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RES 1655 1/9/2024'C)ty of Choice RESOLUTION NO. JC56 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CIBOLO, TEXAS, APPOINTING HYDE KELLEY LLP TO PROVIDE LEGAL SERVICES AS CITY ATTORNEY, DESIGNATING A CITY ATTORNEY AND ASSISTANT CITY ATTORNEYS, PROVIDING FOR REPEAL, PROVIDING FOR SEVERABIH.TY, AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council finds the city prepared Request for Proposals ("RFP") #24- 140-01 City Attorney/Legal Services (hereinafter "RFP"); and WHEREAS, the City Council finds the city staff distributed the RFP and received a number of Proposals; and, WHEREAS, the City Council finds it evaluated the Proposals and conducted interviews of those chosen to interview; and, WHEREAS, the City Council finds and determines that the law firm of Hyde Kelley LLP is composed of Attorneys that exceed the requirements of the Request for Proposals and the City Charter after reviewing all Proposals and conducting interviews, and, WHEREAS, the City Council further finds that engaging Hyde Kelley LLP provides the city with the highest quality legal representation at the best value to serve the city's legal needs; and, WHEREAS, the City Council finds good cause exists to appoint George Hyde, State Bar No. 45006157 as the City Attorney of the City of Cibolo, Texas, and, WHEREAS, the City Council finds that the City Manager on behalf of the City and George Hyde on behalf of Hyde Kelley LLP have negotiated an appropriate engagement agreement; and, WHEREAS, the City Council finds that such engagement agreement should be approved by the City Council, and, WHEREAS, the City Council finds that the City Manager should be authorized to execute the engagement agreement on behalf of the City of Cibolo, Texas. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CIBOLO, TEXAS: SECTION 1. Findings. The foregoing recitals are hereby found to be true and correct and are hereby adopted by the City Council and made a part hereof for all purposes and findings of fact. SECTION 2. Appointment. The City Council hereby appoints the law firm of Hyde Kelley LLP to provide legal services as the City Attorney's Office or Legal Department of the city. SECTION 3. City Attorney. George E. Hyde, State Bar No. 45006157, is hereby designated as the City Attorney. SECTION 4. Assistant City Attorneys. All the lawyers employed by and associated with Hyde Kelley LLP now, and at any time in the future, are hereby designated as assistant City Attorneys and are hereby authorized to represent and provide legal services to the City Linder the supervision of the City Attorney subject, ultimately, to the discretion and direction of the City Manager and City Council. SECTION 5. Agreement. The engagement agreement between Hyde Kelley LLP and the City of Cibolo, Texas is approved by the City Council. SECTION 6. Execution. The City Manager is authorized and directed to execute the engagement agreement between Hyde Kelley LLP and the City of Cibolo, Texas. SECTION 7. Cumulative Clause. This Resolution shall be and is hereby cumulative of all other resolutions of the city and this Resolution shall not operate to repeal or affect any such other resolutions except insofar as the provisions thereof might be inconsistent or in conflict with the provisions of this Resolution, in which event such conflicting provisions, if any, in such other resolution or resolutions are hereby repealed. SECTION 8. Severability. If any section, subsection, sentence, clause, or phrase of this Resolution shall for any reason be held to be invalid, such decision shall not affect the validity of the remaining portions of this resolution. SECTION 9. Effective Date. This Resolution shall become effective and be in full force and effect from and after the date of passage and adoption by the city, and the engagement agreement shall be binding on the City of Cibolo, Texas. APPROVED AND ADOPTED THIS 9"' DAY OF JANUARY 2024. ATTEST: Peggy Cimics, TRMC City Secretary EXHIBIT "B" PAYMENT SCHEDULE, TERMS, AND CONDITIONS City shall pay Law Firm $427,500 per year as payment of the Annual Flat (or "Fixed") Fee for the obligations and services it performs pursuant to this Contact. Payment shall be received by Law Firm in four quarterly installments, as follows: Installment 1, in the amount of $113,750 in professional legal services fees and $3,412.50 in administrative fees, totaling $117,162.50 is due, in -hand, on Friday, January 12'—^, 2024. Installment 2, in the amount of $113,750 in professional legal services fees and $3,412.50 in administrative fees, totaling $117,162.50 is due, in -hand, on Friday, March 29`h 2024. Installment 3, in the amount of $100,000 in professional legal services fees and $3,000 in administrative fees, totaling $103,000, is due, in - hand, on Friday, June 28«; 2024. Installment 4, in the amount of $100,000 in professional legal services fees and $3,000 in administrative fees, totaling $103,000, is due, in - hand, on Friday, October4<", 2024. The corresponding reasonable integrated single rate for permit review reimbursement to the City should be set at a blended OneRate'm of $275 per hour, which is the amount provided for the city's use in processing legal review fees in land use related permitting. The amount of time devoted to each review will be provided upon each review completion. The City will reimburse the Law Firm for only the actual amount of any payments made to third parties by the Law Firm on the City's behalf with no handling fees. The Law Firm must submit quarterly Reimbursement Invoices to the City which include the amount of any payment(s) advanced by Lawfirm for the benefit of City, accompanied by an explanation of the reason(s) for that advanced payment. The law firm will provide any receipts related to such expenses within a reasonable time upon request. The City will pay the applicable installment as provided herein without the necessity of an invoice, as a contractual obligation. City shall pay any requested reimbursements promptly, but in any event within 30 days of receipt of a Reimbursement Invoice, in accordance with the Texas Prompt Payment statutes. A description of the type of expenses typically incurred for city are listed below. In the event of early termination of this Contract, payments under this paragraph shall cease, provided, however, that Law Firm shall be entitled to payments for all professional legal services fees and administrative fees paid in that quarter, any advanced expenses incurred on behalf of City, and any work performed in transitioning City to new legal counsel. This provision will survive the termination of this Contract. Examples of Payments Advanced on Client's Behalf, Subject to Reimbursements City will reimburse Law Firm when it advances funds to pay for expenses on behalf of City when the expense is necessary due to the legal needs of the City. Some cases or matters require extensive use of outside technology or copy facilities, and other cases may not be so technology or paper intensive. Standard service handled within the firm are not charged. The billing structure is as follows: Items Attributable to Administrative Expense Fees Excluded. The 3% administrative expense fee added to each quarterly fee total covers all routine expenses (i.e.in-office copies and printing, first-class mailings, telephone, facsimile, local mileage, mileage to and from the City for routine business, software and legal research service costs, etc.). All non -routine out-of-pocket expenses (i.e. out -of -office copying charges, travel expenses incurred for travel other than that to and from City Hall, messenger expenses, court filing costs and other court costs, any expert fees and expenses and the like) incurred by us in connection with our representation of you will be either set up to be paid directly by you or billed to you as a reimbursement as a separate item on your Reimbursement Invoice at actual cost, with no handling or mark-up fee. Third -Party Delivery Services — Reimbursable. Outside delivery services are used for pickup and delivery of documents to the client as well as to courts, agencies, and opposing parties. Outside delivery fees are charged to the client at the rate charged to the firm. Overnight delivery services are also charged at the rate charged to the firm. Larne Volume Mailing—Thrid-Party mail services— Reimbursable. Our postal equipment calculates exact U.S. postage for all sizes and weights of posted material. The rate charged for postage is the same as the amount affixed to the material that is mailed. We will not charge clients for postage on routine correspondence; however, the cost of large -volume mail, or other additional mail services will be charged to the client. Large Volume or Oversized Copies and Prints — Reimbursable. If savings can be realized within the required time frame by sending copy jobs to subcontractors, the firm uses only qualified legal services copiers and the cost charged to the client is the actual cost. City Business Travel. Reasonable expenses, such as hotel, meals, local transportation, and similar expenses, if incurred on City approved travel (i.e. travel to attend Sth Circuit Argument on a City matter in New Orleans, La.) are reimbursable, at actual cost. Documentation is available for any expenses submitted for reimbursement. Other Expenses. Expenses incurred with other third parties in connection with the client's legal services will be paid by the client directly to the outside provider unless specifically arranged in advance. If the firm agrees to pay outside providers, the cost charged to the client is the same as the amount billed to the firm. Examples of such charges include non -legal subconsultants such as independent investigator fees, IT or data analyst fees, court reporter fees, filing fees, newspaper charges for publication notices, expert witness fees, consultants, and other similar expenses.