Current Contract

AGREEMENT FOR TOWN ATTORNEY SERVICES

This AGREEMENT is dated this ) day of ove mbe~ 2022, between the
TOWN OF WICKENBURG, a municipal corporation of the State of Arizona, (“Town”), and
PIERCE COLEMAN PLLC, an Arizona professional limited liability company, (“Firm”).

RECITALS:

1. The Town currently uses Firm for its Town Attorney services and desires to continue such
representation under the terms and conditions of this Agreement.

2. The Firm is willing to continue to serve as Town Attorney under the terms and conditions of
this Agreement.

NOW, THEREFORE, in consideration of the mutual promises contained in this Agreement,
it is agreed as follows:

AGREEMENT:

L. Appointment of Town Attorney: Town appoints and retains Firm as its Town Attorney. As
Town Attorney, Firm shall act as general counsel for the Town through its offices and staff,
including, but not limited to: preparation of ordinances and resolutions; advice on real estate;
contract review and procurement; advice on election matters; preparation of legal opinions; advice
on land use and zoning matters; attendance at meetings of the Town Council as desired by the Town
including both in-person and occasional remote appearances; and such other legal services as the
Town may require or request through its Town Council or Town Manager or as provided by Town
Code for the Town Attomey. The Firm may also act as special counsel to the Town, upon request
of Town, in those areas of the law beyond the scope of general Town Attomey services, including
but not limited to civil litigation matters.

2. Term; Termination: The term of this Agreement shall commence December 1, 2022 and
remain in full force and effect until December 1, 2025. Either party may terminate this Agreement
upon thirty (30) days written notice to the other party.

3. Compensation: Town shall pay Firm for services rendered under this Agreement as follows:
a. General counsel: $245.00 per hour for attorneys

$150.00 per hour for paralegals and law clerks
b. Special counsel: $295.00 per hour for attorneys
$150.00 per hour for paralegals and law clerks

c. The above fees shall be increased by two percent (2%) on December 1, 2023 and
December 1, 2024.

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4. Reimbursable Expense: Monthly, the Town shall reimburse Firm for out-of-pocket
expenses incurred by it in the performance of Firm’s duties under the provisions of this Agreement
at cost, or as otherwise agreed by the Parties. Reimbursable expenses include, but are not limited to,
postage, delivery charges, and litigation related expenses (e.g., investigative reports, expert witness
fees, deposition fees, transcript costs, brief costs, court filing fees, process service fees, recording
fees, title report costs, and photocopy costs).

5. Payment: All compensation and reimbursable expenses shall be paid by the Town within
fifteen (15) days of statements or billings being provided unless the parties agree otherwise. Town
agrees to acceptance of invoices by electronic mail. Unpaid invoices after thirty (30) days shall bear
interest at one and one-half percent (12%) per month.

6. Standard of Performance: Firm agrees to faithfully represent the interests of the Town as its
general counsel and special counsel and to provide, furnish, and pay for all of Firm’s non-
reimbursable overhead expenses, and to make available personnel and equipment, necessary to
accomplish those ends. Services shall be performed in accordance with all standard canons and
practices approved by the Arizona Supreme Court and the State Bar of Arizona. Firm employees
shall be available at all reasonable times to render the services required hereunder.

7. Working Facilities: Firm shall furnish assistance to the Town from the Firm’s office, other
attorneys’ offices and such other facilities normally suitable and adequate for the performance of the
duties as set forth in this Agreement.

8. Independent Contractor: In performing the services herein specified, Firm is acting as an
independent contractor.

9. Extent of Services; Firm shall devote the necessary time and attention Lo its obligations as
specified in this Agreement. However, the Town recognizes that the Firm shall also be allowed to
engage in the private practice of law which includes representation of clients other than the Town.
The parties acknowledge that there will be situations where Town may contract with other persons
to provide specialized legal services beyond the scope of the Firm’s obligations under this
Agreement. These situations may include but are not limited to (a) an insurance company’s
obligation to defend the Town pursuant to the terms of an insurance contract; and (b) the Town
directly contracting with one or more attorneys for handling of specialized matters such as bonding
and tax issues. The Firm shall not be required to handle or assist in the handling of such matters
unless the Town Manager specifically requests otherwise, and the Firm agrees.

10. Cooperation by Town: Recognizing that the Firm cannot effectively represent the Town
without cooperation and assistance, the Town agrees to cooperate fully with the Firm and promptly
provide information known or available to attorneys for the Town’s representation. This includes
providing full and truthful information and documents requested in a timely fashion.

1h. Benefit: This Agreement shall inure to the benefit of and be binding upon Pierce Coleman

PLLC and its successors and assigns. In the event any employee of the Firm should withdraw from
the Firm or be unable to act during the term hereof, the remaining member or members of the Firm

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shall perform services required hereunder and, at Firm’s option, additional qualified personnel may,
at any time, be added to the Firm to perform said services. Notwithstanding the above, the Firm
reserves the right to terminate this Agreement pursuant to Paragraph 2.

12. Notices: Any notice required or permitted to be given under this Agreement shall be
sufficient if in writing and if sent by certified or registered mail to the other party at the respective
offices listed below:

Trish Stuhan, Esq. Town Manager

Pierce Coleman PLLC Town of Wickenburg

7730 East Greenway Road, Suite 105 155 North Tegner Street, Suite A
Scottsdale, Arizona 85260 Wickenburg, Arizona 85390

13. Cancellation: This Agreement is subject to the cancellation provisions of A.R.S. § 38-511.

14. Compliance with Immigration Laws: Firm warrants to Town compliance with Federal
Immigration laws and regulations that relate to its employees and E-Verify. The immigration law
warranty set forth in A.R.S. § 41-4401 is incorporated herein by reference in full.

15. Fee Disputes: Ifa dispute arises between the Town and the Firm regarding fees, the parties
agree to resolve that dispute through the State Bar’s Fee Arbitration Program. Either party may
initiate fee arbitration by contacting the State Bar’s Fee Arbitration Coordinator at 602.340.7379.

16. Entire Agreement: This instrument contains the entire Agreement of the parties. This
Agreement may be changed only by a written agreement signed by both parties.

NOTICE: THE FIRM IS NOT ACTING AS THE TOWN’S COUNSEL WITH RESPECT TO
THIS AGREEMENT. IF THE TOWN WISHES TO BE ADVISED ON WHETHER IT SHOULD
ENTER INTO THIS AGREEMENT, THE FIRM RECOMMENDS THE TOWN CONSULT
WITH AN INDEPENDENT COUNSEL OF THE TOWN’S CHOICE.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement at the Town of
Wickenburg, Arizona, the day and year first above written.

PIERCE COLEMAN PLLC TOV WICKENBURG
wb Ke D BYTAAAMA
Trish Stuhdg_ 7 Rui Pereira, Mayor

ATTEST: /)

__

Amy Brown, Town Clerk

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