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HomeMy WebLinkAboutSwirsky, Paul S; 1982-01-01;. .. AGREEMENT This Agreement made effective January 1, 1982, between COSTA REAL MUNICIPAL WATER DISTRICT, hereinafter for convenience referred to as "DISTRICT", and PAUL S. SWIRSKY, Attorney at Law, hereinafter for convenience referred to as "SWIRSKY". ~Rec i tal s : 1. DISTRICT is a municipal water district, existing and oper- ating under the Municipal Water District Act of 1911, as amended. 2. SWIRSKY is an Attorney at Law, practicing in the State of California, and maintains his office at 2745 Jefferson, Carlsbad, California. 3. SWIRSKY has previously acted as the legal counsel for the DISTRICT under certain terms and conditions. 4. DISTRICT and SWIRSKY desire to revise the terms and condi- tions of the legal services of SWIRSKY as legal counsel for DISTRICT. NOW, THEREFORE, IT IS AGREED AS FOLLOWS: 1. DISTRICT engages the services of SWIRSKY as legal counsel for the DISTRICT, and SWIRSKY hereby agrees to perform the services -1- of legal counsel for the DISTRICT, under the terms and conditions hereinafter set forth. 2. SFJIRSKY agrees tQ provide all legal services for the DIS- TRICT, including, but not limited to: a. h. C. d. Attend all regular, adjourned and special meetings of the Board of Directors and advise the Board of Directors on all legal matters considered at said meetings. Provide all necessary consultation to the staff and other special consultants to the DISTRICT. Represent the DISTRICT on all legal mat- ters of the DISTRICT and the Board of Directors of the DISTRICT. Report to the Board of Directors of the DISTRICT from time to time on all mat- ters of local and state legislation which will have an effect upon the DIST- TRICT. 3. SWIRSKY may engage special counsel for the DISTRICT if, in the opinion of SWIRSKY, such special counsel is necessary. How- ever, SWIRSKY shall have no authority to engage special counsel for the. DISTRICT without the prior authorization of the DISTRICT. 4. SWIRSKY may engage associate counsel at any time in his discretion. However, any charges or costs of the associate counsel -2- -- shall be the obligation of SWIRSKY and not of the DISTRICT. 5. SWIRSKY also agrees to provide specialized services as may be requested by the DISTRICT. However, SWIRSKY shall have no authority to provide any specialized services for the DISTRICT with- out the prior authorization of the DISTRICT. 6. In performance of his obligations under this Agreement, it is expressly understood and agreed that SWIRSKY shall at all times be and remain an independent contractor. SWIRSKY agrees at all times to perform his professional obligations under this Agreement in con- formance with the approved methods and practices of his profession to the objective that all legal services of SWIRSKY for the DISTRICT shall be performed in a professional, ethical and efficient manner and according to the highest legal standards. 7. SWIRSKY shall furnish his own equipment, office, books, supplies and employees and be solely responsible for the payment of any sums connected therewith. SWIRSKY shall also be responsible for carrying his own professional liability insurance and any workmen's compensation insurance for his employees. 8. In return for the legal services rendered to the DISTRICT by SWIRSKY, SWIRSKY shall be paid by the DISTRICT as follows: a. For all General Services, which are iden- tified as all legal services rendered to the DISTRICT, its staff and representa- tives, connected with the general opera- -3- tion of the DISTRICT, including, but not limited to, attendance at all Board of Directors meetings, attendance at all staff and regular (standing) committee meetings, preparation of all resolutions and all re- ports for the Board of Directors: - A retainer of $1,400.00 a month. b. For all Special Services, which are iden- tified as all legal services rendered to DISTRICT for and on behalf of projects wherein DISTRICT receives reimbursement for any services rendered or such expendi- ture is charged to a special project, in- cluding, but not limited to, consultation and preparation of agreements for develop- ment projects: - $75.00 per hour. c. For all services connected with a Special Committee, which is identified as partici- pation with a committee appointed for a specific purpose, which is dissolved after the specific purpose has been completed: $70.00 per hour. d. For all legal services connected with Court work, including research, preparation of pleadings and court appearances: - At a rate established and agreed to prior to performance of the work. -4- -- e. For out of town services, which are iden- tified as all legal services performed for the DISTRICT outside of the boundaries of the DISTRICT: (a) Outside the boundaries of the DIS- TRICT and within San Diego County: $70.00 per hour. (b) Outside of San Diego County: (1) 1/2 day: $150.00, plus ex- penses (2) 1 day: $400.00, plus expenses (3) Time is limited to maximum of two (2) days without prior ap- proval of the Board of Direc- tors. f. Any sums due under Sections b, c, d and e shall be paid only after the submission of a specific and detailed statement of services rendered under said section. 9. SWIRSKY shall serve at the pleasure of the Board of Direc- tors of the DISTRICT. The DISTRICT reserves the right to terminate this Agreement and the legal services of SWIRSKY at any time by appro- priate action at a regularly called meeting of the Board of Directors of the DISTRICT. Upon termination of this Agreement, the parties hereto shall be released and discharged from the said agreement, ex- cept of settlement and payment of any pending accounts between the parties, and this Agreement shall be of no further force and effect. 10. SWIRSKY shall not sell, assign or transfer this Agreement or any interests therein, without the prior written consent of the -5- -- Board of Directors of the DISTRICT. 11. This Agreement may be amended by a written addendum here- to signed by the parties hereto. IN WITNESS WHEREOF, the parties hereto have set their signa- tures. DISTRICT SWIRSKY COSTA REAL MUNICIPAL WATER DISTRICT BY VAUL S. SWIRSKY <\ - DONALD A. MacLEOD President R -6-