services required hereunder, the CONSULTANT shall not discriminate
agamst any person on the basis of race, color, rehgion, sex, national origin or ancestry, age, or
physical handicap
ARTICLE XIII
PERSONNEL
A The CONSULTANT represents that it has or will secure, at its own expense, all
personnel required to perform all the services required under this Agreement Such
personnel shall not be employees or officers of, or have any contractual relations with the
CITY CONSULTANT shall inform the CITY of any conflict of Interest or potential
conflict of interest that may arise dunng the term of this Agreement
B All services reqmred hereunder will be performed by the CONSULTANT or under its
supervision All personnel engaged in work shall be qualified, and shall be authorized
and permitted under state and local laws to perform such services
ARTICLE XIX
ASSIGNABILITY
The CONSULTANT shall not assign any interest in this Agreement, and shall not
transfer any ~nterest in th~s Agreement (whether by assignment, novation, or otherwise) without
the prior written consent of the CITY
ARTICLE XX
MODIFICATION
No waiver or modffication of this Agreement or of any covenant, condition, or limitation
herem contmned shall be valid unless m writing and duly executed by the party to be charged
therewith, and no evidence of any wmver or modification shall be offered or received in evidence
in any proceeding arising between the parties hereto out of or affecting this Agreement, or the
rights or obligations of the part, es hereunder, and unless such waiver or modffication ~s in
writing and duly executed, and the parties further agree that the provisions of flus section will not
be waived unless as set forth herein
ARTICLE XXI
MISCELLANEOUS
A The following exhibits are attached to and made a part of flus Agreement ) 1 Exhxblt A Engagement Letter
2 Exhxbxt B Standard Terms of Engagement
B CONSULTANT agrees that CITY eonsxstent vath the attorney chent relat~onshxp shall,
until the expxratxon of three (3) years after the final payment under flus Agreement, have
access to and the right to examine any directly pertinent books, documents, papers, and
records of the CONSULTANT mvolwng transactions relatmg to this Agreement
CONSULTANT agrees that CITY shall have access during normal working hours to all
necessary CONSULTANT faellitxes and shall be prowded adequate and appropriate
working space m order to conduct audits m comphance wxth flus section CITY shall
give CONSULTANT reasonable advance not~ce of intended audits
C Venue of any suxt or cause of action under flus Agreement shall lie exclusxvely m Denton
County, Texas Th~s Agreement shall be construed m accordance with the laws of the
State of Texas
D For the purpose of thxs Agreement, the key person who will supervise and coordinate the
work hereunder shall be Kirin Brophy However, nothing herein shall hm~t
CONSULTANT from usmg other qualified and competent members of xts firm to
perform the services reqmred herein
E CONSULTANT shall commence, carry on, and complete any and all projects with all
appheable d~spateh, in a sound, econouneal, and efficient manner and m accordance with
the prowsions hereof In aecomphshmg the projects, CONSULTANT shall take such
steps as are approprmte to ensure that the work revolved is properly coordinated with
related work bemg carried on by the CITY
F The CITY shall assxst the CONSULTANT by placing at the CONSULTANT's disposal
all available reformation pertinent to the Project, including prewous reports, any other
data relative to the Project, and arranging for the access thereto, and make all provisions
for the CONSULTANT to enter xn or upon pubhc and private property as reqaired for the
CONSULTANT to perform services under this Agreement
G The captions of this Agreement are for ~nformat~onal purposes only, and shall not xn any
way affect the substantive terms or conditions of flus Agreement
IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be
executed by its duly authorized City Manager, and CONSULTANT~ has execute~l th~s A~e~ement
~ough ~ts ddy authorized undersigned ofnoer on this the /t/~ day of Ag~ ,
2000
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
BICKERSTAFF, HEATH, SMILEY,
POLLAN, KEVER & McDANIEL, L L P
WITNESS
Bickerstaff, Heath, Smiley, Pollan, Kever & McDaniel, L.L.P.
3000 Bank One Center 1717 Mare Street Dallas ~gzz 75201 4335 (214)752 8021 Fax (214)753 0200 www blckerstaff cora
KAREN H. BROPHY
(214) 753-0225
{214) 753-0200 Fax
E-Mail kbrophyl~bickerstaff eom
December 19, 2000
Herbert L Prouty
City Attorney
City of Denton
215 East McKlnney Street
Denton, Texas 76201
RE: Engagement Letter for Hourly Representation
Dear Herb
Thank you for selecting our law firm to represent you We appreciate your confidence ~n us
and will do our best to achmve satisfactory results
The purpose ofth~s letter, together w~th the enclosed "Standard Terms of Engagement", ~s
to set out our understanding w~th respect to the specific terms of our relationship Please review the
Standard Terms of Engagement carefully and contact us promptly if you have any questions
regarding our relatlonslup This letter, together w~th the Standard Terms of Engagement, constitutes
our agreement w~th you (this "Agreement") under whmh our services w~ll be prowded
Identlt3' Of Client
We will be representing the interests of the C~ty of Denton, Texas
Time of performance
The services will be performed w~thin a mutually agreed upon schedule to prowde for a
Department of Justme submission by December 31,2001
Nature and Scope of Representation
We understand that while in the future we may from t~me to time be employed on other
matters, our present relatlonslup is hrmted to representing the C~ty of Denton as follows preparation
of a redistricting plan for Denton based upon the 2000 Census and as d~rected by the C~ty Attorney,
including
Exhibit A Engagement Letter
City of Denton Professional Servmes Agreement 1 x ..... t
SCOPE OF SERVICES
· Analys~s of Census 2000 data, preparation of Imt~al Assessment
· Attend a mty council meeting to present the Initial Assessment, and prowde
assistance ~n settxng priorities and estabhshmg the Cxty's cmena for the red~stncttng
processes and ~mplementatxon
· Attend one pubhc hearmg to obtmn pubhc ~nput and analyze c~t~zen comments
· Preparatxon of up to three proposed mty council d~stnct plans
· Appearance before the Denton council, lnvolwng presentation of the proposed plans,
the redlstnct~ng processes and unplementat~on and adws~ng the council on its options
and the legal consequences surroundmg those options
· Preparation of the submission to the Umted States Department of Justice requesting
preclearance of electton changes
Supervision and Dele~,at~on
I will be the partner who will coordinate and supervise the services we perform on your
behalf, assisted by Alan Bojorquez We routinely delegate selected respons~btht~es to other persons
m our F~nn when, because of special expertise, t~me avmlablhty or other reasons, they are in a better
pos~t~on to carry them out In addition, we will ~ry, where feasible and appropriate, to delegate tasks
to persons who can properly perform them at the least cost to you
F~nancaaI Arrangements
The enclosed Standard Terms of Engagement, together with th~s letter, outhnes the financial
terms of our engagement It ~s the Firm's understanding that the City has ~mtmlly authorized a
budget for flus matter of $25,000 No legal work which would result ~n fees in excess of that amount
would be expected of the firm unless the City authorizes an additional budget, should ~t be
determined that any add~taonal services of the firm are reqmred m th~s matter If anything ~n th~s
letter or the Standard Terms of Engagement is unclear or presents a problem to you, please advise
me promptly so we may d~scuss ~t and reach a full understanding
Accentance of Terms
If th~s arrangement 1S acceptable to you and the C~ty of Denton, please sign the enclosed
duphcate ongmal of this letter and remm it to us at your earhest convemence
We truly apprecmte the opportumty to be of servtce to you and look forward to working with
each of you and the C~ty of Denton m a mutually beneficml relationship
Exhibit A Engagement Letter
C~ty of Denton Professional Services Agreement 2
Very truly yours,
AGREED TO AND ACCEPTED'
CIT¥-{~ DENTON, TEXAS
T~tle C~ty ~anager
cc Btlhng Department
Exhibit A Engagement Letter
C~ty of Denton Professional Serwces Agreemem 3
STANDARD TERMS OF ENGAGEMENT
Tlus statement sets forth the standard terms of our engagement as your attorneys Unless
modffied m wntang by mutual agreement, these terms will be an integral part of our agreement w~th
you Therefore, we ask that you rewew tlus statement carefully and contact us promptly if you have
any questions We suggest that you retmn this statement in your file
1 The Scoue of Our Work
You should have a clear understanding of the legal services we will provide Any questions
that you have should be dealt w~th promptly We will prowde services related only to matters as to
wluch we have been specifically engaged
We w~ll at all t~mes act on your behalf to the best of our abfl;ty Any expressions on our part
concerning the outcome of your legal matters are expressions of our best professional judgment, but
are not guarantees Such opinions are necessarily hmlted by our knowledge of the facts and are
based on the state of the law at the ttme they are expressed We cannot guarantee the success of any
given matter, but we will strive to represent your interests professionally and effimently
2 Fees For Lel~ai Services
Our charges for professional services are customarily based on the time devoted to the
matter, the novelty and dxfficulty of the questions presented, the reqmslte experience, reputataon and
sk~ll requested to deal wath those questions, time hm~tatlons imposed by the circumstances, and the
mount involved and the results obtmned Unless otherwise indicated m writing, our fees for legal
services are determined on the bas~s of the hourly rates of the respective lawyers and paralegals who
perform the services These rates vary depending on the expemse and experience of the ~ndlwdual
We adjust these rates from time to time, increasing them as the ~ndlwduals gmn experience and
expertise and to reflect current economic condltmns We will notify you in writing ff this fee
structure ~s modified At the present t~me the standard b~lhng rates for partners in this finn are
between $175 00 and $250 00 per hour, the bdllng rates for associates are between $90 00 and
$175 00 per hour, the billing rates for paralegals are $65 00 per hour, the bllhng rate for briefing
clerks ~s $50 00 per hour, and the b~lhng rate for our redistricting specmhst ~s $90 00 per hour (all
fees quoted are m U S Dollars)
3
All out-of-pocket expenses (such as long d~stance telephone charges, copying charges, Ixavel
expenses, messenger expenses and the like) ~ncurred by us ~n connecuon vath our representation of
you will be b~lled to you as a separate xtem on your monthly statement We have enclosed a
schedule whmh indicates the rate at whxch most of these items w~ll be charged
4 Billino Procedures and Terms of Payment
Our billing period begzns on the 16th of the month and ends on thc 15th of the following
Exhibit B Standard Terms of Engagement -1-
City of Denton Professional SOF'/IgeS Agreement
month We will render periodic statements to you for legal services and expenses We usually mml
these periodic statements toward the end of the month following the latest date covered in the
statement Each statement is payable w~tlun 30 days of its stated date and must be paid in U S
Dollars If any statement is not prod wltlun 30 days after its stated date, interest at the rate of 1 1/2
percent per month (18 pement per annum) will accrue on the balance due However, if at any time
18 percent per annum exceeds the highest interest rate permitted by applicable law, then the interest
rate that will be applied to any overdue mounts will be reduced to the maximum rate permitted
under applicable law
If you have any question or disagreement about any statement that we submit to you for
payment, please contact me at your earliest convearence so that we can resolve any problems w~thout
delay Typically, such questions or disagreements can be resolved to the satisfaction of both sides
with little lnconvemence or formality
5 Termination of Services
You have the right at any time to terminate our employment upon written notice to us, and
if you do we will Immediately cease to render additional services We reserve the right to
discontinue work on pending matters or terminate our attomey-chent relationship with you at any
time that payment of your account becomes dehnquent Additionally, in the event that you fall to
follow our advice and counsel, or otherwise fml to cooperate reasonably w~th us, we reserve the right
to withdraw from representing you upon short notice, regardless of the then status of your matter
No termmatton shall rehevc you of the obligation to pay fees and expenses incurred prior to such
termination
6 Retention of Documents
Although historically we have attempted to retain for a reasonable time copies of most
documents generated by this Firm, we cannot be held responsible in any way for fmlure to do so, and
we hereby expressly dlsclmm any such responsibility or liability You must ultimately retain all
originals and copies you desire among your own files for future reference
7 Fee Estimates
We are often requested to estamate the amount of fees and costs likely to be incurred in
connection with a particular matter Our attorneys do their best to estimate fees and expenses for
particular matters when asked to do so However, an estamate as just that, and the fees and expenses
required are ultimately a functaon of many conditions over whmh we have little or no control,
especially in httgatlon or negotiation s~tnatlons where the extent of necessary legal services may
depend to a s~graficant degree upon the tactms of the opposition Unless otherwise agreed ~n writing
w~th respect to a specific matter, all estimates made by us shall be subject to your agreement and
understanding that such estimates do not constitute maximum or fixed fee quotations and that the
ultimate cost is frequently mom or less than the amount estimated
8 Governln~ Law
Exhibit B Standard Terms of Engagement -2-
City of Denton Professional Services Agreement
Ttus Agreemem shall be governed by and construed ~n accordance wxth the laws of the State
of Texas, Umted States of America Venue of any case or controversy arising under or pursuant to
this Agreement shall be m Denton County, Texas, United States of America
9 Questions
If you have any questions from t~me to t~me about any aspect of our arrangements, please
feel entirely free to rinse those questions We want to proceed in our work for you vath a clear and
satisfactory understanding about every aspect of our bflhng and payment pohcles, and we encourage
an open and frank discussion of any or all of the matters mentioned m this memorandum
Exhibit B Standard Terms of Engagement -3-
City of Denton Professional Sarv~ces Agreement
Client Costs Advanced
Bickerstaff, Heath, Smlley, Pollan, Kever & McDanlel, L.L.P
The firm recurs expenses on behalf of clients only when required by the legal needs of the clients
Some cases or matters require extensive use of copy facilities, and other cases may not be so paper
intensive Standard serwces such as secretarial and word processing t~me, file setup, and file storage
are not charged, however, other expenses such as long distance fees, cop~es, delivery fees, and fax
charges are balled to the client needing those services An explanation of the bilhng structure ~s as
follows
Dehvery Services
Outside delivery services are used for p~ck-up and delivery of docmnents to the client as well
as to courts, agencies, and opposing part,es Outside dehvery fees are charged to the client
at the rate charged to the firm Ovemlght delivery services are also charged at the rate
charged to the firm F~rm Office Services Department personnel may provxde delivery
service in urgent situations and charges for such m-house service will not exceed the charge
that would be made by an outside service m a s~mflar situation
Telephone
Our long d~stance charges are based on the exact number of minutes per call as prowded by
our carriers The rate applied to the call is $ 20 per minute Cell phone charges will be
charged at invoice rate ~fthe call Is long d~stance, otherwise, local cell phone charges wall
not be charged to the chent
Postage
Our postal equipment calculates exact US postage for all sizes and weights of posted
material The rate charged for postage is the same as the amount affixed to the material that
is marled
Cop~es
Our standard rate for copies made by firm personnel ~s $15 per copy This charge covers
paper, eqmpment costs, and other supplies If savings can be reahzed w~th~n the required
time frame by senchng copy jobs to subcontractors, the firm uses only quahfied legal services
copiers and the cost charged to the chent is the same as the amount balled to the firm
Computer~zed Research
If a case reqmres the use of computerized legal research, trained and skilled legal researchers
are used to nnmm~ze on-hne data charges The firm charges $4 00 per minute of on-hne
connect time
Fax
Fax copies will be charged at the rate orS 25 per page
Travel
Attorney and paralegal t~me spent tmvehng on behalf of a chent Is billed to the chent Hotel,
meal, local transportation, and s~mflar expenses are charged based on receipts and travel
Exhibit B Standard Terms of Engagement -4-
City of Denton Professmnal Services Agreement
expense forms submitted by the attorney Documentation is available to the chent ~f
requested
Other ExDenses
Expenses ~ncurred to outside providers ~n connection w~th the chent's legal services should
be prod by the ehent d~reetly to the outside provider unless specifically arranged in advance
If the firm agrees to pay outside providers, the cost charged to the chent is the same as the
amount billed to the firm Examples of such charges ~nclude court reporter fees, fihng fees,
newspaper charges for publication notices, PUC download fees, expert w~mess fees,
consultants, and other s~rmlar expenses Such expenses roll not be ~ncurred without approval
from the client
Exhibit B Standard Terms of Engagement -5-
City of Denton Professional Services Agreement