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2011-R-48 Linebarger Goggin Blair Sampson LLPRESOLUTION NO. 11-R-48 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING AN AGREEMENT WITH LINEBARGER GOGGAN BLAIR & SAMPSON, LLP, AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the City staff of the City of Schertz (the "City") has recommended that the City enter into an agreement with Linebarger Goggan Blair & Sampson, LLP relating to collecting on the January 1, 2005 tluough December 31, 2008 outstanding warrants; and WHEREAS, the City Council has determined that it is in the best interest of the City to contract with Linebarger Goggan Blair & Sampson, LLP relating to collecting on the January 1, 2005 tluough December 31, 2008 outstanding warrants. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS THAT: Section 1. The City Council hereby authorizes the City Manager, or his designee, to negotiate, execute, and deliver an agreement with Linebarger Goggan Blair & Sampson, LLP relating to collecting on the January 1, 2005 through December 31, 2008 outstanding warrants in a form approved by the City Attorney. Section 2. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the City Council. Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. Section 4. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 5. If any provision of this Resolution or the application thereof to any person ol• circumstance shall be held to be invalid, the remainder of this Resolution and the application of such provision to other persons and circumstances shall nevertheless be valid, and the City Council hereby declares that this Resolution would have been enacted without such invalid provision. Section 6. It is officially found, determined, and declared that the meeting at which this Resolution is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Resolution, was given, all as required by Chapter 551, Texas Government Code, as amended. Section 7. This Resolution shall be in force and effect from and after its final passage, and it is so resolved. 50449377.1 1 PASSED AND ADOPTED, this 25th day of October, 2011. CITY OF SC TZ, TEXAS ~~ ~~~~-- Mayor ATTEST: N~ ~ City Secretazy (CITY SEAL) 50449337.1 CONTRACT FOR FINES AND FEES COLLECTION SERVICES THIS CONTRACT (hereinafter "AGREEMENT") is made and entered into by and between CITY OF SCHERTZ, hereinafter styled "CLIENT", and LINEBARGER GOGGAN BLAIR & SAMPSON, LLP, hereinafter styled "FIRM". Article I Nature of Relationship and Authority for Contract 1.01 The parties hereto acknowledge that this AGREEMENT creates an attorney-client relationship between CLIENT and FIRM. 1.02 The CLIENT hereby employs the FIRM to provide the services hereinafter described for compensation hereinafter provided. 1.03 This AGREEMENT is entered into pursuant to and as authorized by Subsection (a) of ART. 103.0031, Texas Code of Criminal Procedure. Article 2 Scope of Services 2.01 CLIENT agrees to employ and does hereby employ FIRM to provide specific legal services provided herein and enforce the collection of delinquent court fees and fines that are subject to this AGREEMENT, pursuant to the terms and conditions described herein. Such legal services shall include but not be limited to recommendations and legal advice to CLIENT to take legal enforcement action; representing CLIENT in any dispute or legal challenge over authority to collect such court fees and fines; defending CLIENT in litigation or challenges of its collection authority; and representing CLIENT in collection interests in bankruptcy matters as determined by FIRM and CLIENT. This AGREEMENT supersedes all prior oral and written agreements between the parties regarding court fees and fines, and can only be amended if done so in writing and signed by all parties. Furthermore, this contract cannot be transferred or assigned by either party without the written consent of all parties. 2.02 The CLIENT may from time-to-time specify in writing additional actions that should be taken by the FIRM in connection with the collection of the fines and fees that are subject to this AGREEMENT. CLIENT further constitutes and appoints the FIRM as CLIENT's attorneys to sign all legal instruments, pleadings, drafts, authorizations and papers as shall be reasonably necessary to pursue collection of the CLIENT's claims, which are subject to this AGREEMENT. 2.03 Fines and fees that are subject to this AGREEMENT are (i) those fines and fees related to outstanding warrants arising from January 1, 2005 to December 31, 2008 and (ii) those fines and fees related to outstanding warrants that become more than sixty (60) days past due during the term hereof. Further, CLIENT shall have the right, in its sole discretion, to add any or all of those outstanding fines and fees, related to outstanding warrants, that arose from January 1, 2009 through the EFFECTIVE DATE of the AGREEMENT and that are more than sixty (60) days past due to the scope of the AGREEMENT by providing such fines and fees to the FIRM for collection. As used in this section, "more than 60 days past due" has that meaning assigned by Subsection (f) of Art. 103.0031, Texas Code of Criminal Procedure [as amended by Senate Bill 782, 78th Legislature (2003), effective June18, 2003]. The meaning assigned to the phrase "more than 60 days past due' shall, for the term and purposes of this AGREEMENT, survive any future amendments to, or repeal of, Article 103.0031, Texas Code of Criminal Procedure, or any parts thereof. 2.04 The CLIENT agrees to provide to the FIRM data regarding any fines and fees that are subject to this AGREEMENT. The data shall be provided by electronic medium in a file format specified by the FIRM and acceptable to the CLIENT. The CLIENT and the FIRM may from time-to-time agree in writing to modify this format. The CLIENT shall provide the data to the FIRM not less frequently than monthly. 2.05 The FIRM, in all communications seeking the collection of fines and fees, shall direct all payments directly to the CLIENT at an address designated by the CLIENT. If any fines and fees are paid to the FIRM, said payments shall be expeditiously turned over to the CLIENT. Article 3 Compensation 3.01 The CLIENT agrees to pay the FIRM as compensation for the services required hereunder: (a) Thirty percent (30%) of the total amount of all the fines and fees [exclusive of any collection fee assessed by the CLIENT pursuant to Subsection (b) of Article 103.0031, Texas Code of Criminal Procedure] subject to the terms of this AGREEMENT as set forth in Section 2.03 above that are collected by the CLIENT during the term of this AGREEMENT and that were committed on or after June 18, 2003. (b) Thirty percent (30%) of the total amount of all the fines and fees [exclusive of any collection fee assessed by the CLIENT pursuant to Subsection (b) of Article 103.0031, Texas Code of Criminal Procedure] subject to the terms of this AGREEMENT as set forth in Section 2.03 above that are collected by the CLIENT during the term of this AGREEMENT and that were committed before June 18, 2003. (c) In the event CLIENT contracts with FIRM for the collection of delinquent ad valorem taxes, the FIRM shall collect fees and fines subject to this agreement that were committed before June 18, 2003 at no cost to the CLIENT. (d) All compensation shall become the property of the FIRM at the time payment of the fines and fees is made to the CLIENT. 3.02 The CLIENT shall pay the FIRM by the twentieth day of each month all compensation earned by the FIRM for the previous month as provided in this Article 3. The CLIENT shall provide an accounting showing all collections for the previous month with the remittance. Article 4 Intellectual Property Rights 4.01 The CLIENT recognizes and acknowledges that the FIRM owns all right, title and interest in certain proprietary software that the FIRM may utilize in conjunction with performing the services provided in this AGREEMENT. The CLIENT agrees and hereby grants to the FIRM the right to use and incorporate any information provided by the CLIENT ("CLIENT Information") to update the databases in this proprietary software, and, notwithstanding that CLIENT Information has been or shall be used to update the databases in this proprietary software, further stipulates and agrees that the CLIENT shall have no rights or ownership whatsoever in and to the software or the data contained therein, except that the CLIENT shall be entitled to obtain a copy of such data that directly relates to the CLIENT'S accounts at any time. 4.02 The FIRM agrees that it will not share or disclose any specific confidential CLIENT Information with any other company, individual, organization or agency, without the prior written consent of the CLIENT, except as may be required by law or where such information is otherwise publicly available. It is agreed that the FIRM shall have the right to use CLIENT Information for internal analysis, improving the proprietary software and database, and generating aggregate data and statistics that may inherently contain CLIENT Information, but which shall not include any identifying information. These aggregate statistics are owned solely by the FIRM and will generally be used internally, but may be shared with the FIRM's affiliates, partners or other third parties for purposes of improving the FIRM's software and services. Article 5 Costs 5.01 The FIRM and CLIENT recognize that certain costs may be incurred in the process of providing any additional services contemplated in Section 2.02 above or in providing any special litigation services, all of which services shall be approved in advance in writing by the CLIENT. The CLIENT agrees that all such costs shall be billed to the CLIENT, but that the FIRM will either (i) advance such costs on behalf of the CLIENT or, (ii) when possible, arrange with the vendor or agency providing the service that the costs of services will not be paid unless and until such costs are recovered by the CLIENT from the debtor. 5.02 The CLIENT acknowledges that the FIRM may provide such services with its own employees or with other entities or individuals who may be affiliated with the FIRM, but the FIRM agrees that any charges for such services will be reasonable and consistent with what the same services would cost if obtained from a third party. 5.03 The CLIENT agrees that upon the recovery of such costs, the CLIENT will (i) pay the FIRM for any such costs that have been advanced by the FIRM or performed by the FIRM and (ii) pay any third party agency or vendor owed for performing such services. Article 6 Term and Termination 6.01 The initial term of this AGREEMENT shall be one (1) year, commencing on the EFFECTIVE DATE. The CLIENT shall have the option, exercisable at any time that this contract is in force, to renew and extend this agreement on its identical terms for four (4) additional periods of three (3) or five (5) years. 6.02 At any time during the initial term of this AGREEMENT or any extension hereof, the CLIENT may terminate this AGREEMENT with or without cause providing the CLIENT delivers by certified mail a written notice to the FIRM allowing for a sixty (60) day period to collect any placements referred to the FIRM for collection before termination ("Termination Date"). 6.03 Whether this AGREEMENT expires or is terminated, the FIRM shall be entitled to continue to collect any items and to pursue collection of any claims that were referred to and placed with the FIRM by the CLIENT prior to the Termination Date or Expiration Date for an additional thirty (30) days following termination or expiration. The CLIENT agrees that the FIRM shall be compensated as provided by Article 3 for any such item or pending matters during the thirty (30) day period. 6.04 The CLIENT agrees that the FIRM shall be reimbursed for any costs advanced and shall be paid for any services performed pursuant to Article 5 when such costs are recovered by or on behalf of the CLIENT, regardless of the date recovered. It is expressly agreed that neither the expiration nor the termination of this AGREEMENT constitutes a waiver by the FIRM of its entitlement to be reimbursed for such costs and to be paid for such services. It is further expressly agreed that the expiration of any thirty (30) day period under Section 6.04 does not constitute any such waiver by the FIRM. Article 7 Miscellaneous 7.01 Subcontracting. The FIRM may from time-to-time obtain co-counsel or subcontract some of the services provided for herein to other law firms or entities. In such cases, the FIRM will retain supervisory control and responsibility for any services provided by such co-counsel or subcontractors and shall be responsible to pay any compensation due to any such co-counsel or subcontractor. 7.02 Integration. This AGREEMENT contains the entire AGREEMENT between the parties hereto and may only be modified in a written amendment, executed by both parties. 7.03 Representation of Other Governmental Entities. The CLIENT acknowledges and consents to the representation by the FIRM of other governmental entities that may be seeking the payment of fines and fees or other claims from the same person(s) as the CLIENT. 7.04 Value Added Services. The FIRM agrees to provide the CLIENT with ACT Lien Software at no cost to the CLIENT as long as this contract is in force. 7.05 Notices. For purposes of sending any notice under the terms of this contract, all notices from CLIENT shall be sent to FIRM by certified United States mail, or delivered by hand or by courier, and addressed as follows: Linebarger Goggan Blair & Sampson, LLP 711 Navarro, Suite 300 San Antonio, Texas 78205 ATTN: Clifton F. Douglass III All notices from the FIRM to the CLIENT shall be sent to CLIENT by certified United States mail, or delivered by hand or by courier, and addressed as follows: City of Schertz 1400 Schertz Parkway Schertz, Texas 78154 ATTN: City Manager (Signatures on the following page ] Signature Page to CONTRACT FOR FINES AND FEES COLLECTION SERVICES EXECUTED to be effective as of the ~ day of ~~~~, 2012 (the "EFFECTIVE DATE"). CITY OF SCHERTZ By: hn C. essel City Manager LINEBARGER GOGGAN BLAIR & SAMPSON, LLP By: CL TOi OUGLASS III Managing Attorney -San Antonio FLILBRIGHT (~~aworshi L.L.P. AuornryL ar Lrsw 300 Convent Street, Suite 2100 • San Antonio, Texas 78205-3792 ktap/ey~afu/brighccom • Direct: 210 270 7191 • Main: 2/0 224 5575 • Facsimile: 210 270 7205 March 7, 2012 VIA FIRST CLASS MAIL Ms. Brenda Dennis City Secretary City of Schertz, TX 1400 Schertz Parkway Schertz, TX 78154 Dear Brenda: A fully signed original Contract for Fines and Fees Collection Services agreement is enclosed for your records. Note that this contains both the agreement with Linebarger Goggan Blair. & Sampson LLP and the amendment to the agreement that were passed by two separate City Council resolutions. There are not two separate documents. Please do not hesitate to contact me if you have any questions. Ver truly yours, Kath ~ine A. T ley KAT Enclosure sososzsz.i AUSTIN • BEIJING • DALLAS • DENVER • DUBAI • HONG KONG • HOUSTON • LONDON • LOS ANGELES • MINNEAPOLIS MUNICH • NEW YORK • PITTSBURGHSOUTHPOINTE • RIYADH • SAN ANTONIO • ST. LOUIS. WASHINGTON OC u~uv~.fidbrtghLCOm