HomeMy WebLinkAbout10-02-2018 Item 07 Request for Qualifications for Legal Services Meeting Date: 10/2/2018
FROM: J. Christine Dietrick, City Attorney
Prepared By: Kelly White, Legal Assistant/Paralegal
SUBJECT: REQUEST FOR QUALIFICATIONS FOR LEGAL SERVICES
RECOMMENDATIONS
1. Approve the Request for Qualifications (RFQ) for Legal Services.
2. Authorize the City Attorney to create a 2019-2024 On-Call List from the proposals received.
3. Authorize the City Attorney to execute agreements with the On-Call list of law firms and/or
attorneys on an as-needed basis.
REPORT-IN-BRIEF
The current On-Call List for Legal Services is set to expire in March 2019. Over the five-year
life of that list, the City Attorney’s office has used the firms and attorneys from it more than 30
times in the process of procuring quality legal services for the City. At this time , the City
Attorney asks that a new RFQ be issued in order to continue, for the next five years, the practice
of maintaining an on-call list that can be used to quickly identify and engage needed legal
services.
DISCUSSION
The purpose of the Request for Qualifications for Legal Services is to create a list of law firms or
attorneys verified to possess necessary qualifications in a variety of practice areas for work that
the City may need from 2019-2024. Typically, the City retains outside counsel in three different
situations: 1) in matters that require specialized expertise; 2) in matters that present conflict of
interest issues; and 3) in matters that exceed the capacity of the City Attorney’s Office, including
significant litigation matters not covered by the City’s joint powers insurance authority.
Often, the need for outside counsel arises on short notice, and there is no time to do a formal
request for proposals. Furthermore, whether a formal request for proposals would be necessary
is not always readily apparent. Generally, under the City’s Financial Management Manual, the
City should issue a formal request for proposals for Consult ing Services if the expenditure is
expected to exceed $14,999. With legal services, what begins as a small issue, advising on a
discrete matter and contemplated to be completed within a budget of $14,999 or less, may
become a larger issue, requiring a much larger budget, if litigation arises out of that matter.
The City has recognized the benefit of pre-selecting consultants, so their services can be more-
readily utilized. The City Attorney’s Office has maintained an on-call list since the last RFQ for
Legal Services was issued in 2013. During that RFQ process, over 60 responses were received
and reviewed before the current On-Call List of 37 consultants over 18 practice areas was
created. This time, the City Attorney wishes to streamline the proposal process for consultants on
the current On-Call List, where such firms are proposing terms similar to the current ones, which
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may only require updating of fees, costs or team composition provisions. Whether it is via the
Condensed Re-Proposal Form or a complete proposal, t he RFQ solicits submissions from
interested law firms or attorneys stating their qualifications.
As is current practice, t he oversight of the law firms or attorneys will be handled by the City
Attorney’s Office. The law firms or attorneys will operate under the conditions of the agreement
included in the RFQ. Individual projects will be scoped by the City department most invo lved
with the particular engagement, the City Attorney and the outside attorney or firm. Specific
cases or matters will be assigned either through a subsequent City Manager award if the
anticipated cost is less than $100,000 or by Council if the anticipat ed cost exceeds $100,000.
FISCAL IMPACT
The RFQ, in and of itself, does not obligate any funds or commit the City to utilize any of the
firms or attorneys placed on the list. Fiscal impact for scope of representation, including
identifying the funds that will pay for the legal services, will be discussed at the time the City
Attorney’s Office requests a contract award either from the Council or the City Manager,
depending upon the anticipated cost of services and consistent with the City’s purchasing
policies and rules.
ALTERNATIVES
Do not approve the RFQ release. The City Council could decline issuing the RFQ, which
would mean, once the current On-Call List expires, the City Attorney’s Office would need to
return to request Council authorization to issue a Request for Proposal (RFP) for each specific
case or matter if time allows or solicit qualified counsel and request Council authorization for
retention on a case by case basis, for matters exceeding $14,999. For matters with an anticipated
cost of $7,500 to $14,999, the City Attorney’s Office would seek three informal bids, as outlined
in the Financial Management Manual. A benefit of issuing the RFQ is that the City may become
aware of a broader spectrum of law firms or attorneys providing certain s ervices, thereby
increasing the City’s choices and maximizing the potential to obtain the highest quality and most
cost-effective representation.
Attachments:
a - RFQ Package - On-Call List for Legal Services
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Notice Requesting Qualifications for Legal Services
On-Call Outside Counsel 2019-2024
The City of San Luis Obispo is requesting proposals for outside counsel legal services in a variety of
different areas of law pursuant to Specification No. 91676.
All firms interested in receiving further correspondence regarding this Request for Qualifications (RFQ)
will be required to complete a free registration using BidSync (https://www.bidsync.com/bidsync-app-
web/vendor/register/Login.xhtml).
Proposals will be reviewed as they are received. All proposals must be completely uploaded on
BidSync at or before 5:00 p.m. on Friday, November 30, 2018.
Proposals received after said time will not be considered. Proposals shall be submitted using the forms
provided in the specification package. Proposals submitted in any manner not specified above will not be
accepted.
Specification packages and additional information may be obtained at the City’s BidSync website at
www.BidSync.com. Please contact Purchasing Analyst Dan Clancy at dclancy@slocity.org with any
questions.
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Specification No. 91676
TABLE OF CONTENTS
A. Description of Work 1
B. General Terms and Conditions 5
Proposal Requirements
Contract Award and Execution
Contract Performance
C. Special Terms and Conditions 10
Acceptance to the On-Call List
Contract Term
Contract Extension and Cost Increases for On-call Service Contracts
Consultant Invoices and Payment
Non-Exclusive Contract
Proposal Content – Consultants Accepted onto the Current On-Call List
Proposal Content – New Consultants
Proposal Evaluation and Selection
Proposal Review and Award Schedule
Release of Reports and Information
Alternative Proposals
D. Agreement 13
E. Insurance Requirements 16
F. Forms 18
Proposal Submittal
References
Statement of Past Contract Disqualifications
Condensed Re-Proposal
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Section A
DESCRIPTION OF WORK
The City Attorney’s Office is responsible for providing all legal services for the City of San Luis Obispo,
its City Council and its advisory bodies. In addition, the City Attorney serves as the City Prosecutor. The
City Attorney’s Office regular staff consists of the City Attorney, Assistant City Attorney and Legal
Assistant/Paralegal. The City retains outside counsel in three different situations: 1) in matters that
require specialized expertise; 2) in matters that present conflict of interest issues; and 3) in matters that
exceed the capacity of the City Attorney’s Office.
The City is requesting proposals for outside counsel legal services in a variety of different areas of
law, which shall include the following:
The City requests detailed information regarding the qualifications of attorneys or law firms interested in
providing legal services to the City to establish a list of qualified attorneys or law firms from which
outside counsel may be selected. The goal is to establish a list of qualified firms and individuals in a
variety of practice areas for work that the City may need during the five-year period, March 2019 –
March 2024. The City is interested in retaining a diverse group of firms/individuals who will be placed
on an on-call legal services list to provide high-quality legal services and who are dedicated to the
mindful management of billed legal costs.
Selection of outside counsel for all matters is based on the qualifications and practice area experience,
quality of work, articulate approach to controlling costs and adhering to budgets, and effectiveness in
communicating with the City. In addition to being placed on the qualified on-call list of legal services
providers, selected attorneys or firms will enter into Legal Services Agreements for each specific matter,
when a matter arises within the qualified practice area. LSAs for specific engagements will include (1) a
written scope of work, (2) a capped “not to exceed” cost and the circumstances under which initial
payment terms may be modified; and (3) the names of the individuals in the law firm assigned to work on
the matter and their hourly rate(s), which shall be consistent with proposals submitted here.
Placement on the on-call list does not guarantee that the firm or attorney will be engaged to provide
services. Outside legal services will be used on an as-needed, case by case, or matter by matter basis.
Specific assignments may include investigating, advising, or negotiating on behalf of the City; reviewing
and/or drafting documents (transactional and litigation); and representation in court, administrative
hearings and alternative dispute resolution proceedings. All work will be under the direction and
supervision of the City Attorney, except those matters in which outside counsel is retained to provide
conflict representation, in which case counsel may report directly to the City Council or other specified
staff. Outside counsel engagements for which proposals are sought may involve one or more of the
following areas:
1. Administrative Law
2. Appellate Proceedings and writs
3. Affordable Housing & Development Law
4. Code Enforcement
5. Conflict Counsel
6. Constitutional Law
7. Criminal procedure
8. Elections Law
9. Eminent Domain and Inverse Condemnation
10. Employment Issues and Litigation – Labor and Employment, Pension and Benefits Programs
11. Engineering, Design Professional and Public Works Contracting Issues and Litigation
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12. Environmental Issues and Litigation, Federal and State Regulator y Issues, Endangered Species,
Clear Air and Clean Water Acts
13. Financial Services, Infrastructure, Financing, Fees (Community Facility Districts, Assessment
Districts, etc.) and taxation
14. General civil litigation
15. General Municipal Services
16. Land Use issues and litigation, including California Environmental Quality Act and wireless
communications land use and regulatory issues
17. Real Property
18. Water Rights
Any Consultant that was accepted onto the current On-Call List for Outside Counsel (ending in
March 2019 and displayed in the chart below) that would like request continued inclusion onto the
2019-2024 On-Call List in some or all of the same practice areas for which they were previously
qualified may utilize the Condensed Re-Proposal Form to submit for this specification.
To the extent that a previously qualified proposer has undergone a reorganization or other
transition that has resulted in the establishment of a new or separate firm or legal entity, the newly
created entity should propose pursuant to the standard proposal requirements as though
submitting a first-time proposal. Only those entities that are still acting under the legal name by
which they were accepted onto the existing on call list qualify to use the Condensed Re-Proposal
Form.
City’s Current On-Call List for Outside Counsel:
Firm/Attorney Administrative Law Appellate Proceedings Affordable Housing Development Code Enforcement Conflict Counsel Constitutional Law Criminal Procedure Elections Law Eminent Domain & Inverse Condemnation Employment Issues & Litigation - Labor & Employment, Pension & Benefits PW - Engineering, Design Prof & Construction Contacting Issues & Lit Environmental Issues & Litigation, Federal & State Regulatory Issues, Endangered Species, Clear Air and Clean Water Acts Finances Services - Infrastructure, Financing, Fees (Community Facility Districts, Assessment Districts, etc.) & Taxation General Civil Litigation General Municipal Services Land Use Issues & Litigation, including CEQA Real Property Water Rights Adamski Moroski Madden
Cumberland & Green X
Aleshire Wynder X X X
Alvarez Glasman & Colvin X X X X X
Atkinson Andelson Loya
Ruud Romo X X X X
Atkinson Farasyn X X X
Best Best & Krieger X X X X X X X X X X X X X X X X X X
Brownstein Hyatt Farber
Schreck X
Burke Williams &
Sorensen X X X X X X X X X X X X X X X X X X
Carmel Naccasha X X X X X
Colantuono & Levin X X X X X
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Firm/Attorney Administrative Law Appellate Proceedings Affordable Housing Development Code Enforcement Conflict Counsel Constitutional Law Criminal Procedure Elections Law Eminent Domain & Inverse Condemnation Employment Issues & Litigation - Labor & Employment, Pension & Benefits PW - Engineering, Design Prof & Construction Contacting Issues & Lit Environmental Issues & Litigation, Federal & State Regulatory Issues, Endangered Species, Clear Air and Clean Water Acts Finances Services - Infrastructure, Financing, Fees (Community Facility Districts, Assessment Districts, etc.) & Taxation General Civil Litigation General Municipal Services Land Use Issues & Litigation, including CEQA Real Property Water Rights Densmore, Stephen X
Farley Law Firm X X
Goldfarb Lipman X X X
Green deBortnowsky
Quintanilla
*firm dissolved 2015
X X X X X X X X X X X
Hall Hieatt X
Hanley & Fleischman X X X X
Hanson Bridgett X X X X X X
Jackson Lewis X
Jarvis Fay Doporto &
Gibson X X X X X X
Jenkins & Hogan X X X X X X X X X X
Jones & Mayer X X X X X X X X X
Kane Ballmer & Berkman X X
Lewis Brisbois Bisgaard &
Smith X X X X X X X X X X X X X X X
Liebert Cassidy Whitmore X
Lozano Smith X X X X X X X X
Meyers Nave X X X X X X X X X X X X X X X X
Montoy Law Corp X X X X X X X X X
Moscone Emblidge Sater
& Otis X X X X X X X X
Nossaman X X X X X
Price Postel & Parma X X
Renne Sloan Holtzman
Sakai X X X X X
Richards Watson Gershon X X X X X X X X X
Rutan & Tucker X X X X X X X X X X X X X X
Shute Mihaly Weinberg X X X X X X X X X
Silver & Wright X
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Firm/Attorney Administrative Law Appellate Proceedings Affordable Housing Development Code Enforcement Conflict Counsel Constitutional Law Criminal Procedure Elections Law Eminent Domain & Inverse Condemnation Employment Issues & Litigation - Labor & Employment, Pension & Benefits PW - Engineering, Design Prof & Construction Contacting Issues & Lit Environmental Issues & Litigation, Federal & State Regulatory Issues, Endangered Species, Clear Air and Clean Water Acts Finances Services - Infrastructure, Financing, Fees (Community Facility Districts, Assessment Districts, etc.) & Taxation General Civil Litigation General Municipal Services Land Use Issues & Litigation, including CEQA Real Property Water Rights Woodruff Spradlin &
Smart X X
Zappia Law Firm X X
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Section B
GENERAL TERMS AND CONDITIONS
PROPOSAL REQUIREMENTS
1. Requirement to Meet All Provisions. Each individual or firm submitting a proposal
(Consultant) shall meet all of the terms, and conditions of the Request for Qualifications (RFQ)
specifications package. By virtue of its proposal submittal, the Consultant acknowledges
agreement with and acceptance of all provisions of the RFQ specifications.
2. Proposal Submittal. Each proposal must be submitted using the form(s) provided in the
specifications and accompanied by any other required submittals or supplemental materials.
Proposal documents shall be submitted on BidSync. If Consultants have any trouble submitting a
bid, they should contact BidSync Support at support@BidSync.com or via phone at (800) 990-
9339.
3. Insurance Certificate. Each proposal must include a certificate of insurance showing:
a. The insurance carrier and its A.M. Best rating.
b. Scope of coverage and limits.
c. Deductibles and self-insured retention.
The purpose of this submittal is to generally assess the adequacy of the Consultant’s insurance
coverage during proposal evaluation; as discussed below, endorsements are not required until
Consultant is engaged for a specific matter . The City’s insurance requirements are detailed in
Section E.
4. Proposal Withdrawal and Opening. A Consultant may withdraw its proposal, without
prejudice or submit a revised proposal on BidSync prior to the closing time. No proposal
received after the time specified or at any place other than that stated in the “Notice Requesting
Qualifications for Legal Services” will be considered.
5. Communications. All questions related to the solicitation must be submitted on BidSync on or
before the date indicated on the RFQ. Other requests for information must be submitted to the
Purchasing Analyst indicated as a contact on the solicitation.
CONTRACT AWARD AND EXECUTION
6. Proposal Retention and Award. The City reserves the right to retain all proposals for a period
of 60 days for examination and comparison. The City also reserves the right to waive non -
substantial irregularities in any proposal, to reject any or all proposals, to reject or delete one part
of a proposal and accept the other, except to the extent that proposals are qualified by specific
limitations. See the “special terms and conditions” in Section C of these specifications for
proposal evaluation and contract award criteria.
7. Competency and Responsibility of Consultant. The City reserves full discretion to determine
the competence and responsibility, professionally and/or financially, of Consultants. Consultants
will provide, in a timely manner, all information that the City deems necessary to make such a
decision.
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8. Commitment to Proposal Terms. The Consultant to whom award is made shall execute a
written letter of assent with the City within ten (10) calendar days after notice of on call selection
has been sent by mail to it at the address given in its proposal. Subsequent contracts for
engagement on particular matters shall be made in the form adopted by the City and incorporated
in these specifications.
9. Insurance Requirements. The Consultant shall provide proof of insurance in the form,
coverages and amounts specified in Section E of these specifications within 10 (ten) calendar
days after Consultant is engaged for a specific matter .
10. Business License & Tax. The Consultant must have a valid City of San Luis Obispo business
license & tax certificate before execution of the contract. Additional information regarding the
City’s business tax program may be obtained by calling (805) 781-7430.
CONTRACT PERFORMANCE
11. Ability to Perform. The Consultant warrants that it possesses licenses and qualifications
necessary to carry out and complete the work hereunder in compliance with any and all
applicable federal, state, county, city, and special district laws, ordinances, and regulations.
12. Compliance with Laws and Wage Rates. The Consultant shall keep itself fully informed of and
shall observe and comply with all applicable state and federal laws and county and City of San
Luis Obispo ordinances, regulations and adopted codes during its performance of the work. This
includes compliance with prevailing wage rates and their payment in accordance with California
Labor Code. For purposed of this paragraph, “construction” includes work performed during the
design and preconstruction phases of construction, including but not limited to, inspection and
land surveying work.
13. Payment of Taxes. The contract prices shall include full compensation for all taxes that the
Consultant is required to pay.
14. Permits and Licenses. The Consultant shall procure all permits and licenses, pay all charges and
fees, and give all notices necessary at its own expense.
15. Safety Provisions. The Consultant shall conform to the rules and regulations pertaining to safety
established by OSHA and the California Division of Industrial Safety.
16. Preservation of City Property. The Consultant shall provide and install suitable safeguards,
approved by the City, to protect City property from injury or damage. If City property is injured
or damaged resulting from the Consultant’s operations, it shall be replaced or restored at the
Consultant’s expense. The facilities shall be replaced or restored to a condition as go od as when
the Consultant began work.
17. Immigration Act of 1986. The Consultant warrants on behalf of itself and all sub-consultants
engaged for the performance of this work that only persons authorized to work in the United State
pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be
employed in the performance of the work hereunder.
18. Consultant Non-Discrimination. In the award of subcontracts or in performance of this work,
the Consultant agrees that it will not engage in, nor permit such sub-consultants as it may employ,
to engage in discrimination in employment of persons on any basis prohibited by State or Federal
law.
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19. Work Delays. Should the Consultant be obstructed or delayed in the work required to be done
hereunder by changes in the work or by any default, act, or omission of the City, or by strikes,
fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or
labor due to federal government restrictions arising out of defense or war programs, then the time
of completion may, at the City’s sole option, be extended for such periods as may be agreed upon
by the City and the Consultant. In the event that there is insufficient time to grant such
extensions prior to the completion date of the contract, the City may, at the time of acceptance of
the work, waive liquidated damages that may have accrued for failure to complete on time, due to
any of the above, after hearing evidence as to the reasons for such delay, and making a finding as
to the causes of same.
20. Payment Terms. The City’s payment terms are 30 days from the receipt of an original invoice
and acceptance by the City of the services provided by the Consultant (Net 30).
21. Inspection. The Consultant shall furnish City with every reasonable opportunity for City to
ascertain that the services of the Consultant are being performed in accordance with the
requirements and intentions of this Agreement. All work done, and all materials furnished, if
any, shall be subject to the City's inspection and approval. The inspection of such work shall not
relieve Consultant of any of its obligations to fulfill its contract requirements.
22. Audit. The City shall have the option of inspecting and/or auditing all records and other written
materials used by Consultant in preparing its invoices to City as a condition precedent to any
payment to Consultant.
23. Conflict of Interest. The Consultant shall disclose any financial, business, or other relationship
with the City that may have an impact upon the outcome of this engagement. The Consultant
covenants that it presently has no interest, and shall not acquire any interest —direct, indirect or
otherwise—that would conflict in any manner or degree with the performance of the work
hereunder. The Consultant further covenants that, in the performance of this work, no sub -
consultant or person having such an interest shall be employed. The Consultant certifies that no
one who has or will have any financial interest in performing this work is an officer or employee
of the City. It is hereby expressly agreed that, in the performance of the work hereunder, the
Consultant shall at all times be deemed an independent Consultant and not an employee of the
City.
24. Rebates, Kickbacks or Other Unlawful Consideration. The Consultant warrants that this
contract was not obtained or secured through rebates, kickbacks or other unlawful consideration,
either promised or paid to any City employee. For breach or violation of the warranty, the City
shall have the right in its discretion; to terminate the contract without liability; to pay only for the
value of the work actually performed; to deduct from the contract price; or otherwise recover the
full amount of such rebate, kickback or other unlawful consideration.
25. Covenant Against Contingent Fees. The Consultant warrants by execution of this contract that
no person or selling agency has been employed, or retained, to solicit or secure this contract upon
an agreement or understanding, for a commission, percentage, brokerage, or contingent fee,
excepting bona fide employees or bona fide established commercial or selling agencies
maintained by the Consultant for the purpose of securing business. For breach or vi olation of this
warranty, the City has the right to annul this contract without liability; pay only for the value of
the work actually performed, or in its discretion, to deduct from the contract price or
consideration, or otherwise recover the full amount of such commission, percentage, brokerage,
or contingent fee.
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26. Indemnification for Professional Liability. To the fullest extent permitted by law, the
Consultant shall indemnify, protect, defend and hold harmless the City and any and all of its
officials, employees and agents (“Indemnified Parties”) from and against any and all losses,
liabilities, damages, costs and expenses, including attorney’s fees and cost which arise out of,
pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant.
27. Sub-contract Provisions. No portion of the work pertinent to this contract shall be
subcontracted without written authorization by the City. Any substitution of sub -consultants
must be approved in writing by the City.
28. Contract Assignment. The Consultant shall not assign, transfer, convey or otherwise dispose of
the contract, or its right, title or interest, or its power to execute such a contract to any individual
or business entity of any kind without the previous written cons ent of the City.
29. Working Out of Scope. If, at any time during the project, the Consultant is directed to do work
by persons other than the City Attorney and the Consultant believes that the work is outside of the
scope of the original contract, the Consultant shall inform the City Attorney immediately. If the
City Attorney and Consultant both agree that the work is outside of the project scope and is
necessary to the successful completion of the project, then a fee will be established for such work
based on Consultant's hourly billing rates or a lump sum price agreed upon between the City and
the Consultant. Any extra work performed by Consultant without prior written approval from the
City Attorney shall be at Consultant's own expense.
30. Termination for Convenience. The City may terminate all or part of the contract for any or no
reason at any time by giving 30 days written notice to Consultant. For termination of any
services pursuant to the contract, the City’s liability will be the lesser of a reasonable price for the
services rendered prior to termination, or the price for the services reflected in the contract. Upon
termination notice from the City, Consultant must, unless otherwise directed, cease work and
follow the City’s directions as to work in progress and finished goods.
31. Termination. If, during the term of the contract, the City determines that the Consultant is not
faithfully abiding by any term or condition contained herein, the City may notify the Consultant
in writing of such defect or failure to perform. This notice must give the Consultant a 10 (ten)
calendar day notice of time thereafter in which to perform said work or cure the deficiency.
If the Consultant has not performed the work or cured the deficiency within the ten days specified
in the notice, such shall constitute a breach of the contract and the City may terminate the contract
immediately by written notice to the Consultant to said effect. Thereafter, neither party shall
have any further duties, obligations, responsibilities, or rights under the contract except, however,
any and all obligations of the Consultant’s surety shall remain in full force and effect, and shall
not be extinguished, reduced, or in any manner waived by the terminations thereof.
In said event, the Consultant shall be entitled to the reasonable value of its services performed
from the beginning date in which the breach occurs up to the day it received the City’s Notice of
Termination, minus any offset from such payment representing the City’s damages from such
breach. “Reasonable value” includes fees or charges for goods or services as of the last milestone
or task satisfactorily delivered or completed by the Consultant as may be set forth in the contract
payment schedule; compensation for any other work, services or goods performed or provided by
the Consultant shall be based solely on the City’s assessment of the value of the work-in-progress
in completing the overall work scope.
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The City reserves the right to delay any such payment until completion or confirmed
abandonment of the project, as may be determined in the City’s sole discretion, so as to permit a
full and complete accounting of costs. In no event, however, shall t he Consultant be entitled to
receive in excess of the compensation quoted in its proposal.
If, at any time during the term of the contract, the City determines that the project is not feasible
due to funding shortages or unforeseen circumstances, the City reserves the right to terminate the
contract. Consultant will be paid compensation due and payable to the date of termination.
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Section C
SPECIAL TERMS AND CONDITIONS
1. Acceptance to the On-Call List. Subject to the reservations set forth in Paragraph 6 of Section
B (General Terms and Conditions) of these specifications, Consultants will be accepted to the
On-Call List based on their qualifications and practice area experience, quality of work, articulate
approach to controlling costs and adhering to budgets, and effectiveness in communicating with
the City.
2. Contract Term. The services identified in these specifications will be used by the City during
the Term described in any Agreement executed between the City and a Consultant accepted onto
the 2019-2024 On-Call List.
3. Contract Extension and Cost Increases for On-call Service Contracts. The term of the
contract may be extended by mutual, written consent for an additional year. During this ext ended
period, labor rates may be increased to reflect increased labor costs and overhead at the 1 -year
contract anniversary, provided the City is notified of the increases in advance.
4. Consultant Invoices and Payment. The Consultant shall deliver a monthly invoice to the City,
itemized by project work phase or, in the case of on-call contracts, by project title. Invoice must
include a breakdown of hours billed and miscellaneous charges and any sub -consultant invoices,
similarly broken down, as supporting detail. For on-call services, the City will pay, and the
Consultant shall receive compensation as agreed to on a project by project basis. Hourly rates
include direct salary costs, employee benefits, overhead and fee. The City's payment terms are 30
days from the receipt of an original invoice.
5. Non-Exclusive Contract. The City reserves the right to contract for the services listed in this
proposal from other consultants during the contract term.
6. Proposal Content – Consultants Accepted onto the Current On-Call List. Your proposal
must include the following information:
Submittal Forms
a. Proposal Submittal Form (with acknowledgment of specifications)
b. Certificate of insurance
c. Condensed Re-Proposal Form
7. Proposal Content – New Consultants. Your proposal must include the following information:
Submittal Forms
a. Proposal Submittal Form (with acknowledgment of specifications)
b. Certificate of insurance
c. References Form (including at least three firms for which similar services have
been provided)
d. Statement of Past Contract Disqualifications Form
Qualifications
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e. Identify each of the practice areas listed in Section A: Description of Work, that
the attorney or firm desires to be considered for in this RFQ process
f. Experience of your firm in performing assignments in the proposed practice
areas.
g. Experience of the staff to be assigned to the project in the proposed practice areas
h. Resumes of the individuals who would be performing services
i. Experience in having a co-counsel relationship with in-house counsel
j. Statement and explanation of any instances where your firm has been removed
from a project or disqualified from proposing on a project.
k. Any other information that would assist us in making this award decision
Fee Structure
l. Provide information on the hourly rates for all staff that would be necessary to
render services
m. Provide a list of expenses that the attorneys or law firms propose to bill in
addition to legal fees and the basis for such expenses
n. If rates are to be adjusted during the course of representation, the method for
such adjustment should be described
o. Provide alternatives to hourly billing, including fixed price representation.
8. Proposal Evaluation and Selection. Proposals will be evaluated by the City Attorney’s Office
at they are received based on the following criteria:
a. Proposal Review/ Candidate Selectio n to the List
The City will develop a list of firms based upon the responses to this RFQ. Responses will be
evaluated by the City Attorney’s Office. Price will not be the controlling factor in selecting
firms for the list, but price will be a factor in making work assignments. A firm is not entitled
to be placed on the list or entitled to work solely on the basis of submission of a low -price
quotation. The City Attorney will evaluate the responses based on the proposal content, and
any further information that may be requested for clarification.
Attorneys and firms qualified for acceptance onto the 2019-2024 On-Call List will be notified
of their selection, qualifying practice areas and asked to formally accept a position on the list.
Once the list is established, specific firms and individual attorneys may be selected for
execution of an agreement during the life of the list.
b. Consultant Selection and Compensation
Acceptance onto the 2019-2024 On-Call List does not guarantee that any case or matter or
number of cases or matters will be assigned to outside counsel. The decision to retain outside
counsel will be that of the City on a case by case basis or matter by matter basis. Proposed
fee structures should take into account the five-year life of the list, and proposers are
encouraged to include any fee escalator information that will be relevant to cost evaluation.
The City reserves the right to enter into agreements for legal services with persons or firms
who do not respond. The City further reserves the right to waive responses to any part of this
request if, in its sole judgment, it determines that it is in the best interests of the City to do so.
The City may require any Respondent to participate in negotiations and to submit such other
information or documentation as it may deem necessary as conditions of awarding a contract.
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The City reserves the right to va ry or waive requirements for different Respondents as shall
fit the City’s needs for a particular type of engagement or area of representation.
9. Proposal Review and Award Schedule. The following is an outline of the anticipated schedule
for proposal review and contract award:
a. Issue RFP [10/2/2018]
b. Receive proposals [10/2/2018 – 11/30/2018]
c. Complete proposal evaluation [1/15/2018] (estimate only)
d. Issue On-Call List Acceptance Letters [2/8/2018] (estimate only)
10. Release of Reports and Information. Any reports, information, data, or other material given to,
prepared by or assembled by the Consultant as part of the work or services under these
specifications shall be the property of City and shall not be made available to any individual or
organization by the Consultant without the prior written approval of the City.
11. Alternative Proposals. The Consultant may submit an alternative proposal (or proposals) that it
believes will also meet the City’s project objectives but in a different way. In this case, the
Consultant must provide an analysis of the advantages and disadvantages of each of the
alternatives and discuss under what circumstances the City would prefer one alternative to the
other(s). If an alternative proposal is submitted, the maximum l ength of the proposal may be
expanded proportionately by the number of alternatives submitted.
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Section D
FORM OF AGREEMENT
AGREEMENT
THIS AGREEMENT is made and entered into in the City of San Luis Obispo on [Month, Day,
Year] ______________ ______, _______ by and between the CITY OF SAN LUIS OBISPO, a
municipal corporation, hereinafter referred to as City, and [CONSULTANT’S NAME IN CAPITAL
LETTERS], a [Consultant’s entity type], hereinafter referred to as Consultant.
W I T N E S S E T H
WHEREAS, on October 2, 2018, City requested qualifications and proposals for on-call legal counsel;
and
WHEREAS, pursuant to said request, Consultant submitted a proposal that was accepted by City for said
services; and
WHEREAS, after review of Consultant’s proposal, City accepted Consultant onto its 2019-2024 On-
Call List in at least one practice area, which includes [List the Practice Area that the Consultant qualified
under which applies to this matter]; and
WHEREAS, the City requires professional legal services in the practice area of [Repeat the Practice Area
listed above] described further in the scope of work included in Exhibit A to this Agreement (the
“Services”).
NOW THEREFORE, in consideration of their mutual promises, obligations and covenants hereinafter
contained, the parties hereto agree as follows:
1. Term. The term of this Agreement shall be from [Month, Day, Year Agreement is to commence]
until [EITHER: acceptance of completion of said services OR Month, Day, Year to end] and the total
costs for services related to this project shall not exceed [Dollar amount approved by the appropriate
Purchasing Authority] without express written consent signed by both parties.
2. Incorporation by Reference. City Specification No. 91676 and Consultant’s proposal dated [date],
are hereby incorporated in and made a part of this Agreement.
3. City’s Obligations. For providing the Services as specified in this Agreement, City will pay, and
Consultant shall receive therefor , compensation as stated in Consultant’s proposal and confirmed in
Exhibit A to this Agreement.
4. Consultant’s Obligations. For and in consideration of the payments and agreements hereinbefore
mentioned to be made and performed by City, Consultant agrees with City to do everything required
by this Agreement, the said specification, and the under the specific scope of work included in
Exhibit A to this Agreement
5. Amendments. Any amendment, modification or variation from the terms of this Agreement shall be
in writing and shall be effective only upon approval by the City Attorney.
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6. Agreement Parties.
City: City Attorney’s Office
City of San Luis Obispo
990 Palm Street
San Luis Obispo, CA 93401
Consultant: [……………….]
[……………….]
[……………….]
All written notices to the parties hereto shall be sent by United States mail, postage prepaid by
registered or certified mail addressed as shown above.
7. Complete Agreement. This written Agreement, including all writings specifically incorporated
herein by reference, shall constitute the complete agreement between the parties hereto. No oral
agreement, understanding or representation not reduced to writing and specifically incorporated
herein shall be of any force or effect, nor shall any such oral agreement, understanding or
representation be binding upon the parties hereto. For and in consideration of the payments and
agreements hereinbefore mentioned to be made and performed by City, Consultant agrees with City
to do everything required by this Agreement, the said specification and incorporated documents.
8. Authority to Execute Agreement. Both City and Consultant do covenant that each individual
executing this agreement on behalf of each party is a person duly authorized and empowered to
execute Agreements for such party.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed the day and year
first above written.
CITY OF SAN LUIS OBISPO: [CONSULTANT]:
_____________________________________ _______________________________
J. Christine Dietrick, By: [Name of Authorized Representative]
City Attorney
Its: [Title of Authorized Representative]
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Exhibit A to Agreement
Detailed Scope of Work for the Services:
[To be filled out by Consultant]
Names of the individuals in the law firm assigned to provide the Services:
[To be filled out by Consultant]
Confirmation of the rates proposed for the work of the individuals named above:
[To be filled out by Consultant]
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Section E
INSURANCE REQUIREMENTS: Consultant Services
The Consultant shall procure and maintain for the duration of the contract insurance against claims for
injuries to persons or damages 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.
Minimum Scope of Insurance. Coverage shall be at least as broad as:
1. Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001).
2. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code
1 (any auto).
3. Workers’ Compensation insurance as required by the State of California and Employer’s Liability
Insurance.
4. Errors and Omissions Liability insurance as appropriate to the consultant’s profession.
Minimum Limits of Insurance. Consultant shall maintain limits no less than:
1. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property
damage. If Commercial General Liability or other form with a general aggregate limit is used,
either the general aggregate limit shall apply separately to this project/location or the general
aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: $1,000,000 per accident for bodily injury and property damage.
3. Employer’s Liability: $1,000,000 per accident for bodily injury or disease.
4. Errors and Omissions Liability: $1,000,000 per occurrence.
Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared
to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such
deductibles or self-insured retentions as respects the City, its officers, officials, employees and volunteers;
or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim
administration and defense expenses.
Other Insurance Provisions. The general liability and automobile liability policies ar e to contain, or be
endorsed to contain, the following provisions:
1. The City, its officers, officials, employees, agents and volunteers are to be covered as insureds as
respects: liability arising out of activities performed by or on behalf of the Consultant; products
and completed operations of the Consultant; premises owned, occupied or used by the Consultant;
or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain
no special limitations on the scope of protection a fforded to the City, its officers, officials,
employees, agents or volunteers.
2. For any claims related to this project, the Consultant’s insurance coverage shall be primary
insurance as respects the City, its officers, officials, employees, agents and volunteers. Any
insurance or self-insurance maintained by the City, its officers, officials, employees, agents or
volunteers shall be excess of the Consultant’s insurance and shall not contribute with it.
3. The Consultant’s insurance shall apply separately to ea ch insured against whom claim is made or
suit is brought, except with respect to the limits of the insurer’s liability.
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4. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be
suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty
(30) days’ prior written notice by certified mail, return receipt requested, has been given to the
City.
Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating of no
less than A:VII.
Verification of Coverage. Consultant shall furnish the City with a certificate of insurance showing
maintenance of the required insurance coverage. Original endorsements effecting general liability and
automobile liability coverage required by this clause must also be provided. The endorsements are to be
signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be
received and approved by the City before work commences.
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PROPOSAL SUBMITTAL FORM
ACKNOWLEDMENT
The undersigned declares that she or he:
◼ has carefully examined Specification No. 91676, which is hereby made a part of this proposal.
◼ is thoroughly familiar with its contents.
◼ is authorized to represent the proposing Consultant.
◼ agrees to perform the work as set forth in this proposal.
❑ Certificate of insurance attached; insurance company’s A.M. Best rating: _____________.
Firm Name and Address
Contact Phone
Signature of Authorized Representative
Date
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REFERENCES
Number of years engaged in providing the services included within the scope of the specifications under
the present business name: ___________________.
Describe fully the last three contracts performed by your firm that demonstrate your ability to provide the
services included with the scope of the specifications. Attach additional pages if required. The City
reserves the right to contact each of the references listed for additional informati on regarding your firm’s
qualifications.
Reference No. 1
Customer Name
Contact Individual
Telephone & FAX number
Street Address
City, State, Zip Code
Description of services provided
including contract amount, when
provided and project outcome
Reference No. 2
Customer Name
Contact Individual
Telephone & FAX number
Street Address
City, State, Zip Code
Description of services provided
including contract amount, when
provided and project outcome
Reference No. 3
Customer Name
Contact Individual
Telephone & FAX number
Street Address
City, State, Zip Code
Description of services provided
including contract amount, when
provided and project outcome
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STATEMENT OF PAST CONTRACT DISQUALIFICATIONS
The Consultant shall state whether it or any of its officers or employees who have a proprietary interest in
it, has ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal,
state, or local government project because of the viola tion of law, a safety regulation, or for any other
reason, including but not limited to financial difficulties, project delays, or disputes regarding work or
product quality, and if so to explain the circumstances.
◼ Do you have any disqualification as described in the above paragraph to declare?
Yes ❑ No ❑
◼ If yes, explain the circumstances.
Executed on ______________________________ at ______________________________ under penalty
of perjury of the laws of the State of California, that the foregoing is true and correct.
______________________________________
Signature of Authorized Consultant Representative
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CONDENSED RE-PROPOSAL FORM
1. Name of Consultant (as it appears in the City’s Current On-Call List for Outside Counsel):
2. Practice Areas Currently Qualified Under that you wish to be considered for Carry-Forward
(Please check carefully the City’s Current On-Call List for Outside Counsel in Section A as
requests for carry-forward that do not match current qu alifications may cause your proposal to be
rejected.:
Mark Practice Areas Currently Qualified Under Mark Practice Areas Desired for Carry-Forward
Administrative Law Administrative Law
Appellate Proceedings Appellate Proceedings and writs
Affordable Housing Development Affordable Housing & Development Law
Code Enforcement Code Enforcement
Conflict Counsel Conflict Counsel
Constitutional Law Constitutional Law
Criminal Procedure Criminal procedure
Elections Law Elections Law
Eminent Domain & Inverse Condemnation Eminent Domain and Inverse Condemnation
Employment Issues & Litigation - Labor &
Employment, Pension & Benefits
Employment Issues and Litigation – Labor and
Employment, Pension and Benefits Programs
PW - Engineering, Design Prof &
Construction Contacting Issues & Lit
Engineering, Design Professional and Public
Works Contracting Issues and Litigation
Environmental Issues & Litigation, Federal &
State Regulatory Issues, Endangered Species,
Clear Air and Clean Water Acts
Environmental Issues and Litigation, Federal and
State Regulatory Issues, Endangered Species,
Clear Air and Clean Water Acts
Finances Services - Infrastructure, Financing,
Fees (Community Facility Districts,
Assessment Districts, etc.) & Taxation
Financial Services, Infrastructure, Financing,
Fees (Community Facility Districts, Assessment
Districts, etc.) and taxation
General Civil Litigation General civil litigation
General Municipal Services General Municipal Services
Land Use Issues & Litigation, including
CEQA
Land Use issues and litigation, including
California Environmental Quality Act and
wireless communications land use and regulatory
issues
Real Property Real Property
Water Rights Water Rights
3. Names of the individuals in the law firm to be assigned to provide the Services: [describe here or
attach as Exhibit A]
4. Confirmation of the rates proposed for the work of the individuals named above: [describe here or
attach as Exhibit B]
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