HomeMy WebLinkAboutHANSON BRIDGETT, LLP (2) INSURANCE LOT ON FILE A-2026-084-04
W04K MAY SOT PROCEED
CITY CLERK
DATE: JUN 2 h 2026
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Qc�in$u�nk C�z) LEGAL SERVICES AGREEMENT WITH
HANSON BRIDGETT LLP
This AGREEMENT, made and entered into this 16TH day of June, 2026, by and between Hanson
Bridgett, LLP., a limited liability partnership ("Attorneys"), and the City of Santa Ana, a charter
city and municipal corporation duly organized and existing under the constitution and laws of the
State of California ("City").
RECITALS
A. The City of Santa Ana and the City Attorney's Office desire to employ Attorneys to assist the
in-house attorneys for the City ("City Attorney") in the provision of legal and investigative
services to the City.
B. Attorneys represent that they are licensed to practice law in the State of California, have
special experience and knowledge related to administrative and litigation matters concerning
general liability,personnel, and police matters,and desire to undertake said services.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
terms and conditions hereinafter set forth,the parties agree as follows:
1. R.ETENTION OF ATTORNEYS On an as-needed basis, and at the sole discretion of the
City, City hereby agrees to and does retain Attorneys, for the compensation hereinafter specified, to
assist the City Attorney with legal and investigative matters. Attorneys accept said retention and
agree to perform, in a timely and efficient manner, all such services as may be requested by the City
Attorney. Attorneys shall confirm their acceptance of work requested by City in writing by e-mail or
letter.
2. COMPENSATION FOR SERVICES RENDERED
a. City agrees to compensate Attorneys,and Attorneys agree to accept from City,as and
for payment in full for all services compensation at the following rates:Partner rates are$560 an hour
and Associate range from$400-475 an hour. Time will be billed in 1/I0'of an hour increments.
b. Upon written confirmation from the City Attorney,Attorneys and the City may amend
hourly rates at amounts which will not cause an increase to the overall compensation detailed in
Section 2,c, below. Any increase to the total not-to-exceed amount in Section 2.c is subject to
approval by the City Council for the City of Santa Ana.
C. The total sum to be expended under this Agreement, shall not exceed $300,000
including any extension periods
d. City agrees to reimburse Attorneys for out-of-pocket expenses, including but not
limited to, mileage, copying costs, service of process, and mail services authorized by the City
Attorney in connection with the performance of duties under this Agreement.
L In-house printing,copying,and reproduction charges will be reimbursed at the
rate of 20 cents per page.
ii. The City will not reimburse Attorneys for Lexis,Westlaw or other paid legal
research subscription services for ordinary legal research. However, the City will reimburse
Attorneys for extraordinary legal research costs related to a complex legal matter or assignment
and if pre-approved in writing by the City Attorney.
iii. The City will not reimburse Attorneys for ordinary document management
systems used for discovery purposes unless such technology is deemed necessary by the City
Attorney and if pre-approved in writing by City Attorney.
iv. Attorneys agree to directly pay for vendors,consultants,or experts,and then
seek reimbursement from the City.
V. Attorneys agree to seek written authorization from City Attorney before
retaining experts and consultants.
vi. Automobile travel will be reimbursed at the standard mileage rate in effect at
the time of billing by the Internal Revenue Service.
vii. Any costs in excess of$5,000 require City Attorney approval prior to incurring
the expense. All expenses must have supporting documentation submitted with the invoice.
3. METHOD OF PAYMENT Attorneys shall submit a monthly statement specifying the
services performed,dates and number of hours,and an itemization of expenses related thereto with
supporting documentation(i.e. receipts, invoices, copy of check,etc.). City acknowledges that the
fees incurred for work performed by Attorneys on its behalf are due and owing within 30 days of
the work being performed. At Attorneys' discretion, they may choose to defer payment.
Notwithstanding this, City agrees that it shall tender payment within 30 days of written demand
by Attorneys for payment. Unless expressly stated thereon, monthly statements generated. by
Attorneys shall not constitute written demand, but shall simply be a written reflection of work
performed and fees incurred. City will not pay interest on unpaid monthly statements.
4. CONTROL OF LEGAL MATTERS Attorneys agree that each and every matter or
proceeding in which they undertake to assist the City Attorney, as aforesaid, shall be and remain
under, and subject to the control and direction of said City Attorney at all stages, and that they shall
at all times keep the City Attorney informed of all matters pertaining thereto. City will keep Attorneys
informed of all significant developments in matters relating to any representation undertaken by
Attorneys. Attorneys further agree, if and when their retention hereunder is terminated by City, as
hereinafter specified, they shall return to City Attorney any and all files then in their possession
concerning each and every matter or proceeding in which they represented the City pursuant to this
Agreement.
5. REPORTING_REQUIREMENTS Attorneys agree to keep the City Attorney,and any other
person(s) designated by the City Attorney, informed of significant events in the Actions, including
but not limited to trial date, filing of motions for summary judgment, bearing date for motion for
summary judgment, settlement conference date,and mediation date. Attorneys also agree to provide
the following reports:
a. 45 day initial evaluation of case and budget;and
b. Pre-trial report 90 days before trial;
6. TERM The term of this Agreement shall commence on the July 1, 2026 and terminate on
June 30,2028,unless terminated earlier pursuant to Section 15 below. The term of this Agreement
may be extended for up to one (1)year upon a writing executed by both parties, including the City
Manager and the City Attorney.
7. INDEPENDENT CONTRACTORS It is mutually agreed by and between the parties that,
in the performance of their covenants hereunder,Attorneys are and shall be independent contractors,
and not officers or employees of City.
8, INSURANCE Attorneys shall provide to the City Attorney's Office proof of insurance
prior to undertaking performance of work under this Agreement,Attorneys shall maintain
and shall require its subcontractors, if any, to obtain and maintain insurance as described
below;
a. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01
covering CGL on an "occurrence" basis, including products and completed
operations,property damage,bodily injury and personal & advertising injury with
limits no less than$2,000,000 per occurrence. If a general aggregate limit applies,
either the general aggregate limit shall apply separately to this project/location(ISO
CG 25 03 or 25 04) or the general aggregate limit shall be twice the required
occurrence limit.
b. Automobile Liability_Insurance Services Office Form Number CA 0001 covering,
Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired)and 9(non-
owned), with limit no less than $1,000,000 per accident for bodily injury and
property damage.(Not required if consultant does not use an automobile to perform
services)
C. Workers' Compensation: Insurance as required by the State of California, with
Statutory Limits, and Employer's Liability Insurance with limit of no less than
$1,000,000 per accident for bodily injury or disease.
d. Professional Liability-- rrors_ and Omissions): Insurance appropriates to the
Consultant's profession,with limit no less than$2,000,000 per occurrence or claim,
$2,000,000 aggregate.
If Attorneys maintain broader coverage and/or higher limits than the minimums
shown above,the City requires and shall be entitled to the broader coverage and/or
the higher limits maintained by Attorneys. Any available insurance proceeds in
excess of the specified minimum limits of insurance and coverage shall be available
to the City.
e. Other Insurance Provisions - The insurance policies are to contain, or be endorsed
to contain,the following provisions:
i. Additional Insured. Status- The City of Santa Ana, its officers, officials,
employees, and volunteers are to be covered as additional insureds on the
CGL policy with respect to liability arising out of work or operations
effective date,the Attorneys must purchase "extended reporting" coverage
for a minimum of five (5) years after completion of contract work.
j. Verification of Coverage — Attorneys shall furnish the City with original
Certificates of Insurance including all required amendatory endorsements(or copies of the
applicable policy language effccting coverage requiredby this clause) and a copy of the
Declarations and Endorsement Page of the CGL policy listing allpolicy endorsements to
Entity before work begins. However, failure to obtain the required documents prior to the
work beginning shall not waive the Attorney's obligation to provide them.The City reserves
the right to require complete, certified copies of all required insurance policies,including
endorsements required by these specifications,at any time.
k. Subcontractors -Attorneys shall require and verify that all subcontractors maintain
insurance meeting all the requirements stated herein, and Attorneys shall ensure that City
is an additional insured on insurance required from subcontractors.
1. Special Risks or Circumstances — City reserves the right to modify these
requirements, including limits, based on the nature of the risk, prior experience, insurer,
coverage, or other special circumstances
9. INDEMNIFICATION Attorneys agree to and shall indemnify and hold harmless the City,
its officers, agents, employees, and representatives from liability for personal injury, damages,
restitution,judicial or equitable relief to the extent caused by Attorneys' negligent or wrongful
performance or conduct related to this Agreement. Since the purpose of the Attorneys'engagement
is to assist the City in determining the facts related to internal personnel complaints,the City agrees
to the following limited indemnity language. The City agrees to indemnify, defend and hold
Attorneys, its successors and assigns, and each of its officers and employees, harmless from any
and all claims, suits,demands, losses and expenses, including reasonable attorneys'fees,accruing
or resulting to any and all persons, firms, or other entity arising out of Attorneys'performance or
non-performance of its obligations under this Agreement, unless an error or erroneous omission
by Attorneys cause such damage or loss. The City shall not indemnify Attorneys for any matter
involving a claim by the City of professional negligence, or any matter for which Attorneys shall
have been adjudicated to have acted in bad faith or engaged in willful misconduct or any conduct
outside the scope of its retention under this Agreement. This Agreement in no way limits the
Attorneys' liability for professional malpractice under California Rule of Professional Conduct
1.8.8.
10. CONFIDENTIALITY All information and documents shared with Attorneys as well as
all work performed by Attorneys in connection with this Agreement should be treated as strictly
confidential. Moreover, all communications between Attorneys and City shall be treated as
protected by the attorney-client privilege and the attorney work product doctrine. Accordingly,
information received by Attorneys from City should be kept in a secure place, and no information
about this work may be disclosed to any third party without City's prior written approval.
Attorneys shall provide materials directly to the City Attorney, Sonia Carvalho, or selected
members of her office, as directed by the City Attorney. All such information and any written
product in connection with Attorneys' retention under this Agreement, shall be marked as
"PRIVILEGED AND CONFIDENTIAL / ATTORNEY-WORK PRODUCT" and shall be the
property of the City Attorney's Office, and shall be returned/provided to the Office of the City
Attorney with all copies upon the request of the City Attorney. Confidential information disclosed
to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The
foregoing obligations of non-use and nondisclosure shall not apply to any information that(a)has
been disclosed in publicly available sources; (b) is, through no fault of the Attorneys,disclosed in
a publicly available source; (c) is in rightful possession of the Attorneys without an obligation 6f
confidentiality; (d) is required to be disclosed by operation of law; or (c) is independently
developed by the Attorneys without reference to information disclosed by the City.
11. CONFLICT OF INTEREST CLAUSE Attorneys covenant that it presently has no interests
and shall not have interests,direct or indirect,that would conflict in any manner with performance
of services specified under this Agreement.
12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in person or
mailed by first class or certified mail,postage prepaid,or sent by telefacsimile or other telegraphic
communication in the manner provided in this Section,to the following persons:
To City: City Clerk
City of Santa Ana
20 Civic Center Plaza(M-30)
P.O.Box 1988
Santa Ana, California 92702-1988
Facsimile(714) 647-6956
Courtesy Copy: City Attorney
City of Santa Ana
20 Civic Center Plaza (M-29)
P.O. Box 1988
Santa Ana, California 92702
Facsimile (714) 647-6515
To Attorneys: Alfonso Estrada,Esq., Partner
Hanson Bridgett, LLP
601 W. 5th Street, Suite 300
Los Angeles, CA 90071
Facsimile (213) 395-7618
A party may change its address by giving notice in writing to the other party. Thereafter, any
notice,tender,demand,delivery,or other communication shall be addressed and transmitted to the
new address. If sent by mail,communication shall be effective or deemed to have been given three
(3) days after it has been deposited in the United States mail, duly registered or certified, with
postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall
be effective or deemed to have been given twenty-four (24) hours after the time set forth on the
transmission report issued by the transmitting facsimile machine,addressed as set forth above. For
purposes of calculating these time frames, weekends, federal, state, County or City holidays shall
be excluded.
13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and
exclusive statement between the City and Attorneys,and supersedes any and all other agreements,
oral or written, between the parties. In the event of a conflict between the terms of this Agreement
and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not
be modified except by written instrument signed by the City and by an authorized representative
of Attorneys. The parties agree that any terms or conditions of any purchase order or other
instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not
bind or obligate Attorneys or the City. Each party to this Agreement acknowledges that no
representations,inducements,promises or agreements,orally or otherwise,have been made by any
party, or anyone acting on behalf of any parties, which are not embodied herein.
14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services
of Attorneys, Attorneys may not assign, transfer, delegate, or subcontract any interest herein
without the prior written consent of the City and any such assignment, transfer, delegation or
subcontract without the City's prior written consent shall be considered null and void. Nothing in
this Agreement shall be construed to limit the City's ability to have any of the services which are
the subject of this Agreement performed by City personnel or by other Attorneys retained by City.
15. TERMINATION This Agreement may be terminated by City at any time. In such event,
Attorneys shall be entitled to receive and the City shall pay Attorneys compensation for all
services performed by Attorneys prior to receipt of such notice of termination. As a condition of
such payment,Attorneys shall deliver to the City all files and records generated under this
Agreement as of such date.
Attorneys may terminate this agreement, subject to their obligation to provide written reasonable
notice of at least thirty (30) days to arrange alternative representation. In such case, City agrees to
secure new counsel as quickly as possible and to cooperate fully in the substitution of the new counsel
as counsel of record in the Actions.
16. NON-DISCRIMINATION Attorneys shall not discriminate because of race,color,creed,
religion,sex.,marital status,sexual orientation,gender identity,gender expression,gender,medical
conditions, genetic information, or military and veteran status, age, national origin, ancestry, or
disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching,
training,utilization,promotion, termination or other employment related activities or any services
provided under this Agreement.Attorneys affirm that it is an equal opportunity employer and shall
comply with all applicable federal, state and local laws and regulations.
17. JURISDICTION—VENUE This Agreement has been executed and delivered in the State
of California and the validity, interpretation, performance, and enforcement of any of the clauses
of this Agreement shall be determined and governed by the laws of the State of California. Both
parties further agree that Orange County, California, shall be the venue for any action or
proceeding that may be brought or arise out of,in connection with or by reason of this Agreement.
18. MISCELLANEOUS PROVISIONS Each undersigned represents and warrants that its
signature herein below has the power, authority and right to bind their respective parties to each of
the terms of this Agreement,and shall indemnify City fully,including reasonable costs and attorney's
fees, for any injuries or damages to City in the event that such authority or power is not, in fact,held
by the signatory or is withdrawn.
19. COUNTERPARTS` SIGNATURES This Agreement may be executed in counterparts,
secured via facsimile transmission or otherwise, each of which shall be deemed to be an original.
Photocopies of any executed counterpart shall have the same force and effect as an original. City
further acknowledges that it has read and received a copy the full text Section 6148 of the
California Business and Professions Code prior to signing this Agreement.
20. NO GUARANTEES City understands and acknowledges that there are certain risks and
uncertainties in the pursuit of any matter for which Attorneys have been retained, that law is not
an exact science,that Attorneys have made no representations or guarantees of success regarding
the conclusion of any particular matter, and that all expressions relative thereto are matters of
Attorneys' opinion only. In other words, Attorneys make no representations or guarantees of
success regarding any matter.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first
above written.
ATTEST: :CZITYOFANTA
e i er all Alvaro Nufiez
Ci I r City Manager
APPROVED AS TO FORM: HANSON BRIDGETT LLP
SONIA R. CARVALHO
City Attorney
By: By:
Tamara Bogosian Name: fonso Estrada
Senior Assistant City Attorney Title: Partner
DATE{MMlDD1YYYY)
CERTIFICATE OF LIABILITY INSURANCE F
Cg12412D25
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE. AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER.
IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or he endorsed.If
SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this
certificate does not confer rights to the certificate holder in lieu of such endorsement(s). y
PRODUCER CONTACT
NAME:
AOri Risk Services Northeast, Inc. PHONE FAX }^
New York NY Office (NC.No.Ext): (866) 283-7122 AIC No.): (800) 363-01U5 y
'a
one Liberty Plaza E-MAIL p
165 Broadway, suite 3201 ADDRESS:
New York NY 10006 USA
INSURER(S)AFFORDING COVERAGE NAIC#
INSURED INSURERA: Hartford Fire insurance Co. 19682
Hanson Bridgett LLP INSURERS: Trumbull insurance Company 27120
425 Market Street
26th Floor INSURERC: Hartford casualty insurance Cc 29424
San Francisco CA 94105 USA INSURER D;
INSURER E:
INSURER F: _
COVERAGES CERTIFICATE NUMBER:570115636083 REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Limits shown are as requested
INSR LTR TYPE OF INSURANCE AVUL INSD"DR]
POLICY NUMBER MMID�� MMLI lDOlYYYY LIMITS
A X COMMERCIAL GENERAL LIABILITY UUNBD LAD EACH occuRRENCE $1,000,000
CLAIMS-MADE X❑OCCUR Commercial Package DAMAGE ORE RENTED $300,000
PREMISES Ea occurrence
NED EXP(Any one person) $10,000
PERSONAL&ADV INJURY $1,000,000 m
OFN'LAGGREGATE4IMITAPPLIESPER GENERAL AGGREGATE $2,000,000
POLICY ❑�"Q LCC PRODUCTS-COMPlOP AGG $2,000,000
OTHER: h
B AUTOMOBILE LIABILITY 1OUENDL9026 08/26/2025 08/26/2026 COMBINED SINGLE LIMIT
$1,000,000
Business Auto aac nt
ANY AUTO
BODILY INJURY(Per person)
Z
OWNED SCHEDULED BODILY INJURY(Par accident) m
AUTOS ONLY AUTOS
Ix
HIREDAUTOS NON-OWNED PROPERTY DAMAGE u
ONLY AUTOS ONLY Per accident
W
C X UMBRELLALIAB H
OCCUR IOXHUBF8XA3 08/26/2025 08/26/2026 EACH OCCURRENCE $10,000,000 U
Umbrella AGGREGATE $10,000,000
EXCESS LIAB CLAIMS-MADE SYR applies per policy terns & condi ions
DED X RETENTION OtherAggregateLim: $10,000,000
WORKERS COMPENSATIONAND PER STATUTE EMPLOYERS'LIABILITY YIN ER
ANY PROPRIETOR!PARTNER I EXECUTIVE E.L.EACH ACCIDENT
OFFICERIMEMSER EXCLUDED? N I A
(Mandatory In NH) E.L.DISEASE-EA EMPLOYEE
Ir yes,describe under
DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT
DESCRIPTION OF OPERATIONS 1 LOCATIONS!VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached Ir more space Is required)
city of Santa Ana is included as Additional Insured as their interests may appear as respects to General Liability and .�
Automobile Liability.
As respects General Liability and Automobile Liability, a waiver of subrogation is included, but only to the extent permitted
by law.
A.PPROVEfl
CERTIFICATE HOLDER By TO Tran Nguyen at 9:36 am,.Oct 03,2025 CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE
POLICY PROVISIONS.
City of Santa Ana AUTHORIZED REPRESENTATIVE
Risk Management Division
20 civic center Plaza de/,fi!/ �
Santa Ana, CA 92702 USA a r1�//a e.C/.1iGt.�r/ .
@1988-2015 ACORD CORPORATION.All rights reserved.
ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD
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