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Backup Documents 01/28/2014 Item #16K2 ORIGINAL DOCUMENTS CHECKLIST & ROUTING S IP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO 41EK 2 THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGN Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. 2. 3. County Attorney Office County Attorney Office JAK 1\2.2,\VA 4. BCC Office Board of County lAk 6M` Commissioners V14-- / Z13`l4 5. Minutes and Records Clerk of Court's Office al3I1 Li, oc PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Jeffrey A. Klatzkow,County Attorney Phone Number 252-8400 Contact/ Department Agenda Date Item was 1/28/14 Agenda Item Number l L _ Approved by the BCC Type of Document Amendment to Agreement Number of Original I Attached Documents Attached PO number or account number if document is -- to be recorded INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature? JAK 2. Does the document need to be sent to another agency for additional signatures? If yes, N/A provide the Contact Information(Name;Agency;Address; Phone)on an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman,with the exception of most letters, must be reviewed and signed JAK by the Office of the County Attorney. 4. All handwritten strike-through and revisions have been initialed by the County Attorney's JAK Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the JAK document or the final negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's JAK signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip JAK should be provided to the County Attorney Office at the time the item is input into SIRE. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. Be aware,ofy`our deadlines! 8. The document was approved by the BCC on 1/28/14 (enter date)and all changes JAK .. r;,6«# made during the meeting have been incorporated in the attached document. The .ii, a■.naR iae4`� County Attorney's Office has reviewed the changes, if applicable. e, wt 9. Initials of attorney verifying that the attached document is the version approved by the S 4 I .',t,. ` BCC, all changes directed by the BCC have been made, and the document is ready fo the ifi _l rr.s ?•(0) Chairman's signature. ���� Er1, ,�A.k 1:Forms/County Forms!BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 16K ? MEMORANDUM Date: February 4, 2014 To: Jeff Klatzkow, County Attorney County Attorney's Office From: Ann Jennejohn, Deputy Clerk Board Minutes & Records Department Re: Amending the retention agreement for legal services with Hahn Loeser & Parks, LLP to extend the agreement end date to February 9, 2016 Attached for your records is a copy of the amended agreement referenced above, (Item #16K2) approved by the Board of County Commissioners January 28, 2014. The original will be held in the Minutes and Records Department for the Board's Official Record. If you have any questions, please feel free to contact me at 252-8406. Thank you. Attachment 16K2 AMENDMENT TO AGREEMENT FOR LEGAL SERVICES THIS AMENDMENT TO AGREEMENT FOR LEGAL SERVICES to Retention Agreement is entered into on the below date by Collier County, Florida, a political subdivision of the State of Florida, through its Board of County Commissioners, hereinafter referred to as the "County" and Hahn Loeser& Parks, LLP, (hereinafter referred to as "Counsel"). WITNESSETH WHEREAS, on February 9, 2010, the County and Counsel entered into an Agreement (the "Agreement") wherein the County agreed to retain Counsel to provide professional specialized legal services; and WHEREAS, the professional services to be rendered as specified in Article 3 of the Agreement is for a two (2) year term with two (2) additional renewal terms of one year per each term; and WHEREAS, the term of the Agreement, will expire on February 9, 2014; and WHEREAS, the parties wish to amend the Agreement to extend the term of service at the existing rates for providing these specialized legal services for an additional two (2) years commencing on February 9, 2014. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties hereto agree to amend the Agreement as follows: ARTICLE 3 TERM AND TIME OF PERFORMANCE 3.1 The term of this Agreement shall be for a period of two years to begin February 9, 294-0 2014 and to end on February 9, 2012 2016, unless terminated earlier in accordance with the provisions of this Agreement. Absent notice of intent to terminate, the Agreement may be renewed upon mutual consent of the parties for two (2) additional terms of one (1) year each. (In the event the term of this Agreement extends beyond a single fiscal year of the County, the continuation of this Agreement beyond the end of any fiscal year shall be subject to the availability of funds from County in accordance with Chapter 129, Florida Statutes.) Except as modified by this Amendment, all other terms and conditions of the Agreement shall remain in full force and effect. If there is a conflict between the terms of this Amendment and the Agreement, the terms of this Amendment shall prevail. 1 , . 16K2 IN WITNESS WHEREOF, the parties have executed this Amendment to the Agreement on this W day of , 2014, with the intention to attach this Amendment to the original Agreement. ATTEST: BOARD OF COUNTY COMMISSIONERS DWIGHT E. BROCK, Clerk COLLIER COUNTY, LORIDA By: i► ••:‘," a' -Cr , By: n o� tS an►s, Deputy Clerk Comm.Tom Henning Atte' Chairman SIMI AU '-0 )t Appro'4:s . I il rni and legality: A ' Jeffrey A -"TM County A i s r •y .hn oes,*& Parks, LLP Cou .- , / l" By: First Witness \Ili Type/print witness name Second Witness Type/print witness name item#- Wm—I-- Agenda ESA Date GY d s 44 Dep 2 0 16 . RETENTION AGREEMENT WITH HAHN LOESER& PARKS,LLP This Retention Agreement is made by and between the Board of County Commissioners of Collier County,Florida(the "County"), and the law firm of Hahn Loeser&Parks,LLP. of Fort Myers,Florida("Hahn Loeser"). Whereas,Hahn Loeser has special expertise and resources in a wide range of legal matters,with particular expertise in complex litigation(including complex land use matters) and appellate matters; and Whereas,the County from time to time has a requirement and need for legal services which are particularly within the expertise of Hahn Loeser; Now,therefore, in consideration of the premises contained herein,the County hereby hires and retains Hahn Loeser and Hahn Loeser hereby agrees to provide legal services to County. ARTICLE 1 COMPENSATION; METHOD OF PAYMENT 1.1 Compensation shall be paid to Hahn Loeser in accordance with the terms set forth in Exhibit A attached hereto and made a part hereof. Requirements for reimbursable expenses are set forth in Exhibit B, attached hereto and made a part hereof. Expenses other than automobile expenses must be documented by copies of paid receipts or other evidence of payment. 1.2 The rates set forth in Exhibit A shall remain in effect without change for a minimum of one (1)year from February 9,2010. In each year thereafter, upon the request of Hahn Loeser,the County Attorney is authorized to negotiate to increase the hourly rate up to a Page 1 of 20 CA 16K2 maximum of ten(10)per cent without approval by the Board of County Commissioners. In the negotiation process,Hahn Loeser must substantiate the reason the request is being made(i.e. market conditions, increase in CPI,etc.). The parties recognize that Hahn Loeser is currently providing services to Collier County beneath its standard hourly rate, as a professional courtesy to Collier County and in light of the longstanding relationship between Collier County and Hahn Loeser. The parties agree that the continuation of a discounted hourly rate is not guaranteed beyond the initial annual term of this agreement. 1.3 Multiple Attorney Assignments. The County acknowledges that, from time to time, it may be advisable for Hahn Loeser to assign more than one attorney to a project or case. Nevertheless, in order to ensure that such multiple attorney assignments are efficient and cost-effective for the County, Hahn Loeser agrees to the following procedures and billing limitations for multiple attorney assignments. 1.3.1 A primary attorney will be identified for projects or cases. In practice, this means that generally only the primary attorney will meet or communicate directly with County personnel or attend meetings, court, arbitrations, mediations or other proceedings on behalf of the County , except in instances of emergency or where in the responsible professional judgment of Hahn Loeser the requirements of the project or case warrant a multiple attorney presence at such proceedings. 1.3.2 Attorneys assigned to a project or case other than the primary attorney will be less senior attorneys with lower billing rates unless the additional attorney(s) Page 2 of 20 CA 16K2 has/have a demonstrated expertise that will demonstrably enhance the value and efficiency of the legal services being provided to the County. 1.3.3 Hahn Loeser agrees that internal or in-house conferences among multiple attorneys assigned to a project or case shall be kept to the absolute minimum necessary for the professionally responsible provision of the legal services in question. 1.4 From time to time,it may be necessary for Hahn Loeser to have experts, consultants or to associate with other law firms or attorneys to responsibly and professionally represent the Coun ty on projects and cases. The requirements for such likings or associations are set p J forth on Exhibit A to this Agreement. 1.5 Hahn Loeser may submit invoices for hourly work assignments pursuant to Exhibit A only after the services for which the invoices are submitted have been completed or expenses incurred. An original invoice plus one copy is due within fifteen(15)days of the end of the month, except the final invoice which must be received no later than sixty (60)days after the work is completed or the expiration of this Agreement. 1.6 To be deemed proper,all invoices must comply with the requirements set forth in this Agreement and must be submitted on the form and pursuant to the instruction prescribed by County. Payment may be withheld for failure of Hahn Loeser to comply with a term, condition, or requirement of this Agreement. Page 3 of 20 CA 16K2 1.7 Payment shall be made within thirty(30)days of rendition of a proper invoice to Hahn Loeser at: Hahn Loeser& Parks,LLP 2532 East First Street Fort Myers,Florida 33901-2431 Attention: Theodore L. Tripp,Jr. ARTICLE 2 INSURANCE, 2.1 Hahn Loeser shall as a minimum,provide,pay for,and maintain in force at all times during the term of this Agreement, professional liability insurance in an amount and form not less than as reflected on Exhibit C hereto,and remain at that level unless this Agreement is amended or until this Agreement expires. Hahn Loeser shall also supply a coverage declaration/policy renewal sheet to the Office of the County Attorney for each policy year that this Agreement remains in effect. Such insurance shall also provide, in the event of cancellation or non-renewal,that the discovery period for insurance claims (tail coverage) shall not be less than three years following the completion of the assigned work and acceptance by the County. 2.2 Such policy or policies shall be issued by United States Treasury approved companies authorized to do business in the State of Florida, and having agents upon whom service of process may be made in Collier County, Florida. Page 4 of 20 CA 16K2 2.3 Hahn Loeser shall furnish to the Risk Management Director Certificates of Insurance or endorsements evidencing the insurance coverages specified by this Article prior to beginning performance of work under this Agreement. ARTICLE 3 TERM AND TIME OF PERFORMANCE 3.1 The term of this Agreement shall be for a period of two years to begin February 9, 2010 and to end on February 9, 2012, unless terminated earlier in accordance with the provisions of this Agreement. Absent notice of intent to terminate, the Agreement may be renewed upon mutual consent of the parties for two (2)additional terms of one(1)year each. (In the event the term of this Agreement extends beyond a single fiscal year of the County, the continuation of this Agreement beyond the end of any fiscal year shall be subject to the availability of funds from County in accordance with Chapter 129, Florida Statutes.) 3.2 Time shall be deemed to be of the essence in performing the duties, obligations and responsibilities by this Agreement. 3.3 Any amendments,alterations, variations, modifications or waivers of provisions of this Agreement shall only be valid when they have been reduced to writing,duly signed by both parties hereto, and attached to the original of this Agreement. Page 5 of 20 C 16K2 ARTICLE 4 TERMINATION 4.1 This Agreement may be terminated by either party for cause upon ten(10)days' notice or by the County for convenience upon no less than thirty(30)days' advance written notice in accordance with the"NOTICES"section of this Agreement. 4.2 Termination of this Agreement for cause shall include,but not be limited to, failure to suitably perform the work, failure to continuously perform the work in a manner calculated to meet or accomplish the objectives of County as set forth in this Agreement, or multiple breach of the provisions of this Agreement notwithstanding whether any such breach was previously waived or cured. 4.3 In the event this Agreement is terminated for convenience,Hahn Loeser shall be paid for any services performed to the date the Agreement is terminated; however, upon being notified of County's election to terminate,Hahn Loeser shall refrain from performing further services or incurring additional expenses under the term of this Agreement except as may be necessary to protect the interests of the County in accordance with the Rules Regulating The Florida Bar. Hahn Loeser acknowledges and agrees that Ten Dollars ($10)of the compensation to be paid by County,the adequacy of which is hereby acknowledged by Hahn Loeser,is given as specific consideration to Hahn Loeser for County's right to terminate this Agreement for convenience. Hahn Loeser's obligations to the County as provided for hereunder shall cease upon termination, except for participating in an orderly and professional transfer of such responsibilities and files or copies of files to the County or its designee. Such transfer of responsibilities and files shall also be in accordance with all requirements of the Rules Regulating The Florida Bar. Page 6 of 20 CA 16K2 ARTICLE 5 RECORD AUDIT AND INSPECTION 5.1 County shall have the right to audit the books and records of Hahn Loeser pertinent to the funding under this Agreement. Hahn Loeser shall return documents to the Office of the County Attorney upon termination of any matter for which Hahn Loeser has provided representation to the County. With regard to those materials which remain in the possession of Hahn Loeser, Hahn Loeser shall preserve and make available,at reasonable times for examination and audit by County,all fmancial records, supporting documents, and other documents pertinent to this Agreement for a period of three(3)years after termination of this Agreement or,if any audit has been initiated and audit findings have not been resolved at the end of the three years,the books and records shall be retained until resolution of the audit findings. 5.2 If the Florida Public Records Act(Chapter 119,Fla. Stat.)is determined by County to be applicable to Hahn Loeser's records,Hahn Loeser shall comply with all requirements thereof, however,no confidentiality or non-disclosure requirement of either federal or state law shall be violated by Hahn Loeser. ARTICLE 6 CONFLICT OF INTEREST 6.1 Hahn Loeser states that it is familiar with and will comply with the terms and conditions of Chapter 112,Part III, Florida Statutes(Code of Ethics). 6.2 It is very important that Hahn Loeser be independent and impartial in order to properly provide services under this Agreement. Thus,Hahn Loeser agrees that it will comply at Page 7 of 20 C�,O 16K2 all times with all of the Rules Regulating The Florida Bar,including without limitation Rules 4-1.6, 4-1.7,and 4-1.8 concerning confidentiality and the scrupulous avoidance of conflicts of interest. ARTICLE 7 INDEMNIFICATION 7.1 Hahn Loeser acknowledges and agrees that Ten Dollars ($10.00)of the compensation to be paid by County,the adequacy of which is hereby acknowledged by Hahn Loeser, is given as specific consideration to Hahn Loeser so that Hahn Loeser shall at all times hereafter indemnify,hold harmless and,at County's option,defend or pay for an attorney selected by County to defend County, its officers,agents, servants,and employees against any and all claims, losses,liabilities,and expenditures of any kind,including attorney fees,court costs,and expenses,caused by negligent act or omission of Hahn Loeser, its employees, agents,servants,or officers,or accruing,resulting from,or related to the subject matter of this Agreement including,without limitation,any and all claims, demands or causes of action of any nature whatsoever resulting from injuries or damages sustained by any person or property. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by County, any sums due Hahn Loeser under this Agreement may be retained by County until all of County's claims for indemnification pursuant to this Agreement have been settled or otherwise resolved; and any amount withheld shall not be subject to payment of interest by County. Page 8 of 20 C � 16K2 ARTICLE 8 OWNERSHIP OF DOCUMENTS 8.1 Any and all reports,photographs, surveys, and other data and documents provided or created in connection with this Agreement are and shall remain the property of County. In the event of termination of this Agreement, any reports,photographs, surveys,and other data and documents prepared by Hahn Loeser,whether finished or unfinished,shall become the property of County and shall be delivered by Hahn Loeser to the County within seven(7)days of termination of this Agreement by either party. Any compensation due to Hahn Loeser shall be withheld until all documents are received as provided herein. ARTICLE 9 INDEPENDENT CONTRACTOR 9.1 Hahn Loeser is an independent contractor under this Agreement. Services provided by Hahn Loeser shall be subject to the supervision of Hahn Loeser, and such services shall not be provided by Hahn Loeser as officers, employees,or agents of the County. The parties expressly acknowledge that it is not their intent to create any rights or obligations in any third person or entity under this Agreement. ARTICLE 10 NONDISCRIMINATION,EQUAL OPPORTUNITY AND AMERICANS WITH DISABILITIES ACT 10.1 Hahn Loeser shall not unlawfully discriminate against any person in its operations and activities in its use or expenditure of the funds or any portion of the funds provided by Page 9 of 20 16K2 this Agreement and shall affirmatively comply with all applicable provisions of the Americans with Disabilities Act(ADA)in the course of providing any services funded in whole or in part by County, including Titles I and II of the ADA(regarding nondiscrimination on the basis of disability),and all applicable regulations, guidelines, and standards. 10.2 Hahn Loesers' decisions regarding the delivery of services under this Agreement shall be made without regard to or consideration of race,age,religion, color, gender, sexual orientation national origin,martial status,physical or mental disability,political affiliation, or any other factor which cannot be lawfully or appropriately used as a basis for service delivery. 10.3 Hahn Loeser shall comply with Title I of the Americans with Disabilities Act regarding nondiscrimination on the basis of disability in employment and further shall not discriminate against any employee or applicant for employment because of race,age, religion,color,gender, sexual orientation,national origin,marital status,political affiliation,or physical or mental disability. In addition, Hahn Loeser shall take affirmative steps to ensure nondiscrimination in employment against disabled persons. Such actions shall include,but not be limited to,the following: employment,upgrading, demotion,transfer,recruitment or recruitment advertising, layoff,termination,rates of pay, other forms of compensation,terms and conditions of employment,training (including apprenticeship), and accessibility. 10.4 Hahn Loeser shall take affirmative action to ensure that applicants are employed and employees are treated without regard to race, age, religion,color,gender, sexual Page 10 of 20 0 16K 2 orientation,national origin,marital status,political affiliation,or physical or mental disability during employment. Such actions shall include,but not be limited to,the following: employment,upgrading,demotion,transfer,recruitment or recruitment advertising, layoff,termination,rates of pay,other forms of compensation,terms and conditions of employment, training(including apprenticeship), and accessibility. 10.5 Hahn Loeser shall not engage in or commit any discriminatory practice in performing the Scope of Services or any part of Scope of Services of this Agreement. ARTICLE 11 NOTICES 11.1 Whenever either party desires to give notice to the other, such notice must be in writing, sent by registered or certified United States Mail,postage prepaid,return receipt requested, or by hand-delivery, addressed to the party for whom it is intended at the place last specified. The place for giving notice shall remain the same as set forth herein until changed in writing in the manner provided in this section. For the present, the parties designate the following: FOR COLLIER COUNTY: Jeffrey A. Klatzkow, County Attorney Collier County Govermnent Center 3301 Tamiami Trail East Naples,Florida 34112 FOR HAHN LOESER: Theodore L. Tripp,Jr.,Esq. Hahn Loeser& Parks,LLP 2532 East First Street Fort Myers, Florida 33901-2431 Page 11 of 20 16K2 ARTICLE 12 MISCELLANEOUS 12.1 WAIVER OF BREACH AND MATERIALITY Failure by County to enforce any provision of this Agreement shall not be deemed a waiver of the provision or modification of this Agreement. A waiver of any breach of a provision of this Agreement shall not be deemed a waiver of any subsequent breach and shall not be construed to be a modification of the terms of this Agreement. 12.2 COMPLIANCE WITH LAWS Hahn Loeser shall comply with all federal, state,and local laws,codes,ordinances,rules, and regulations as well as all Rules Regulating The Florida Bar in performing its duties, responsibilities,and obligations related to this Agreement. 12.3 SEVERANCE In the event a portion of this Agreement is found by a court of competent jurisdiction to be invalid,the remaining provisions shall continue to be effective unless County and Hahn Loeser elect to terminate this Agreement. The election to terminate this Agreement based upon this provision shall be made within seven(7)days after the finding by the court becomes final. 12.4 APPLICABLE LAW AND VENUE This Agreement shall be interpreted and construed in accordance with and governed by the laws of the State of Florida. Venue for litigation concerning this Agreement shall be in Collier County,Florida. Page 12 of 20 (7)() 16K2 12.5 PRIOR AGREEMENTS This document supercedes all prior negotiations,correspondence, conversations, agreements, and understandings applicable to the matters contained herein and the parties agree that there are no commitments, agreements or understandings concerning the subject matter of this Agreement that are not contained in this document. Accordingly, the parties agree that no deviation from the terms hereof shall be predicated upon any prior representations or agreements, whether oral or written. It is further agreed that no modification,amendment or alteration in the terms or conditions contained herein shall be effective unless contained in a written document in accordance with Article 3 above. 12.6 INCORPORATION BY REFERENCE The truth and accuracy of each"Whereas"clause set forth above is acknowledged by the parties. The attached Exhibits A, 13,and C are incorporated into and made a part of this Agreement. DATE: C 1 —°24° BOARD OF COUNTY COMMISSIONERS ATTEST: OF COLLIER COUNTY,FLORIDA Dwight E. Brock,CLERK By: uc-,lt.t "Att.C3 C• By: DEPU 6;; CH AN Attnt Ira m ll Apo,oved . to ff &legal ciency V111rr 1, Jeffr-7A. Kla% ow, County Attorney I Page 13 of 20 16K2 HAHN OE ' DATE: ' By: J LPIP a Its: C—P / ,• STATE OF FLORIDA COUNTY OF COLLIER The foregoing Retention Agreement was acknowledged before me this dritday of ,2010, by `r. L, Tia it°A1 s/&., as /,q-rt_'rvueoe of Hahn Loeser&Parks, ijeL/4446,7_, LLP, on behalf of the partnership. He/she is personally known to ome or produced tilt as identification. CLi. .ez.4.e...E.4.4..-Si a of Notary Pub t lie NOTARY PUBLIC-STATE OF FLORIDA /CIA ea/rtrti . do G 4/ Marian rian R. Colli 5% ,Commission#DD691754 Name of Notary Public typed,printed or am&THRUATANTIC80 AUG INC. My Commission Expires: D$/ /4 /c24 i I Page 14 of 20 ---,-, 1 r 16K ? EXHIBIT A For professional services rendered,Hahn Loesers' fee shall be based on the hourly rate as follows: Theodore L. Tripp, Jr. $363.00 per hour Other partners $363.00 per hour Other associates $220.00 per hour Paralegals and law clerks $ 55.00 per hour Hahn Loeser' fee shall not exceed $100,000.00 per Purchase Order/Case without the approval of the Board of County Commissioners. (Where appropriate a"not to exceed" sum shall be agreed to when each assignment is made to Hahn Loeser.) In the event that Hahn Loeser is required or requested to perform any additional or extraordinary services not herein contemplated, Hahn Loeser shall be entitled to apply for additional compensation, the amount of which shall be subject to the approval of County and no such additional compensation in excess of the amount herein stated shall be paid unless specifically authorized in advance in writing by County in its sole discretion. Hahn Loeser shall provide the annual response to County's auditors regarding pending or threatened litigation and may bill time expended thereon accordingly. The auditors typically request information regarding all litigation, claims and assessments considered to be material. The response should include the nature of the litigation, the progress of the case to date, an estimate of the amount or range of potential loss, and any other information considered necessary to explain the case. Hahn Loeser shall provide said response within 30 days of receipt of the request. If Hahn Loeser should find it necessary to associate with any other law firm or attorneys in order to responsibly and professionally provide services on a given project or case, written pre- approval from the Office of the County Attorney shall be required. In any such instance, the rates for the associating firm or attorneys shall not exceed those of comparable attorneys and staff of Hahn Loeser. All billings of the associating firm or attorneys, including all backup and detail, e.g., hours and nature of work performed as invoiced, shall be included in the Hahn Loeser billings. Whenever Hahn Loeser believes in its professional judgment that a consultant or expert must be retained for purposes of a project or case, Hahn Loeser shall retain such consultant or expert directly following receipt of written approval from the Office of the County Attorney. Fees and costs of such consultants or experts shall be billed to the County through Hahn Loeser billings with appropriate backup documentation, e.g.,hours and hourly rates as invoiced. Page 15 of 20 16K a If, for purposes of any services to be provided under this Agreement,Hahn Loeser fords it to be prudent or necessary to employ extraordinary technology services or products to be supplied by a third party,the cost of such services or technology will be paid by the County upon the County's prior approval. Such approved services/products shall be invoiced through Hahn Loeser's billings. NOTES: • Divisions, or departments within such divisions,shall be responsible and pay for legal counsel services relating to litigation and outside counsel specifically for cases,matters or issues relating to such division or department,as determined by the County Attorney in coordination with the County Manager. Page 16 of 20 16K2 EXHIBIT B 1. In addition to the charges for professional fees set forth in Exhibit A,and the Schedules attached hereto, County shall reimburse Hahn Loeser for out-of-pocket expenses reasonably incurred in the course of rendering such legal services, including costs of long distance calls,printing, costs of reproduction, and necessary travel expenses incurred in accordance with the requirements of Chapter 112,F.S. Hahn Loeser shall not charge for travel of attorneys between its offices so that it can provide the best available and most appropriate lawyer in any of its office locations for the issues involved. 2. Hahn Loeser shall submit invoices on a monthly basis for the payment of out-of- pocket expenses. Each invoice shall include listing all costs,expenses, vouchers, invoices and other documentary evidence that will describe in reasonable detail the basis for expenditures for which reimbursement is sought as set forth below. 3. REQUIREMENTS The following represents Collier County's payment requirements for legal costs > Your federal employee identification number must be on all invoices submitted. > The applicable Purchase Order number must be on all invoices submitted. > No service, interest,or other charge of like nature is to be imposed with regard to any item, invoice,or request. All firms doing business with Collier County must have a current W-9"Request for Taxpayer Identification Number and Certification"on file. > Services rendered must be specifically and concisely identified, as well as the bond issue or financing transaction for which the services were rendered. > Names of persons performing services,hourly rates, and dates must be listed. The County agrees to reimburse Hahn Loeser for retention and utilization of sub-consultants. Page 17 of 20 16K2 Reimbursable expense must be verified by attached receipts or copies thereof. ➢ Claims for mileage and meals cannot exceed statutory allowance as provided for under Chapter 112, F.S. Meals and mileage cannot be charged unless the professional has traveled outside the county of the principal business location. ➢ Claims for lodging at single rate(actual cost)must be substantiated by paid bill or charge,with a cap of no more than$150.00 per night. > Car rentals required for travel should include compact or standard-size vehicles only. ➢ Common carrier travel shall be reimbursable at tourist or coach class fares only. > Accounting Division requires original receipts, or copies of receipts which have been individually certified to be true copies of the originals. In addition the Certificate contained in Exhibit D must accompany each invoice. The certifying person must sign the Certification form and a description provided of the items, which are certified. > Faxes shall not be reimbursed ➢ Legal Research costs(Lexis-Nexis, Westlaw,etc.)shall not be reimbursed. Page 18 of 20 �) EXHIBIT C 16 K 2 ,,ALAS;C,' �rT.u1IC Ili attirtAM Ct soct.e0j twt ' A AM-4E E1M i TA4Ir January 05,2010 Hahn Loeser+Parks LLP 200 Public Square Suite 2800 Cleveland,OH 44114-2301 To Whom It May Concern: CONFIRMATION OF INSURANCE We hereby confirm that Hahn Loeser+Parks LLP has Professional Liability Coverage under Policy ALA#1021 with an annual limit of$20,000,000 per claim and$40,000,000 in the aggregate with the right, under stated conditions,to purchase extended reporting rights upon termination of such Policy by ALAS. The self—insured retention under such Policy is$500,000 each claim up to an aggregate of$1,000,000 and $100,000 each claim thereafter, The Policy effective date is from January 1,2010 to January 1,2011. Such Policy is subject to the terms,conditions, limitations and exclusions stated therein, ATTORNEYS'LIABILITY ASSURANCE SOCIETY,INC., A RISK RETENTION GROUP By: 447 Date: January 05,2010 Nancy J.Montroy Vice President—Director of Underwriting I11 Smith WactSr©.r1v ;•$+rft657i1D Chicago,.It.-40 t 04822. •,i3.12-0 T 8011 14 B91*901 ri ilyt;cats► Page 19 of 20 C 161( 2 EXHIBIT D CERTIFICATE IT IS HEREBY CERTIFIED that: 1. has been duly designated as special counsel to render legal services or provider of services for or on behalf of Collier County; 2. Each of the documents hereinafter identified and attached is a true and correct copy of the original record; 3. Expenditure(s)enumerated represent costs necessarily incurred during the course of official business for which payment has not been received and for which documentation is not available or reasonably retrievable; 4. Claims are in compliance with the applicable statutes and administrative orders, and with the express provision that all other parties are barred from entitlement to any part of these costs. RE: Invoice No. ,Dated Period Covered: ,Amount IN-HOUSE CHARGES: Photocopies: copies @ $0.15/each $ Mileage: miles @ /mile $ OTHER(Copies of invoices required): Long Distance Calls $ Other: $ TOTAL: $ FOR THE FIRM Signed: Print Name: Title: Date: 04-00A-0 1 158/2850 Page 20 of 20