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LEGAL SERVICES AGREEMENT 1. PARTIES. This Legal Services Agreement ("Agreement") is made between BURKE, WILLIAMS & SORENSEN, LLP, a California limited liability partnership ("BWS"), and THE REDEVELOPMENT AGENCY for the CITY OF RIVERSIDE, CALIFORNIA, a public body, corporate and politic ("Client"), collectively known hereinafter as the "Parties." 2. BUSINESS AND PROFESSIONS CODE. The parties acknowledge that this Agreement is required by Business and Professions Code 9 6148 and is intended to fulfill the requirements of that section as they exist on the date the Agreement is executed and as thereafter may be amended, renumbered, or otherwise modified. 3. TERMS. BWS hereby agrees to perform the legal services called for under this Agreement, keep Client and Client's General Counsel informed of progress and developments and respond promptly to Client's inquiries and communications. Client hereby promises to be truthful and cooperative with BWS, keep BWS reasonably informed of developments and of Client's address, telephone number and whereabouts, and to timely make any payments required under this Agreement. Each party hereto has received a signed copy of this Agreement and agrees hereby to be bound by it. 4. LEGAL SERVICES TO BE PROVIDED. BWS agrees to perform legal services for Client on a task-by-task basis as follows: 4.1 Request for Services. At such times as Client desires or requires legal services, Client's General Counsel will contact BWS and either request that BWS perform the requested legal services ("RFS" i.e., "request for services") or request BWS to submit a proposal concerning the performance of the requested legal services ("RFP"). In either case, Client agrees to provide BWS with a specific description of the nature and extent of the project for which services are requested and the legal services contemplated to be performed ("Task"). 4.2 Response to Request. At such times as Client receives a RFS or RFP for a Task from Client's General Counsel, BWS agrees to promptly respond to Client's General Counsel by either accepting the RFS for the Task, by submitting a proposal in response to the RFP, or by notifying Client's General Counsel that BWS is unable to accept the RFS or submit a proposal. 4.3 Selection of Billin!!: Method. In the event BWS accepts a RFS for a Task, Client or Client's General Counsel approves BWS proposal in response to an RFP for a Task, the Parties agree to mutually select a method for the billing of Attorneys' Fees and Costs as provided in paragraph 5 of this Agreement. 4.4 Performance of Le!!:al Services. In the event BWS accepts a RFS for a Task, Client or Client's General Counsel approves BWS's proposal in response to TRY #12793 vl -1- 08/22/0 1