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HomeMy WebLinkAbout4691 Resolution - City Attorney Services Agr Resolution - Ogden Murphy Wallace PLLC Agreement - 1 RESOLUTION NO. 4691 A RESOLUTION OF THE CITY OF PASCO, WASHINGTON, APPROVING THE PERSONAL SERVICES AGREEMENT FOR LEGAL SERVICES BETWEEN THE CITY OF PASCO, WASHINGTON, AND OGDEN MURPHY WALLACE, PLLC. WHEREAS, pursuant of RCW 35A.13.090 requires the City to make provision for legal counsel, either by appointment of a City Attorney on a full-time or part-time basis, or by any reasonable contractual arrangement for such professional services; and WHEREAS, pursuant to Pasco Municipal Code (PMC) 2.15.010 the City Manager shall secure legal counsel for the City by appointment of such full-time, part-time, and/or contractual professional services as best serve the interests of the City; and WHEREAS, the City will, by reasonable contractual arrangement, make such provision for its City Attorney to provide for such professional services; and WHEREAS, the City conducted a request for proposals to obtain the best proposal and services from an attorney or firm to provide legal services; and WHEREAS, the City Council of the City of Pasco, Washington, has after due consideration, determined that it is in the best interest of the City of Pasco to enter into a Personal Services Agreement with Ogden Murphy Wallace, PLLC. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PASCO, WASHINGTON: That the City Council of the City of Pasco approves the terms and conditions of the Personall Services Agreement between the City of Pasco and Ogden Murphy Wallace, PLLC, as attached hereto and incorporated herein as Exhibit A. Be It Further Resolved, that the City Manager of the City of Pasco, Washington, is hereby authorized, empowered, and directed to execute said Agreement on behalf of the City of Pasco; and to make minor substantive changes as necessary to execute said Agreement. Be It Further Resolved, that this Resolution shall take effect immediately. Resolution - Ogden Murphy Wallace PLLC Agreement - 2 PASSED by the City Council of the City of Pasco, Washington, on this 8th day of December, 2025. _____________________________ David Milne Mayor ATTEST: APPROVED AS TO FORM: _____________________________ ___________________________ Debra Barham, MMC Kerr Ferguson Law, PLLC City Clerk City Attorneys Ogden Murphy Wallace Attorneys PLLC City Attorney General legal Services Personal Services Agreement Version 8.15.2025 Page 1 of 12 PERSONAL SERVICES AGREEMENT CITY ATTORNEY GENERAL LEGAL SERVICES OGDEN MURPHY WALLACE ATTORNEYS PLLC THIS AGREEMENT is made and entered into between the City of Pasco, a Washington Municipal Corporation, hereinafter referred to as “City”, and Ogden Murphy Wallace PLLC, hereinafter referred to as “Consultant,” on _____________________________. [date of execution] RECITALS WHEREAS, the City desires to have certain services and/or tasks performed as set forth below requiring specialized skills, training, equipment, and other supportive capabilities; and WHEREAS, the Consultant represents that it is qualified and possesses sufficient skills, experience, equipment, and necessary capabilities, including: technical and professional expertise, when required, to perform the services and/or tasks as set forth in this Agreement upon which the City is relying. NOW, THEREFORE, in consideration of the mutual covenants, and performances contained herein, the parties agree as follows: 1. Scope of Services. The Consultant shall perform such services and accomplish such tasks, including the furnishing of all labor, materials, facilities and equipment necessary for full performance thereof, as identified and designated as Consultant’s Responsibilities throughout this Agreement, and as more particularly described in Scope of Work detailed in Exhibit A, attached hereto and incorporated herein (the “Project”). 2. Term. This Agreement shall begin on the execution date listed above and remain in effect until a City appointed in-house City Attorney begins work at the City, at which time the Consultant’s services shall transition to a supportive role. The Agreement shall continue through the completion of transitional services, anticipated to total approximately one year from commencement, but shall remain in effect until terminated by either party according to the terms of Section 13 of this agreement. 3. Compensation and Payment. 3.1 Payment for services provided hereunder shall be made following the performance of such services. Such payment shall be full compensation for work performed or services rendered, and for all labor, materials, supplies, equipment, and incidentals necessary to complete the Project. 3.2 No payment shall be made for any services rendere d by the Consultant except for services identified and set forth in this Agreement except as may be authorized by a written supplemental agreement approved by the City. Exhibit A Ogden Murphy Wallace Attorneys PLLC City Attorney General legal Services Personal Services Agreement Version 8.15.2025 Page 2 of 12 3.3 The City shall pay the Consultant for work performed under this Agreement upon timely submitted invoices detailing work performed and expenses for which reimbursement is sought. The City shall approve all invoices before payment is issued. Payment shall occur within thirty (30) days of receipt and approval of an invoice. 3.4 The City shall pay the Consultant for all work performed and expenses incurred under this Agreement, as follows. ☒ Hourly (Multiple Rate): Such rates as identified on Exhibit B, plus actual expenses incurred as provided under this Agreement.; ☒ City will pay all costs in connection with Consultant’s representation of the City under this Agreement as identified on Exhibit B. 4. Reports and Inspections. 4.1 The Consultant at such times and in such forms as the City may require, shall furnish to the City such statements, records, studies, surveys, reports, data, and information as the City may request pertaining to matters covered by this Agreement. 4.2 The Consultant shall, at any time during normal business hours and as often as the City or the Washington State Auditor may reasonably deem necessary, make available for examination all of its records and data with respect to all matters covered, directly or indirectly, by this Agreement and shall permit the City, or its designated authorized representative to audit and inspect other data relating to all matters covered by this Agreement. The City shall receive a copy of all audit reports made by the agency or firm as to the Consultant’s activities. The City may, at its discretion, conduct an audit at its expense, using its own or outside auditors, of the Consultant’s activities which relate, directly or indirectly, to this Agreement. Consultant shall be provided a copy of such reports. 4.3 The Consultant, during the term of this Agreement, shall obtain all permits and registration documents necessary for the performance of its work and for the execution of services at its own expense, and shall maintain its validity. Upon request, the Consultant shall deliver to the City copies of these licenses, registration documents, and permits or proof of their issuance or renewal. 4.4 Consultant shall maintain books, records and documents, which sufficiently and properly reflect all direct and indirect costs related to the performance of this Agreement and shall maintain such accounting procedures and practices as may be necessary to assure proper accounting of all funds paid pursuant to this Agreement. These records shall be subject, at all reasonable times, to inspection, review, or audit as provided above. 4.5 The Consultant shall retain all books, records, documents, or other material relevant to this Agreement for three (3) years after its expiration. Consultant agrees that the City, or its designee, shall have full access and right to examine any of said materials at all reasonable times during this period. 5. Ownership and Use of Documents. Ogden Murphy Wallace Attorneys PLLC City Attorney General legal Services Personal Services Agreement Version 8.15.2025 Page 3 of 12 5.1 During this engagement, Consultant will maintain certain documents relevant to this representation. At the conclusion of this engagement, Consultant will retain City’s original documents for a period of ten years unless City requests that they be returned. If the City has not requested possession of the file or any of its contents at the end of ten years, the file may be destroyed in accordance with consultant’s retention program. Consultant may store some or all of City’s electronic records on a variety of platforms, including third-party cloud-based servers. City specifically consents to the use of these services for document storage and management, and to the conversion of all paper documents in the City file to electronic form. City recognizes that technology is ever evolving and that electronic communications cannot be fully protected from unauthorized interception. City acknowledges that Consultant’s email system may be unencrypted, and City covenants and agrees to proactively notify Consultant in writing if City requires that any of City’s deliverables or emails be sent to City with encryption. Consultant cautions City to not send or access any email or other electronic message to or from consultant, respectively, via any public or semi-public network, or network or devices owned or controlled by any third party. Nonetheless, for efficiency purposes, City authorizes Consultant to transmit information, including information of a confidential nature, to City (or designated representative) by email to any address which City may provide to Consultant for such purposes, including responding to the sending address of any such message that consultant may receive from City. In addition, City authorizes Consultant’s use of third- party cloud, back-up, client management, timekeeping, and file-sharing services, including, but not limited to, ShareFile, Dropbox, DocuSign, Carpe Diem, Mimecast, and SurePoint, in the course of this representation. City acknowledges that Consultant may be bound by certain third party terms and conditions related to the use of such services and that Consultant’s use of such services is not without risks (and City agrees to assume such risks). Please note that if Consultant represents City in a matter in litigation, City has an obligation to preserve all documents that may be relevant to this matter. 6. Public Records. 6.1 Consultant acknowledges that the City is an agency subject to Chapter 42.56 RCW “Public Records Act.” All preliminary drafts or notes prepared or gathered by the Consultant, and recommendations of the Consultant are exempt prior to the acceptance by the City or public citation by the City in connection with City action. 6.2 If the Consultant becomes a custodian of public records of the City and request for such records is received by the City, the Consultant shall respond to the request by the City for such records within five (5) business days by either providing the records, or by identifying in writing the additional time necessary to provide the records with a description of the reasons why additional time is needed. Such additional time shall not exceed twenty (20) business days unless extraordinary good cause is shown. 6.3 In the event the City receives a public records request for protected work product of the Consultant within its possession, the City shall, prior to the release of any Ogden Murphy Wallace Attorneys PLLC City Attorney General legal Services Personal Services Agreement Version 8.15.2025 Page 4 of 12 protected work product or as a result of a public records request or subpoena, provide Consultant at least ten (10) business days prior written notice of the pending release and to reasonably cooperate with any legal action which may be initiated by the Consultant to enjoin or otherwise prevent such release. 7. Independent Contractor Relationship. 7.1 The parties intend that an independent contractor relationship is created by this Agreement. The City is interested primarily in the results to be achieved; subject to the scope of services and the specific requirements of this Agreement, the implementation of services will lie solely with the discretion of the Consultant. No agent, employee, officer or representative of the Consultant shall be deemed to be an employee, agent, officer, or representative of the City for any purpose, and the employees of the Consultant are not entitled to any of the benefits or privileges the City provides for its employees. The Consultant will be solely and entirely responsible for its acts and for the acts of its agents, employees, officers, subcontractors or representatives during the performance of this Agreement. 7.2 In the performance of the services provided in this Agreement, Consultant is an independent contractor with full authority to control and direct the performance of the details of the work, however, the results of the work contemplated herein must meet the approval of the City and shall be subject to the City’s general rights of inspection and review to secure the satisfactory completion thereof. 7.3 The Consultant shall comply with all applicable State and Federal laws. 7.4 The City may, at its sole discretion, require the Consultant to remove any employee, agent or servant from employment on this Project who, in the City’s sole discretion, may be detrimental to the City’s interest. 8. Intentionally Blank. 9. Insurance. The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, employees, or subcontractors. The Consultant’s maintenance of insurance as required by the Agreement shall not be construed to limit the liability of the Consultant to the coverage provided by such insurance or otherwise limit the City’s recourse to any remedy available at law or in equity. 9.1 Minimum Scope of Insurance. Consultant shall obtain insurance of the types and coverage described below: 9.1.1 Reserved. 9.1.2 Commercial General Liability insurance shall be at least as broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, stop-gap independent contractors and personal injury and advertising injury. The City shall be named as an additional insured under Ogden Murphy Wallace Attorneys PLLC City Attorney General legal Services Personal Services Agreement Version 8.15.2025 Page 5 of 12 the Consultant’s Commercial General Liability insurance policy with respect to the work performed for the City using an additional insured endorsement at least as broad as ISO endorsement form CG 20 26. 9.1.3 Workers’ Compensation coverage as required by the Industrial Insurance laws of the State of Washington. 9.1.4 Professional Liability insurance appropriate to the Consultant’s profession. 9.2 Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits: 9.2.1 Reserved. 9.2.2 Commercial General Liability insurance shall be written with limits no less than: ☒ $2,000,000 each occurrence; and ☒ $2,000,000 general aggregate; 9.2.3 Professional Liability insurance shall be written with limits no less than: ☒ $2,000,000 per claim; and ☒ $2,000,000 policy aggregate limit; 9.3 Other Insurance Provision. The Consultant’s Professional Liability and Commercial General Liability insurance policies are to contain or be endorsed to contain that they shall be primary insurance as respect the City. Any insurance, self-insurance, or self-insured pool coverage maintained by the City shall be excess of the Consultant’s insurance and shall not contribute with it. 9.3.1 The Consultant’s insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 9.4 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A: VII. 9.5 Verification of Coverage. Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including, but not necessarily limited to, the additional insured endorsement, evidencing the insurance requirements of the Agreement before commencement of the work. 9.6 Notice of Cancellation. The Consultant shall provide the City with written notice of any policy cancellation within two (2) business days of their receipt of such notice. 9.7 City Full Availability of Consultant Limits. If the Consultant maintains higher insurance limits than the minimums shown above, the City shall be insured for the full available limits of Commercial General and Excess or Umbrella liability maintained by the Consultant, irrespective of whether such limits maintained by Ogden Murphy Wallace Attorneys PLLC City Attorney General legal Services Personal Services Agreement Version 8.15.2025 Page 6 of 12 the Consultant are greater than those required by this Agreement or whether any certificate of insurance furnished to the City evidences limits of liability lower than those maintained by the Consultant. 9.8 Failure to Maintain Insurance. Failure on the part of the Consultant to maintain the insurance as required shall constitute a material breach of contract, upon which the City may, after giving five (5) business days’ notice to the Consultant to correct the breach, immediately terminate the Agreement or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the City on demand, or at the sole discretion of the City, offset against funds due the Consultant from the City. 10. Nondiscrimination. In the performance of this Agreement, the Consultant will not discriminate against any employee or applicant for employment on the grounds of race, creed, color, national origin, sex, marital status, age or the presence of any sensory, mental or physical handicap; provided that the prohibition against discrimination in employment because of handicap shall not apply if the particular disability prevents the proper performance of the particular worker involved. The Consultant shall ensure that applicants are employed, and that employees are treated during employment in the performance of this Agreement without discrimination because of their race, creed, color, national origin, sex, marital status, age or the presence of any sensory, mental or physical handicap. Consultant shall take such action with respect to this Agreement as may be required to ensure full compliance with local, State and Federal laws prohibiting discrimination in employment. 11. Covenant Against Contingent Fees. The Consultant warrants that it has not employed nor retained any company, firm, or person, other than a bona fide employee working exclusively for the Consultant, to solicit or secure this Agreement; and that it has not paid or agreed to pay any company, person or firm, other than a bona fide employee working exclusively for the Consultant, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, the City shall have the right to terminate this Agreement. 12. Assignment and Subcontracting. 12.1 The City has awarded this Agreement to the Consultant due to its unique qualifications to perform these services. The Consultant shall not assign (or subcontract other than as specifically identified in Exhibit A) its performance under this Agreement or any portions of this Agreement without the prior written consent of the City, which consent must be sought at least thirty (30) days prior to the date of any proposed assignment. 12.2 Any work or services assigned or subcontracted hereunder shall be subject to each provision of this Agreement including Section 6, Public Records; Section 10, Nondiscrimination; proper bidding procedures where applicable; and all local, State and Federal statutes, ordinances and guidelines. 12.3 Any technical or professional service subcontract not listed in this Agreement, must have prior written approval by the City. Ogden Murphy Wallace Attorneys PLLC City Attorney General legal Services Personal Services Agreement Version 8.15.2025 Page 7 of 12 13. Termination. 13.1 Termination for Convenience. Under RPC 1 . 16, the City has a right to discharge Consultant at any time, with or without cause, subject to liability for payment for the Firm’ s services. In the normal course, the City may terminate this Agreement for any reason upon giving Consultant no less than thirty (30) business days written notice in advance of the effective date of such termination. Consultant may withdraw from the City’s representation at any time, to the extent permitted by law, and the RPC, upon giving the City no less than thirty (30) business days written notice in advance of the effective date of such withdrawal. In the event of such termination or withdrawal, the City will pay Consultant’s professional fees and costs, in accordance with this Agreement, for all work done (and costs incurred) through the date of cessation of legal representation. 13.2 Termination for Cause. If the Consultant fails to perform in the manner called for in this Agreement, or if the Consultant fails to comply with any other provisions of this Agreement and fails to correct such noncompliance within five (5) business days of written notice thereof, the City may terminate this Agreement for cause. Termination shall be effected by serving a notice of termination on the Consultant setting forth the manner in which the Consultant is in default. The Consultant will only be paid for services and expenses complying with the terms of this Agreement, incurred prior to termination. 14. General Provisions. 14.1 For the purpose of this Agreement, time is of the essence. 14.2 Notice. Notice provided for in this Agreement shall be sent by: 14.2.1 Personal service upon the Project Administrators; or 14.2.2 Certified mail to the physical address of the parties, or by electronic transmission to the e-mail addresses designated for the parties below. 14.3 The Project Administrator for the purpose of this Agreement shall be: For the City: For the Consultant: Harold Stewart City Manager 525 N 3rd Ave Pasco, WA, 99301 stewardh@pasco-wa.gov Daniel Kenny, Assistant Managing Member 701 Fifth Ave, Suite 5600 Seattle, WA 98104 dpkenny@omwlaw.com 14.4 City acknowledges that Consultant made no guarantees regarding the disposition, outcome, or results of City’s legal or business matters, and all expressions Consultant made relevant thereto are only Consultant’s opinions as lawyers based upon the information available to Consultant at the time. Ogden Murphy Wallace Attorneys PLLC City Attorney General legal Services Personal Services Agreement Version 8.15.2025 Page 8 of 12 15. Dispute Resolution. 15.1 This Agreement has been and shall be construed as having been made and entered into and delivered within the State of Washington and it is agreed by each party hereto that this Agreement shall be governed by the laws of the State of Washington. 15.2 In the event of a dispute regarding the enforcement, breach, default, or interpretation of this Agreement, the Project Administrators, or their designees, shall first meet in a good faith effort to resolve such dispute. In the event the dispute cannot be resolved by agreement of the parties, said dispute shall be resolved by arbitration pursuant to RCW 7.04A, as amended, with both parties waiving the right of a jury trial upon trial de novo, with venue placed in Pasco, Franklin County, Washington. The substantially prevailing party shall be entitled to its reasonable attorney fees and costs as additional award and judgment against the other. 16. Nonwaiver. Waiver by the City of any provision of this Agreement or any time limitation provided for in this Agreement shall not constitute a waiver of any other similar event or other provision of this Agreement. 17. Integration. This Agreement between the parties consists in its entirety of this document and any exhibits, schedules or attachments. Any modification of this Agreement or change order affecting this Agreement shall be in writing and signed by both parties. 18. Authorization. By signature below, each party warrants that they are authorized and empowered to execute this Agreement binding the City and the Consultant respectively. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the date first written above. CITY OF PASCO, WASHINGTON Harold L. Stewart II, City Manager OGDEN MURPHY WALLACE ATTORNEYS PLLC ATTEST: Debra C. Barham, City Clerk APPROVED AS TO FORM: Kerr Ferguson Law, PLLC, City Attorney Ogden Murphy Wallace Attorneys PLLC City Attorney General legal Services Personal Services Agreement Version 8.15.2025 Page 9 of 12 EXHIBIT A Scope of Work CITY ATTORNEY SERVICES A. General Legal Advice • Provide legal advice to the Mayor, City Council, Department Directors, and City Boards and Commissions on all legal matters related to their duties. • Maintain knowledge of issues facing the City and deliver timely legal opinions within an established response framework. • Bring to the attention of the City Council, City Manager or staff matters of relevance as a result of new legislation or recent court decisions. B. Meeting Attendance and Preparation • Attend all regular City Council meetings (1st and 3rd Mondays) and workshop meetings (2nd and 4th Mondays – as needed) either in-person or via virtual participation. • Serve as Parliamentarian, provide the City Council with guidance as to parliamentary procedure and related procedural and parliamentarian matters. • Participate in additional meetings, special sessions, retreats, board, commission, or committee meetings as requested by Council or the City Manager or designee. • Assist with preparation of meeting agendas and materials. C. Litigation and Representation • Advise on municipal risk and tort law, including advice to avoid civil litigation. • Represent the City in judicial, arbitration, and mediation proceedings as needed. • Represent the City in litigation or assist attorneys appointed by the insurance pool. • Handle administrative proceedings or appeals initiated by or against the City. • Represent the City in land use and permitting matters, as well as before the City’s Hearing Examiner. D. Prosecutor’s Office and Office of Indigent Defense • City contracts for prosecution of criminal matters and public defense. Office of Public Defense provides legal advice to defendants in criminal matters. • Monitor and evaluate the performance of contracted legal service providers to ensure compliance with the terms of their agreements. • Serve as the point of contact and liaison for the contracted City Prosecutor and Indigent Defense attorneys. E. Code Development • Code development including the integration of new legislative requirements, as well as crafting language to accurately reflect the intent of elected officials. F. Contract Review and Drafting • Draft, review, and negotiate contracts, including but not limited to real estate transactions, interlocal agreements, labor agreements, professional services agreements, and service or product procurement contracts. • Prepare or review ordinances, resolutions, and other documents as needed to protect the City’s interests. G. Policy and Legislative Compliance • Review and draft ordinances and resolutions to ensure compliance with state and federal laws. • Advise on legislative updates and recent court decisions affecting City operations. Ogden Murphy Wallace Attorneys PLLC City Attorney General legal Services Personal Services Agreement Version 8.15.2025 Page 10 of 12 H. Risk Management and Public Records • Ensure Open Public Meetings Act compliance. • Counsel City officials on ethical standards and appearance of fairness issues, including conflict avoidance. I. Accessibility and Responsiveness • Respond to inquiries from the Mayor, City Manager, and staff within one business day, when feasible, providing a timeline for responses and legal opinions. • Be available for phone consultations, in-person meetings, video conferencing, and site visits. • Provide regular status reports on active issues as requested. • Ensure the City Attorney is readily available by phone, email, and video conference for urgent matters. • Attend special City Council sessions, retreats, and committee meetings as requested. J. Inter-organizational Collaboration • Coordinate with the Washington Cities Insurance Authority and other special legal counsel on specialized matters. • Maintain liaison with legal experts in areas such as environmental law, water rights, labor law, and franchise agreements. TRANSITIONAL SERVICES A. Handoff and Continuity of Active Matters • Provide a structured handoff of all active legal matters including litigation, administrative claims, code enforcement matters, land use cases, contract negotiations, and personnel-related issues. • Prepare organized case summaries detailing status, history, upcoming deadlines, strategic considerations, and recommended next steps. • Transfer all legal files, documents, research materials, templates, and work product necessary for the in-house City Attorney to assume full responsibility. • Identify urgent or time-sensitive obligations requiring immediate action. B. Advisory Support to the In-House City Attorney • Respond to inquiries regarding historical legal interpretations, prior legal strategy, and institutional knowledge. • Provide consultative support on complex matters where continuity of counsel or prior involvement is beneficial. • Offer guidance on procedural practices, departmental workflows, and City-specific legal processes. C. Orientation and Training • Provide onboarding assistance to the in-house City Attorney, including briefings on: o Council meeting preparation and procedures o Public Records Act (PRA) and Open Public Meetings Act (OPMA) practices o Contract review processes o Land use and development review processes o Risk management and insurance pool (WCIA) coordination • Conduct transition meetings with department directors and key staff to facilitate knowledge transfer. D. Supplemental Legal Services During Transition Period • Provide limited legal services as needed to prevent service gaps, including contract review, ordinance drafting, PRA/OPMA interpretation, and land use guidance. Ogden Murphy Wallace Attorneys PLLC City Attorney General legal Services Personal Services Agreement Version 8.15.2025 Page 11 of 12 • Represent the City in ongoing litigation or administrative matters only where needed to ensure continuity and upon request of the City. • Assist with meeting attendance (Council or Commission) during the onboarding period if requested by the City Manager or the in-house City Attorney. E. Coordination, Availability, and Communication • Be reasonably available for consultation during regular business hours throughout the transition period. • Attend coordination briefings with the City Manager’s Office and other departments as requested. • Work collaboratively and professionally with the newly appointed City Attorney to ensure a smooth assumption of duties. F. Completion of Transitional Services • Provide a comprehensive final transition report summarizing all activities completed during the transitional period and confirming that all active matters, files, templates, research materials, and historical documents have been transferred to the City. • Participate in a final transition meeting with the City Manager and the in-house City Attorney to review outstanding items, confirm transfer of responsibilities, and ensure an orderly conclusion of the Consultant’s services unless extended or amended by th e City. PERFORMANCE STANDARDS A. Timeliness: Respond promptly to all legal inquiries and meet deadlines for legal opinions, contract reviews, and other services. B. Professional Expertise: Maintain current knowledge of municipal law and provide informed, actionable advice. C. Accessibility: Be consistently available to the City Manager, City Council, and staff for consultations and meetings. D. Ethical Compliance: Uphold ethical standards and advise City officials on maintaining transparency and public trust. Ogden Murphy Wallace Attorneys PLLC City Attorney General legal Services Personal Services Agreement Version 8.15.2025 Page 12 of 12 EXHIBIT B FEE SCHEDULE 2026 Hourly Billing Rates: General Legal Services (including the services called for in this request for proposal) Member $425/hr. Associate $375/hr. Paralegal $250/hr. Retired/Of-Counsel $425/hr. Travel Time Travel time for other OMW attorneys for City-related business will be billed at applicable hourly rates. Miscellaneous Expenses The City will not be charged for normal clerical or secretarial work, the expense of which has been calculated into OMW's hourly rates for attorneys. Reimbursement will be made by the City for expenditures related to court costs and fees, copying, postage, computer-aided legal research when conducted on behalf of the City, mileage, and parking. Other expenses shall be reimbursed when authorized in advance by the City.