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Home My WebLink About5035 Contract Number: 5035 Vendor. BROUGHTON LAW GROUP, INC_, PS Subject: Legal Services Department: Legal File Class: LEG 12 -1 Begin Date: 6/17/2011 End Date: 6/30/2012 Review Date: 5/1/2012 Vault Date: Comments: Ken Bagwell, 1st Amendment Term to 6/30/12 & Reduced Fee FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (Broughton Law Group, Inc. PS) The City of Bremerton ( "City ") and Broughton Law Group, Inc PS ( "Retained Counsel "), referred to collectively as the "Parties," enter into this First Amendment to Professional Agreement ( "Agreement ") WHEREAS, on June 15, 2011 the City Council authorized the City Attorney to enter into a Professional Services Agreement with Retained Counsel with a term beginning July 1, 2011 and terminating December 31, 2011, unless otherwise extended The Agreement provides that the term may be extended for an additional term not to exceed six (6) months, NOW THEREFORE, The parties agree to extend the term of the Agreement as follows I. Section II of the Agreement "entitled "Term" is amended as follows The term of this Agreement is extended for an additional six (6) month term expiring on June 30, 2012 II. Section III of the Agreement entitled "Compensation" is amended as follows The fixed fee monthly retainer for all legal services provided pursuant to the Agreement is reduced from Six Thousand Two Hundred Fifty Dollars and No Cents ($6,250 00) per month to Four Thousand Dollars and No Cents ($4,000 00) per month III. All other terms and conditions of the Agreement shall remain in full force and effect CITY OF BREMERTON BROU LAW GROUP, INC PS B B enne W Bagwell Its City Attor ey Date Z Date 12- 2i R \Legal \Legal \Contracts \LEGAL\2011 Broughton law Group - First Amendment doc 1 Contract Number: Vendor: Sub�ect: Department: File Class: Begin Date: End Date: Review Date: Vault Date: 5035 BROUGHTON I,AW GROUP, INC., PS Legal Services Legal LEG 12-1 6/17/2011 I2/31/2011 11/1/2011 Comments: Ken Bagwell PROFESSIONAL SERVICES AGREEMENT The City of Bremerton ("City") and Broughton Law Group, Inc PS ("Retamed Counsel"), referred to collectively as the "Parties," enter into the following Agreement for professional services I. Scope: A. Retamed Counsel will represent the City of Bremerton on an as needed basis m matters related to mumcipal government services as directed by the City Attorney Retamed Counsel's pnmary role is work on general mumcipal and transactional work as well as providing support for prosecution City shall provide the use of City facilities and personnel for admimstrative support for City related representahon It is understood that Kenneth W Bagwell will be the assigned attorney from Broughton Law Group, Inc PS who will be performing the duties of retamed counsel pursuant to this Agreement B. It is acknowledged by the Parties that the services contemplated herem are based on Retained Counsel providmg services equivalent to 50% of a full time employee, however, it is further acknowledged that such is only a benchmark and that Retamed counsel may m fact provide less or more services based on the need It is further acknowledged that any sigmficant deviahon from this benchmark may warrant a renegotiation of terms to the mutual satisfaction of both Parties II. Term: Tlus Agreement commences on July 1, 2011, and termmates on December 31, 2011 unless tertmnated earlier as provided herein This agreement may be extended for an addihonal term not to exceed six (6) months wrth the same terms and conditions III. Compensation: In consideration of the services provided pursuant to this Agreement, the City shall pay Retamed Counsel a fixed retamer for all legal services provided m a total amount not to exceed Six Thousand Two Hundred Fifty Dollaxs and No Cents ($6,250 00) per month on or before the fifteenth of each month City shall pay reasonable costs and expenses related to services rendered by Retamed Counsel under tlus Agreement mcludmg but not limrted to copy fees, postage, phone expenses, court reporter fees, witness fees and mileage for out of county travel Payment will be made within tlurty (30) days of billing IV. Insurance and Hold Harmless: Reta.ined Counsel shall provide Certificates of Insurance to the Crty's Risk Manager venfymg the followmg coverage a professional liability policy ("E&O") providing coverage of One Million Dollars ($1,000,000) for errors and omissions committed by Retained Counsel while performing its obligahons under this Agreement The policy shall remam m full force and effect, and provide coverage for the full term of this Agreement Insurer shall provide the Risk Manager with thirty (30) days' wntten notice of any cancellation or change of coverage of the pohcy Retained Counsel shall be solely responsible for the acts and failures to act of its personnel, which anse m any way out of performance of this Agreement Retamed Counsel agrees to defend, indemmfy, and hold harmless the City and its officials and employees from and agamst all hability, loss, damages, and expenses, mcludmg costs and 1 V. VI. VII. attorneys' fees, resultmg from actions, claims, and lawsurts arismg or alleged to have arisen, m whole or m part, out of or m consequence of the acts or failures to act of Retamed Counsel, rts employees, its subcontractors, its agents, or its assigns in the performance of this Agreement The City and Retained Counsel have specifically negotiated Retamed Counsel's warver of rts immuruty under Trtle 51 RCW, which is hereby waived for purposes of Retamed Counsel's mdemrufication and hold harmless of the City, includmg the duty to defend This provision shall be mapplicable to the extent such action, claim, or lawsuit is Judicially found to arise solely from the acts or failures to act of the City Termination: The Parties agree that this Agreement will continue in full force and effect until termmated Erther party may termmate this Agreement at any hme, wrth or wrthout cause upon 30 days written nohce to the other party General Conditions: A. Reports and Information: When requested by the City Attorney or a Bremerton Assistant Attorney, Retamed Counsel shall furrush penodic reports and documents on matters covered by tlus Agreement The reports and documents shall be furmshed m the time and form requested B. Entire Agreement: Tlus Agreement conshtutes the entire agreement between the Parties, and the Parties acknowledge that there are no other agreements, wntten or oral, that have not been set forth m the text of this Agreement C. Severability: Should any part of this Agreement be found void, the balance of the Agreement shall remam m full force and effect D. Modification: This Agreement may only be modified by wntten mstrument signed by both Parhes E. Notices: Notices shall be m writmg and delivered to the followmg addresses CITY Roger A Lubovich, Crty Attorney Crty of Bremerton 345 Sixth Street, Surte 600 Bremerton, WA 98337 RETAINED COUNSEL Kenneth W Bagwell Broughton Law Group, Inc PS 9057 Waslungton Avenue NW Silverdale, WA 98383 F. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision Waiver of any nght or power axismg out of this Agreement shall not be deemed a waiver of any other nght or power G. Compliance with Laws: Retained Counsel shall comply wrth all applicable Federal, State and local laws in performmg its obligations under this Agreement H. Choice of Law and Venue: This Agreement shall be mterpreted accordmg to the laws of the State of Waslungton Any �udicial action to resolve disputes ansmg out of this Agreement shall be brought m Kitsap County Supenor Court I. Attorneys' Fees: In the event of lingahon to enforce any of the terms or provisions herem, each party shall pay all its own costs and attorneys' fees Nondiscrimination: Retamed Counsel shall not discnminate in employment or services to the pubhc on the basis of race, color, national ongm, sex, rehgion, age, mantal status, � or disability, except for employrnent achons based on bona fide occupational qualification CITY OF BREMERTON � �_ ��_ �— : !'•�- �� Its City Attor ey Date APPRO AS TO FORM Roge A Lubovich, City Attorney BROUGHTON LAW GROUP, INC PS B enneth Bagwell Date � �a �� R\Legal\Legal\Contracts\LEGAL�2010 Kenneth W Bagwell doc 3 RECENED FOR FILING Carol Etgen, Crty Clerk