TO: ADAM PIRRIE, CITY MANAGER
FROM: JAMIE EARL, ASSISTANT CITY MANAGER
DATE: APRIL 9, 2024
Reviewed by:
City Manager: AP
SUBJECT:
Title
AUTHORIZATION TO AMEND THE EXISTING LEGAL SERVICES AGREEMENT WITH RUTAN & TUCKER, LLP (FUNDING SOURCE: GENERAL FUND)
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SUMMARY
In March of 2018, the City of Claremont (“City”) entered into a Legal Services Agreement (the “Agreement”) with Rutan & Tucker, LLP to provide legal services and to be general counsel. Section 3.3 of the Agreement designates Alisha Patterson as the City Attorney and designates Jeffrey M. Oderman as the Assistant City Attorney. In 2023, Mr. Oderman retired from the practice of law. As a result, staff has prepared a proposed First Amendment to the Agreement to remove Mr. Oderman as the designated Assistant City Attorney and allow the City Manager to appoint a new Assistant City Attorney. The proposed amendment would not make any other changes to the Agreement.
RECOMMENDATION
Recommended Action
Staff recommends the City Council authorize the Mayor to sign the proposed First Amendment to the Legal Services Agreement between the City of Claremont and Rutan & Tucker, LLP for professional legal services updating Section 3.3 of the Agreement.
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ALTERNATIVES TO RECOMMENDATION
In addition to the recommendation, there are the following alternatives:
A. Do not approve the proposed First Amendment to the Legal Services Agreement.
B. Direct staff to make changes to the proposed First Amendment to the Legal Services Agreement.
FINANCIAL REVIEW
The proposed First Amendment to the Legal Services Agreement does not change the monthly retainer or rates for legal services.
The staff cost to prepare this report is estimated at $585 and is included in the operating budget of the Administrative Services Department.
ANALYSIS
In 2018 after issuing a Request for Proposals (RFPs), the City Council interviewed seven firms and selected Rutan & Tucker, LLP to serve as its general counsel. On March 13, 2018, the City and Rutan entered into a Legal Services Agreement that outlines the terms and conditions of this arrangement (the “Agreement”). Section 3.3 of the Agreement designates Alisha Patterson and the City Attorney and designates Jeffrey M. Oderman as the Assistant City Attorney. On January 11, 2023, the City and Rutan extended the term of the Agreement to March 12, 2028.
In 2023, Mr. Oderman retired from the practice of law. As such, he can no longer serve as the Assistant City Attorney. The proposed amendment to the Agreement would remove Mr. Oderman as the Assistant City Attorney and allow the City Manager to appoint a new Assistant City Attorney. A redline of the proposed changes to the Agreement is set forth below (additions underlined, deletions struck):
3.3 Designated General Counsel. ALISHA PATTERSON shall be designated as City Attorney, and must be responsible for the performance of all Services under this Agreement, including the supervision of Services performed by other members of Rutan.
JEFFREY M. ODERMAN must The City Manager may designate an attorney from Rutan to serve as Assistant City Attorney. No change in this assignment may be made without the consent of the Client. Client consent may be provided by action of the City Council or in writing by the City Manager. The expertise, knowledge, capability, and reputation of ALISHA PATTERSON and JEFFREY M. ODERMAN any Assistant City Attorney designated by the City Manager were substantial inducements for City to enter into this Agreement. Therefore, Rutan shall not assign nor contract with any other person to perform Services under this Agreement without written approval of the City Manager or his or her designee, except as set forth in Exhibit B.
The proposed First Amendment would not make any other changes to the Agreement.
LEGAL REVIEW
Due to City Attorney having a financial interest in the proposed amendment to the Legal Services Agreement, neither the City Attorney nor any other attorney at Rutan provided legal advice to the City on the proposed amendment. The City had the opportunity to consult with outside counsel on the proposed amendment.
RELATIONSHIP TO CITY PLANNING DOCUMENTS
Staff has evaluated the agenda item in relationship to the City’s strategic and visioning documents and finds that it applies to the following City Planning Documents: Council Priorities, General Plan, and the 2022-24 Budget.
CEQA REVIEW
This item is not subject to environmental review under the California Environmental Quality Act (CEQA).
PUBLIC NOTICE PROCESS
The agenda and staff report for this item have been posted on the City website and distributed to interested parties. If you desire a copy, please contact the City Clerk’s Office.
Submitted by:
Jamie Earl
Assistant City Manager
Attachment:
Proposed First Amendment to Legal Services Agreement