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A-2020-190 <br />J I RA NQ: NOT REQUIRED <br />FORK A,1AV n <br />`I CiERK OF RCCEED <br />5 nnrr. MAC,11 <br />989170� _ <br />CA XI Old O WN0 <br />Lt. KING & SPAEmxc, <br />May 27, 2020 <br />City Attorney's Office for Santa Ana <br />20 Civic Center (M-29) <br />P.O. Box 1988 <br />Santa Ana, CA 92702 <br />Re: Agreement for Legal Services <br />Dear City Attorney's Office for Santa Ana: <br />King & Spalding LLP <br />633 West Fifth Street <br />Suite 1600 <br />Los Angeles, CA 90071 <br />Tel: +1 213 443 4355 <br />Fax: +1 213 443 4310 <br />w Aslawxom <br />Quyen Ta <br />Partner <br />Direct Dial: +1 408-712-8778 <br />qta@kslaw.com <br />We are pleased that you have asked King & Spalding LLP (the "firm," "us," or "we") to <br />serve as your counsel. This letter will confirm our discussions about this engagement and the basis <br />on which the firm will provide its legal services. If you have questions about these provisions or <br />would like to discuss possible modifications, please call me. If you agree, please return a <br />countersigned copy of this letter. <br />1. Client and Scope of Representation. The firm's client in this matter will be the City <br />of Santa Ana ("you"). The firm will be engaged to represent you in City of Santa Ana v. County <br />of Orange, et al. The firm will prepare and file necessary litigation documents in connection with <br />the case and will pursue the case to its conclusion by judgment, order, or settlement, but not appeal <br />unless we are specifically or separately retained for that work. You may limit or expand the scope <br />of our representation, but the firm must agree to any substantial expansion in advance. <br />2. Term of Engagement. This engagement shall commence on the date of execution <br />by all required signatories and continue for a three-year period, unless terminated earlier pursuant <br />to the provisions set forth immediately below. The term of this engagement may be extended for <br />up to two years upon a writing executed by the City Manager and the City Attorney. You or we <br />may terminate this engagement at any time for any reason by written notice, subject on the firm's <br />part to applicable rules of professional conduct. If the firm terminates the engagement, it will take <br />such steps as are reasonably practicable to protect the interests of the client. If termination requires <br />permission of a court or other tribunal, we will apply for permission and you agree promptly to <br />retain successor counsel if you wish to do so and not to oppose our application to withdraw. <br />Unless previously terminated, the firm's engagement for this matter will terminate when <br />we send you the final invoice for services in this matter. Following termination, nonpublic <br />WORKAMER\36922579.v l <br />