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2015-97 301 EAST PINE STREET GR A Y I R 0 B I N S' ® NSUITE 1400 BOCA RATON Poser OFFICE Box 306k(32802-3068) FORT LAUDERDALE AT TO R N E Y SAT LAW ORLANDO, FLORIDA 32801 GAINESVILLE TEL 407-843-8880 JACKSONVILLE FAX 407-244-5690 KEY WEST LAKELAND MELBOURNE 407-244-5649 MIAMI CHRIS.CARMODY([t7GRAY-R0BINSON.COM NAPLES ORLANDO November 5, 2015 TALLAHASSEE TAMPA Mr. Darren Gray City Manager City of Clermont 685 W. Montrose Street Clermont, FL 34711 Re: Lobbying Representation Dear Mr. Gray: Thank you for your confidence in GrayRobinson's representation of the City of Clermont (the "Company"). Our representation will include providing assistance with Executive and Legislative branch lobbying services during the 2016 session. The Term of this engagement shall be from November 1, 2015 until October 31, 2016. Our representation under this engagement is solely confined to lobbying services and does not include legal services which may be contracted for separately at your discretion. The purpose of this letter is to confirm the monthly retainer amount and to otherwise clarify the general terms and conditions under which GrayRobinson will provide representation. Robert Stuart, Jr., Christopher Dawson and Angie Langley will assist me with the scope of work listed above. Our retainer for this scope of work will be $40,000 divided into 4 payments of$10,000 per quarter beginning on November 1, 2015. Company may terminate the agreement at any time without cause upon thirty(30) days written notice to GrayRobinson. The Florida Legislature's Joint Legislative Auditing Committee has issued guidelines on the application of the Executive and Legislative branch lobbying registrations and reporting of fees and costs. Based upon those guidelines, we will be registering to represent you before the Executive Branch as well as the Legislative Branch. Fees for registration are: Executive Branch: $25.00 per principal Legislative Branch: $50.00 for one principal and $20.00 for each additional principal In addition to our fee, any out-of-pocket expenses incurred on your behalf including, www.gray-robins_on corn GRAYROBINSON PROFESSIONAL ASSOCIATION Mr Darren Gray November 5, 2015 Page 2 but not limited to, lobbying registration fees will be billed to you as these charges are incurred. We will endeavor to keep such expenses to a minimum and we will contact you for prior approval before incurring any expenses in excess of$100.00. GrayRobinson will report 50% of our fees and reimbursements as Legislative Branch lobbying fees and costs and 50% as Executive Branch lobbying fees and costs All payments are subject to public disclosure per Florida Statute. Because of the relatively large size of our firm and our representation of many other clients, it is possible that there may arise in the future a dispute between another client and you Our acceptance of the current representation of you will preclude us from accepting future representations adverse to you, which involve matters substantially related to the work we perform in the course of this engagement. However, as a condition to our undertaking the representation described in this letter, if a matter representing another client emerges before the City of Clermont such as procurement, land use, code, etc., GrayRobinson will seek a conflict of waiver in order to proceed with that other client. If the waiver is given and the matter moves to a litigious posture, GrayRobinson would withdraw from such representation. If this meets with your approval, please indicate by having the extra copy of this letter signed in the space provided below, and return it to our offices. Your approval of this letter will include agreement regarding the fees and costs arrangement. We appreciate the confidence and trust you have reposed in us in asking us to represent you and encourage you to communicate with me if at any time you have questions on the status or progress of your matters. Sincerely, C.../__ , C.,;..________13. Christopher L. Carmody CLC:dbl ACCEPTED BY CITY OF CLERMONT c Date: ,%/ /4 :'- &'/5 By: afa,./ Its______,thliet---- GRAYIR0BINSON ATTORNEYS AT LAW PRIVACY POLICY Attorneys, like other professionals who advise on personal financial matters, are now required by a new federal law to inform their clients of their policies regarding privacy of client information Attorneys have been, and continue to be, bound by professional standards of confidentiality that are even more stringent than those required by this new law. Therefore,we have always protected your right to privacy and do not take lightly the confidence you place in us. In the course of providing our clients with financial and tax planning and preparation services, employment counseling, bankruptcy activities, certain real estate services, and other certain financial services, we receive significant personal financial information about you either from you or with your authorization If you are a current or former client of GrayRobinson, P.A. you should know that all information that we receive about you is held in extreme confidence, and is not released to any person or entity outside of this law firm, except as agreed upon by you, or as required under applicable law. We retain records relating to professional services that we provide so that we are better able to assist you with your professional needs and, in some cases, to comply with professional guidelines In order to guard your non-public personal information, we maintain physical, electronic, and procedural safeguards that comply with our professional standards. Please call if you have any questions regarding this matter. Your privacy, our professional ethics, and the ability to provide you with quality legal services are very important to us. BOCA RATON FT LAUDERDALE JACKSONVILLE LAKELAND MELBOURNE 225 N E Manor Blvd,Ste 500 401 E Las Olas Blvd,Ste 1710 50 N Laura SL,Ste 1100 One Lake Morton Dr 1795 W NASA Blvd Boca Raton,FL 33432 Ft Lauderdale,FL 33301 Jacksonville,FL 32202 P 0 Box 3(33802-0003) P 0 Box 1870(32902-1870) 561-368-3808 954-761-8111 904-598-9929 Lakeland,FL 33801 Melbourne,FL 32901 Fax 561-368-4008 Fax 954-761-8112 Fax 904-598-9109 863-284-2200 321-727-8100 Fax 863.688.0310 Fax 321-984-4122 MIAMI NAPLES ORLANDO TALLAHASSEE TAMPA 1221 Bnckell Ave,Ste 1650 8889 Pelican Bay Blvd,Ste 400 301 E Pine SL,Ste 1400 301 S Bronough St,Ste 600 401 E Jackson St,Ste 2700 Mrami,FL 33131 Naples,FL 34108 P 0 Box 3068(32802- P 0 Box 11189(32302-3189) P 0 Box 3324(33601-3324) 305.416-6880 239-598-3601 3068) Tallahassee,FL 32301 Tampa,FL 33602 Fax 305-416-6887 Fax.239-598-3164 Orlando,FL 32801 850-577-9090/850-222-7717 813-273-5000 407-843-8880 Fax 850-577-3311 or Direct DIal. 813-273+Ext Fax- 407-244-5690 850-222-3494 Fax 813-273-5145 #1607192 vl POLICY REGARDING FEES AND EXPENSES BILLING You will be billed periodically, usually monthly. There will be a service charge of 1-1/2% per month on all accounts not paid within 30 days of the date the statement is mailed to you. Interest charges will be added on to any outstanding balance and will be reflected in subsequent statements. In the event you should disagree with or question any amount due under an invoice, you agree to communicate such disagreement to us, in writing, within thirty (30) days of the invoice date. Any disagreement you may have with a bill that is not communicated to us within that period shall be deemed waived. COMMENCEMENT OF REPRESENTATION: Our representation will not commence until we receive a signed copy of the letter to which this statement is attached, together with payment of any retainer specified therein. WITHDRAWAL FROM REPRESENTATION: We reserve the right to withdraw as your counsel in the event you fail to honor your agreement with respect to our legal fees or for any just reason as permitted or required under the Florida Code of Professional Responsibility or as permitted by the rules of courts of the State of Florida. In the event of our withdrawal, you will promptly pay for all services rendered by us prior to the date of withdrawal. FILE RETENTION: You should be aware of our file retention policy. Once your case is concluded,the file will be officially closed. Once the file is closed,it may be sent to off-site storage,and there may be costs associated with retrieval of • information from the file. We retain stored and closed files for a period of ten(10)years after which time they may be destroyed. Thus,if there are any documents which you need from the documents we possess,we recommend that you obtain them at the conclusion of your case.