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LEGAL SERVICES AGREEMENT WITH <br />GOLDFARB &LIPMAN LLP <br />This Agreement is made and entered into on this 2nd day of December,2025,by and between <br />Goldfarb &Lipman LLP ("Attorneys"),and the City of Santa Ana,a charter city and municipal <br />corporation duly organized and existing under the constitution and laws of the State of California <br />("City"). <br />RECITALS <br />A.The City of Santa Ana and the City Attorney desires to employ Attorneys to assist the in- <br />house attorneys for the City ("City Attorney")in the provision of legal services to the City. <br />B.Attorneys represent that they are licensed to practice law in the State of California,have <br />special experience and knowledge in the field of municipal advisory and litigation, <br />specifically litigation regarding housing,affordable housing,land use,fair housing,rent <br />stabilization,administrative procedures,real property,and real estate development. <br />NOW THEREFORE,in consideration of the mutual and respective promises,and subject to the <br />terms and conditions hereinafter set forth,the parties agree as follows: <br />1.RETENTION OF ATTORNEYS On an as-needed basis,and at the sole discretion of the <br />City,City hereby agrees to and does retain Attorneys,for the compensation hereinafter specified,to <br />assist the City Attorney with municipal advisory and litigation,specifically litigation regarding <br />housing,affordable housing,land use,fair housing,rent stabilization,administrative procedures,real <br />property and real estate development.Attorneys accept said retention and agree to perform,in a <br />timely and efficient manner,all such services as may be requested by the City Attorney.Attorneys <br />shall confirm their acceptance of work requested by City in writing by e-mail or letter. <br />2.COMPENSATION FOR SERVICES RENDERED <br />a.City agrees to compensate Attorneys,and Attorneys agree to accept from City,as and <br />for payment in full for all services for the foregoing services,Partners will be billed at the hourly rate <br />of $370.00 -$385.00 for Partner;$265.00 -$365.00 for Associates;$250.00 for Senior Law Clerk, <br />$220.00 for Law Clerk,$220.00 for Project Coordinator.Time will be billed in 1/10th of an hour <br />increments. <br />b.The total sum to be expended under this Agreement for attorney's fees and out of <br />pocket expenses,during the initial tenn of this Agreement shall not exceed four hundred thousand <br />dollars ($400,000).Parties agree that any remaining budget available from the initial term shall be <br />made available for any optioned extension period.If needed,any increase in the overall <br />compensation amount listed here,shall be subject to approval by the City Council of the City of Santa <br />Ana. <br />c.City agrees to pay for outstanding invoices since October 1,2025.This amount is <br />included and does not increase the not-to-exceed amount of $400,000.