Loading...
HomeMy WebLinkAboutCAG2022-393 - Original - Morgan, Lewis & Bockius LLP (Previously Calfo Eakes LLP) - Legal Services: Engagement Letter (Redacted Version) - 09/30/2022ApprovalOriginator:Department: Date Sent:Date Required: Authorized to Sign: Director or Designee Date of Council Approval: Grant? Yes No Type:Review/Signatures/RoutingComments: Date Routed to the City Clerk’s Office:Agreement InformationVendor Name:Category: Vendor Number:Sub-Category: Project Name: Project Details: Agreement Amount: Start Date: Basis for Selection of Contractor: Termination Date: Local Business? Yes No* Business License Verification: Yes In-Process Exempt (KCC 5.01.045) If meets requirements per KCC 3.70.100, please complete “Vendor Purchase-Local Exceptions” form on Cityspace. Notice required prior to disclosure? Yes No Contract Number: Agreement Routing Form For Approvals, Signatures and Records Management This form combines & replaces the Request for Mayor’s Signature and Contract Cover Sheet forms. Visit Documents.KentWA.gov to obtain copies of all agreementsadccW22373_1_20 Budget Account Number: Budget? Yes No Dir Asst: Sup/Mgr: Dir/Dep: rev. 20210513 FOR CITY OF KENT OFFICIAL USE ONLY (Optional) * Memo to Mayor must be attached 1 White, Tammy From:Ralph, Dana Sent:Friday, September 30, 2022 2:41 PM To:White, Tammy Cc:Fitzpatrick, Pat; Reyes-Selden, Tania Subject:RE: - New Atty Engagement Letter Tammy,    You have my approval for the continued retention of Ms. Eakes at her new firm.      Dana Ralph, Mayor Administration | Office of Mayor Dana Ralph 220 Fourth Avenue South, Kent, WA 98032 Phone 253-856-5700 | Fax 253-856-6700 dralph@KentWA.gov CITY OF KENT, WASHINGTON KentTV21.com Facebook Twitter YouTube Instagram   From: White, Tammy <TWhite@kentwa.gov>   Sent: Wednesday, September 28, 2022 9:28 AM  To: Ralph, Dana <DRalph@kentwa.gov>  Cc: Fitzpatrick, Pat <PFitzpatrick@kentwa.gov>; Reyes‐Selden, Tania <TRSelden@kentwa.gov>  Subject:  ‐ New Atty Engagement Letter    Mayor, Similar to the approval I sought earlier this week concerning an employment attorney to assist us with a KPD issue, I am seeking your approval to continue to retain Patty Eakes to assist us with claims alleged by . Ms. Eakes’ firm (formerly, Calfo Eakes) merged with the national firm Morgan, Lewis & Bockius. As a result, a new engagement letter is needed between Kent and the firm Morgan, Lewis & Bockius. Under KCC 3.70.220(E), I have the authority to retain Ms. Eakes and her new firm Morgan, Lewis & Bockius, without further approval of Council, if you approve and expenses stay within established budgets. Currently, Ms. Eakes firm has been paid by HR and/or Finance through existing budgeted funds. Ms. Eakes’ hourly rate remains as it was ($360 per hour), which is comparable to those rates charged by other outside attorneys (Kim Pratt charges $360; Mike Bolasina charges $335; and Gregory Jackson charges $350). If you grant approval for our continued retention of Ms. Eakes at her new firm, can you confirm that approval by responding to this email? I will then sign off on her new engagement letter and route a copy to the Clerk’s Office to retain. Thank you, Tammy White, CityAttorney City of Kent I Civil Division I Office of the City Attorney Direct Line 253-856-5774 1 Fax 253-856-6770 twhite0KentWA.aov THIS MESSAGE IS PRIVATE AND PRIVILEGED. IF YOU ARE NOT THE PERSON MEANT TO RECEIVE THIS MESSAGE, PLEASE DELETE IT AND PLEASE DO NOT COPY OR SEND IT TO ANYONE ELSE. From: Eakes, Patty <pattv.eakesCa7moreanlewis.com> Sent: Monday, September 26, 2022 3:29 PM To: White, Tammy <TWhiteCalkentwa.eov> Cc: Kennedy, Kelly<kellv.kennedvComoreanlewis.com> Subject: engagement letter EXTERNAL EMAIL Hi Tammy, As part of our transition to Morgan Lewis we've prepared the attached engagement letter for your review and signature. You'll note that our rates remain the same. Please let me know if you have any questions about the terms. We appreciate the opportunity to represent the City of Kent in the_matter. Best regards, Patty Patty Eakes Morgan, Lewis & Bockius LLP 1301 Second Avenue, Suite 2800 1 Seattle, WA 98101 Direct: +1.206.274.0176 1 Main: +1.206.274.6400 1 Fax: +1.206.274.6401 1 Mobile: +1.206.335.6054 patty.eakes@morganlewis.com I www.morganlewis.mm DISCLAIMER This e-mail message is intended only for the personal use of the recipient(s) named above. This message may be an attorney -client communication and as such privileged and confidential and/or it may include attorney work product. If you are not an intended recipient, you may not review, copy or distribute this message. If you have received this communication in error, please notify us immediately by e-mail and delete the original message. Morgan Lewis Patty A. Eakes PaMer +1.206.279.0176 pany.ea Lalmor nlewi&cam September 26, 2022 VIA E-MAIL Tammy White, City Attorney City of Kent Civil Division I Office of the City Attorney twhiteCvhkentwa.aov Dear Tammy: Morgan, Lewis & Bockius LLP appreciates the opportunity to provide legal services to City of Kent in connection with . In accordance with Firm policy, the purpose of this letter Is to set tofthour understanding as to nie terms upon which we have been retained. We will provide the legal services that, in our professional judgment, are appropriate for this matter and in accordance with applicable legal and ethical standards. You agree that appropriate representatives of City of Kent will be reasonably available to confer with us upon request, will provide us with such documents and information as you may possess relating to the matter, will disclose all facts and circumstances of which you are aware that may bear upon our handling of the matter, will promptly pay our fees in accordance with the terms of this letter, and will otherwise assist our efforts as we reasonably request. We are confident that our services in this matter will prove beneficial and we hope that you will seek our assistance with other matters in the future. However, our present agreement to provide legal services to City of Kent is limited to the matter, described above, for which you have engaged us. As you are aware, we are a large law fine, and we represent many other companies and individuals. It is possible that some of our present or future clients will have disputes or other dealings with City of Kent during the time that we are representing City of Kent. Accordingly, as a condition of our undertaking this matter for you, you agree that this Firm may continue to represent, and/or may undertake in the future to represent, existing and/or new clients in any matter, including litigation, that is not substantially related to our work for City of Kent, even if the interests of such clients in those other matters are directly adverse to City of Kent. Where ethically permissible to do so, we agree to notify you of each such Morgan, Lewis & Bockius up 13015 nd Avenue suae 2800 Seattle, WA 98101 0+1.206.279.6900 United States 0+1.206.279.6W1 Tammy White City of Kent September 26, 2022 Page 2 representation as it arises. We agree, however, that your prospective consent to conflicting representations shall not apply in any instance where, as the result of our representation of City of Kent, we have obtained sensitive, proprietary or other confidential information of a non-public nature that, if known to another client of ours, could be used to the material disadvantage of City of Kent in a matter in which we represent, or in the future are asked to undertake representation of, that client. In particular, but without limiting the prior paragraph, we have advised you of, and you agree that we may continue in, the following representations involving matters unrelated to our present representation of City of Kent: x Teva Pharmaceuticals/Opioid Litigation Advice RETAINER It is customary for Morgan, Lewis & Bockius LLP to require the payment of a retainer in undertaking a new representation. We have not requested a retainer in connection with this representation. However, if our bills are not paid when due, or if the representation proves to be substantially more complex or time-consuming than our initial discussions would indicate, we may ask, as a condition of our continuing this engagement, that you deposit a retainer to be applied against ongoing fees and expenses on terms that will be agreed upon at that time. DETERMINATION OF FEE Our fees are determined, in accordance with applicable ethical rules, by considering a number of factors, including the amount of time that our lawyers, legal assistants and staff devote to the matter, the experience and expertise of the professionals who perform the services, the complexity, novelty and difficulty of the questions involved, the magnitude of the matter, any time limitations or other special demands presented, and the results obtained. You agree that our fee will be based upon the time which we devote to the matter, in accordance with hourly rates assigned to the particular lawyers and legal assistants performing the work. I will perform these services at a rate of $360/hour. These rates are subject to periodic adjustment, and the rates billed will be those in effect at the time the services in question were rendered. In addition to our fees, we will bill you for any expenditures which we make or expenses we incur for you or on your behalf. These may include computer-based legal research costs, the costs of reproducing documents, parking and travel costs, expenses which we incur while we are away from our office on your business, fees which accountants or consultants retained on your behalf charge us, and other similar expenditures. Where such expenditures are significant in amount, we may ask you to make payment directly to the provider of goods or services. If our representation of you includes work by our lawyers and staff in either Beijing or Shanghai, in addition to our fees and expenses, we will bill you for VAT, currently 6%, and the Chinese surtax, currently 0.72%. COMPLIANCE WITH ANTI-MONEY LAUNDERING REGULATIONS If during the course of our representation it becomes necessary for us to involve lawyers who are admitted to practice in jurisdictions outside the United States, we may have to require that you provide us with documentary evidence to comply with their local client verification requirements. Chris Hills City of Kent September 13, 2022 Page 3 STATEMENTS We will send you statements for services rendered and for expenditures which we have made for you on a monthly basis. The amounts set forth in the statements are due within thirty days after the statement is mailed. If you have any questions about any statement, please call me promptly to discuss it. If your account becomes delinquent, we have established collection procedures which may include stopping all legal services of a non-emergency nature and, where consistent with our ethical obligations, withdrawing from this representation. We also reserve the right to ask you for reasonable security for past due balances and work required in the near future. As a condition of our undertaking this representation, you agree to provide such security to us upon request. In fairness to the majority of our clients who pay our statements promptly, we have established late payment charges designed to charge to the late payors the costs of carrying their overdue accounts. We reserve the right, to the extent permitted by law, to add a late payment charge of 1% per month to your past due account. These late charges will accrue from the due date of the bill until the date it is paid. TERMINATION We anticipate a long and mutually satisfactory relationship. However, you have the right to terminate our engagement at any time by giving us written notice of termination. We also have the right, subject to our responsibilities under applicable ethical rules, to terminate our engagement by giving you written notice if you fail to cooperate with us or to pay our bills when due or if we determine that continuing to represent you would be unethical, impractical or improper. If our relationship is terminated by either of us, you will remain obligated to pay us in full for our past services and for costs and expenses in accordance with the terms of this letter. AGREEMENT APPLICABLE UNTIL CHANGED IN WRITING This agreement, including the attached Addendum Regarding Data Protection, will apply to any additional matters we agree to undertake upon your behalf unless we enter into an express written agreement reflecting an alternate arrangement. Please review this letter and the Addendum carefully, and if it accurately reflects your understanding of the terms of our representation, please sign below and return a copy to me. Your signature indicates your authority to act on behalf of City of Kent. Sincerely, Patty A. Eakes Tammy White City of Kent September 26, 2022 Page 4 CRY OF KEN By: Title: G Att ney Date: 09/30/2022 Chris Hills City of Kent September 13, 2022 Page 5 Morgan, Lewis & Bockius LLP Addendum regarding Data Protection Morgan Lewis is committed to maintaining the privacy of personal data. In connection with the terms of our engagement, we both agree that we will comply with our respective obligations under the applicable data protection, data privacy and data security laws (the "Data Protection Laws"). For purposes of performing legal services, we are a separate data controller where the EU General Data Protection Regulation 2016/679 (the "EU GDPR") and the UK enactment of the EU GDPR is applicable only. To fulfill the terms of this engagement and for related purposes such as updating and enhancing our client records, managing our practice and statutory returns, processing and reconciling our billing, automating our ability to collate, analyze, and review data, and complying with our legal and regulatory obligations, you agree that we may obtain, use, disclose and otherwise process personal data from and about you, your employees, your agents and other third parties. You further agree that it may also be appropriate or necessary for us to disclose and/or transfer your personal data to our affiliates and third party providers who may be located in other jurisdictions (which may offer a different level of protection for personal data). In all cases, we will take appropriate technical and organizational measures to protect against the unauthorized or unlawful processing of personal data. You agree that it will be your obligation to ensure that the disclosure and transfer of any personal data to the firm, its affiliates and third party providers including those in other jurisdictions, whether by you or through a third party at your direction, complies with the Data Protection Laws. This obligation includes obtaining any valid consents from and/or furnishing any privacy notices to data subjects as needed to facilitate the firm's collection, processing and cross-border transfer of personal data. To the extent that Russian and Kazakhstan law applies to this engagement, you agree that, as the data operator, it is your responsibility to comply with any localization requirements. We are not responsible, in any jurisdiction, for compliance with localization requirements (unless local law specifically provides otherwise). Additionally, you agree to notify us immediately if any matter involves "important data" under Chinese law. More information about our Privacy Policy (and Privacy Notices, as applicable) is available on our website. By signing the engagement letter, you confirm that you have read and understood our Privacy Policy and any applicable Privacy Notice. You should feel free to contact the firm's Privacy office at MLPrivacyOffice@morganlewis.com with any questions, concerns or requests to access, correct or invoke other rights related to personal data.