Resolution No. 2012-229RESOLUTION NO. 2012-229
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON ACCEPTING THE BID OF KRONICK MOSKOVITZ
TIEDEMANN & GIRARD AND APPROVING AND AUTHORIZING
THE EXECUTION OF AN ATTORNEY SERVICES AGREEMENT BY
AND BETWEEN THE CITY OF VERNON AND KRONICK
MOSKOVITZ TIEDEMANN & GIRARD FOR LEGAL AND RELATED
SERVICES FOR THE PROPOSED HOUSING DEVELOPMENT
WHEREAS, on October 2, 2012, the City Council of the City of
Vernon adopted Resolution No. 2012-186, authorizing the issuance of a
Request For Proposals for legal advisory services with respect to a
proposed housing development project on City owned property at 4675
52"d Drive and the adoption of a General Plan Update and zoning
amendments to accommodate the new housing project (the "Services");
and
WHEREAS, the Request For Proposals set forth a selection
process and terms and conditions consistent with the good governance
reform efforts; and
WHEREAS, the City received four proposals in response to the
request for proposals; and
WHEREAS, by memorandum dated November 14, 2012, the,Director
of Community Services & Water recommends that the City accept the
proposal of Kronick Moskovitz Tiedemann & Girard-("Kronick Moskovitz")
as the most qualified provider, and enter into an attorney services
agreement with Kronick Moskovitz setting forth the terms and
conditions under which Kronick Moskovitz will perform the Work (the
"Agreement").
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF VERNON AS FOLLOWS:
SECTION 1: The City Council of the City of Vernon hereby
finds and determines that the above recitals are true and correct.
SECTION 2: The City Council of the City of Vernon finds
that this action is exempt under the California Environmental Quality
Act (CEQA), in accordance with Section 15061(b)(3), the general rule
that CEQA only applies to projects that may have an effect on the
environment.
SECTION 3: The City Council of the City of. Vernon hereby
approves the Agreement with Kronick Moskovitz Tiedemann & Girard, in
substantially the same. form as the copy which is attached hereto as
Exhibit A.
SECTION 4: The City Council of the City of Vernon hereby
authorizes the Mayor or Mayor Pro-Tem to execute said Agreement, for
and on behalf of, the -City of Vernon, and the Interim City Clerk, or
Deputy City Clerk, is hereby authorized to attest thereto.
SECTION _5: The City Council of the City of Vernon hereby
instructs the City Administrator, or his.designee, to take whatever
actions are deemed necessary or desirable for the purpose of
implementing and carrying out the purposes of this Resolution and the
transactions herein approved or authorized, including but not limited
to, any nonsubstantive changes to the Agreement attached herein.
SECTION 6: The City Council of the City of Vernon hereby
directs the Interim City Clerk, or the Interim City Clerk's designee,
to send a fully executed Agreement to:
Kronick Moskovitz Tiedemann & Girard
Attn.: Jon Goetz
1432 Higuera Street
San Luis Obispo, CA 93401
_2-
SECTION 7: The Interim City Clerk of the City of Vernon
shall certify to the passage, approval and adoption of this
resolution, and the Interim City Clerk of the City of Vernon shall
cause this resolution and the Interim City Clerk's certification to be
entered in the File of Resolutions of the Council of this City.
APPROVED AND ADOPTED this 20th day of Nov ber, 2012.
c
t
Name: William J. Davis
Title: Mayor / Igerr-pg-e—�4
ATTEST.
Dana Re d, Interi'm City Clerk
_3_
STATE OF CALIFORNIA )
ss
COUNTY OF LOS ANGELES )
I, Dana Reed, Interim City Clerk of the City of Vernon, do hereby
certify that the foregoing Resolution, being Resolution No. 2012-229,
was duly.passed, approved and adopted by the City Council of the City
of Vernon at a regular meeting of the City Council duly held on
Tuesday, November 20, 2012, and thereafter was duly signed by the
Mayor or Mayor Pro-Tem of the City of Vernon.
Executed this day of November, 2012, at Vernon, California.
Dan Reed, In erim City Clerk
(SEAL)
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ATTORNEY SERVICES AGREEMENT (TRANSACTIONAL) BETWEEN THE CITY OF
VERNON AND KRONICK MOSKOVITZ TIEDEMANN & GIRARD FOR LEGAL AND
RELATED SERVICES FOR THE PROPOSED HOUSING DEVELOPMENT
COVER PAGE
Associate Counsel Kronick Moskovitz Tiedemann & Girard
Responsible Principal of Associate Counsel: Jon E. Goetz
Notice Information - Associate Counsel: Kronick Moskovitz Tiedemann & Girard
1432 Higuera Street
San Luis Obispo, CA 93401
Attention: Jon E. Goetz
Phone: (805) 786-4302
Facsimile: (805) 786-4319
Notice Information - City: City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Attention: Kevin Wilson, Director of
Community Services & Water
Telephone: (323) 583-8811- ext. 245
Facsimile: (323) 826-1435
Commencement Date: November 20, 2012
Termination Date: November 20, 2015
Consideration: Total not to exceed $45,000.00 (includes all
applicable sales tax)
Records Retention Period Three (3) years
ATTORNEY SERVICES AGREEMENT (TRANSACTIONAL) BETWEEN THE CITY OF
VERNON AND KRONICK MOSKOVITZ TIEDEMANN & GIRARD FOR LEGAL AND
RELATED SERVICES FOR THE PROPOSED HOUSING DEVELOPMENT
THIS AGREEMENT is entered as of November 20, 2012, between the City of Vernon ("City"), a
California charter City and California municipal corporation ("City"), and Kronick Moskovitz
Tiedemann & Girard, a California corporation ("Associate Counsel"). City and Associate
Counsel are collectively referred to herein as the "Parties.
RECITALS
WHEREAS, the City, acting through its City Attorney, desires to engage Associate
Counsel, in association with the City Attorney, to assist the City Attorney in connection with the
City's proposed housing development project, and to provide advice and assistance in other
legal matters from time to time; and
WHEREAS, Associate Counsel possesses the skills, qualifications and experience
necessary to assist as Associate Counsel in said matters; and
WHEREAS, the City Attorney of the City of Vernon, herein referred to as "City Attorney,"
is the Chief Legal Advisor for the City and is charged with the responsibility of protecting the
interest of the City, its Council, officers, employees and agents, as provided for by California law
and the Charter and ordinances of the City.
NOW, THEREFORE, the Parties agree as follows:
1.0 Scope of Services.
Associate Counsel hereby is associated. as Counsel of Record in
association with the City Attorney to perform such legal services as may be required from time
to time in connection with specific transactional matters and other legal matters as specified in
Exhibit A, attached hereto. Jon E. Goetz, of counsel to the firm of Associate Counsel, shall be
directly and primarily responsible for the performance of services hereunder, shall personally
handle all significant matters, and shall supervise any services performed by other members of
Associate Counsel's firm and by its employees and shall not assign services to any other
attorney without the prior written permission of the City Attorney. It is understood that the City
Attorney is chief counsel of record for all purposes, and Associate Counsel's performance
hereunder shall be under the direction and supervision of the City Attorney, that Associate
Counsel shall coordinate its services hereunder with the City Attorney to the extent required by
said City Attorney, and that all performances required hereunder by Associate Counsel shall be
performed to the satisfaction of said City Attorney.
2.0 Time of Performance and Term.
The services of Associate Counsel are to commence upon the signing
hereof ("Effective Date"), and the written assignment of particular matters, and shall be
undertaken and completed in such sequence as to assure their completion as expeditiously as
is consistent with professional skill and care. This Agreement shall terminate three years from
the Effective Date.
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3.0 Budgeting. Associate Counsel handling specific City matters will be
expected to institute and to adhere to budgeting and planning procedures in the sole discretion
of the City Attorney. The general framework of the litigation budgeting and planning procedures
is as follows:
3.1 Budget:
3.1.1 Associate Counsel shall, if requested by the City Attorney,
provide a plan and a Budget, or revisions thereof, which
will include a projection of recommended steps to be taken
in the assigned matter and a range of costs for each step.
The Plan and Budget will be reviewed and updated as
necessary, at least every twelve months, or as more
frequently requested by the City Attorney.
3.1.2 The budget shall include an estimate of the attorney's
hours, fees and disbursements during each phase and
activity.
3.1.3 The budget should include the anticipated cost of each line
item, the time allotted to complete it and the professional
level of the person handling it.
3.1.4 Each line item should be given a code number that can be
used in the billing process and in preparation of updated
progress reports.
3.1.5 The budget is not a fixed fee agreement and is subject to
revision. However, Associate Counsel understands and
agrees that failure to timely submit a budget or major
unjustified deviations therefrom may constitute a breach
and result in termination of this Agreement with Associate
Counsel.
3.2 Plan.
3.2.1 In addition to.the budget, Associate Counsel shall prepare
a plan, at least every twelve months, or as more frequently requested. The plan will start as an
initial evaluation (before substantial costs are incurred) and shall include, with a discussion: a)
anticipated total costs; b) the primary issues, and c) tasks toward completion
3.2.2 The City Attorney shall be consulted by Associate Counsel
regarding the component parts of projects/cases handled so that the City Attorney can
determine, or secure a determination from the City Council, as appropriate, tactics, strategy and
whether a particular activity makes sense from an economic standpoint or can be done more
economically in another fashion.
3.2.3 The City Attorney is to be consulted regarding staffing of
litigation and is to be advised of any significant shift in staffing.
3.2.4 The City Attorney is to be provided with copies of any
billing manuals or directions for billing practices in use by Associate Counsel within thirty (30)
days of signing this Agreement.
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4.0 Compensation, Reimbursement and Methods of Payments.
4.1 Compensation.
Associate Counsel has established rates for the City of Vernon which are
comparable to and do not exceed the best rates offered to other governmental entities in and
around Los Angeles County for the same services. Fees for all services provided hereunder by
all billers shall be charged in accordance with Exhibit B, which is attached hereto and fully
incorporated herein by reference.
4.2 Reimbursement.
In addition to the compensation provided above, the City will reimburse
Associate Counsel only for the following expenses: printing, copying costs (not to exceed 15
cents a page), long distance telephone calls, faxes, transcription fees, reporter's fees and
ground transportation (not to exceed 44.5 cents a mile). Any other expense (e.g., travel
expenses or travel time beyond Southern California) must be approved by the City Attorney in
writing and in advance. No compensation shall be allowed for general overhead or support
services such as typing, word processing, secretarial time of any nature (normal, overflow or
overtime), clerical work, Lexis or Westlaw, equipment rental, calendaring, setting up files,
updating files,. computer time or service, nor any other expense not itemized in the approved
Case Budget or otherwise approved by the City Attorney. There shall be no mark-ups on
outside services.
4.3 The City Attorney must approve in advance any single disbursement item
in excess of $500.00, including, but not limited to, investigators, copying and experts. Requests
for costs exceeding $500.00 shall contain a recommendation of alternative information services,
including use of City employees. Associate Counsel will use City Staff in lieu of outside experts
whenever feasible.
4.4 The City expects moderation with regard to all expenses
4.5 Method of Billing.
Unless otherwise agreed, Associate Counsel shall provide monthly bills unless
charges for a particular month are insignificant. The following information must be provided in
monthly bills:
A. A detailed description of work, in time increments of .1 hour (one tenth of an
hour) for and by each and every individual billing services. Associate
Counsel shall keep the City advised regarding the identity and the billing
rates of those people who work on the litigation account.
B. Identification of the lawyer who is in charge of the matter.
C. Detailed disbursement breakdowns, including the nature and purpose of each
disbursement.
D. Each billing item will be separately stated on a separate line identifying the
biller, the time spent and the exact nature of the service rendered. Narrative
billing and block billing are unacceptable. For example, if numerous tasks
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are undertaken in one day, each should be identified with a specified time for
performing that task, i.e. a telephone call, a court appearance, a meeting or
legal research. All tasks performed on the same day should be entered as
separate entries, identifying the time spent on each. Telephone conferences
should specify the participants and the subject matter discussed. The City
will not pay for vague descriptions for services which do not state the precise
nature of the work performed and the need for the work. Words such as
"research", "strategy", "analysis", "discovery", "conference", "preparation",
"case management", "memorandum", "correspondence", "telephone call" or
"meeting", without an explanation of (1) the specific topic or subject matter,
(2) the persons involved, and (3) the need therefor, do not allow
accountability and are therefore unreimbursable.
E. The City will not pay for interoffice conferences among attorneys/billers
unless a conference is a necessary strategy meeting relating to some
significant legal issue or event, such as an upcoming trial, and then only one
attorney may be billed. Where charges are made for conferences, the
specific reason and need for each conference must be stated in detail; and
the participants identified.
F. Where charges are made for research time, the specific issue being
researched and the need must be identified. City has retained Associate
Counsel for its expertise, and therefore expects not to be billed for
introductory or background research. The City will not pay for attorneys, law
clerks and paralegals educating themselves or doing work of a transient
nature on the case.
G. The City expects the attorney assigned to the case to handle all significant
matters in the case. If other attorneys are assigned to assist the primary
attorney, the City must be notified. The City may request that the assigned
work be instead handled by the primary attorney. Thus, only those attorneys
or persons approved in advance by the City may bill on the case. Resumes
will be provided for all persons (other than clerical or secretarial) working on
the case.
H. No more than two support staff may bill on a particular case without the prior
approval of the City.
I. One paralegal may be used. Assignment of work to such paralegal should
not result in duplicative work by the attorneys, or reworking of paralegal's
work. Paralegal shall not perform clerical work, such as filing, indexing, date -
stamping, organizing, etc., but shall perform work such as research,
summarizing depositions, investigation, interviews of witnesses, etc.
J. Upon request, each item billed must be coded to a specific budget line item,
so a bill may be easily compared with the approved budget.
K. A tracking system must be set up to periodically, at least every six months,
compare the amount of work completed to a percentage of the budget
absorbed.
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L. The City Attorney reserves the right to request various levels of detail and
specific formats (such as columnar comparisons with established budgets).
M. The City will not pay for more than one biller doing any task (e.g. two or more
attorneys attending the same depositions or the same court appearances, a
biller redoing the work of another biller, or duplicative entries for reviewing
and analyzing documentation and legal research).
N. Photocopies of deposition transcripts shall be made whenever possible to
reduce deposition expenses.
O. No finance charge or interest will be paid by the City, nor billed by Associate
Counsel.
4.6 Timing of Payment.
The City shall pay Associate Counsel for services rendered and costs
incurred hereunder, at the rates and in the amounts provided hereunder, on a monthly basis.
5.0 Engagement of Other Counsel, Specialists or Experts.
Associate Counsel shall not engage or otherwise incur an obligation to pay
other counsel, specialists or experts for services in connection with this Agreement without the
prior written approval of the City Attorney.
6.0 Termination of Agreement and Legal Services.
Subject to the applicable provisions of the Rules of Professional Conduct of
the State Bar of California, this Agreement and all legal services to be rendered hereunder may
be terminated at any time by written notice from either party with or without cause. In such
event, all finished or unfinished documents, project data and reports, both originals and all
duplicate copies, in all forms and media requested by the City, shall immediately be turned over
to the possession of City, which owns all such materials. In the event of such termination,
Associate Counsel shall be paid for all satisfactory work, unless such termination is made for
cause, in which event compensation, if any, shall be adjusted, in the City's sole discretion, in
light of the particular facts and circumstances involved in such termination.
7.0 Interest of Members of Local Public Agency.
No member of the governing body of the City, and no other officer, employee
or agent of the City who exercises any discretion, function or responsibility in connection with
the carrying out of any project to which this Agreement pertains, shall have any personal
interest, direct or indirect, in this Agreement:
8.0 Interest of Counsel.
Associate Counsel agrees to secure the informed written consent of the City
Attorney before accepting any representation adverse to the City (actual or apparent) during the
term of this Agreement, and to forego such representation if the City Attorney, in his sole
discretion, objects for any reason.
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9.0 General Procedures.
9.1 Copies of major documents, correspondence and periodic status
reports shall be submitted to keep the City Attorney advised of any
major developments in the matter. Once the plan is approved, the
firm need not advise the City of each and every step being taken. As
long as the firm is complying with the plan, the firm should provide
periodic reviews and information on significant matters. The City does
not, however, want boilerplate routine letters announcing each and
every procedural step being taken.
9.2 All correspondence to the City shall reference the City Attorney File
Number.
10.0 Policy for Investigation and Discovery Assistance.
A copy of the City Attorney's Policy for Investigation and Discovery
Assistance is attached hereto as Exhibit D which is attached hereto and fully incorporated
herein by reference.
11.0. Conflict of Interest.
Associate Counsel certifies that no member, officer or employee of the
Associate Counsel is an officer or employee of the City of Vernon except to the extent permitted
by law.
12.0 Maintenance and Inspection of Records.
12.1 The City and any other Federal, State or local governmental agency, and
any of their authorized auditors or representatives, shall have access to; and the
right to 'audit and reproduce any of Associate Counsel's records to the extent the
City or such other governmental agency deems necessary to ensure that City is
paying only the amounts to which Associate Counsel is properly entitled or for
other purposes relating to the Agreement. .
12.2 Associate Counsel shall maintain and preserve all such records for at
least three (3) years after termination of the Agreement or until an audit has been
completed and accepted in writing by City. Upon written notice by the City, the
Associate Counsel shall promptly make all such records available to auditors or
other representatives of the City or other governmental agencies.
12.3 If Associate Counsel does not maintain such records in the City of
Vernon, Associate Counsel shall either deliver said records at its expense to
Vernon or shall promptly reimburse City for all reasonable costs incurred in
conducting the audit at a location other than the City of Vernon, including, but not
limited to, expenses for personnel, salaries, private auditors, lodging, meals and
overhead.
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13.0 Indemnity.
13.1 Associate Counsel agrees to indemnify, hold harmless, release
and defend (even if the allegations are false, fraudulent or
groundless), to the maximum extent permitted by law, and covenants
not to sue, the City, its Council and each member thereof, and its
officers, employees, commission members and representatives, from
any and all liability, loss, suits, claims, damages, costs, judgments
and expenses (including attorney's fees and costs of litigation) which
in whole or in part result from, or arise out of, or are claimed to result.
from or to arise out of, any performance under this Agreement, or any
acts, errors or omissions (including, without limitation, professional
negligence) of Associate Counsel, its employers, representatives,
subcontractors, or agents in connection with the performance of this
Agreement.
If Client does not pay the balance when due, or if Client breaches any
other term of this Agreement, Associate Counsel may demand that
the entire unpaid balance be paid immediately and, as provided by
law, commence any legal action for collection of the balance due. If a
dispute arises between Associate Counsel and Client regarding
attorneys' fees or costs under this agreement and Associate Counsel
files suit in any court, or begins an arbitration proceeding other than
through the State Bar or a local bar association under Business and
Professions Code Sections 6200-6206, Client will have the right to
stay that suit or arbitration proceeding by timely electing to arbitrate
the dispute through the State Bar or a local bar association under
Business and Professions Code Sections 6200-6206. If Client elects
to so arbitrate the dispute, Associate Counsel will submit the matter to
that arbitrator.
13.2 This Agreement to indemnify includes, but is not limited to,
personal injury (including death at any time) and property or other
damage (including, but without limitation, contract or tort or patent,
copyright, trade secret or trademark infringement) sustained by any
person or persons (including, but not limited to, companies, or
corporations, Associate Counsel and its employees or agents, and
members of the general public).
14.0 Enforcement of Wage and Hour Laws. Eight hours labor constitutes a
legal day's work. The Associate Counsel, or subcontractor, if any, shall forfeit twenty-five
dollars ($25) for each worker employed in the execution of this Agreement by the respective
Contractor or subcontractor for each calendar day during which the worker is required or
permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar
week in violation of the provisions of Sections 1810 through 1815 of the California Labor Code
as a penalty paid to the City; provided, however, .work performed by employees of contractors in
excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon
compensation for all hours worked in excess of 8 hours per day at not less than 1'/ times the
basic rate of pay.
R]
Living Wages. In addition, Associate Counsel, or Subcontractor, if any, working
on City service contracts of any amount, as to all employees spending time on City contracts
shall observe the City's Living Wage Ordinance and all requirements thereof at all times on City
contracts. The Current Living Wage Standards are set forth in Exhibit E. Upon request,
certified payroll shall be provided to the City.
15.0 INSURANCE
Associate Counsel shall, at its own expense, procure and maintain policies
of insurance of the types and in the amounts set forth below, for the duration of the Agreement,
including any extensions thereto.
15.1 Automobile Liability with minimum limits of at least
$100,000/300,000/500,000 if written on a personal automobile liability
form, for using a personal vehicle; or an amount of $500,000 including
owned, hired, and non -owned liability coverage if written on a
Commercial automobile liability form.
15.2 General Liability with minimum limits of at least $1,000,000
combined single limits written on an Insurance Services Office (ISO)
Comprehensive General Liability "occurrence" form or its equivalent for
coverage on an occurrence basis. Premises/Operations and Personal
Injury coverage is required. The City of Vernon, its Council,
commissioners, officers, employees, agents and volunteers registered
with the City of Vernon must be endorsed on the policy as additional
insureds as respects liability arising out of the Associate Counsel's
performance of this Agreement.-
15.3 Professional Errors and Omissions coverage in a sum of at least
$1,000,000. If a claims -made policy is obtained, a "tail" of at least three
years shall be purchased if non -renewed within three (3) years of
completion of performance under this Agreement. Applicable
aggregates must be identified and claims history provided to determine
amounts remaining under the aggregate.
15.4 Associate Counsel shall comply with the applicable sections of
the California Labor Code concerning workers' compensation for injuries
on the job. Compliance is accomplished in one of the following
manners:
15.4.1 Provide copy.of permissive self-insurance
certificate approved by the State of California; or
15.4.2 Secure and maintain in force a policy of workers'
compensation insurance with statutory Limits and
Employer's Liability Insurance with a minimal limit
of $1,000,000 per accident. The policy shall be
endorsed to waive all rights of subrogation
against City, its Council, commissioners, officers,
employees, and volunteers for losses arising from
performance of this Agreement; or
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15.4.3 Provide an insurance exemption form certifying
that no employees subject to workers'
compensation law will be used in performance of
this Agreement.
15.4.4 Each insurance policy included in this clause
shall be endorsed to state that coverage shall not
be canceled except after thirty (30) days' prior
written notice to City.
15.4.5 Insurance shall be placed with insurers with a
Best's rating of no less than B:VIII.
15.4.6 Prior to commencement of performance,
Associate Counsel shall furnish City with a
certificate of insurance for each policy. Each
certificate is to be signed by a person authorized
by that insurer to bind coverage on its behalf.
The certificate(s) must be in a form approved by
City. City may require complete, certified copies
of any or all policies at any time.
15.4.7 Failure to maintain required insurance at all times
shall constitute a default and material breach. In
such event, Associate Counsel shall immediately
notify City and cease all performance under this
Agreement until further directed by the City. In
the absence of satisfactory insurance coverage,
City may, at its option: (a) procure insurance with
collection rights for premiums, attorney's fees and
costs against Associate Counsel by way of set-off
or recoupment from sums due Associate
Counsel, at City's option; (b) immediately
terminate this Agreement; or (c) self insure the
risk, with all damages and costs incurred, by
judgment, settlement or otherwise, including
attorney's fees and costs, being collectible from
Associate Counsel, by way of set-off or
recoupment from any sums due Associate
Counsel.
16.0 Choice of Forum.
The parties hereby agree that this Agreement is to be enforced in
accordance with the laws of the State of California, is entered into and/or is to be performed in
the City of Vernon and that all claims or controversies arising out of or related to performance
under this Agreement shall be submitted to and resolved in a forum within the County of Los
Angeles at a place to be determined by the rules of the forum.
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17.0 Incorporation by Reference.
This contract incorporates by reference the Request for Proposal and
specifications therein, and all attachments, and the Proposal by Associate Counsel, -and all -
attachments.
18.0 Order of Precedence.
In case of conflict between the terms of this Agreement and the terms in
any document attached as an exhibit or otherwise incorporated by reference, the terms of this
Agreement shall strictly prevail.
[Signatures Begin on Next Page].
IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date stated
in the introductory clause.
City of Vernon, a California charter City Kronick Moskovitz Tiedemann & Girard, a
and California municipal corporation California corporation
By: By:
William Davis, Name:
Mayor
Title:
ATTEST:
By:
Name:
Dana Reed, Interim City Clerk Title:
APPROVED AS TO FORM:
Nicholas George Rodriguez,
City Attorney
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EXHIBIT A
SCOPE OF SERVICES
Contractor shall perform the services described in the proposal dated October 30, 2012,
and in the proposal dated November 13, 2012, from Keyser Marston Associates, on behalf of
the City. Copies of the proposals are attached hereto and incorporated by reference.
Response to Request for Proposal
to Provide Legal Services for Proposed
Housing Development Project in
The City of Vernon
October 30, 2012
Submitted To:
City of Vernon
Attn: City Attorney's Office
4305 Santa Fe Avenue
Vernon, CA 90058
Submitted By.
Jon Goetz, Of Counsel
Jeffrey A. Mitchell, Shareholder
Kronick Moskovitz Tiedemann & Girard
KRON IC K
I MOSKOVITZ
TIEDEMANN
GIRARD
.. -... - A LAW CORPORATION
October 29, 2012
VIA FEDERAL EXPRESS
City Attorney's Office
City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Re: RFP for Legal Services for Proposed Housing Development Project
To Whom It May Concern:
Kronick, Moskovitz, Tiedemann & Girard, a Professional Corporation, is pleased to
respond to the City of Vernon's request for proposal for legal services with respect to the City's
proposed housing development project located at 4675 52°d Drive and the adoption of a General
Plan Update and zoning amendments to accommodate the new housing project. In terms of
background, skill and knowledge, we feel we are well -qualified to assist the City in its, project.
Our proposal features a core team of attorneys who are highly experienced in publicly
assisted housing development. As an attorney with more than 25 years of practice in affordable
housing and real estate law, I (Jon Goetz) will be your primary point of contact and your lead
attorney. I will designate Jeffrey A. Mitchell, a shareholder and the firm's public agency
practice group manager, to serve as your contact regarding contractual matters. Below is my
contact information:
Jon E. Goetz
Kronick, Moskovitz, Tiedemann & Girard
1432 Higuera Street
San Luis Obispo, CA 93401
Tel: (805) 786-4302
JGoetz@kmtg.com
1432 Higuera Street San Luis Obispo, CA 93401 Tel: (805) 786-4302 Fax: (805) 786-4319 www.kmtg.com
Sacramento I Bakersfield I San Luis Obispo I Walnut Creek I Roseville
City Attorney's Office
October 29, 2012
Page 2
Enclosed is information responsive to your request for proposal, including our
assessment of the project, the qualifications of our firm and those of the personnel we propose to
provide legal services, and our legal fees and schedule of rates. Our proposal herein shall remain
valid for a period of not less than ninety (90) days from the date of this letter. We do not propose
to use any subcontractors in our proposal.
Thank you again for the opportunity to submit our qualifications. We are
enthusiastic about the prospect of representing the City, and welcome the opportunity of meet
with City staff to discuss the capabilities of Kronick, Moskovitz, Tiedemann & Girard and the
many ways we can be of service to the City.
Sincerely,
KRONICK, MOSKOVITZ, TIEDEMANN & GIRARD
A Professional Corporation
Jon Goetz
Of Counsel
(� 1//X� �
Jeffrey A. Mitchell
Shareholder
JG/mah 1
1013064.1 90001.010
KRONICK
MOSKOVITZ
'TIEDEMANN
I &GIRARD
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RESPONSE TO RFP FOR LEGAL SERVICES
FOR PROPOSED HOUSING DEVELOPMENT PROJECT
I. INTRODUCTION
As a city that currently only has a limited amount of housing, Vernon will be profoundly affected
by the construction of the proposed housing development project at 4675 52" d Drive. The new
residents of the housing project will work at businesses in the City, shop in the City's stores, eat
in the City's restaurants, use the City's municipal services, vote and participate in City
government, and will change the face of the City. Great care must be taken in the design and
development of this housing in order to complement the City's successful industrial base. The
City's attorney is only one member of the project team, but plays an important role in the
project's success by ensuring that the construction and operation of the project lives up to the
City's vision. The City's attorney will help the City ensure that the environmental condition of
the land is suitable for housing, that all land use entitlements are in place, that any City
assistance to the project is appropriately leveraged through private financing, that appropriate
controls are placed on resident incomes and rents, and that standards are in place for the long-
term maintenance and management of the completed project. The City needs to ensure that its
attorney is highly experienced in the creation of successful housing projects. We think you'll
conclude that the Kronick, Moskovitz, Tiedemann & Girard (KMTG) team is up to the task.
In order to ensure high quality work is provided to the City, we will turn only to highly
experienced attorneys from our firm. Be assured that we will not be training any younger and
less experienced attorneys through this project. We will designate Jon E. Goetz, one of our most
senior lawyers, as the lead attorney for this project and the primary contact. Mr. Goetz is one of
the leading attorneys in the state in local government assisted housing projects, and will
personally provide all legal services for the housing transaction with the selected developer. Mr.
Goetz has previously worked with Meta Housing, your selected developer, and has a high degree
of confidence in its ability to produce a high quality project. We find that the City benefits from
the use of a single experienced attorney to both provide the majority of the services and serve as
the primary contact. This ensures that a senior attorney is drawing on his experience to steer the
project in the right direction from the beginning, minimizing the need for legal research and
preventing conflicting advice from the team. Mr. Goetz is well -qualified to take on that role.
We have also designated one of our most experienced land use lawyers, Jeffrey L. Massey, as the
principal backup attorney for General Plan, Zoning and Housing Element matters, and one of our
leading California Environmental Quality Act (CEQA) attorneys, Leslie Z. Walker, as the
principal backup for CEQA matters. Use of highly experienced backup attorneys such as Mr.
Massey and Ms. Walker also enhances the efficiency of the work, ensuring that the City will
receive the help of the persons who are most experienced in their fields. Mr. Goetz will
personally participate in legal services relating to planning and CEQA issues and will be
responsible for supervising the work product of Mr. Massey and Ms. Walker.
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City staff access to attorneys is critical in an important project such as this. Although the
attorneys are based out of the Los Angeles area, the majority of Mr. Goetz's work is located in
and around Los Angeles, and he is physically present in the area much of the time. He will be
available for meetings at the City upon City request, and we have structured our fees so that the
City is not responsible for payment of additional fees for travel from out of the area. Our
attorneys are also available at all times through telephone and internet communication.
Timeliness is also of primary importance when the City needs legal assistance. Included below
are time frames for response by KMTG to inquiries from City officers and staff:
Item
Response From
Turnaround
Comments
Jon E. Goetz and other
Time
KMTG Attorneys
Return calls,
Generally within two
As requested
Attorneys are available via smart
emails, voice
hours unless a faster
based on
phone for e-mails and telephone
mails
response is required
task/project
calls
Research
Immediate to discuss
As requested
Our existing clients find our
research needed
and agreed
research to be timely, as well as
upon per
thorough and complete
project -
generally within
two weeks
Reports
Immediate to discuss
As requested
We provide periodic reports in a
work needed
and agreed
timely manner, as mutually
upon depending
agreed to with our clients
upon project
Contracts
Immediate to discuss
As requested
KMTG represents a number of
work needed
and agreed
public agencies so we have a
upon depending
number of standardized
upon project —
agreements to help expedite the
generally within
process and reduce costs
3-5 days of first
contact from
staff
Projects
Immediate to discuss
As requested
We will comply with agreed -
work needed
and agreed
upon deadlines
upon depending
upon project
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Item
Response From
Jon E. Goetz and other
KMTG Attorneys
Turnaround
Time
Comments
Periodic
Sent via e-mail
Sent via e-mail
We periodically send out "Legal
reviews:
Alerts" to clients and colleagues
court
at no charge to provide updates
decisions,
on new legal issues.
legislation, or
legal issues;
etc.
II. GENERAL SCOPE OF WORK, WORK PLAN AND SPECIFIC WORK
PRODUCTS
Upon selection as the City's legal counsel we would be available at the City's convenience to
meet to discuss the specific tasks desired by the City. The following is a list of tasks and
documents which we would propose for the City's consideration.
A. Exclusive Negotiating Agreement
While the use of an Exclusive Negotiating Agreement (ENA) between the City and the chosen
developer is not mandatory for this project, there are several key benefits to the City. We find
that an ENA often induces the chosen developer to invest more time and effort in the
predevelopment stages of a project than if the developer has no such preliminary agreement. The
ENA can send signals to the developer illuminating the City's desires for the general structure of
the project, without binding the City to actually convey the land or provide financial assistance to
the developer. If an ENA has not previously been entered with the chosen developer, we would
draft an ENA for approval by the City and Meta Housing.
B. Disposition and Development Agreement
The Disposition and Development Agreement (DDA) would be the key document governing the
conveyance of the land to the developer, the development specifications, timing requirements,
affordable housing obligations, maintenance and management standards, and the like. We would
first need to discuss whether the conveyance would be accomplished through the sale of land to
the developer, or through a long-term ground lease. Both conveyance methods can be made
acceptable to. project developers and lenders, and either may be of advantage to the City. The
DDA will also attach the other documents that will be necessary for the transaction, including the
grant deed or ground lease, promissory note and deed of trust if any gap assistance is provided,
and regulatory agreement setting forth the affordability, maintenance and management
requirements. We would draft a DDA for approval by the City and the Developer.
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C. General Plan Land Use Element and Zoning Changes
We understand that the City is currently updating its General Plan Land Use Element and zoning.
We would be available to either draft sections of those revisions or comment on drafts prepared
by the City's consultants. We would expect to meet with the consultant at various times during
the preparation of those updates to discuss the drafts and resolve any legal issues. Whether we
are drafting the relevant documents or reviewing the work of others, _ we understand our
responsibility to ensure that the final product meets the requirements of state law and allows the
housing project to be constructed and operated as envisioned by the City.
D. Housing Element
Housing Elements are typically prepared by experienced planning consultants, and reviewed by
attorneys for compliance with Government Code requirements and Department of Housing and
Community Development (HCD) regulations. We believe we would be most effective if we are
permitted to meet with the consultant prior to the preparation of the Housing Element to discuss
the general structure and resolve any upfront legal issues. We would then review and comment
on the consultant's work product and help in the preparation of a legally defensible document.
We would also work with the City and consultants in the presentation of the Housing Element to
the Department of Housing and Community Development, and help to prepare responses to HCD
comments to the initial Housing Element draft.
E. CEOA
We understand that a supplemental Environmental Impact Report (EIR) is currently being
prepared. We would want to meet with the EIR consultant as soon as practicable to ensure that
the EIR will address the issues pertinent to the housing project, as well as the land use changes
necessary for the development of the housing project.
III. PROPOSED SCHEDULE
A. Housinst Development Transaction
The following is a suggested schedule for the housing development transaction. The schedule
would be adjusted as necessary to accommodate City and Developer timelines, but the schedule
items for KMTG deliverables would remain constant:
Activity
Date
KMTG provides draft Exclusive Negotiating
Within 5 days of selection of legal counsel
Agreement to City staff for review (if desired
by City)
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Activity
Date
KMTG provides draft Exclusive Negotiating
Within 1 day after receipt of City staff
Agreement to Developer for review
comments to Exclusive Negotiating Agreement
City Council approval of Exclusive
Within 30 days after Developer approval of
Negotiating Agreement
form of Exclusive Negotiating Agreement
City staff delivers due diligence materials to
Within 30 days after selection of legal counsel
Developer, including title report,
[These documents may have been previously
environmental reports, surveys engineering
provided to Developer]
assessments, etc.
City staff and Developer mutually agree on
Within first 90 days of ENA Negotiating
proposed development term sheet
Period
KMTG commences drafting of DDA
Immediately upon City staff/Developer
agreement upon proposed development term
sheet
KMTG delivers first draft of DDA to City
Within 7 days after commencement of drafting
staff for review
KMTG delivers first draft of DDA to
Within 1 day after receipt of final City staff
Developer for review
comments to initial draft DDA
Developer submits comments to first draft of
Within 15 days of receipt of first draft of DDA
DDA
Developer submits basic concept drawings to
Within first 90 days of ENA Negotiating
City
Period
Developer submits entitlement applications to
Within first 90 days of ENA Negotiating
City Planning Department
Period
City staff obtains appraisal of fair market
Within first 90 days of ENA Negotiating
value of Site [and fair rental value, if lease is
Period
contemplated]
City staff and Developer mutually agree on
At least 30 days prior to end of ENA
form of DDA
Negotiating Period
Developer delivers 3 signed copies of DDA to
14 days prior to City Council consideration of
City
DDA
City Council consideration of DDA
Prior to end of Extended Negotiating Period;
and after City Council approval of EIR
1
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f B. Land Use Entitlements and CEOA
1
The following is a suggested schedule for the General Plan Land Use Element, Housing Element,
zoning changes, and CEQA documentation. Note that the timing for final approval of these
items is dependent upon the timing of the completion and certification of the EIR. The only
transaction approval that can be accomplished prior to "the EIR certification is the Exclusive
Negotiating Agreement (if one is desired) under the principles of the California Supreme Court's
2008 ruling in Save Tara v. City of West Hollywood.
Activity
Date
KMTG provides initial comments on draft
Within 7 days after receiving draft
EIR
KMTG drafts and/or provides initial
Initial draft within 14 days after City staff
comments on draft General Plan Land Use
notice to proceed; comments within 7 days
Element update
after receiving draft
KMTG provides initial comments on draft
Within 7 days after receiving draft
Housing Element
KMTG drafts and/or provides initial
Initial draft within 14 days after City staff
comments on draft zoning changes
notice to proceed; comments within 7 days
after receiving draft
KMTG responds to City staff and Developer
Within 1 day of receipt for most comments and
questions and comments to KMTG comments
questions; within 5 days for more complex
comments and questions
City Council consideration of EIR
Prior to end of Negotiating Period under ENA
City Council Consideration of General Plan
Concurrently or within 30 days after City
Land Use Element update, Housing Element
Council approval of EIR
revision, zoning changes
IV. FEES AND COSTS
As a full -service law firm, KMTG makes it a primary goal to manage legal costs through
efficient staffing and competitive services. Our sophisticated billing system provides our public
agency clients with the ability to monitor their legal costs on a bi-weekly basis and we can
provide our public agency clients with specific information, triggered by events or amounts as
directed by the client.
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Until we have a more complete understanding of the extent of the level of services we will be
providing to the City, it is difficult to estimate our total time commitment in order to provide you
with a fixed or capped fee arrangement. We therefore propose providing services at an hourly
rate fee based on our actual time. However, as the scope of services is determined with more
precision, we would be willing to negotiate a fixed fee or cap on fees as suggested in the RFP.
We understand and support the City's desire to protect itself against unforeseen legal costs. We
strive to work with our public agency clients to assist not only in their need for legal services but
also in their need to operate within a budget.
Our fees would be calculated based on the applicable hourly rates billed in increments of 1/loth
hour for the legal staff involved, multiplied by the hours devoted on your behalf. In order to
ensure that inordinate fees are not charged to attorney travel time, each attorney would cap his or
her time for travel to and from meetings in the Vernon area at one hour per meeting.
For the attorneys listed in this proposal, and for paralegals, KMTG propose the following hourly
rates:
Jon E. Goetz ...............
Jeffrey L. Massey.......
Leslie Z. Walker.........
Paralegals ...................
.....................:..........................$275
................................................$250
.. .. ...........$225
................................................$125
Expenses for basic legal services, including copying, computer -assisted research, such as
Westlaw/Lexis, and delivery charges, such as U.S. Mail, Federal Express and third -party courier
services, are charged at KMTG's actual cost. Also billed at cost are fees assessed by the courts
and administrative agencies, and prior approved costs for experts and consultants, if any. Travel
expenses, including parking and bridge tolls, are reimbursable at the actual cost incurred, plus
mileage at the IRS -approved rate. However, we believe that the City should not be responsible
for excessive mileage charges due to the location of our attorneys, so we would propose to cap
our mileage charge per meeting at 50 miles per attorney. KMTG does not add an overhead
charge to expenses. We do not charge for secretary time or for long distance phone calls.
Our usual billing procedure is to submit a monthly itemization identifying the attorneys and
paralegals performing services, along with the time and a description of the services.
Notwithstanding our usual procedure, KMTG can create custom statements specific to the City
of Vernon's current billing needs.
V. ABILITY OF THE PROPOSER TO PERFORM
A. Firm Overview and Oualifications
Established in 1959, KMTG is a, full -service law firm with offices in Sacramento, San Luis
Obispo, Bakersfield, Walnut Creek and Roseville. Our 50+ year history is deeply rooted in
public agency law and our success in this area has led to trusted, enduring relationships with
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clients who have come to rely on us for legal representation. KMTG serves as general and
special counsel to more than 150 public agencies throughout the State of California, including
several clients since the firm's inception, a testament to the firm's practice approach of
accessibility, pragmatism and strong client advocacy. A representative list of our public agency
clients is contained under the "Attachments" tab of this proposal.
Currently there are 54 attorneys at KMTG who specialize in a variety of practice areas, including
municipal and public agency, economic development and housing, construction and public
works, natural resources and water, environmental and land use, climate change, eminent domain
and inverse condemnation, trial and appellate litigation, insurance coverage, public finance,
taxation, banking and creditor's rights, business, and labor and employment. KMTG's city
clients benefit not only from this wide range of civil law expertise, but from insights that come
from representing various other types of local and state government agencies, including counties,
special districts, joint powers authorities, and joint powers insurance authorities, private
developers, and school and community college districts.
KMTG attorneys are divided into practice groups which focus on specific areas of law, while
overlapping and supporting each other. KMTG has various levels of attorneys on its staff,
including shareholders, who are attorney owners of the firm; of counsel, who are senior, well -
experienced attorneys practicing in specialized areas; principals, who are senior, non -owner,
attorneys of the firm; and associates, who are attorney employees. KMTG maintains a full
municipal and public agency practice, and supports that practice with experienced attorneys in
ancillary fields related to public agencies. A general description of the firm and its various
practice areas supporting public agencies is contained under the "Attachments" tab of this
proposal.
One of KMTG's areas of expertise is Economic Development and Housing. Our Economic
Development and Housing practice is unique in that our attorneys have extensive experience
representing both public agencies and private developers in affordable rental and for sale housing
developments, involving a wide variety of funding sources. Members of the firm's real estate,
public law and tax practices all contribute their expertise to the creation of successful affordable
housing developments.
Experience with Housing Development Agreements
Our attorneys are highly experienced in affordable housing transactions, representing local
government agencies assisting such development, as well as many nonprofit and for -profit
developers. We provide a full range of legal services, including the negotiation, drafting and
closing of land acquisition agreements, DDAs, loan agreements, bond documents, tax opinions,
partnership agreements, density bonus and inclusionary housing agreements, and other local
government financial assistance documents. Mr. Goetz is recognized as highly experienced in
this area, and the California Redevelopment Association relied upon him as its lead trainer on the
Critical Elements of the DDA two-day workshop for 15 years.
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Experience with Zoning, Planning, Land Use and CEQA
KMTG's attorneys regularly represent public agencies in complying with the State's complicated
rubric of zoning, land use planning and environmental laws. This advice and representation
includes such land use processes as adopting and updating general and specific plans to the
implementation of those plans through orderly development in accordance with state and local
zoning, subdivision, and other land use development laws. The land use attorneys in our public
agency group are well versed in environmental law and issues concerning development,
including all aspects of CEQA and the National Environmental Policy Act (NEPA).
KMTG attorneys advise clients on matters related to handling of toxic and hazardous materials,
toxic cleanups and hazardous material compliance issues. KMTG can also assist in providing due
diligence, advice and counsel for the acquisition or sale of potentially contaminated or.
contaminated property in real estate transactions.
Experience with Real Estate Development
Our real estate attorneys have served as lead attorneys for a multitude of real property matters,
including programs for the private and public development of thousands of affordable and
market rate housing units in stand-alone, mixed use, and transit oriented developments. Our
involvement in these projects typically includes negotiation of the purchase/sale/lease of the real
property, the layering of financing, and the development and implementation of regulatory
documents necessary to ensure compliance with public and private sources of financing and with
the requirements of redevelopment law. Our comprehensive experience and knowledge allows
us to focus on quickly and efficiently resolving issues through negotiation and creative problem -
solving. On those occasions when litigation is necessary, we have the skills and personnel
needed to represent the City in any litigation arising from these transactions.
Experience with Low Income HousinL Tax Credits
Low Income Housing Tax Credit (LIHTC) transactions almost always involve many sources of
financing, and it is important for participants to understand the specific requirements of each
source and to be experienced in representing the various parties in LIHTC transactions. Mr.
Goetz is highly experienced in Low Income Housing Tax Credit financed affordable housing
transactions, having represented a number of nonprofit and for -profit developers pursuing
LIHTC transactions, and also having represented many local government agencies assisting such
tax credit financed developments. Mr. Goetz has provided a full range of legal services to
private developers in tax credit transactions, including advice on structuring transactions for
compliance with IRC Section 42 requirements, and the negotiation, drafting and closing of land
acquisition agreements, DDAs, loan agreements, bond documents, tax opinions, partnership
agreements, density bonus and inclusionary housing agreements, relocation plans, and local
government financial assistance documents. Mr. Goetz has represented many redevelopment
agencies and municipalities providing financial assistance to a tax credit project, and understands
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RI how to harmonize the local government and Section 42 affordability, income and regulatory
requirements. We have negotiated and drafted many subordination and intercreditor agreements
coordinating the rights and remedies of the various lenders and investors in these deals.
Experience with Tax Exempt Multifamily HousingBonds
Mr. Goetz also has extensive experience with multifamily housing bond financing. Many of Mr.
Goetz's multifamily projects for private developers have used a 4% tax credit/multifamily bond
structure, where Mr. Goetz would take the lead in reviewing and negotiating bond and loan
documents in those deals. Mr. Goetz has on occasion served as bond counsel for the bond issuer
in such transactions as well. He has often represented redevelopment agencies and
municipalities in bond -financed developments, and has worked with bond counsel to coordinate
the disbursement of the different project funding sources and the regulatory requirements of each
source. The Firm is also able to draw upon the expertise of its municipal finance attorneys, who
are highly experienced municipal bond counsel.
Experience with Other Affordable Housing Funding Sources
Through his representation of numerous redevelopment agencies and municipalities, Mr. Goetz
has frequently worked with redevelopment low and moderate income housing funds and HOME
funds, and is very knowledgeable regarding the statutory and regulatory requirements for each.
He has also worked with many other sources of funding in his projects, including the California
Multifamily Housing Program (MHP), CalHome program and other state funds, HUD Section
8/Housing Choice Vouchers, Section 202, Section 221(d)(3) and 221(d)(4), CDBG and other
Federal funds, Affordable Housing Program loans and grants, local inclusionary housing funds.,
and other subsidized funding sources.
Experience with Hazardous Materials
KMTG's attorneys regularly represent public agencies and private parties with respect to
compliance with environmental laws, including the cleanup of contaminated properties.
California's legislators and regulatory agencies are active in adopting laws and regulations
intended to protect the environment while also allowing for economic activity and growth, but
with mixed success. The laws and the agencies responsible for administering them can
sometimes present a dense and seemingly arbitrary thicket of regulations burdening even projects
with significant environmental benefits. KMTG attorneys have decades of experience working
with clients and technical consultants to develop and implement strategies that enable clients to
meet environmental laws, as well as successfully complete a project. For clients who own, or
may be acquiring, properties with a history of industrial use, remedying the consequences of past
disposal practices and limiting exposure to liability remain a concern. KMTG attorneys regularly
represent clients in such matters before environmental regulatory agencies, with a focus on
helping clients comply with these requirements while achieving their objectives. While we strive
to help our clients avoid litigation through careful planning and positions well grounded in the
facts and the law, sometimes litigation is forced upon them by others, or they must initiate
i
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I litigation to protect their interests. In those situations, KMTG attorneys bring extensive
experience in environmental litigation in the state and federal courts, whether in defending or
challenging regulatory agency decisions, or seeking cost recovery for clean up of contaminated
1 property.
B. Proiect Team
Jon E. Goetz — Of Counsel Attorney
Role: Project Lead, Development Transactions
Mr. Goetz will serve as the City's lead attorney and primary contact. In this role, he will manage
and coordinate all services on behalf of the City. Through his 25 years of practice of real estate
and local government law, Mr. Goetz has served as lead attorney for more than 150 housing
developments. and programs, involving thousands of affordable and market rate housing units,
including mixed -use projects, transit -oriented developments, and new construction,
acquisition/rehabilitation, and homebuyer assistance programs. He brings the experience of
representing both local government agencies and housing developers in many multifamily rental
and for -sale housing projects.
Mr. Goetz is highly experienced in affordable housing transactions, having" represented
numerous local government agencies assisting such development, as well as many nonprofit and
for -profit developers. Mr. Goetz has provided a full range of legal services, including the
negotiation, drafting and closing of land acquisition agreements, DDAs, loan agreements, bond
documents, tax opinions, partnership agreements, density bonus and inclusionary housing
agreements, and local government financial assistance documents. Many of his projects have
also involved assistance from Low Income Housing Tax Credits, redevelopment low and
moderate income housing funds, HOME funds, City of Industry funds, California Multifamily
Housing Program and other state funds, HUD Section 202, Section 8 project based vouchers,
CDBG and other federal funds, Affordable Housing Program loans and grants, and other
subsidized funding sources. In that capacity, he works closely with bond counsel, tax credit
equity investors and their attorneys, and local and state government housing officials and their
attorneys and advisors.
Mr. Goetz has represented over 40 cities and their redevelopment agencies, primarily in Southern
California, in their housing and redevelopment projects and programs. Some of his affordable
housing projects include the following:
• On behalf of the City of West Covina and its Redevelopment Agency, negotiated the
purchase of dilapidated apartments in a high crime area of the city, facilitated relocation
of existing residents, and negotiated the DDA with a multifamily developer for
acquisition and rehabilitation into the 124-unit Promenade Apartments project.
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• On behalf of the City of Poway and its Redevelopment Agency, negotiated and prepared
a DDA, purchase agreements, construction agreements and other documents for
construction of the award -winning Solara affordable apartments, California's first fully
solar -powered multifamily housing project.
• Assisted the City of Rialto in the formation of its Housing Authority, and was the lead
counsel for the Housing Authority for the Citrus Grove project with National Community
Renaissance. This award -winning project required the streamlined eminent domain
acquisition of approximately 150 dilapidated condominium units in a high crime area of
the city, and the $37 million rehabilitation of the housing into an apartment project under
consolidated ownership and management. Funding sources included 4% tax credits,
multifamily bond financing, redevelopment low -mod housing funds, HELP funds, and
other sources.
• On behalf of the Fountain Valley Agency for Community Development and the City of
Fountain Valley, negotiated DDAs and affordable housing documents with developers of
a senior apartment project and a senior condominium project, and facilitated construction
of a senior center with redevelopment funds to create an integrated senior community
facility.
• Represented City of Montclair Housing Authority in the construction of the San Antonio
Vista 75-unit new construction. project, and the Montclair Senior Apartments 85 unit
multifamily senior housing project, both constructed by National Community
Renaissance, which was financed with federal tax credits, redevelopment agency
financing and commercial loans.
Mr. Goetz currently serves as counsel to the Paso Robles Housing Authority, and he is assisting
that Housing Authority in the demolition and rebuilding of its dilapidated 70-year-old 150-unit
Oak Park public housing project. The project has obtained 9% tax credits, Section 8 project
based vouchers, federal stimulus funding, California Housing and Community Development
grants, and other financing. He has also provided legal services to public housing authorities in
Anaheim, Garden Grove and other jurisdictions, representing them in a number of jurisdictions
with their affordable housing projects.
In the course of his representation of cities in their affordable housing programs, Mr. Goetz has
assisted several cities in the preparation of their Housing Elements, and with their response to
comments from the California Department of Housing and Community Development. His
housing projects frequently require him to participate in a variety of land use entitlement
approvals, including zoning, subdivision maps, and General Plan amendments.
Mr. Goetz has considerable expertise in prevailing wages, having advised public agencies on
prevailing wage compliance and statutory exemptions from prevailing wage laws. He has
represented parties in a number of Department of Industrial Relations administrative
determination matters. Mr. Goetz was a long-time active member of the California
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Redevelopment Association and its Housing Committee. He is a frequent speaker on affordable
housing, redevelopment and prevailing wages.
A list of Mr. Goetz's other multifamily housing projects can be found under the "Attachments"
tab of this proposal.
Jeffrey L. Massey Principal Attorney
Role: General Plan, Zoning and Housing Elements
Mr. Massey will directly support Mr. Goetz in all work related to General Plan, zoning and
Housing Elements. Mr. Massey has been practicing for ten years in the areas of municipal and
public agency law, and provides transactional and general legal counsel and advice on a wide
variety of legal matters impacting municipalities, counties, special districts and other public
entities in the areas of zoning, planning and land use, affordable housing, redevelopment, and
real estate law.
Mr. Massey has extensive experience with land use law, including assisting cities in the adoption
and amendment of General Planss, separately and including Housing Elements. Mr. Massey also
has substantial experience in drafting and amending zoning ordinances, including ordinances that
have created overlay zones. Specific projects that Mr. Massey has handled on behalf of cities
include:
• Reviewed and revised Housing Element and specific plan and drafted resolutions
approving both;
• Drafted ordinance revising land use zoning matrix;
• Drafted resolution adopting guidelines for urban infill areas;
i
• Drafted a second unit ordinance;
• Drafted an ordinance that created an Army Base Zone that involved housing;
• Drafted a mobile home park ordinance;
• Drafted an historic preservation ordinance; and
• Drafted an ordinance prohibiting medical marijuana dispensaries.
Additionally, he has represented cities and redevelopment agencies in the drafting and
negotiation of loan documents (including promissory notes and subordination agreements) and
regulatory agreements related to affordable housing projects, involving funding sources such as
HOME funds, redevelopment of low and moderate income housing funds, Low Income Housing
Tax Credits, tax exempt multifamily housing bond financing, and other HUD and California
HCD funding sources. Mr. Massey has also coordinated the closings on numerous affordable
housing and other public -private transactions. Mr. Massey is also the firm's expert on the state's
mobile home park laws and has drafted numerous legal documents related to the regulation of
mobile home parks. Mr. Massey has served as Interim City Attorney, City Attorney and
Assistant City Attorney over the course of his career, and currently serves as General Counsel for
Foresthill Public Utility District and El Dorado Hills Community Services District and as
Assistant City Attorney to the City of Rio Vista.
KRONICK Response to RFP for Legal Services for Proposed Housing Development Project
MOSKOVITZ
TIEDEMANN Page 14
&GIRARD noh
Leslie Z. Walker — Associate Attorney
Role: CEQA
Ms. Walker represents and defends clients, including cities, counties, special districts, developers
and agricultural land owners, in matters relating to land use entitlements, planning and zoning
law, CEQA compliance and other environmental statutes and regulations.
Ms. Walker has considerable experience representing clients across a broad spectrum of land use
and environmental matters, including managing numerous litigation disputes on matters
involving CEQA and planning and zoning laws. Her specific experience and areas of practice
include CEQA and CEQA litigation, land use and entitlements, planning and zoning, NEPA and
NEPA litigation, Subdivision Map Act, Clean Water Act, Williamson Act, Voting. Rights Act,
state and federal laws related to climate change and greenhouse gas emission, Local Agency
Formation Commission (LAFCO), validation actions and unlawful detainers.
Ms. Walker has worked with several cities and counties at various steps of the General Plan and
zoning update and amendment process, advising agencies on what type of environmental
document to prepare, determining the scope of that environmental document, and defending the
FEIR once adopted. Specific projects that Ms. Walker has handled on behalf of cities and
counties include:
• Advised a city and county in the central valley on the adequacy of EIRs prepared for
General Plan and zoning amendments;
• Defended County of Tehama General Plan and General Plan EIR (prevailed at trial court,
pending decision from court of appeal); and
• Defended Mariposa County amendment to specific plan and associated EIR (prevailed at
trial court and court of appeal).
C. References
Below are professional references for KMTG. Many of the identified references have worked
with a number of KMTG attorneys, and we encourage you to inquire about any KMTG attorney
listed above. Additional references for the firm are available upon request.
Peter Grant, Assistant City Manager
City of Redondo Beach
415 Diamond Street
Redondo Beach, CA 90277
(310) 318-0630
peter.grant@redondo.org
MKRONI I K Response to RFP for Legal Services for Proposed Housing Development Project
TIEDEMANN Page 15
& GIRARD
A L.4W CJRM%RnTIl1N
Armando Corella, Director
Paso Robles Housing Authority
P.O. Box 817
Paso Robles, CA 93447
(805) 238-4015
hudpaso @ gmail.com
Carol Richardson, Assistant City Manager,
City of West Sacramento
1110 West Capitol Avenue
West Sacramento, CA 95691
(916) 617-4000
carolr@cityofwestsacramento.org
VI. ATTACHMENTS
1. Affidavit of Non -Collusion
2. Firm Overview and Representative List of Public Agency Clients
3. Attorney Resumes: Jon E. Goetz; Jeffrey L. Massey; and Leslie Z. Walker
4. List of Mr. Goetz' Representative Affordable Housing Projects
1013030.1
i
Mos OVI z
TIEDEMANN
GIRARD
ALA Cl1HP(1RITI11N
ATTACHMENTS
1. Affidavit of Non -Collusion
2. Firm Overview and Representative List of Public Agency Clients
3. Attorney Resumes: Jon E. Goetz; Jeffrey L. Massey; and Leslie Z. Walker
4. List of Mr. Goetz' Representative Affordable Housing Projects
STATE OF CALIFORNIA
) SS
COUNTY OF LOS ANGELES )
Jeffrey A. Mitchell being first duly sworn deposes
and says that he/she is a Shareholder
(Insert "Sole Owner", "Partner", "President, "Secretary", or other proper title)
of Kronick, Moskovitz, Tiedemann & Girard
(Insert name ofbidder)
who submits herewith to the City of Vernon a proposal;
That all statements of fact in such proposal are true;
That such proposal was not made in the interest of or on behalf of any undisclosed person, partnership,
company, association, organization or corporation;
That such proposal is genuine and not collusive or sham;
That said bidder has not, directly or indirectly by agreement, communication or conference with anyone
attempted to induce action prejudicial to the interest of the City of Vernon, or of any other bidder or
anyone else interested in the proposed contract; and further .
That prior to the public opening and reading of proposals, said bidder:.
a. Did not directly or indirectly, induce or solicit anyone else to submit a false or sham proposal;
b. Did not directly or indirectly, eollude; conspire, connive or agree with anyone else that said
bidder or anyone else would submit a false or sham proposal, or that anyone should refrain from
bidding or withdraw his proposal;
C. Did not, in any manner, directly or indirectly seek by agreement, communication or conference
with anyone to raise or fix the proposal price of said bidder or of anyone else, or to raise or fix
any overhead, profit or cost element of his proposal price, or of that of anyone else;
d. Did not, directly or indirectly, submit his proposal price or any breakdown thereof, or the
contents thereof, or divulge information or data relative thereto, to any corporation, partnership,
company, association, organization, bid depository, or to any member or agent thereof; or to any
individual or group of individuals, except the City of Vernon, or to any person or persons who
have a partnership or other financial interest with said .bidder in his business.
I certify under penalty f per'ury that the above information is correct
By: Title: Shareholder
Date: October 29, 2012
-9
.2. Firm Overview and Representative
-Lisa of Public Agency Clients
KRON ICK
MOSKOVITZ
&GIRARD
IEDEMANN
I
l A LAW CORPORATION
Founders
Stanley Kronick and
Adolph Moskovitz
KMTG Offices
Sacramento
400 Capitol Mall, 27th Floor
Sacramento, CA 95814
Tel: 916.321.4500
Bakersfield
5080 California Ave., Suite 250
Bakersfield,.CA 93309
Tel: 661.864.3800
Roseville
2390 Professional Drive
Roseville, CA 95661
Tel: 916.321.4200
San Luis Obispo
1432 Higuera Street
San Luis Obispo, CA 93401
Tel: 805.786.4302
Walnut Creek
1350 Treat Blvd., Suite 105
Walnut Creek, CA 94597
Tel: 925.395.2380
www.kmtg.com
VAVO
Kronick Moskovitz Tiedemann & Girard (KMTG) was established in 1959 with a focus on
water and natural resource law. Our founders, Stanley Kronick and Adolph Moskovitz, first
met in 1950 as attorneys forthe United States, where theyformulated a water allocation plan
that reversed California's water policy and became the basis for the water and hydroelectric
projects implemented by Governor Edmund G. Brown. Those projects sustain a diverse state
economy that is among the world's ten largest.
The complexity of legal and policy issues related to water quickly led KMTG into other areas
of public agency law, intensifying our experience throughout the complicated network of
regulatory agencies and at every level of the state and federal court systems, including the
United States Supreme Court. As our expertise expanded, the diversity of our client base
evolved beyond water districts and other local and state public agencies to include a growing
list of private sector business clients.
Today, KMTG is a full -service law corporation with offices in Sacramento, Bakersfield,
Roseville, San Luis Obispo and Walnut Creek. Our growing firm is currently comprised of 55
attorneys and 50 staff. Our dedicated legal team collectively represents a large and diverse
mix of public and private sector clients throughout California including:
• Publicly traded companies, including Fortune 500 companies
• Small to mid -sized businesses
• Regional and national banks
• Local and state government agencies
• Counties, cities and redevelopment agencies
• Joint powers authorities and joint powers insurance authorities
• School and community college districts
• Special districts
• Water districts
• Landowners
• Real estate developers
Even though our services have expanded, we have not changed our approach. All of our
clients continue to benefit from the integrity, accessibility and pragmatism that are the
hallmarks of KMTG attorneys and staff.
KRON ICK
MOSKOVITZ
'&GIRARD
'IEDEMANN
A LAW CORPORATION
KMTG Offices
Sacramento
400 Capitol Mall, 27th Floor
Sacramento, CA 95814
Tel: 916.321.4500
Bakersfield
5080 California Ave., Suite 250
Bakersfield, CA 93309
Tel: 661.864.3800
Roseville
2390 Professional Drive
Roseville, CA 95661
Tel: 916.321.4200
San Luis Obispo
1432 Higuera Street
San Luis Obispo, CA 93401
Tel: 805.786.4302
Walnut Creek
1350 Treat Blvd., Suite 105
Walnut Creek, CA 94597
Tel: 925.395.2380
www.kmtg.com
Kronick Moskovitz Tiedemann & Girard (KMTG) is a client -driven law firm. By that we mean
we focus on getting to know our clients, understanding their business, and implementing
solutions that are cost-effective, forward thinking, and consistent with our client's goals
and objectives.
We emphasize streamlined legal services, preventative counseling, client -side experience
and results -based advocacy. Our attorneys come from varied backgrounds and leverage
their experience and expertise to consistently achieve, protect and further their clients'
goals and objectives.
Divided into "practice groups," our attorneys work in teams that focus on specific types
of clients and areas of law. Practice group members bring their unique experiences and
expertise together, while each of the practice groups overlap and support each other in order
to offer our clients the entirety of ourfirm's legal capabilities. Highly regarded for efficiently
combining our diverse and substantial resources, KMTG provides innovative legal solutions
for a wide range of clients facing challenges in many areas of law.
Areas of Practice
• Appeals & Writs
• Banking & Creditors Rights
• Business Law
• Climate Change
• Construction Law
• Economic Development and Housing Law
• Education Law
• Eminent Domain
• Energy Law
• Environmental Law
• Insurance Coverage
• Labor & Employment Law
• Litigation
• Nonprofit Organization
• Public Agency Law
• Public Finance
• Real Estate & Land Use Law
• Special Education Law
• Taxation
• Trusts and Estates
• Water and Natural Resources Law
i KRON IC K
MOSKOVITZ
TGIRARD N
A LAW CORPORATION
Public Agency Law
Our Team
Constantine C. Baranoff
Kenneth C. Bornholdt
Jonathan P. Cristy
Mona G. Ebrahimi
Jon E: Goetz
Amara Harrell
Jonathan P. Hobbs
Jeffrey L. Massey
Jeffrey A. Mitchell
Robert E. Murphy
Brett L. Price
Meghan Covert Russell
Stacy L. Toledo
Leslie Z. Walker
KMTG Offices
Sacramento
916.321.4500
Bakersfield
661.864.3800
Roseville
916.321.4200
San Luis Obispo
805.786.4302
Walnut Creek
925.395.2380
www.kmtg.com
Public Agency Law
The depth and experience of our public agency practice make us a
leader in the State of California.
We understand the evolving complexity of laws and regulations impacting public agencies and
the challenges that they bringto public officials trying to implement projects and enhance their
communities. To assist our clients, we draw on years of collective experience and expertise
from attorneys who have been serving as both general and special counsel to public agencies
throughout California. This collaboration translates into efficient, comprehensive service
for our clients in all areas of public agency law, including governance, statutory powers,
environmental laws and regulations, employment and labor; public finance, redevelopment,
land use, and litigation.
For more than four decades, KMTG has assisted cities, counties, redevelopment agencies,
special districts and local and state government agencies in all aspects of their legal powers,
duties and responsibilities. Whether a situation calls for preventative counseling, skillful
negotiation, forceful advocacy orfinancial guidance, our clients know they can rely on KMTG
to quickly and confidently marshal the legal, political and financial solutions they need in
order to move their projects and policies forward in the most timely and cost-conscious
manner achievable.
KMTG's dedication to clients is evident in our ongoing efforts to keep them abreast of changes
and trends in the law through timely published Legal Alerts, seminars and workshops. The
many long-standing relationships we enjoy with our clients attest to our cost-consciousness,
accessibility and effectiveness.
Scope of Legal Services
• General and special counsel service and advice
• Real estate and land use
• Real property acquisitions and sales
• Public contracts and contract bidding
• Public finance, fees and taxes
• Public taxation, property tax
• Eminent domain
• Economic development and housing
• Climate change
• Environmental reviews and CEQA and NEPA compliance
• Water acquisition
• Open meeting and public record issues
• Conflicts of interest
• Election matters
• Employment and labor
• Trial and appellate advocacy
• Advocacy before boards and commissions
KRON IC K
MOSKOVITZ
&GIRARD N
A LAW CORPORATION
Economic Development &
Housing
Our Team
Jon E. Goetz
Jonathan P. Hobbs
Jeffrey L. Massey
Jeffrey A. Mitchell
Robert E. Murphy
KMTG Offices
Sacramento
916.321.4500
Bakersfield
661.864.3800
Roseville
916.321.4200
San Luis Obispo
805.786.4302
Walnut Creek
925.395.2380
www.kmtg.com
Economic Development & Housing
Practical, powerful solutions for the expected and the unexpected
challenges surrounding economic development and community
enhancement projects. .
Development projects touch on numerous legal as well as economic issues, some anticipated,
some not. As urban planning and economic development take center stage in cities
throughout California, interrelated issues ranging from transportation and environmental
considerations to eminent domain and affordable housing become increasingly more
challenging. Our team of expert attorneys partner with clients to provide the legal expertise
necessary to effectively tackle each of these issues and help keep projects moving forward
and within budget. We combine private and public side experience and expertise in such
crucial areas as financing, water rights, public improvements, multi jurisdiction negotiations,
environmental, and tax law.
Scope of Legal Services
• Real estate and land use planning
• Property acquisition and disposition
• Eminent domain
• State and federal housing law
• Affordable housing
• Water supplies and water rights
• Environmental reviews and CEQA and NEPA compliance
• Use of tax increment
• Financing
KRON IC K
MOSKOVITZ
TIEDEMANN
-f &GIRAARD CORPORATION
Affordable Housing
Our Team
Constantine C. Baranoff
Mona G. Ebrahimi
Jon E. Goetz
Margaret J. Grover
Amara Harrell
Jonathan P. Hobbs
Jeffrey L. Massey
Jeffrey A. Mitchell
Robert E. Murphy
Stacy L. Toledo
David W. Tyra
KMTG Offices
Sacramento
916.321.4500
Bakersfield
661.864.3800
Roseville
916.321.4200
San Luis Obispo
805.786.4302
Walnut Creek
925,395.2380
www.kmtg.com
Affordable Housin,
We have been the lead counsel on multiple affordable housing
projects spanning across the state of California.
Our team of affordable housing attorneys provide cross -disciplinary expertise in the legal
issues integral to affordable housing, including real estate, redevelopment, municipal,
public and commercial finance, tax, construction, natural resources, land use, and
governmental law. This depth of experience allows us to provide our clients with the full
spectrum of services relative to affordable housing development, finance, syndication
and operation in a cost-effective, streamlined fashion.
Scope of Legal Services
• For sale_affordable housing development
• Affordable rental projects
• Workforce housing
• Community land trust
• Inclusionary housing ordinances
• Fair housing
• Managing affordable housing complexes
• Public housing authorities
• Prevailing wages
• Tax issues
KRON ICK
MOSKOVITZ
&GIRTIEDEARD N
A LAW CORPORATION
Real Estate & Land Use
Our Team
Kenneth C. Bornholdt
Laura D.Cason
William T. Chisum
Shauna N. Cunningham
Mona G. Ebrahimi
Jon E. Goetz
Amara Harrell
Linda M. Monje
Scott A. Morris
Leslie Z. Walker
KMTG Offices
Sacramento
916.321.4500
Bakersfield
661.864.3800
Roseville
916.321.4200
San Luis Obispo
805.786.4302
Walnut Creek
925.395.2380
www.kmtg.com
We know the process of turning "dirt" into projects, and how to guide
our clients through every legal and political step along the way.
In today's increasingly complex real estate market, moving a project from dirt to completion is
often fraught with numerous legal, financial, political and environmental challenges. KMTG's
team of real estate attorneys understand the issues our clients face and help them analyze
and negotiate the intricate aspects of real estate, land use and financial transactions for
development projects throughout California.
KMTG real estate attorneys partner with clients and their engineers and consultants, and
work closely with governmental staff and decision -makers, to ensure that our client's
objectives are met in the mosttimely and cost-effective manner possible, while also satisfying
governmental concerns and requirements.
Our clients have the benefit of a real estate team of attorneys who have successfully
represented parties in all aspects of real estate and land use transactions, giving them a
greater perspective on the core issues facing each party. This well-rounded and insightful
approach helps them effectively bring parties to agreement, and leads to streamlined
resolutions on projects.
Scope of Legal Services
Real Estate
• Purchase and sale of vacant and improved land
• Loan documents and lease agreements for agricultural, industrial and commercial
properties
• Property development (CC&Rs, joint ventures and construction contracts)
• Property financing including taxable and tax-exempt securities
• Public -private development, affordable housing and mixed -use projects
• Eminent domain negotiations and litigation
• Obtain and protect required water supplies
Land Use
• Land use planning, consulting, entitlements and litigation
General plan, zoning, Map Act and development agreements
Conditional use, permits, variances and airport land use compliance
• Environmental Considerations (CEQA, NEPA, ESA and global warming)
• Dedications and Development Impact Fees
• Williamson Act compliance and Agricultural Conservation Easements
• Open Space Easements
• Agricultural landowner representation
KRON I C K
MOSKOVITZ
&TGIEDEMANNR
A LAW CORPORATION
Environmental Law
Our Team
Rebecca R. Akroyd
Kenneth C. Bornholdt
William T. Chisum
Mona G. Ebrahimi
Jon E. Goetz
Janet K. Goldsmith
Elizabeth L. Leeper
Scott A. Morris
Daniel J. O'Hanlon
Stanley C. Powell
Eric N. Robinson
Clifford W. Schulz
Danielle R. Teeters
Edward J. Tiedemann
Leslie Z. Walker
Hanspeter Walter
James P. Wiezel
KMTG Offices
Sacramento
916.321.4500
Bakersfield
661.864.3800
Roseville
916.321.4200
San Luis Obispo
805.786.4302
Walnut Creek
925.395.2380
www.kmtg.com
Environmental Law
We help you work with environmental regulations to make your
project a success.
Environmental laws reflect a value important to KMTG's clients — good stewardship of the
environment and sensitivity to environmental needs. California is blessed with stunning natural
resources, as well as a growing population and a vigorous economy. California's legislators and
regulatory agencies are active in adopting laws and regulations intended to protect the environment
while also allowing for economic activity and growth, but with mixed success. The laws and the
agencies responsible for administering them can sometimes present a dense and seemingly
arbitrary thicket of regulations burdening even projects with significant environmental benefits.
KMTG attorneys have decades of experience working with clients and technical consultants to
develop and implement strategies that enable clients to meet environmental laws, as well as
successfully complete a project.
One increasingly significant requirement for our clients is environmental review under CEQA or
NEPA. Through our representation of public agency clients, as well as private clients involved in
projects requiring agency approvals, KMTG attorneys have considerable experience ensuring that
review documents meet the requirements of law. Another area of major importance to our clients
is regulation of the use of their lands, including wetlands and gravel extraction regulations. For
clients who own, or may be acquiring, properties with a history of industrial use, remedying the
consequences of past disposal practices and limiting exposure to liability remain a concern. KMTG
attorneys regularly represent clients in such matters before environmental regulatory agencies, with
a focus on helping clients comply with these requirements while achieving their objectives.
While we strive to help our clients avoid litigation through careful planning and positions well
grounded in the facts and the law, sometimes litigation is forced upon them by others, or they
must initiate litigation to protect their interests. In those situations, KMTG attorneys bring extensive
experience in environmental litigation in the state and federal courts, whether in defending or
challenging regulatory agency decisions, or seeking cost recovery for clean up of contaminated
property.
Scope of Legal Services
• Environmental review under CEQA and NEPA
• Incidental take permits under the state and federal endangered species laws
• Streambed alteration and wetlands permitting
• Mining permitting
• Environmental assessments for real property acquisitions
• Contaminated property cleanups
• Water quality regulation
• Litigation challenging CEQA or NEPA environmental reviews
• Litigation involving agency actions under or alleged violations of state and federal
endangered species laws
• Litigation involving cost recovery for cleanup of contaminated soil or groundwater
KRON IC K
MOSKOVITZ
TIEDEMANN
GIRARD
A LAW CORPORATION
Climate Change
Our Team
William T. Chisum
Mona G. Ebrahimi
Jeffrey L. Massey
Eric N. Robinson
Leslie Z. Walker
Hanspeter Walter
KMTG Offices
Sacramento
916.321.4500
Bakersfield
661.864.3800
Roseville
916.321.4200
San Luis Obispo
805.786.4302
Walnut Creek
925.395.2380
www.kmtg.com
Climate Change
The global issue of Climate Change is emerging as one of the major
legal and public policy issues of our time.
At KMTG, we believe that a multidisciplinary approach is the best way to effectively advise
our clients on the myriad of issues raised by the regulation of greenhouse gas emissions to
reduce the rate of climate change.
Built on the firm's extensive experience in environmental regulatory compliance as well as
in public -private development and land use transactions, our Climate Change team draws
on the collaborative expertise of our environmental, public agency, real estate and land use
attorneys to help clients evaluate how their industry or business may be affected by climate
change, including current and impending regulations, and determine the appropriate actions
they should consider or take.
Scope of Legal Services
• Regulatory advice and compliance with GHG laws and regulations, including AB 32,
SB.97 and SB 375
• Work with clients to develop approaches for analyzing climate change impacts under
CEQA and NEPA
• Advise local governments on the development of climate change programs, including
programs to inventory their GHG emissions and adopt measures and policies that
reduce their "carbon footprints
• Advise private developers on plans and project elements to reduce GHG emissions,
including transportation demand management plans, green building, energy
conservation, emissions reductions, resource conservation and broad -based planning
policies
• Advise public and private clients on the development of green building programs
and sustainable construction practices, including energy efficiency measures and
the use of recycled materials
• Assistance in emission reduction projects:
• Draft and negotiate emission -reduction credit purchase agreements
• Due diligence designed to analyze a project's economic and technical
viability
Issues relating to project financing
• Project structuring, such as providing advice from a tax perspective in order
to optimize taxation of GHG reduction credits
Litigation relating to compliance with climate change laws
9
KRON IC K
MOSKOVITZ
>IEDEMANN
I
A LAW CORPORATION
Construction Law
I
Our Team
Laura D. Cason
P. Addison Covert
James P. Wiezel
KMTG Offices
Sacramento
916.321.4 500
Bakersfield
661.864.3800
Roseville
916.321.4200
San Luis Obispo
805.786.4302
Walnut Creek
925.395.2380
www.kmtg.com
Construction Law
We understand how the construction world really works.
Decades of experience serving public and private clients in matters related to construction
law have provided us with tremendous practical insight into the issues and challenges our
clients face. As a result, our clients trust us to facilitate the progress of their projects from
the preparation of the initial contract to the resolution of the last contract dispute. We are
experts at unravelingthe complexities of biddingfor our clients, and we are atthe forefront of
important trends such as the move to construction management "at -risk" contracts. Across
a variety of construction law issues, KMTG attorneys consistently deliver sound guidance
for the real world.
Scope of Legal Services
• Construction contracts, including construction management at -risk contracts
• Bid performance review and assessment
• Bond rights issues
• Advice on strategies concerning mechanics liens and stop notices
• Alternative dispute resolution and mediation services
• Litigation and appeal
i
i
KRON ICK
MOSKOVITZ
&GIRARD N
_ A LAW CORPORATION
Eminent Domain
Our Team
William T. Chisum
Jonathan P. Hobbs
KMTG Offices
Sacramento
916.321.4500
Bakersfield
661.864.3800
Roseville
916.321.4200
San Luis Obispo
805.786.4302
Walnut Creek
925.395.2380
www.kmtg.com
Eminent Domain
For over four decades, KMTG has had one of the leading eminent
domain practices in California.
Our eminent domain attorneys have years of success representing both public agencies
and propertyowners in eminentdomain proceedings. Whetheryou area public entitywith a
project that may require the acquisition of property by eminent domain or a land or business
owner threatened with full or partial condemnation, we can guide you through every aspect
of the property acquisition process.
We work with expert appraisers, engineers, and environmental consultants to ensure that
our clients obtain the best possible results no matter how complex the project or valuation
issues.
Public Agencies
Beginning with the State Water Project and the creation of Lake Oroville in the 1960s, we
have assisted cities, counties, special districts and school districts in a wide variety of public
projects requiring the acquisition of agricultural land, industrial space, and residential and
commercial parcels for transportation, flood control, watersupply, and public building projects
ranging from schools and fire houses to freeway interchanges and water storage facilities.
We skillfully and efficiently guide public agencies through every stage of the acquisition
process, from project planning, site -selection, pre -acquisition appraisals, and preparation and
adoption of Resolutions of Necessity, to purchase negotiations and all aspects of eminent
domain litigation. Our attorneys have extensive experience defending against right -to -take
challenges, obtaining possession before judgment, and litigatingjust compensation for both
real property and losses of business goodwill.
Private Landowners and Business Owners
Our eminent domain attorneys are equally skilled and successful in protecting the property
rights of individuals, families and businesses whose properties are targeted for acquisition
by public agencies. When retained before eminent domain litigation commences, we guide
our clients through the precondemnation process to minimize the impacts of the public
project on their property and/or businesses and to maximize the initial offer of compensation
they will receive. If precondemnation negotiations do not result in an acceptable purchase
offer, we bring our years of experience litigating eminent domain cases to bear to obtain
just compensation for our clients We frequently work with recognized experts in residential
and business relocation as well as real estate and business appraisal to ensure that our
clients receive the full amount of compensation and relocation benefits to which they are
entitled by law.
Continued
i
KRON IC K
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Because of our years of experience representing public agencies, we can also wisely counsel
MOSKOVITZ
our clients regarding whether it is worthwhile to challenge a condemning agency's right to
TIEDEMANN
&GIRARD
take their property and successfully bring such challenges in appropriate cases.
A LAW CORPORATION
Scope of Legal Services
j Eminent Domain
,I
0 Training public agency staffs regarding property acquisition
• Consulting regarding project designs and schedules
'
KMTGoffices
Sacramento
0Selecting and working with appraisers and relocation consultants
Bakersfield
Precondemnation purchase negotiations
Roseville
San Luis Obispo
0 Preparation of Resolutions of Necessity and supporting documents,
Walnut creek
i
Preventing and, where necessary, litigating right -to -take challenges
www.kmtg.com
0 Motions for possession before judgment
• Just compensation trials
i
I
• Inverse condemnation Litigation
i
Eminent Domain, Page 2
KRON IC K
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TIEDEMANN
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Public Finance
Our Team
P. Addison Covert
Jonathan P. Cristy
Marilyn L. Jacobs
Constantine C. Baranoff
Stacy L. Toledo
KMTG Offices
Sacramento
916.321.4500
Bakersfield
661.864.3800
Roseville
916.321.4200
San Luis Obispo
805.786.4302
Walnut Creek
925.395.2380
www.kmtg.com
Let us be part of your financing team.
Borrowing money to finance public projects is a complex process that requires a team effort.
As part of your financing team, we bring our knowledge of the borrowing options available
to you and our experience in bringing financings to completion. We work with your financial
advisor and/or investment banker to devise a legally sound financing strategy. We work
with your agency's governing board and staff, and provide guidance through the legal steps
required to reach your desired goal.
KMTG offers public agency clients experienced bond counsel whose practices are rooted in
municipal, education and tax law. Since 1987, our attorneys have served as bond counsel
for cities, water agencies, school districts, community college districts, community services
districts, and other special districts. To date, our public finance attorneys have acted as
bond counsel for over 350 issues for more than 110 different public agencies totaling in
excess of $3.5 billion borrowed.
KMTG's public finance attorneys also serve as disclosure counsel, issuer's counsel, and
underwriter's counsel in connection with public agency capital financings.
Scope of Legal Services
Our public finance attorneys handle a broad spectrum of debt obligations, including:
• General obligation bonds
• Certificates of participation (COPS)
• Mello -Roos bonds
• Special benefit assessment bonds
• Revenue bonds
• Tax allocation bonds
• Tax and revenue anticipation notes
• Lease/purchase obligations
• Qualified Zone Academy Bonds (QZABs)
Our public finance attorneys also work with public agency clients to implement other methods
to generate revenue for capital projects and operations, including:
• Developer fees
• Parcel taxes
• Mello -Roos special taxes
• Maintenance assessments
• Utility rates and charges
Continued
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Public Finance
KMTG Offices
Sacramento
Bakersfield
Roseville
San Luis Obispo
Walnut Creek
www.kmtg.com
Additionally, our public finance attorneys provide various related services, such as:
• Forming joint powers agencies, financing corporations, school facilities improvement
districts, and Mello -Roos community facilities districts
• Providing counsel concerning the expenditure of public funds in connection with
bond elections
• Advising clients about compliance with Proposition 218 concerning the imposition
of taxes, assessments, and property -related fees and charges
Related Areas of Expertise
Our public finance attorneys work closely with attorneys in our Public Agency and Economic
Development and Housing practice areas to provide advice and counsel on the various
finance and tax issues facing our clients and their projects. This "team" approach enables
KMTG to assist clients in all aspects of project conceptualization, development, financing,
and construction.
Public Finance, Page 2
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Representative
Public Agency Clients
KMTG Offices
Sacramento
916.321.4500
Bakersfield
661.864.3800
Roseville
916.321.4200
San Luis Obispo
805.786.4302
Walnut Creek
925.395.2380
www.kmtg.com
Representative Public Agency Clients
Administrative Office of the Courts
Alameda County Flood Control & Water
Conservation District
Amador County Assessor's Office
Association Of California Water Agencies (ACWA)
ACWA-Joint Powers Insurance Authority
Auburn Area Recreation & Park District
Bear Valley Community Services. District
Brooktrails Community Services District
Calaveras County Counsel Office
California Association of Joint Powers Authorities
California Department of Corrections & Rehabilitation
California Department of Personnel Administration
California Employers Association
California ISO
California Joint Powers Insurance Authority
California Pollution Control Financing Authority
California State Water Project
Callayomi County Water District
Capitol Area Development Authority (CADA)
Carmichael Water District
Casitas Municipal Water District
City of Auburn
City of Bakersfield
City of Chico
City of Cresent City
City of Dixon
City of Elk Grove
City of Eureka
City of Folsom
City of Galt
City of Lincoln
City of Lodi
City of Los Angeles
City of Milpitas
City of Napa
City of Rio Vista
City of Rocklin
City of Roseville
City of Sacramento
City of San Buenaventura
City of San Rafael
City of Santa Clara
City of Selma
City of South Lake Tahoe
City of Susanville
City of Vista
City of Vernon
City of Weed
City of West Sacramento
City of Wheatland
City of Woodland
County of Calaveras
County of El Dorado
County of Los Angeles
County of Madera
County of Monterey
County of Napa
County of Placer
County of Riverside
County of San Luis Obispo
County of Sonoma
Cottonwood Fire Protection District
CSUS University Enterprises
Dixon Public Library District
Downtown Sacramento Revitalization Corporation
El Dorado Hills Community Services District
El Dorado Irrigation District
Escalon Fire District
Fair Oaks Water District
Florin County Water District
Foresthill Public Utility District
French Camp Fire District .
Fresno -Madera Area Agency on Aging
Fulton -El Camino Recreation & Park District
Golden Sierra Job Training Agency
Herlong Public Utility District
Highlands Water Company
Inyo County Assessor's Office
Kern County Assessor's Office
Kern County Water Agency
Kings River Conservation District
Kirkwood Meadows Association
Knights Landing Community Services District
Labor Workforce Development Agency
League Of California Cities
Liberty Fire District
Mariposa County Water Agency
Maxwell Public Utility District
Middle Fork Project Finance
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Representative
Public Agency Clients
KMTG Offices
Sacramento
916.321.4500
Bakersfield
661.864.3800
Roseville
916.321A200
San Luis Obispo
805.786.4302
Walnut Creek
925.395.2380
www.kmtg.com
Representative. Public Agency Clients
Millview County Water District
Modesto Irrigation District
Mono County Assessor's Office
Mount Konocti Mutual Water Company
Napa CFC & WCD
Napa Civil Service Commission
Natomas Unified School District
Newcastle Fire Profection District
Nice Mutual Water Company
North Bay Schools Insurance Authority
Olivehurst Public Utility District
Placer County Water Agency
Placer Hills Fire Protection District
Plumas County Community Development Commission
Ramirez Water District
Rancho Murieta Community Services District
Reclamation District 2035
Sacramento Convention & Visitors Bureau
Sacramento Municipal Utility District
Sacramento Regional Transit
Sacramento-Yolo Port District
San Benito County Water District
San Luis & Delta Mendota Water Agency
Schools Excess Liability Fund (SELF)
Shasta Valley Resource Conservation District
Siskiyou Resource Conservation District
Sonoma County Assessor's Office
South San Joaquin Irrigation District
Spalding Community Services District
State and Federal Contractors Water Agency
State Water Contractors
Stockton Unified School District
Sutter County
Tahoe City Public Utility District
Town of Loomis
Tracy Area Public Facilities financing Agency
Tracy Unified School District
Tulare County Assessor's Office
Tulare County Water Works
University of California Regents
Western Water Company
Westlands Water District
Westwood Community Services District
Wilton Fire Protection District
3. Attorney Resumes: Jon E. Goetz;
Jeffrey L. Massey and Leslie Z. Walker
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Jon E. Goetz
Of Counsel
JGoetz@kmtg.com
Tel: 805.786.4302
Fax: 805.786.4319
1432 Higuera Street
San Luis Obispo, CA 93401
KMTG Offices
Sacramento
Bakersfield
Roseville
San Luis Obispo
Walnut Creek
www.kmtg.com
Jon E. Goetz
Mr. Goetz has more than 25 years of experience in land use, real estate, environmental,
redevelopment, affordable housing and municipal law. He represents a broad spectrum of
private -sector landowners and real estate developers, as well as cities, housing authorities,
universities and other public entities in complex real estate development transactions, land
use planning, public -private development and affordable housing transactions.
Legal Experience
Mr. Goetz has served as lead attorney for a multitude of real property matters, including:
• More than 150 housing developments and programs involving thousands of
affordable and market rate housing units, including mixed use and transit oriented
developments, encompassing new construction, acquisition/rehabilitation and
homebuyer programs
• More than 40 retail projects, including construction and rehabilitation of regional
and neighborhood shopping centers, "big box" stores, restaurants and auto
dealerships
• Six hotels, including construction of new full service and business class hotels,
and rehabilitation and expansion projects
• Five movie theater and entertainment complexes
• Ten university workforce housing projects and programs for faculty and staff
All of these projects involve close cooperation between private developers and public agency
officials and staff, processing a variety of land use entitlements, environmental and CEQA
approvals, and documenting purchase, lease, development and infrastructure agreements.
In these matters Mr. Goetz focuses on quickly and efficiently resolving issues through
negotiation and creative problem -solving. On those occasions when litigation is necessary,
he participates in both traditional litigation and administrative mandamus proceedings.
Mr. Goetz has considerable expertise in prevailing wages, having advised redevelopment
agencies and developers of hotel, office, retail and shopping center projects on ways to
structure public agency agreements to avoid or minimize prevailing wage liability. He has
represented parties in a number of Department of Industrial Relations administrative
determination matters.
Prior to joining KMTG, Mr. Goetz was a shareholder of a 100+ attorney regional law firm,
where he represented redevelopment agencies, private developers, universities and others
in public -private real estate development projects, financings and other real property and
public law matters. Most recently he was counsel in the real estate department of an 800+
attorney international law firm, representing multi -family and single family housing developers
Continued
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in affordable housing transactions financed with federal tax credits, bond financing and other
MOSKOVITZ
governmental financing.
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Practice Examples
• Structured an agreement among a developer, redevelopment agency and transit
Jon E. Goetz
district for a $100 million transit village development with 231 housing units, $20
1432 Higuera Street
million in improvements to light rail, train and bus stations, and retail space and
San Luis Obispo, CA 93401
Tel:805.786.4302
public Infrastructure.
• Handled the disposition and development agreement for The Riverat Rancho Mirage,
KMTG offices
a 30 acre, $70 million open-air retail and entertainment center.
Sacramento
• Prepared agreements for construction of the award -winning Solara affordable
Bakersfield
Roseville
apartments, California's first fully solar powered multifamily housing project.
San Luis Obispo
Walnut Creek
• Obtained cityreimbursement of $9 million of flood control improvements constructed
for a large retail center via an infrastructure lease, avoiding costly prevailing wage
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requirements.
• Created a housing authority for the streamlined eminent domain acquisition of 150
dilapidated condominium units in a high crime area, and documented the $37 million
rehabilitation of the housing into an apartment project under consolidated ownership
and management.
• Designed an innovative ground lease structure for purchasers of homes in an 86-unit
university workforce housing development, resulting in prices 50% below market.
• , Documented agreements for the development of live -work loft townhomes in Santa
Ana Artist's Village, which served as a prototype for suburban loft housing.
• Represented a developer in the acquisition and rehabilitation of a 91-unit apartment
complex, financed with $11.7 million in bonds, a $10.1 million city loan and $7.5
million in tax credits.
• Handled acquisition of a 34 unit condominium project and resale of units to university
faculty, devising loan and buyback programs to accelerate home purchases during a
severe housing slump.
• Facilitated land acquisition, business relocation, land exchange and development of a
$35 million downtown theater, which has ranked in top five nationally in ticket sales.
• Facilitated construction of the most affordable housing subdivision in California atthe
time, with single family detached home prices as low as $89,900.
• Successfully advocated for Congressional revision of the Low Income Housing Tax Credit
law, enabling tax credits for publicly assisted housing held for less than 10 years.
Professional Activities & Affiliations
Mr. Goetz speaks frequently to a variety of professional organizations on issues relating to
real estate, redevelopment, affordable housing, university workforce housing and prevailing
wages. Other professional activities and affiliations include:
• Board of Directors, San Luis Obispo County Habitat for Humanity
Jon E. Goetz, Page 2
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i
Jon E. Goetz
1432 Higuera Street
San Luis Obispo, CA 93401
Tel: 805.786.4302
KMTG Offices
Sacramento
Bakersfield
Roseville
San Luis Obispo
Walnut Creek
www.kmtg.com
• Member, City of San Luis Obispo Land Use and Circulation Element Update Task
Force
• Board of Directors, Home Builders Association of the Central Coast
• Member, San Luis Obispo Chamber of Commerce, Legislative Committee (2012),
Economic Development Committee (2010-2012)
• Member, San Luis Obispo County Bar Association
• Member, State Bar of California, Real Property Section
• Member, California Redevelopment Association (1990-2012)
• Founding Member, Board of Directors, Irvine Community Land Trust (2007-2009)
Academic Background
B.A. University of California, San Diego, 1982
— Graduated magna cum laude
J.D. Harvard Law School, 1987
— Graduated cum laude
Jon E. Goetz, Page 3
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Jeffrey L. Massey
Principal
jmassey@kmtg.com
Tel: 916.321.4500
Fax: 916.321.4555
400 Capitol Mall, 27th Floor
Sacramento, CA 95814
KMTG Offices
Sacramento
Bakersfield
Roseville
San Luis Obispo
Walnut Creek
www.kmtg.com
Jeffrey L. Massey
Mr. Massey, a principal attorney with the firm, practices in the municipal and public agency
area providing transactional and general legal counsel and advice on a wide variety of legal
matters impacting municipalities, counties, special districts, school districts and other public
entities. His experience is broad and diverse, including climate change, land use and real
estate law.
Legal Experience
In practice since 2002, Mr. Massey has considerable experience representing public agencies
across a broad spectrum of legal issues. In March 2011 Mr. Massey was appointed Assistant
City Attorney for the City of Rio Vista. His experience also includes serving as Assistant City
Attorney for the City of Livingston from June 2009 to September 2010, City Attorney for the
City of Nevada City from June 2008 to December 2009 and interim City Attorney for the City
of Susanville for most of 2007. Mr. Massey's areas of expertise include:
• General legal advice and counsel:
• Open meeting laws, including the Brown Act
Compliance with the California Environmental Quality Act (CEQA)
• Public Contracts
• Conflicts of Interest
• Public Records Act
• Government Liability
• Land use, zoning and planning
• California redevelopment law
■ Real estate transactions
• Housing laws
Mobile home laws
• Negotiating, drafting and reviewing:
• Property purchase and sale agreements
• Easements
• Developer impact mitigation agreements
Joint -use agreements
• Architect agreements
Lease agreements
• Construction bid documents
• Pre -litigation and litigation support:
■ Drafting motions and pleadings
• Corresponding with opposing counsel
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Practice Examples
MOSKOVITZ
Mr. Massey prepared the documentation for the new California Indian Heritage
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Center on behalf of the West Sacramento -Redevelopment Agency in cooperation
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with the State of California.
• Mr. Massey assisted the City of West Sacramento and the City of Susanville in
Jeffrey L. Massey
providing legal advice related to mobile home park issues.
400 Capitol Mall, 27th Floor
i Sacramento, CA 95814
• Mr. Massey has represented cities and redevelopment agencies in the negotiation
Tei:916.321.4500
and drafting of loan documents and regulatory agreements related to affordable
housing developments.
KMTG Offices
Sacramento
Mr. Massey has provided litigation and pre -litigation support to numerous clients.
Bakersfield
In one instance, he reviewed the modernization project for a school district client
Roseville
San Luis Obispo
and advised them of their potential liability with the project. In another matter, he
Walnut creek
defended a cause of action on behalf of a special district involving a dispute with a
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developer over the district's fire inspection fees.
Professional Activities& Affiliations
Mr. Massey participates in a variety of speaking engagements. His topics generally focus
on conflicts of interest, open meeting laws and LAFCo issues. His professional activities
and affiliations include:
• Article Editor, California Real Property Journal
• Member, California Special Districts Association, Legislative Committee
• Member, Sacramento County Bar Association, Real Estate Law Section
• Member, California State Bar Association
Publications
• Author, "Ballot Measures: From Express Advocacyto Informingthe Public," California
Special District Magazine, Vol. 7, Issue 5, Sept -Oct, 2012
• Author, "A Short Introduction to Green Finance," Urban Land Institute: Land Link,
Fall 2010
• Author, "Environmental Effects of the Forest Project Protocol Version 3.0 in
Question," Pacific Municipal Consultant's "Carbon Conscious" Newsletter, Issue 5,
Jan -Feb 2010
• Author, "Different Attitudes, Divergent Results: Potential Regional Variations in
implementation of SB 375," Climate Change Law & Policy Reporter, Sept 2009
• Author, "SB 375 and Special Districts: Transit Districts May Benefit," California Special
District Magazine, Vol. 4, Issue 5, Sept -Oct 2009
• Author, "LAFCo Initiated Dissolutions Rare," California Special District Magazine,
Vol. 3, Issue 4, July -Aug 2008
Jeffrey L. Massey, Page 2
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Jeffrey L. Massey
400 Capitol Mall, 27th Floor
Sacramento, CA 95814
Tel: 916.321.4500
KMTG Offices
Sacramento
Bakersfield
Roseville
San Luis Obispo
Walnut Creek
www.kmtg.com
• Author, "Providing Services Outside Special District Jurisdictional Boundaries,"
California Special District Magazine, Vol. 3, Issue 1, Jan -Feb 2008
• Author, "Swanson Mining Reconsidered: Is Section 7 of the Wild and Scenic Rivers Act
Constitutional?" West -Northwest Journal of Environmental Law and Policy, Vol. 8.1
Academic Background
B.A. State University of New York at Buffalo, 1991
J.D. University of California, Hastings College of the Law, 2002
Recipient, CALI Excellence for the Future Award, Land Trusts/Conservation Easements
Seminar
- Recipient, Witkin Award for Academic Excellence, Negotiation & Settlement
—Senior Articles Editor, West -Northwest Journal of Environmental Law and Policy
— Legal Extern to the Honorable Saundra B. Armstrong, U.S. District Judge, Northern
District of California
Jeffrey L. Massey, Page 3
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Leslie Z. Walker
Associate
(walker@kmtg.com
Tel: 916.321.4500
Fax: 916.321.4555
400 Capitol Mall, 27th Floor
Sacramento, CA 95814
KMTG Offices
Sacramento
Bakersfield
Roseville
San Luis Obispo
Walnut Creek
www.kmtg.com
Leslie Z. Walker
Ms. Walker is an associate attorney in firm's Public Agency Practice Group where she
represents and defends clients, including cities, counties, special districts, developers and
agricultural land owners in matters relating to land use entitlements, planning and zoning
law, California Environmental Quality Act (CEQA) and other environmental statutes and
regulations.
Legal Experience
In practice since 2007, Ms. Walker has considerable experience representing clients across
a broad spectrum of land use and environmental matters, including managing numerous
litigation disputes on matters involving CEQA and planning and zoning law. Her specific
experience and areas of practice include:
• California Environmental Quality Act (CEQA) and CEQA litigation
• Land use and entitlements
• Planning and zoning
• National Environmental Policy Act (NEPA) and NEPA litigation
• Subdivision Map.Act
• Clean Water Act
• Clean Air Act
• Williamson Act
• Voting Rights Act
• State and federal laws related to climate change and greenhouse gas emission
• Local Agency Formation Commission (LAFCO)
• Validation actions
• Unlawful detainers
Before joining KMTG, Ms. Walker was an associate attorney at a Sacramento land use and
real estate firm and represented both public and private clients in land use, environmental
and real estate matters. She was a frequent contributor to the firm's annual land use
conferences, presenting updates on the Clean Water Act, the Endangered Species Act and
the Clean Air Act.
Priorto attending law school, Ms. Walker worked forfive years atthe San Diego Association of
Governments conducting demographic research for a variety of environmental and planning
programs, including general plans and housing elements.
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Professional Activities & Affiliations
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Ms. Walker is an active presenter on CEQA and land use matters and closely follows the
development of CEQA guidelines for greenhouse gas emissions and other state and federal
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- -
laws related to climate change. Examples of her presentations and publications include:
Leslie Z. Walker
aInstructor, "Effective and Defensible Climate Action Plans," U.C. Davis, 2011
400 Capitol Mall, 27th Floor
Presenter, "The State of the CAP: The Evolving Role of the Climate Action Plan in
Sacramento, CA 95814
Tel: 916.321.4500
California," American Planning Association, Sacramento Valley Chapter, 2011
• Contributing Author, California Planning and Development Report
KMTG Offices
• Co-author, "In CEQA Litigation, When is an Agency Required to Include Internal Agency
Sacramento
Bakersfield
Emails in the Record of Proceedings," California Public Law Journal, Fall 2010
Roseville
a Presenter, "Climate Change Considerations for Grape -Growers," Abbott & Kindermann
San Luis Obispo
Walnut Creek
Winery and Vineyards Seminar, 2010
• Presenter, "Impact Fees for Greenhouse Gas Emissions," Association of Environmental
www.kmtg.com
Professionals, 2009
• Author, "Warming Up to Global Climate Change," California Public Law Journal,
Summer 2008
Her other professional activities and affiliations include:
• Member, Sacramento County Bar Association, Real Property and Environmental Law
Sections (Past President of the Real Property Section)
• Member, California State Bar Association
• Secretary, American Planning Association, Sacramento Valley Chapter
• Member, Urban. Land Institute
• 2008 Graduate of the Building Industry Association's Leadership Program, Building
Universal Industry Leadership & Development (BUILD)
Admitted to Practice
• All California State Courts
• United States District Court, Eastern District of California
• United States Court of Appeals, Ninth Circuit
Academic Background
B.A. in Urban Studies and Planning, University of California, San Diego, 1997
J.D. University of the Pacific McGeorge School of Law, 2006
— President, Environmental Law Club
— Recipient, Witkin Award for Legal Research and Writing
— Clerkship, California Commission on State Mandates
— Clerkship, U.S. Department of Justice Environment and Natural Resources Division
— Internship, Office of Assemblymember Patricia Wiggins
Leslie Z. Walker, Page 2
4. List of Mr. Goetz' Representative
Affordable Housing Projects
,1
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Representative
Affordable Housing Projects
KMTG Offices
Sacramento
916.321.4500
Bakersfield
661.864.3800
Roseville
916.321.4200
San Luis Obispo
805.786.4302
Walnut Creek
925.395.2380
www.kmtg.com
Representative Affordable Housing Projects
Public Agency Multifamily Housing
Multifamily affordable housing projects on behalf of cities, redevelopment agencies and
housing authorities include the following:
• Vineyard 60 unit multifamily housing project, Anaheim (new construction).
• Villa Serena 132 unit senior apartment project, Chula Vista (new construction)
• Pear Tree Manor 119 unit apartment project, Chula Vista (acquisition/
rehabilitation)
• Heritage Town Center 271 unit senior citizen/family apartment project, Chula Vista
(new construction)
• Main Plaza 106 unit mixed use apartment/retail project, Chula. Vista (new
construction)
• Rancho Vista 150 unit multifamily apartment project, Chula Vista (new
construction), Jasmine at Founder's Village 156 unit senior apartments, Fountain
Valley (new construction)
• Stuart Drive/Rose Garden 256 unit apartment project, Garden Grove (acquisition/
rehabilitation)
• Village Arms 135 unit apartment project, Garden Grove (acquisition/rehabilitation)
• Haster Gardens 148 unit apartment project, Garden Grove (acquisition/
rehabilitation)
• Arroyo Vista 156 unit multifamily project, Mission Viejo (new construction)
• Heritage Villas 143 unit multifamily senior apartment project, Mission Viejo (new
construction)
• Oak Park 302 unit multifamily apartment project, Paso Robles (new construction
and demolition of existing public housing project)
• Parkview Terrace 92 unit multifamily housing project, Poway (new construction)
• Brookview Village 102 unit multifamily housing project, Poway (new construction)
• Los Arcos 83 unit senior multifamily housing project, Poway (new construction)
• Solara 56 unit multifamily housing project, Poway (new construction)
• Hillside Village 71 unit multifamily housing project, Poway (new construction)
• Seasons II 38 unit senior multifamily housing project, San Juan Capistrano (new
construction)
• Seasons 68 unit senior multifamily housing project, Simi Valley (new construction)
• Las Serenas 108 unit senior multifamily housing project, Simi Valley (new
construction)
• Sorrento Villas 146 unit senior multifamily housing project, Simi Valley (new
construction)
• Lark Ellen Village 122 unit senior/family multifamily housing project, West Covina
(new construction)
Continued
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0 Promenade Apartments 124 unit multifamily residential project, West Covina
MOSKO V ITZ
(acquisition/rehabilitation)
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• Tonner Hills multifamily housing project, new construction, 94 units, Brea (new
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construction)
Representative
Developer Multifamily Housing
Affordable Housing Projects
Multifamily affordable housing projects on behalf of nonprofit and for -profit developers
KMTG offices
include the following:
Sacramento
Bakersfield
Chelsea Investment Corporation, Beachwind Court 15 unit multifamily residential
Roseville
San Luis Obispo
project, Imperial Beach (acquisition/rehabilitation)
Walnut Creek
Chelsea Investment Corporation, Willow Glen Apartments 135 unit multifamily
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residential, Sacramento, California (new construction)
• Chelsea Investment Corporation, Landings Apartments 92 unit multifamily
residential project, Chula Vista (new construction)
• Chelsea Investment Corporation, Glen Ridge Apartments 78 unit multifamily
residential project, Carlsbad (new construction)
• Chelsea Investment Corporation, Cityplace 70 unit multifamily residential project,
Bakersfield (new construction)
• KD Housing Partners, 176 unit multifamily housing project, La Quinta (new
construction)
• Mercy Housing, 80 unit multifamily housing project, Los Angeles (new construction) ,
• Mercy Housing, 41 unit veteran's multifamily housing project, El Monte (new
construction)
• Payne Development Co., Valley Oaks Apartments 81 unit multifamily housing
development, Tulare (new construction)
• Wakeland Housing and Development, Country Club Apartments 91 unit senior
multifamily residential project, Oceanside (acquisition/rehabilitation)
• Wakeland Housing and Development, Parkside Terrace Apartments 77 unit
multifamily residential project, San Diego (new construction)
• Westlake Development Partners, Crossings 100 unit multifamily housing project,
San Leandro (new construction) (DDA pending)
• Workforce Homebuilders, Highgrove 89 unit multifamily housing project, Riverside
County (new construction)
For -Sale Housing
For -sale affordable housing projects on behalf of public agencies, universities and
developers include the following:
• Kaufman & Broad Heritage Place single family and condominium housing
development, Anaheim (new construction)
Representative Affordable Housing Projects, Page 2
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M. David Paul single family housing/child care project, Burbank (new construction)
MOSKOVITZ
Fair Oaks Walk 34 townhome university faculty/staff housing project, Pomona (new
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Kellogg Tract scattered home university faculty/staff housing project, Pomona
(acquisition/resale)
• Bella Montana 69 condominium unit university faculty/staff housing project, San
Representative
Affordable Housing Projects
Luis Obispo (new construction)
• University Gables 86 unit for -sale faculty/staff homes, Buena Park (new
I KMTG Offices
construction) -
Sacramento
Bakersfield
University Heights 42 unit for -sale faculty/staff homes, Fullerton (new construction)
Roseville
0 Main Street 100 unit mixed use condominium/retail project, Garden Grove (new
I San Luis Obispo
I Walnut Creek
construction)
• Rosewood Village 103 unit townhouse project, Garden Grove (new construction)
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i
Brentwood Village 65 unit townhouse project, Garden Grove (new construction)
• Brandywine 17 unit single family home project, Garden Grove (new construction)
• La Quinta Homes 10 unit single family homes, Garden Grove (new construction)
• Gilbert Street 42 units townhomes project, Garden Grove (new construction)
• Pacific Park Villas 22 townhome projects, Huntington Beach (new construction)
• University Hills (phase IX) faculty -staff housing development, UC Irvine (new
construction)
• Tustin Field 400 unit townhomes development (new construction)
• 100 unit senior condominium project, Walnut (new construction)
• Colorado Commons at Old Town 68 unit condominium/retail/public parking
structure project, Monrovia
• Bowden Development single family housing projects, Monrovia
• Lewis Homes 103 unit single family home development, Montclair (new
construction)
• 14 unit for sale residential development, Azusa
• For sale townhome, live/work loft, shopkeeper unit, flats residential development on
former City library site, Alhambra
• 48 unit for sale residential development, Santa Barbara
• 24+ unit Station District for sale residential development, integrated with adjacent
affordable multifamily project, Santa Ana
• Laurel Walk and Arbors for sale residential developments, Brea
• Cedarbrook Walk for sale residential development, live/work loft project, Camarillo
• For sale residential development, Carlsbad
• Fountain Walk senior for sale residential development, Cerritos
• Willow Walk for sale residential development, Compton
!
• Vintage Walk for sale residential development, Covina
• Mayfair Block for sale residential development, El Cerrito
• Tyler -Ramona for sale residential development, El Monte
• Providence Walk for sale residential development, Fairfield
Representative Affordable Housing Projects, Page 3
i
KRON IC K
MOSKOVITZ
LXG RARD N
A LAW CORPORATION
Representative
Affordable Housing Projects
KMTG Offices
Sacramento
Bakersfield
Roseville
San Luis Obispo
Walnut Creek
www.kmtg.com
• Heil Park and Fountain Valley School District site for sale residential developments,
Fountain Valley
• For sale residential development, Glendale
• City Walk for sale residential development, Hayward
• Promenade Walk for sale residential development, Huntington Beach
• For sale residential development, Irwindale
• Single family, townhomes, and senior multifamily development, La Palma
• Renaissance Walk for -sale housing/child care project and promenade for sale
residential development, Long Beach
• Alta Vista Walk for sale residential development, Montebello
• Paradise Walk for sale residential development, National City
• City Walk for sale residential development, Oakland
• Depot Walk and Manchester Walk for sale residential development, Orange
• Rio Walk for sale residential development, Oxnard
• Cypress Walk for sale residential development, Pacifica
• Rose Walk and Heritage Walk for sale residential developments, Pasadena
• Mariner Walk for sale residential development, Pittsburg
• Katie Court and Crescent Walk for sale residential developments, Pleasant Hill
• For sale residential development; Pomona
• Ocean Walk for sale residential development, Port Hueneme
• Metro Walk for sale residential development/transit improvements, Richmond
Transit Village, Richmond
• Artist Village Lofts for sale residential development, scattered site development, .
Santa Ana
• For sale residential development, Tustin
• Renaissance Walk for sale residential development, Ventura
• For sale residential development, Vista
• Marbrisa Walk for sale residential development, Walnut Park
• For sale residential development, Watsonville
• Ivy Walk for sale residential development, Westminster
• For sale residential development/community land trust development Willowbrook,
Los Angeles County
• Casas Buena Vista 78 unit single family housing, Porterville (new construction/
rehabilitation)
• Haley Ranch Estates manufactured home development, Poway (new construction/
sale to nonprofit)
• Sale of Poinsettia and Poway Royal mobilehome parks to nonprofit, Poway
• Kuehner Homes 26 unit for -sale homes, Simi Valley (new construction)
Representative Affordable Housing Projects, Page 4
KEYSER MARSTON ASCIS
ADVISORS IN PUBLIC/PRIVAtE REAL --ESTATE;'DFVELOPMENT
November 13, 2012
AD\Is«rs �-
RLAI. Es -nu L.
AFFORDAB1.E L1QU"146'.. Mr. Kevin Wilson - - -
LCONO MIC DE E1.011MV,,4r Director of Community Development and Water
5A.IQ NRMNCISCu City of Vernon
A. II.RRY Kmm 4.305 Santa Fe Avenue
'nmofEIY c. KELLY
K,YTL Emuj. ruKr, Vernon, California 90058
DClt61f M. KE.ItN
REED T. KAYMAHARi\ -
DAv1D DOU1,14A Re: Affordable Housing Consulting Services
KA11111 EN 14. HEAr) Dear Mr. Wilson:
Giuj;ou D. Scan-1 Ilan
Ki.VIN E. ENIGS]KOM Keyser Marston Associates, Inc. (KMA) is pleased to submit the following proposal to
Jule L. R<_lmu provide selective consulting services to the City of Vernon (City). Specifically, KMA is
SAN Dl (io proposing to provide financial underwriting services- related to an affordable housing
CiEILt P.. 1. TIt,10MG development (Project) proposed to be developed on a City -owned site located at 4675
F'A4�1C.\hhlhlL\ -
52nd Street. It is our understanding that the City has selected Meta Housing Corporation
(Developer) to develop the Project.
KMA is a full service real estate, financial, redevelopment and economic consulting firm
specializing in real estate advisory, evaluation and redevelopment services. Founded in
1973, KMA has the largest real estate and redevelopment advisory practice on the West
Coast. KMA's unique strength is the depth, continuity and availability of our principals
who average more than 20 years of practical experience in working with our public and
institutional clients. The firm draws on its internal expertise in all the major land uses
with specific emphasis on economic analysis, market analysis, financial feasibility
analysis, fiscal impact analysis, public finance and public facilities financing plans,
affordable housing and nexus analyses:
KMA's unique advisory service extends to an active role in the negotiation and drafting
of agreements, as well as the preparation and presentation of projects in both internal
and external agency forums. In particular, KMA has extensive experience in providing
financial underwriting and negotiating services for affordable housingprojects to local
jurisdictions. In fact, KMA has recently dealt with the Developer on Senior Artist Colony
projects on behalf of the Cities of Los Angeles and Long Beach.
506 SOUTH GRP.ND AVLN[]L-', 5U1'17G 1480 >LOS ANOLL8, CALICORNLA_-90071 > PRON L'213 622 8095 > FAX 213 622 5204
1211008.KMA.JLR
WMA1. KEYS ERMARSTO N.1 0&I 99900.000.002
Mr. Kevin Wilson November 13, 2012
City of Vernon Page 2
The following letter identifies the information KMA will require before we can undertake
an evaluation of the proposed Project. In addition, this letter identifies the scope of
services KMA is proposing to provide, the timeline for completion and a fee estimate.
INFORMATION NEEDS
KMA will need to receive the following information before we can commence work on the
proposed financial analysis:
City Submissions:
1. A City Planning staff identification of any off -site improvements required to serve
the Project, and the estimated cost for these improvements.
2. A City staff identification of any remediation or relocation activities required to
develop the Project, and the estimated costs for these items.
3. A City staff review of the public permits and fees costs that will be imposed on
the Project.
4. Verification of the type(s) of City funding sources that were used to acquire the
Site as well as those proposed to be used to fill the Project's financial gap.
5. Will the City impose an annual fee on the Project for reimbursement of annual
monitoring obligations?
Developer Submissions:
A project description that includes the following information:
1. A legible site plan,
2. A description of the unit mix and unit sizes.
3. The total gross building area to (GBA), broken down as follows:
a. Residential GBA;
b. Circulation GBA; and
C. Common Area GBA.
4. The type and number of parking spaces.
1211008.KMA.JLR
99900.000.002
Mr. Kevin Wilson
City of Vernon
November 13, 2012
Page 3
A detailed project pro forma that includes the following information:
Construction Costs:
1. Identify whether or not the direct cost estimate is based on the assumption that
prevailing wage requirements will be imposed on the Project.
2. Provide a direct construction cost breakdown that disaggregates the following
information:
a. On -site improvements and landscaping costs;
b. Parking costs;
C. Building costs;
d. Contractor's costs; and
e. Direct cost contingency allowance.
3. Provide a breakdown of the indirect costs such as:
a. Architecture, engineering and consulting fees;
b. Taxes, legal and accounting costs;
C. Insurance costs;
d. Marketing costs;
e. Developer Fee; and
f. Indirect costs contingency allowance.
4. Provide the following construction period financing cost information:
a. Construction loan information:
i. Loan amount;
ii. Interest rate; and
iii. Length of construction and absorption period.
b. Loan origination fees.
1211008.KMA.JLR
99900.000.002
Mr. Kevin Wilson November 13, 2012
City of Vernon Page 4
C. Deposit to a capitalized reserves account.
Net Operating Income
1. Identification of the rents and utilities allowances to be applied, disaggregated by
unit type. -
2. Operating Expenses:
a. General operating expenses;
b. Property tax expense; and
C. Annual contributions to a reserve account for future capital repairs.
Financial Parameters
1. Permanent Loan Terms:
a. Debt service coverage ratio;
b. Interest rate;
C. Loan repayment term; and
d. Projected loan amount.
2. Other funding sources. If the low income housing tax credit program (Tax
Credits) is being proposed as a funding source, the detailed assumptions for the
Tax Credit calculation and the estimated Tie -Breaker score need to be provided
also.
3. Cash Flow Analysis. Provide a cash flow analysis that illustrates the priority of
payments from cash flow as well as the loan terms.
Provide a description of the terms for the proposed City assistance:
1. Identify the amount of City assistance being requested, and the timing for the
disbursement of the agreed upon assistance.
2. Identify any other responsibilities proposed to be imposed on the City.
1211008.KMA.JLR
99900.000.002
Mr. Kevin Wilson November 13, 2012
City of Vernon Page 5
3. Identify whether the financial assistance is to be provided in the form of a loan or
a grant? If the assistance is proposed to be provided as a loan, identify the
repayment terms.
SCOPE OF SERVICES
Based on that assumption, KMA proposes to provide the following scope of services:
1. KMA will prepare a technical memorandum that covers the following topics:
a. A review and evaluation of the accuracy and reasonableness of the
Developer's cost projections;
b. A review and evaluation of the proposed income and operating expenses
associated with the Project;
C. A quantification of the amount of City financial assistance that is required
to make the Project financially feasible; and
d. A recommended structure for the City assistance.
2. KMA will attend one meeting with the City Council
3. KMA will provide "as needed" assistance to the City staff related to the
structuring and negotiating of the development agreement between the City and
the Developer.
TIMING/BUDGET
The proposed engagement would be managed by Julie Romey, a Senior Principal in the
KMA Los Angeles office. KMA estimates that the analysis will be completed within two
weeks following receipt of both the City's authorization to proceed, and initial receipt of
the information requested in this proposal. However, this time frame is completely
dependent on the completeness, accuracy and consistency of the information provided.
If subsequent requests for clarification are required, the time frame for completionwill
need to be adjusted accordingly.
The proposed scope of services will be provided on a time -billed basis in accordance
with the firm's current billing rate schedule. KMA will undertake the proposed scope of
work on a time and materials basis, with an estimated budget of $10,000. If the
development scope is altered materially, or if KMA is required to re-evaluate the Project
multiple times, this budget estimate will need to be increased. accordingly.
1211008.KMA.JLR
99900.000.002
Mr. Kevin Wilson November 13, 2012
City of Vernon Page 6
The KMA billing rate schedule that will be applied to this engagement is as follows:
Managing Principals $280.00
Senior Principals$270.00
Principals $250.00
Managers $225.00
Senior Associates $187.50
Associates $167.50
Senior Analysts $150.00
Analysts $130.00
Technical Staff $95.00
Administrative Staff $80.00
KMA appreciates the opportunity to present this proposal. If there are modifications that
will make the proposal more responsive to your needs, please do not hesitate to call me.
Sincerely,
KEYSER MARSTON ASSOCIATES, INC.
Julie Romey
Senior Principal
EXHIBIT B
Kronick Moskovitz Tiedemann & Girard
1432 Higuera Street
San Luis Obispo, CA 93401
(805) 786-4302
Nicholas George Rodriguez
City Attorney
City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Re: Legal Services for the Proposed Housing Development
Dear Mr. Rodriguez:
The following hourly fees are agreeable:
A) Jon E. Goetz $ 275.00
B) Jeffrey L. Massey 250.00
C) Leslie Z. Walker 225.00
C) One paralegal 125.00
Very truly yours,
Jon E. Goetz
For the Firm
EXHIBIT C
EQUAL OPPORTUNITY EMPLOYMENT
PRACTICES PROVISIONS
A. Associate Counsel certifies and represents that, during the performance of this Agreement,
the contractor and each subcontractor shall adhere to equal opportunity employment
practices to assure that applicants and employees are treated equally and are not
discriminated against because of their race, religious creed, color, national origin, ancestry,
handicap, sex, or age. Contractor further certifies that it will not maintain any segregated
facilities.
B. Associate Counsel agrees that it shall, in all solicitations or advertisements for applicants
for employment placed by or on behalf of Associate Counsel, state that it is an "Equal
Opportunity Employer" or that all qualified applicants will receive consideration for
employment without regard to their race, religious creed, color, national origin, ancestry,
handicap, sex or age.
C. Associate Counsel agrees that it shall, if requested to do so by the City, certify that it has
not, in the performance of this Agreement, discriminated against applicants or employees
because of their membership in a protected class.
D. Associate Counsel agrees to provide the City with access to, and, if requested to do so by
City, through its awarding authority, provide copies of all of its records pertaining or relating
to its employment practices, except to the extent such records or portions of such records
are confidential or privileged under state or federal law.
E. Nothing contained in this Agreement shall be construed in any manner as to require or
permit any act which is prohibited by law.
EXHIBIT D
EXHIBIT D
POLICY FOR INVESTIGATION AND DISCOVERY ASSISTANCE
The following sets forth the policy of this office regarding investigation and other assistance in
the defense of liability cases involving the City of Vernon or City employees. The objective is to
provide current and long-range investigative assistance and, guidance on all liability cases.
1. Copies of the summons, complaint and claims investigation reports, if available, will be
forwarded to Associate Counsel upon assignment of the lawsuit to defense counsel.
2. Associate Counsel, in evaluating the lawsuit, is to advise the City Attorney as to further
investigative needs. The services of an investigating agency, approved by the City
Attorney, may be requested to assist Associate Counsel in their investigation. The agency
is to furnish this office with copies of all its reports.
3. After receiving Associate Counsel's request, the investigating agency commences the
specified investigation and outlines its recommendations for additional investigation, but
does not commence such additional investigation until specifically requested by Associate
Counsel to do so.
4. In addition to investigation, the investigating agency assists with such discovery, needed
diagrams, photographs and other information as may be requested by Associate Counsel.
5. Associate Counsel is requested to review the claims investigation file sent with the
assignment of defense so as to preclude unnecessary or duplicate investigative expenses.
6. , Copiesof the Vernon Municipal Code and other City documents can be readily obtained
from the City Attorney's Office.
7. Attendance at mandatory settlement conferences will include only Associate Counsel and
an attorney from the City Attorney's Office. Neither the Claims Coordinator nor
investigators shall attend unless specifically requested to do so by this office.
EXHIBIT E
EXHIBIT E
LIVING WAGE PROVISIONS
Minimum Living Wages:
A requirement that Employers pay qualifying employees a wage of no less than $10.30 per hour
with health benefits, or $11.55 per hour without health benefits.
Paid and Unpaid Days Off:
Employers provide qualifying employees at least twelve compensated days off per year for sick
leave, vacation, or personal necessity, and an additional ten days a year of uncompensated
time for sick leave.
No Retaliation:
A prohibition on employer retaliation against employees complaining to the City with regard to
the employer's compliance with the living wage ordinance. Employees may bring an action in
Superior Court against an employer for back pay, treble damages for willful violations, and
attorney's fees, or to compel City officials to terminate the service contract of violating
employers.