HomeMy WebLinkAbout2022 CON Schor Vogelzang & Chung LLP - Legal Services Workplace Investigation IssuesAGREEMENT FOR LEGAL SERVICES
BY AND BETWEEN
THE CITY OF NATIONAL CITY
AND
SCHOR VOGELZANG & CHUNG LLP
THIS AGREEMENT FOR LEGAL SERVICES (the "Agreement") is made as of the 25th
day of April, 2022 between THE CITY OF NATIONAL CITY (the "CITY"), a municipal
corporation, and SCHOR VOGELZANG & C UNG LLP, a limited liability partnership (the
"FIRM"). This Agreement sets forth the parties' mutual understanding concerning legal services
to be provided by the FIRM and the feearrangement for said services.
Article 1# Retainer. The CITY hereby retains the FIRM to assist in representing the
CITY in connection with workplace investigation issues, subject to this Agreement.
Article 2. Effective Date and Terre. This Agreement shall be effective on April 25,
2022 and continue until written notice of cancellation. This Agreement may be terminated at any
time by either party with sixty days' written notice to the other. Notice of termination by the
FIRM shall be given to the City Attorney.
Article 3. Scope of Services. The CITY shall have the right, in its sole discretion, to
determine the particular services to be performed by the FIRM under this Agreement. These
services may include the following: consultation with the City Attorney, Risk Management, and
the Human Resources Department on matters related to the workplace investigation contemplated
by this Agreement as per the Engagement Letter attached as Exhibit A; advice and counsel to the
City Council; and communications with City staff; all of which are cumulatively and individually
referred to as "LEGAL SERVICES." It is expected that the FIRM will work with the City Attorney
and CITY staff.
Article 4. compensation. Compensation paid under this Agreement shall be as set
forth in the Engagement Letter attached as Exhibit A.
A. The FIRM shall not use more than one attorney for the same specific task
without the CITY' S approval. The FIRM may use the minimum number of attorneys for this
engagement consistent with good professional practice after consulting with and obtaining
approval by the CITY.
B. The FIRM agrees to document a plan and budget consistent with the scope
of services described above in Article 3 to be agreed to by the City Attorney and the FIRM. The
CITY shall not be obligated to pay the FIRM amounts not discussed, budgeted, and agreed to
before being incurred by the FIRM.
C. The CITY has appropriated or otherwise duly authorized the payment of an
amount not to exceed $25,000.00 for LEGAL SERVICES and out-of-pocket disbursements
pursuant to this Agreement. In no event shall the total fees plus out-of-pocket disbursements
exceed this amount without written authorization of the CITY.
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D. The FIRM shall keep the CITY advised monthly as to the level of attorney
hours and client services performed under Article 1. The FIRM will+not charge the CITY for travel
time; however, the FIRM may charge for work performed for the CITY during any travel time.
The CITY and FIRM agree that witness interviews and meetings will be conducted virtually where
practicable to reduce the need for travel or in -person meetings.
E. The CITY further agrees to reimburse the FIRM, in accordance with the
procedures set forth in this Article, for telephone, fax, mail, messengers, federal express deliveries,
document reproduction, client -requested clerical overtime, lodging, and similar out-of-pocket
expenses charged by the FIRM as a standard practice to its clients generally, with the exception of
travel and meals. In any billing for disbursements, the FIRM shall provide the CITY with a
statement breaking down the amounts by category of expense. The following items shall not be
reimbursed, unless the CITY has specifically agreed otherwise:
(1) Word Processing, clerical or secretarial charges, whether expressed
as a dollar disbursement or time charge.
(2) Storage of open or closed files, rent, electricity, local telephone,
postage, receipts or transmission of telecopier documents, or any other items traditionally
associated with overhead.
(3) Photocopy charges in excess of .1 (fifteen cents) per page.
(4) Auto mileage rates in excess of the rate approved by the Internal
Revenue Service for income tax purposes.
(5) Secretarial overtime. Where case requirements demand overtime,
the CITY will consider reimbursement on a case -by -case basis. The CITY will not reimburse
overtime incurred for the convenience of the FIRM'S failure to meet deadlines known in advance.
(6) books, periodicals, research materials, Westlaw Lexis
or like items.
(7) Express charges, overnight mail charges, messenger services or the
like, without the CITY' S prior consent. The CITY expects these expenses to be incurred in
emergency situations only. Where case necessity requires the use of these services, the CITY will
consider reimbursement on a case -by -case basis.
(8) Travel and meals.
(9) Late payment charge or interest. Due to the nature of the CITY' S
payment process, the CITY will not pay any late charges or interest charges to bills. Every effort
will be made to pay bills promptly.
F. Bills from the FIRM should be submitted to City Attorney, 1243 National
City Boulevard, National City, CA 91950-4301. The individual time and disbursement records
customarily maintained by the FIRM for billing evaluation and review purposes shall be made
available to the CITY in support of bills rendered by the FIRM.
G. The FIRM agrees to forward to the CITY a statement of account for each
one -month period of services under this Agreement, and the CITY agrees to compensate the FIRM
on this basis. The FIRM will consult monthly with the CITY as to the number of attorney hours
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and client disbursements which have been incurred to date under this Agreement, and as to future
expected levels of hours and disbursements.
H. Billing Format. Each billing entry must be complete, discrete and
appropriate.
(1) Complete.
(a) Each entry must name the person or persons involved. For
instance, telephone calls must include the names of all participants.
(b) The date the work was performed must be included.
(c) The hours should be billed in .10 hour increments.
(d) The specific task performed should be described, and the
related work product should be reference ("telephone call re: trial brief," `interview in preparation
for deposition").
(e) The biller's professional capacity (partner, associate,
paralegal, etc.) should be included.
(2) Discrete: Each task must be set out as a discrete billing entry;
neither narrative nor block billing is acceptable.
(3) Appropriate.
(a) The CITY does not pay for clerical support, administrative
costs, overhead costs, outside expenses or excessive expenses. For example, the CITY will not
pay for secretarial time, word processing time, air conditioning, rental of equipment, including
computers, meals served at meetings, postage, online research, or the overhead costs ofsending or
receiving faxes. Neither will the CITY pay for outside expenses such as messenger delivery fees,
outside photocopying, videotaping of depositions, outside computer litigation support services, or
overnight mail.
•(b) Due to the nature of the CITY'S payment process, the CITY
will not pay any late charges. Every effort will be made to pay bills promptly.
I. Staffing. Every legal matter should have a primarily responsible attorney
and a paralegal assigned. Ultimately, staffing is a CITY decision, and the CITY' S representative
may review staffing to insure that it is optimal to achieve the goals of the engagement at the least
cost.
(1) Paralegals are to be used to the maximum extent possible to enhance
efficiency and cost-effectiveness. All tasks typically considered associate work should be
considered for assignment to a paralegal. Written authorization from the CITY must be had before
associate hours billed exceed paralegal hours billed.
(2) Once an attorney is given primary responsibility for an engagement,
that person should continue on the legal matter until the matter is concluded or the attorney leaves
the FIRM. The CITY will not pay the costs of bringing a new attorney up to speed.
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(3) If more than one attorney is going to perform the same task, prior
approval from the CITY must be had. This includes document review.
Article 5. Independent Contractor. The FIRM shall perform services as an
independent contractor. It is understood that this contract is for unique professional services.
Accordingly, the duties specified in this Agreement may not be assigned or delegated by the FIRM
without prior written consent of the CITY. Retention of the FIRM is based on the particular
professional expertise of the individuals rendering the services required in the Scope of Services.
Article 6. Confidentiality of Work. All work performed by the FIRM including but
not limited to all drafts, data, correspondence, proposals, reports, and estimates compiled or
composed by the FIRM pursuant to this Agreement is for the sole use of the CITY. All such work
product shall be confidential and not released to any third party without the prior written consent
of the CITY.
Article 7. compliance with_Controlling I aw. The .FIRM shall comply with all
applicable laws, ordinances, regulations, and policies of the federal, state, and local governments
as they pertain to this Agreement. In addition, the FIRM shall comply immediately with any and
all directives issued by the CITY or its authorized representatives under authority of any laws
statutes, ordinances, rules, or regulations. The laws of the State of California shall govern and
control the terms and conditions of this Agreement.
Article 8. Acceptability of Work. The CITY shall decide any and all questions which
may arise as to the quality or acceptability of the services performed and the manner of
performance, the acceptable completion of this Agreement and the amount of compensation due.
If the FIRM and the CITY cannot agree to the quality or acceptability of the work, the manner of
performance, or the compensation payable to the FIRM in this Agreement, the CITY or the FIRM
shall give to the other written notice. Within ten (10) business days, the FIRM and the CITY shall
each prepare a report which supports their position and file the same with the other party. The
CITY shall, with reasonable diligence, determine the quality or acceptability of the work, the
manner of performance or the compensation payable to the FIRM.
Article 9. Indemnification. The FIRM agrees to indemnify, defend, and hold the
CITY and its agents, officers, employees, and volunteers harmless from and against all claims
asserted or liability established for damages or injuries to any person or property, including injury
to the FIRM' S employees, agents,, or officers, which arise from or are connected with or caused or
claimed to be caused by the acts or omissions of the FIRM and its agents, officers, or employees
in performing the work or other obligations under this Agreement. the FIRM shall reimburse the
CITY for all costs, attorneys' fees, expenses and liabilities incurred with respect to any litigation
in which the FIRM is obligated to indemnify, defend and hold harmless the City under this
Agreement; provided, however, that this indemnification and holci harmless shall not include any
claims or liability arising from the established sole negligence or willful misconduct of the CITY,
its agents, officers, employees, or volunteers. For professional services, this Indemnity applies
only in the event of professional negligence by the FIRM and does not apply to the underlying
claims that are the subject of the representation.
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Article 10. Conflicts. The FIRM is not aware of any potential conflicts of interest in
representing the CITY with regard to the subject of the representation. Nonetheless, The CITY
understands and acknowledges that while LAW FIRM represents the CITY, the FIRM may be
asked to represent another client in connection with matters, unrelated to the subject of this
representation, adverse to or involving the CITY's interests. Because of the size and scope of the
FIRM's legal practice, it is possible that lawyers in one or more of the FIRM's offices or practice
groups, (including the FIRM's extensive public law practice), may now or in the future represent
parties in matters, unrelated to the subject of the representation, in which their interests may be
adverse to those of the CITY or its affiliates, or that have contractual or other dealings with the
CITY. By executing this Agreement, the CITY acknowledges that should any situation arise where
the FIRM in the future represents other clients who directly, or through an affiliate, may be adverse
to the CITY or its affiliates, such situations will be addressed by the CITY and the FIRM on a
case -by -case basis.
Article 11. Insurance. The FIRM, at its sole cost and expense, shall purchase and
maintain throughout the term of this Agreement, the following insurance policies:
A. Professional Liability Insurance (errors and omissions) with minimum
limits of $1,000,000 per claim.
B. Automobile Insurance covering all bodily injury and property damage
incurred during the performance of this Agreement, with a minimum coverage of $1,000,000
combined single limit per accident. Such automobile insurance shall include owned, non -owned,
and hired vehicles. The policy shall name the CITY and its officers, agents, employees, and
volunteers as additional insureds, and a separate additional insured endorsement shall be provided.
C. Commercial General Liability Insurance, with minimum limits of either
$2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and
$2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property
damage arising out of its operations, work, or performance under this Agreement. The policy shall
name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a
separate additional insured endorsement shall be provided. The general aggregate limit must apply
solely to the "location". The "location" should be noted with specificity on an endorsement that
shall be incorporated into the policy.
D. Workers' Compensation Insurance in an amount sufficient to meet
statutory requirements covering all of FIRM' S employees and employers' liability insurance with
limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed with a waiver
of subrogation in favor of the CITY. Said endorsement shall be provided prior to commencement
of work under this Agreement.
E. The aforesaid policies shall constitute primary insurance as to the CITY, its
officers, officials, employees, and volunteers, so that any other policies held by the CITY shall not
contribute to any loss under said insurance. Said policies shall provide for thirty 0 days prior
written notice to the CITY's Risk Manager, at the address listed in subsection G below, of
cancellation or material change.
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F. If required insurance coverage is provided on a "claims made" rather than
"occurrence" form, the FIRM shall maintain such insurance coverage for three years after
expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must
be on or before the date of this Agreement.
shall be:
G. The Certificate Holder for all policies of insurance required by this Section
City of National City
do Risk Manager
1243 National City Boulevard
National City, CA 91950-4397
H. Insurance shall be written with only insurers authorized to conduct business
in California that hold a current policy holder's alphabetic and financial size category rating of not
less`than A:VII according to the current Best's Key Rating Guide, or a company of equal financial
stability that is approved by the CITY' S Risk Manager. In the event coverage is provided by non -
admitted "surplus lines" carriers, they must be included on the most recent List of Approved
Surplus Line Insurers ("LASLI") and otherwise meet rating requirements.
I. This Agreement shall not take effect until certificate(s) or other sufficient
proof that these insurance provisions have been complied with, are filed with and approved by the
CITY'S Risk Manager. If the FIRM does not keep all insurance policies required by this Article
10 in full force and effect at all times during the term of this Agreement, the CITY may treat the
failure to maintain the requisite insurance as a breach of this Agreement and terminate the
Agreement as provided herein.
J. All deductibles and self -insured retentions in excess of $10,000 must be
disclosed to and approved by the CITY. CITY reserves the right to modify the insurance
requirements of this Article 10, including limits, based on the nature of the risk, prior experience,
insurer, coverage, or other special circumstances.
K. If the FIRM maintains broader coverage or higher limits (or both) than the
minimum limits shown above, the CITY shall be entitled to the broader coverage or higher limits
(or both) maintained by the FIRM. Any available insurance proceeds in excess of the specified
minimum limits of insurance and coverage shall be available to the CITY.
Article 12. Drug Free Work Place. The FIRM agrees to comply with the CITY' S
Drug -Free Workplace requirements. Every person awarded a contract by the CITY for the
provision of services shall certify to the CITY that it will provide a drug -free workplace. Any
subcontract entered into by the FIRM pursuant to this Agreement shall contain this provision.
Article 13. Non -Discrimination Provisions. The FIRM shall not discriminate against
any subcontractor, vendor, employee or applicant for employment because of age, race, color,
ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or
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medical condition. The FIRM will take positive action to insure that applicants are employed
without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status,
national origin, physical handicap, or medical condition. Such action shall include but not be
limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment
advertising, layoff or termination, rates of pay or other forms of compensation, and selection for
training, including apprenticeship. The FIRM agrees to post in conspicuous places available to
employees and applicants for employment any notices provided by the CITY setting forth the
provisions of this non-discrimination clause.
Article 14. Notiiic ion of Change in Form. The FIRM has the right to effect changes
in form including but not limited to: the change in form from a partnership to a professional law
corporation; the change in form of any partner or partners from an individual or individuals to a
professional law corporation; the change in form of any corporate partner or partners to any
individual partners. The CITY shall be promptly notified in writing of any change in form.
Article 15. Notices. In all cases where written notice is to be given under this
Agreement, service shall be deemed sufficient if said notice is deposited in the United States mail,
postage paid. When so given, such notice shall be effective from the date of mailing of the notice.
Unless otherwise provided by notice in writing from the respective parties, notice to the Agency
shall be addressed to:
City Attorney
City of National City
1243 National City Boulevard
National City, CA 91950-4397
cc: Executive Assistant to the City Attorney
City of National City
1 243 National City Boulevard
National City, CA 91950-4397
and to: cbellgoationalcityca.gov
leahm@nationalcityca.gov
Notice to the FIRM shall be addressed to:
Julie A. 'ogelang
Kim L. Carter
SCHOR VOGELZANG & CHUNG LLP
2170 Fourth Avenue
San Diego, CA 92101
and to: Julie@svclegal.cor
Kim@svclegal.com
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Nothing contained in this Agreement shall preclude or render inoperative service
or such notice in the manner provided by law.
Article 17. Administrative Provisions.
A. Time of Essence. Time is of the essence for each provision of this
Agreement.
B. Counterparts. This Agreement may be executed in multiple counterparts,
each of which shall be deemed an original, but all of which, together, shall constitute but one and
the same instrument.
C. Headings. Any captions to, or headings of, the sections or subsections of
this Agreement are solely for the convenience of the parties hereto, are not a part of this
Agreement, and shall not be used for the interpretation or determination of the validity of this
Agreement or any provision hereof.
D. California Law. This Agreement shall be construed and interpreted in
accordance with the laws of the State of California. The venue for any legal action arising under
this Agreement shall be in either state or federal court in the County of San Diego, State of
California.
E. Integrated Agreement. This Agreement including attachments and exhibits
contains all of the agreements of the parties and all prior negotiations and agreements are merged
in this Agreement. This Agreement cannot be amended or modified except by written agreement,
and mutually agreed upon by the CITY and the FIRM.
F. Severability. The unenforceability, invalidity, or illegality of any provision
of this Agreement shall not render the other provisions unenforceable, invalid, or illegal.
G. Waiver. The failure of the CITY to enforce a particular condition or
provision of this Agreement shall not constitute a waiver of that condition or provision or its
enforceability.
H. Conflict of Interest. During the term of this Agreement, the FIRM shall not
perform services of any kind for any person or entity whose interests conflict in any way with
those of the CITY. This prohibition shall not preclude the CITY from expressly agreeing to a
waiver of a potential conflict of interest under certain circumstances.
I. No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery ofthis Agreement shall not be deemed to confer any rights upon,
or obligate any of the parties hereto, to any person or entity other than the parties hereto.
J. Exhibits and Schedules. The Exhibits and Schedules attached hereto are
hereby incorporated herein by this reference for all purposes. To the extent any exhibits, schedules,
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or provisions thereof conflict or are inconsistent with the terms and conditions contained in this
Agreement, the terms and conditions of this Agreement shall control.
K. Construction. . The parties acknowledge and agree that (i) each party is of
equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and
negotiation of this Agreement, and (iii) any rule or construction to the effect that ambiguities are
to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or
any portions hereof, or any amendments hereto.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the
date and year first above written.
CITY OF NATIONAL TY
Brad
y Manager
APPROVED AS TO FORM:
By:
Charles E. Bell Jr.
City Attorney
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SCHOR VOGELZANG & CHUNG LLP
'(Corporation signatures of two corporate officers required)
(Partnership or Sole proprietorship - one signature)
By:
Julie A. Vogelzang, Partner
Kim L. Carter, Associate
City of National City and
Sam. 'Vogelzang & Chung LLP
EXHIBIT A
SCHOR VOGELZANG & CHUNG LLP
April 14, 2022
VIA EMAIL ONLY
cbel iAnationalcityca.gov
Charles E. Bell, Jr., City Attorney
City Attorney's Office
City ofNational City
1243 National City Blvd
National City, CA 91950
RE: Engagement of Schor Vogelzang & Chung LLP
Dear Mr. Bell:
Kim L. Carter, Esq.
Counsel
Direct: 1 906-2400
Ki ngi 1. om
We are honored that you have chosen Schor Vogelzang & Chung LLP (the "Firm") as a neutral third party to
conduct an investigation on behalf of the City of National City (the "City") and are pleased to take this
opportunity to present the terms and conditions of our engagement. These terms and conditions will govern
our engagement, as described below. To the extent that opportunities present themselves for subsequent
engagements, we will confirm those engagements and the parameters of that representation in future
correspondence.
Scope of n a em n . We understand that the City is engaging Schor Vogelzang & Chung LLP to conduct
an objective and impartial factual independent investigation regarding allegations of sexual misconduct made
by Denise Voyles, a constituent against Captain Ernest Diaz of the National City Fire Department. Schor
Vogelzang & Chung LLP has not been retained to provide, nor will it provide any tax or legal advice,
including IRS and state tax compliance and reporting requirements. Payment to the Firm for the services
rendered in accord with this Agreement is not dependent upon the Firm's findings, nor is it dependent on the
outcome of any legal action, mediation, arbitration, or the amount or terms of any settlement of the
underlying claims.
The work undertaken by the Firm in connection with this matter is part of the City's work -product. The Firm
shall not disclose any confidential or privileged information to any third party; provided, however, that the
Firm may disclose confidential or privileged information (a) to the Firm's employees, affiliates, vendors or
agents who provide services in connection with this engagement, (b) with the City's written consent, or (c)
when legally required to do so provided that we give you notice of the legal obligation to do so with an
opportunity to object to disclosure. Both parties agree that confidential and proprietary information will not
be construed to include information that is available from public sources or sources not subject to obligations
of confidentiality to the City.
Attached to this letter, as Addendum A is a Statement of Work ("SOW") with an estimate for the proposed
investigation services for the investigation, as proposed.
21 0 Fourth Avenue San Diego, CA 92101
Telephone: (619) 90 -240o Facsimile: 0510 90 -2 of
Billing Policies and Procedures. By signing this letter, you acknowledge that the City has agreed to pay the
reasonable value of our set -vices and all other charges billed by us in connection with our engagement and
acknowledge that no promises or guarantees about the total amount of attorneys' fees or costs that may be
incurred under this Agreement or in connection with any other matter. My hourly rate for this engagement is
$335 per hour, Renee Schor's rate is $450 per hour and our paralegal rate is $175 per hour. The time
dedicated to this engagement will be recorded and reflected in invoices that will be broken down into
increments of 1 1 th of an hour. Hourly rates are adjusted periodically, and I will apprise you of any such
changes when implemented. We do bill for time spent on telephone calls, legal research and analysis, travel
time in excess of 15 minutes in it r direction, and intraoffice conferences that are required in order to
direct and supervise office personnel who are working on your matters. Kim Carter will be the lead attorney
investigating the claims against Mr. Diaz. Attached as Addendum B to this letter is Ms. Carter's CV.
We also will bill the City for costs advanced on its behalf for filing fees, reasonable travel expenses,
photocopying, telephone calls, facsimiles, mail, computer research services and the like to the extent and at
the rate that we are actually charged for such costs. Bills we receive which are in excess of $250 ordinarily
will be forwarded to the City for direct payment to the service provider. We will furnish you with a complete
statement of all funds received and disbursed upon receipt of a written request.
We may establish a trust account on your behalf. In that case, we will furnish you with a complete statement
of all funds received and disbursed and any charges upon any trust account upon receipt of a written request.
Related Post --Investigation Services. If we are asked or required to prepare for and/or testify, including,
without limitation, at deposition, trial, arbitration or any other proceeding, as a result of services rendered
under this Agreement, if we are asked to or must respond to subpoenas or discovery or otherwise respond or
perform services with respect to any mailer relating to or arising out of the services performed under this
Agreement, the City agrees to pay for all time expended (including preparation time) at the above hourly rate
and to reimburse for reasonable costs and expenses incurred, whether or not the investigation has been
concluded. This includes reasonable costs of independent legal representation, as required and subject to
approval by the City.
It is our practice to bill our clients on a 0-day cycle for all time outstanding and costs advanced as of the
month -end preceding the statement date, and bills are payable on receipt. By signing this letter, you
acknowledge that the City agrees to keep its accounts current at all times, and in the absence of other special
arrangements, the City agrees to remit payment within 30 business days after receipt. Any balance
remaining at the conclusion of a matter (which conclusion may result from our completion of the matter for
which we were retained or the termination of our relationship as outlined in this Agreement) that is not paid
within thirty 0 days of our issuance of the invoice will accrue interest of 10% per month until paid in full.
At the City's request, the Firm will provide an estimate of legal fees at month's end prior to a final invoice
being forwarded. The Firm requests the City forward a written request, either electronically or via U.S. Mail,
each month requesting the estimated legal fees and/or costs anticipated for the corresponding month.
Termination ofAssignment. The City may discharge Schor Vogelzang & Chung LLP at any time by
providing written notice to the Firm. The Firm's representation as outlined in this Agreement will end
effective upon the date of receipt of notice from the City. Unless otherwise agreed in writing, the Firm will
provide no further services and will advance no further costs on the City's behalf after receipt of notice of
termination of services from the City except as is necessary in the Firm's sole discretion to protect the rights
and interests of the City. The City shall pay for the Firm's time and costs required to prepare and close its
files, transmitting same to the City or designated representative and conferring with the City or any newly
designated representative with respect to the matters for which the Firm was engaged pursuant to this
Agreement.
Malpractice. We maintain errors and omissions insurance coverage applicable to our legal services in this
matter.
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client Files. If the City does not request the return of its file, the Firm will retain the file for a period of five
years, after which time the Firm may have the file destroyed. if the City desires to have its file
maintained the five years after the City's matter has been concluded, separate arrangements with the Firm
must be made.
Disclaimer of Guaranty During the course of the Firm's engagement by the City, the Firm may offer
opinions about possible results regarding the subject matter of this Agreement. By signing this Agreement,
the City acknowledges that the Firm cannot guarantee a particular result. Furthermore, the City
acknowledges that the Firm has not made any promises regarding the outcome of the matter that is the
subject of this engagement and that any opinion offered by the Firn at any future date will not constitute a
guaranty.
Social Media. The City agrees it will avoid posting social media posts concerning legal matters that are the
subject of our engagement during pendency of our legal representation and the City will adopt heightened
privacy settings as appropriate to protect legally -sensitive material.
Entire Agreement. This engagement letter is Exhibit A to the Agreement for Legal Services by and bet een
the City of National City and Sc.hor Vogelzang & Chung LLP ``A LS) and together, the ALS and this
Agreement contain the entire agreement of the parties and supersedes any previous oral or written
agreements between the parties. This Agreement may be modified only by a subsequent agreement signed by
all parties.
Should you have any questions or concerns; pleae do not hesitate to contact me. Assuming there are no
questions, please initial, execute and return this document to my attention. We look forward to the
opportunity to grow our relationship, and we thank you for the opportunity to be of service.
Very truly yours,
Schor Vogelzang & Chung LLP
Kim L. Carter
Julie A. Vogelzang
p
The undersigned agrees to retain Schor Vogelzang & Chung LLP pursua it to the terms, conditions, and
limitations set forth in this letter.
THE CITY OF NATIONAL CITY
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ADDENDUM ATo SVC ENGAGEMENT LETTER TO THE CITY OF NATIONAL art (THE "CITY")
Re: Statement of Work — Regarding Workplace Investigation regarding Public Complaint of Firefighter Personnel
The following is a response for Schor Vogelzang & Chung LLP (the "Firm") to provide a Statement of Work ("SOW")
to estimate the proposed scope of work necessary to investigate a complaint about City personnel's conduct by a
constituent.
SCOPE OF THE ENGAGEMENT.
The City has requested an independent, third -party investigation, to address concerns of inappropriate conduct by
City personnel (1 person) on public property or while the individual was engaged in official duties. A complete
investigation would include interviews of the complainant (a constituent), the accused (the City personnel) and any
relevant witnesses. In addition, the investigator will review any documents, policies, procedures, and relevant
statutory laws or negotiated provisions pursuant to a relevant collective bargaining agreement as it pertains to the
allegations raised in the complaint. Upon gathering all relevant evidence, an investigation report will be prepared
with the investigator's findings.
At present, 5 individuals have been identified as persons potentially with information concerning the complaint,
including the complainant (a constituent), the accused (the City personnel), and three other City personnel.
AN ESTIMATE OF THE FIRM'S INVESTIGATION SERVICES
1. Review of the initial complaint, documents, relevant laws, policies, and agreements. (10 hours)
2. Witness Interviews (total of 5). (10 hours)
3. Draft Investigation Report. (10 hours)
Estimated totalhours to complete the investigation is 30 hours.
PROPOSED TIME TO COMPLETE SERVICES
A conservative estimated time to complete the investigation is as follows:
1. Prepare for and conduct witness interviews, subject to the witnesses 'availability 10 days.
2. Review relevant documents, laws, policies, and agreements - 3 days.
3. Draft investigation report — 10 days.
Estimated total days to complete the investigation is 23 days.
KIM L. CARTER
Counsel
Phone: +1 619 906-2400
Fax: +1 619 906 2401
I' im(. V IegaI. orn
SCHOR VOGELZANG & CHUNG LLP
2170 FOURTH AVENUE
SAN DIEGO, CA 92101
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SCHOR VOGELZANGIHIUi
Kim L. Carter practices in the area of employment law and litigation. Ms. Carter represents
California businesses in employment litigation involving claims of race/disability
discrimination, sexual harassment, wage and hour disputes, and other labor and
professional liability litigation issues. Ms. Carter successfully litigates for businesses in
California state and federal courts and pursues prompt action to effectively resolve disputes
at early stages of litigation. She has obtained favorable resolutions of cases for her clients
through various ADR methods and dispositive motions. In addition to litigating in federal and
state courts, Ms. Carter regularly represents California businesses in administrative matters
and hearings before the DLSE, C IAB, DFEH, and other state and federal agencies. Ms.
Carter also conducts and oversees audits, workplace investigations, and employment law
and diversity, equity, and inclusion trainings to ensure her clients are compliant with local,
state, and federal laws.
Areas of Practice
• Employment ent Law; Litigation, Counseling, Training, and Investigation
Education
• Thomas Jefferson School of Law, Juris Doctor, Magna Cum Laude, 2011
• San Diego State University, B.B., Business Administration, 2004
Admissions
• State of California
• U.S. District Court for the Central and Southern Districts of California
Experience
• Schor Vogeizang & Chung LLP, Counsel, 2 2 —present
• Klinedinst PC, Counsel, April 2019-December 2021
• Kim Carter, Esq., San Diego, CA, Attorney at Law, February 2 1 -April 2019
• Carothers DiSante & Freudenberger LLP, Attorney, August 2012-February 2018
Professional Activities
• Thomas Jefferson School of Law, Adjunct — March —December 2021
• San Diego County Bar Association, Member, Committee member
• Earl B. Gilliam Bar Association, Member
• La Raza Bar Association Member
Selected Publications
• ""Black Women's Contributions to American Economy Are Magic" SDCBA San
Diego Lawyer, January 2021,
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• Workplace a Discrimination and Eurocentric Beauty Standards", GPS l ,
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• US Law Women's Connection Spotlight, httr s:/ web.usl w.orcyki mI- rter-.2 2_g-
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Selected Speaking Engagements
• San Diego Consumer Attorneys, Specialty MCLE: Ethics & Bias, January 11, 2022
(presenter).
Honors & Recognition
• Named, Rising Star, Super Lawyers, 2022
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