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Home My WebLink AboutBest, Best & KriegerINSURAN ,CE NOT REQUIRED WORK MAY PROCEED CLERK �� OF COUNCIL JUN IntliatiN�lO�U (760)568-2611 AngelesLos LAO t (213) 617--8100 N}/ L!— Manhattan Beach 643-8448 Ontario (909)989-8584 Sonia R. Carvalho (949) 263-2603 sonia.carvalho@bbklaw.com Please return an original A-2018-137 executed agreement to our office (M -30/T11) •I•k Riverside BEST BEST & KMEGER (951) 686-1450 Sacramento ATTORNEYS AT LAW (916)325-4000 San Diego (619)525-1300 18101 Von Karman Avenue, Suite 1000, Irvine, CA 92612 Walnut Creek Phone: (949) 263-2600 1 Fax: (949) 260-0972 1 www.bbklaw.com (925) 977-3300 Washington, DC (202) 785-0600 May 15, 2018 Via U.S. Mail and E -Mail Raul Godinez, II City Manager City of Santa Ana 20 Civic Center Plaza, M-30 Santa Ana, CA 92702 Re: Informed Consent re Representation Concerning Homelessness Issues related to Catholic Worker et al. v. County of Orange, et al. Dear Mr. Godinez: This letter is to confirm our representation of the City of Santa Ana (the "City") and related parties concerning issues raised in Catholic Worker et al. v. County of Orange, et al and related cases pending in the United States District Court, Central District of California (the "Litigation"). Best Best & Krieger LLP (""BB&K") provides City Attorney services to Aliso Viejo, Lake Forest, San Clemente , Stanton, San Juan Capistrano, and Santa Ana. In each case, a BB&K partner is the designated City Attorney for the city, and BB&K lawyers provide representation to each city as needed. . As you are aware, Santa Ana has filed a cross-complaint in the Litigation naming all other Orange County cities as cross-defendants, including the BB&K clients listed above. We understand that our Orange County city clients may soon be named in an additional action filed by the plaintiffs in the original case. BB&K will not be representing any of its clients as counsel of record in the Litigation. However, each of our clients, including Aliso Viejo, Lake Forest, San Clemente, Stanton and San Juan Capistrano, have asked that BB&K continue to provide general advice concerning the issues raised in the Litigation such as homeless issues under federal and state law, and issues related to local police power. Accordingly, we have to inform you about our representation of these other city clients, discuss with you the potential impact of our representation, describe the parameters of our representation of Santa Ana and them, and obtain your informed written consent to these terms of our engagement. 55394.00000\31099521.1 5/15/18 May 15, 2018 Page 2 I lei Oak BEST BEST & KRIEGER ATTORNEYS AT LAW RULES OF PROFESSIONAL CONDUCT Rule 3-310 of the California Rules of Professional Conduct provides in pertinent part: (C) A member [of the Bar] shall not, without the informed written consent of each client: (1) Accept representation of more than one client in a matter in which the interests of the clients potentially conflict; or (2) Accept or continue representation of more than one client in a matter in which the interests of the clients actually conflict; or (3) Represent a client in a matter and at the same time in a separate matter accept as a client a person or entity whose interest in the first matter is adverse to the client in the first matter. (D) A member who represents two or more clients shall not enter into an aggregate settlement of the claims of or against the clients without the informed written consent of each client. OUR REPRESENTATION As mentioned above, we represent Santa Ana and co-defendants Aliso Viejo, Lake Forest, San Clemente, Stanton and San Juan Capistrano as city attorneys and general counsel. We have assisted the co-defendant cities in engaging the law firm of Jones Day to represent their interests in court and to serve as attorney of record in the Litigation. The terms of Jones Day's engagement and the joint defense arrangement among the defendant cities is covered in Jones Day's legal services agreement with the cities. We understand that attorneys from Santa Ana's in-house legal department will represent Santa Ana in court and will serve as the attorneys of record in the Litigation. While the Litigation is pending BB&K will continue to provide Aliso Viejo, Lake Forest, San Clemente, Stanton, San Juan Capistrano, and Santa Ana with various legal services as its City Attorney on existing and future matters. As part of this agreement, BBK will provide advice and counsel on issues relating to the subject matter of the Litigation, including, but not limited to homelessness; the provision of social services to the homeless; arrests, property rights, and other constitutional rights; statutes relating to housing and homeless shelters, joint services agreements, and public finance ("the Subject Matter issues"). 55394.00000\31099521.1 5/15/18 BEST BEST & KRIEGER ATTORNEYS AT LAW May 15, 2018 Page 3 This letter requests your consent to BB&K continuing to provide advice on the Subject Matter Issues to Santa Ana, as well as to the other co-defendant cities which BB&K represents, i.e., Lake Forest, San Clemente, Stanton, Aliso Viejo and San Juan Capistrano. By signing this letter, you will be providing consent on behalf of the City of Santa Ana for BB&K to continue to provide advice to all of our city clients involved in the Litigation in these areas subject to the conditions described below. Our Subject Matter advice to clients involved in the Litigation will be subject to the following limitations: • BB&K attorneys will not appear in the Litigation. • BB&K attorneys will not draft or edit pleadings or other court documents filed with the court in the Litigation. • BB&K attorneys will not participate in discovery in the Litigation. • BB&K attorneys will not attend any court appearances in the Litigation. • BB&K attorneys will not participate in any settlement meetings or mediation sessions in the Litigation if another BB&K client is an adverse party in the Litigation and is involved in the settlement meeting or mediation. ADVERSE CONSEQUENCES We are obliged to inform you of any actual or reasonably foreseeable adverse effects of this representation. It is possible that: • We may be tempted to favor the interests of one or more of our other involved clients over the interests of Santa Ana. • Our exercise of independent judgment to Santa Ana may be impaired or clouded by our relationship with Lake Forest, San Clemente, Stanton, Aliso Viejo and San Juan Capistrano. • We may be disinclined to present the appropriate position, claims or defenses on Santa Ana's behalf if they impair our representation of our other clients. • Our forceful advocacy of a client's position, including as among the co- defendant cities, might alienate the other client. 55394.00000\3109952 1.1 5/15/18 BEST BEST & KRIEGER ATTORNEYS AT LAW May 15, 2018 Page 4 • We may be forced to withdraw from representing one or more of the clients because of disputes or further conflicts of interest which could increase either or both clients' attorney's fees and costs. • There may be an appearance of impropriety in our representation of all of our clients simultaneously, even on purely advisory matters. In order to try to prevent these adverse consequences, in addition to the controls described above, BB&K will establish the following ethical screen: • The lawyers working for the BB&K client cities named above and any paralegals who have assisted or will assist them on Subject Matter issues will not represent them in the Litigation. • The Santa Ana team and the cities teams will not communicate with each other regarding work on their respective matters. If other BB&K client cities became adverse parties to Santa Ana, the same bar on communication will be established with them. • An e-mail will be sent to the entire firm notifying them of this screen and instructing them not to disclose any work on those matters to the cities team and vice -versa. YOUR CONSENT In order to represent Santa Ana as described above, we need you to sign this consent letter. It is understood that this consent will not waive any protection that you may have with regard to attorney-client communications with us in any other matter. Those communications will remain confidential and will not be disclosed to any third party without your consent. Communications between us and Jones Day will be subject to the parameters discussed in their joint defense agreement with the cities. We have sent corresponding waiver letters to the BB&K client cities named above. I believe that you are familiar with the factual background in this matter, and I have given you a sufficiently -detailed description for obtaining informed written consent. However, if you believe that there is any other information that you or I need to have before such consent can be granted, please let me know immediately. In the event that circumstances change or we become aware of new information that requires a new consent from the parties, such as BB&K clients becoming adverse parties in the 55394.00000\31099521. l 5/15/18 BEST BEST & KRIEGER ATTORNEYS AT LAW May 15, 2018 Page 5 Litigation itself, you will be notified of that fact immediately, and continued representation will be subject to the informed written consent of involved parties. I should emphasize that you are entitled to and should consider obtaining an independent legal opinion regarding the advisability of signing this consent form. Your execution of this consent form will constitute an acknowledgment of full disclosure in compliance with the requirements of Section 3 -3 10 of the California Rules of Professional Conduct previously quoted in this letter. A copy of this letter is enclosed for your files. If you have any questions, please do not hesitate to call. Very truly yours, BEST BEST & KRIEGER LLP By:- �r am'p—� Sonia Rubio Carvalho AGREED AND ACCEPTED: Please return an original executed agreement to our office (M -30/T11) CITY OF SANTA ANA By: r�� Raul Godinez, AJ Dated: r7 -;w. fe 55394.00000\31099521. l 5/15/18 Maria D. Huizar Clerk of the Council