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HomeMy WebLinkAboutRDA REDEV PLAN MCAS 04-04-94AGENg DATE: APRIL 4, 1994 TO: WILLIAM A. HUSTON, EXECUTIVE DIRECTOR FROM: COMMUNITY DEVELOPMENT DEPARTMENT SUBJECT: PROPOSED CONTRACT FOR SPECIAL COUNSEL FOR THE PREPARATION OF A REDEVELOPMENT PLAN FOR MCAS, TUSTIN RECOMMENDATION It is recommended that the Redevelopment Agency appropriate $35,000 from the South Central Redevelopment Project Area Capital Projects Fund to 560-400-9000-6009 and approve the attached contract with McDonough, Holland and Allen to act as Special Legal Counsel for the preparation of a redevelopment plan for the Marine Corp Air Station, Tustin. FISCAL IMPACT 'Cost to the Redevelopment Agency for legal services for the preparation of a redevelopment plan under this contract will be $35,000. All costs will be allocated to -he South Central Redevelopment Project Area Capital Projects Fund and recovered from the tax increment from the new project area. BACKGROIIND AND DISCUSSION In 1991, the Federal Government made the decision to close the Marine Coz-p Air Station, Tustin (MCAS, Tustin, hereinafter referred to in this report as the "Base"). In coordina:ion with the Base Closure Task Force, the staff has been working to develop a Re-use Specific Plan for the Base and an accompanying Environmental Impact Statement/Report (EIS/EIR). The Specific Plan and the EIS/EIR are expected to be completed in the late Summer or early Fall of 1994. With the anticipated closure of the Base, staff is beginning the process of creating a new redevelopment project area for the Base. On A~agust 16, 1993, the Agency approved a contrac: with Katz Hollis to provide redevelopment plan adoption services. In addition to these services, the Agency needs the services cf a redevelopment attorney. Discussions with the City Attorney indicated it is advisable for the Agency to retain Special Ccunse! to work in conjunction with the City Attorney in the plan adoption process. Redevelopment Agency Report - -- Contract. for Legal Services Redeve~)ment-~.Ptan.. for MCAS Tustin April 4, 1994 ' Page 2 To this end, the staff issued a Request for Qualifications to ten legal firms for services as Special Counsel. The followihg four firms responded with Statements of Qualifications: 1. McDonough, Holland and Allen 2. Kane, Ballmer and Berkman 3. Stradling, Yocca, Carlson and Rauth 4. Paone, Callahan, McHolm and Winton Ail four firms were interviewed by a panel consistin~ of Councilman Tom Saltarelli, City Attorney Jim Rourke, Assistant Christine Shin~leton and Redevelopment Pro,ram Manager City Manager . Rick Zimmer. The panel has unanimously recommended the firm of McDonough, Holland and Allen. pROPOSED CONTRACT McDonough, Holland and Allen is recommended by the Committee for the followin~ reasons: Their experience in the formation of Redevelopment Project Areas. The partner of the firm assigned to the Tustin project will be Mr. David Beatty. Mr. Beatty is experienced (1) in dealin~ with closed military bases, includin~ Alameda Naval Air Station (Alameda, CA), Hamilton Air Force Base (Novato, CA) and Mather Air Force Base (Sacramento, CA); (2) has prepared special legislation for closed bases, specifically for Mather Air Force Base which resulted in the Governor si~nin~ SB 915; (3) was the primary author of AB 1290, the legislation which totally revamped Redevelopment Law in California and (4) is a registered lobbyist and the Chief Counsel to the California Redevelopment Association. Based on the submitted Statements of Qualifications as well as the interviews, the interview panel found none of the other firms had as extensive direct experience and expertise in dealin~ with the reuse and redevelopment of closed military bases and only McDonough, Holland and Allen had prepared successful special legislation for closed bases. Redevelopment Agency RepOrt Contract for Legal Services Redevelopment Plan for MCAS, Tustin April 4, 1994 Page 3 The panel also considered the estimated fee for the services. Three firms, including McDonough, Holland and Allen, estimated costs at approximately $30,000 to $35,000. The other firm was substantially above this level. This contract is for $35,000. Under the proposed contract, McDonough, Holland and Allen will provide all legal services required for the adoption of a redevelopment plan including legal review of all documents prepared by Katz Hollis and preparation of legal notices, resolutions, ordinances and other similar actions. They will also provide staff with legal advice and assistance in processing the documents and ~oordinating the plan adoption process, which is particularly Important due to the passage of AB 1290 reforming the redevelopment adoption process. ' The contract will be based on a time and materials basis, the hourly rate being dependent on the individual providing the actual service to the Agency. Their maximum fee will not exceed $35,000. This fee can only be increased upon approval of the Agency and only for additional services required beyond those outlined in the contract. Sche.du~-,e o.f Performance and fee R.i~h~r d_ Z i ~m/e r _ ~edevelopment Program Manager schedule. Christine A_.. ~ingleton Assistant City Manager RZ: CAS: kbc\mcdoncct, mere AGREEMENT FOR LEGAL SERVICES · This Agreement for Legal Services (herein "Agreement"), is made and entered into by and between the CITY OF TUSTIN COMMUNITY REDEVELOPMENT AGENCY, a California community redevelopment agency ("Agency"), and McDONOUGH, HOLLAND & ALLEN, a professional corporation, engaged in the practice of law within the State of California ("Special Counsel"). WHEREAS, Special Counsel has represented that it is qualified to provide the necessary services and has agreed to provide such services; NOW, THEREFORE, in consideration of the premises and mutual agreements contained herein, Agency agrees to employ and does hereby employ Special Counsel and Special Counsel agrees to provide consulting services as follows: 1. SERVICES OF SPECIAL COUNSEL 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Special Counsel shall provide those services specified in the "Scope of Ser'vices" attached hereto as Exhibit "A" and incorporated herein by this reference, (the "services" or the "work"). Special Counsel warrants that all services shall be performed in a competent, professional and satisfactory manner. 1.2 .Compliance with Law. Ail services rendered. hereunder shall be provided in accordance with all laws, ordinances, resolutions, statutes, rules, and regulations of the Agency, the City of Tustin and of any federal, state or local governmental agency of competent jurisdiction. 1.3 Licenses and Permits. Special Counsel shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. 1.4 Familiarity with Work. By executing this Contract, Special Counsel warrants that Special Counsel (a) has thoroughly investigated and considered the work to be performed, (b) has carefully considered how the work should be performed, and (c) fully understands the difficulties and restrictions attending performance of the work under this Agreement. 1.5 Care of Work. Special Counsel shall adopt reasonable methods during the life of the Agreemen~ to prevent loss or damage to materials, papers and other components thereof prepared by Special Counsel and shall be responsible for all such -1- damages until acceptance of work by Agency, except such losses or .damages as may be caused by Agency's own negligence. 1.6 Additional Services. In accordance with the terms and conditions of this Agreement, Special Counsel shall perform services in addition to those specified in the Scope of Services (Exhibit A) when directed to do so by the Contract Officer, provided that Special Counsel shall not be required to perform any additional services without additional, reasonable compensation. Any additional compensation not exceeding ten percent (10%) of the Contract sum may be approved in writing by the Contract' Officer. Any greater increase must be approved by the Executive Director. 1.7 Special Requirements. Additional terms and conditions of this Agreement are set forth in Exhibit B and incorporated herein by this reference. In the event of any conflict between the provisions of Exhibit 'B' and any other provisions of this Agreement the provisions of Exhibit 'B' shall govern. ' 2. COMPENSATION 2.1 Compensation of Special Counsel. For the services rendered pursuant"to this Agreement, the Special Counsel shall be compensated and reimbursed only such amounts as are prescribed in this Agreement in accordance with Exhibit 'C'. 2.2 Method of Payment. Each month Special Counsel shall provide Agency with a statement covering the preceding month which shall set forth in detail the time spent by each (named) person on tasks for Agency's benefit, the dollar amount of the fees for each person's services, a complete description of the services rendered, and an itemization of costs expended. Agency shall pay Special Counsel for all fees and expenses stated thereon which are approved by Agency as being consistent with this Agreement no later than the last working day of said month. ' 2.3 ~. In the event any change or changes in the work is requested by Agency, the parties hereto shall execute an addendum to this Agreement, setting forth with particularity all terms of such addendum, including, but not limited to any additional Special Counsel's fees. ' 2.4 Statement of Costs. Pursuant to the provisions of California Government Code Section 7550, the total amount expended by Agency relating to the preparation of any reports and documents prescribed herein shall be set forth within the final editions thereof, in a separate section in a statement substantially as follows: ' -2- 2.5 "Pursuan%.'to California Government Code Section 7550, the City of Tustin. Co~unity Redevelopment Agency expended the totaI ~U'ht-of $ for the preparation of this report and/or documents." 3. PERFORMANCE SCHEDULE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. 3.2 Schedule of Performance. Within thirty (30) days after the execution of this Agreement, Special Counsel shall submit to the Contract Officer, for approval, a Schedule of Performance, to be coordinated by Special Counsel with Agency Redevelopment Consultant, Katz Hollis. Upon approval by Contract Officer, all services rendered pursuant to this Agreement shall be performed in a timely and expeditious manner and within any time periods prescribed in the approved Schedule of Performance. Extension of any time period must be approved in writing by the Contract Officer. 3.3 Term. Unless earlier terminated in accordance with Section 7.5 of this Agreement, this Agreement sh~ll continue in full force and effect until the effective date of the ordinance adopting a redevelopment plan for the Marine Corp Air Station, Tustin, by the City Council of the City of Tustin pursuant to the California Community Redevelopment Law. 3.4 Force Majeure Time for performance of services to be rendered pursuant to this Agreement may be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Special Counsel, including, but not restricted to, acts of God, acts of the public enemy, acts of Government, fires, earthquakes, floods, epidemics, quarantine restrictions, riots or strikes, if the Special Counsel shall within ten (10) days of the commencement of such condition notify the Contract Officer who shall thereupon ascertain the facts and the extent of necessary delay, and extend the time for performing the services for the period of the enforced delay when and if, in the Contract Officer's judgement, such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. 4. COORDINATION OF WORK 4.1 Representative of Special Counsel. The following Principal of Special Counsel is hereby designated as being the principal representative of Special Counsel authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: David Beatty -3- It is understo~d-~-that, the experience, knowledge, capability and reputation .... ~-~i.-~.~th~ foregoing Principal is a substantial inducement for Agency to enter into this Agreement. Accordingly, the foregoing Principal shall be responsible during the term of this Agreement for directing all activities of Special counsel and devoting sufficient time to personally supervise the services hereunder. The foregoing Principal may not be changed by Special Counsel without the express written approval of Agency. 4.2 Contract Officer. The Contract Officer. shall be the Assistant City Manager unless otherwise designated in writing by the Executive Director of the Agency. It shall be the Special Counsel's responsibility to keep the Contract Officer fully informed of the progress of the performance of the services and Special Counsel shall refer any decisions which must be made by Agency to the Contract Officer. Unless otherwise specified herein, any approval of Agency required hereunder shall mean the approval of the Contract Officer. 4.3 Prohibition Aqainst Subcontractinq or Assiqnment. ~The experience, knowledge, capability and reputation of Special Counsel, its principals and employees were a substantial inducement for the Agency %o enter into this Agreement. Therefore, Special Counsel shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the Agency. In addition, neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of Agency. 4.4 Independent Special Counsel. Neither the Agency nor any of its employees shall have any control over the manner, mode or means by which Special Counsel, its agents or employees perform the services required herein, except as otherwise set forth herein. Special Counsel shall perform all services required herein as an independent consultant of Agency and shall remain at all times as to Agency a wholly independent consultant with only such obligations as are consistent with that role. Special Counsel shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of Agency. 5. INDEMA'iFICATION 5.1 Indemnification. The Special Counsel shall defend, indemnify and hold harmless the Agency, its officers and employees, from and against any and all actions, suits, proceedings, claims, demands, losses, costs, and expenses, including legal costs and attorneys' fees, for injury to or death of person or persons, for damage to property, including property owned by Agency, and for errors and omissions committed by Special Counsel, its officers, employees and agents, arising out of or related to Special Counsel's performance under this Agreement, -4- except for such loss as may. be caused by Agency's own negligence or that of its officers or _e'~.-ibyees. · . -~ .... 6. RECORDS AND REPORTS 6.1 Reports. Special Counsel shall periodically prepare and submi~ to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. 6.2 Records. Special Counsel shall keep such books and records as shall be necessary to properly perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit and make records and transcripts from such records. 6.3 Ownership of Documents. Ail reports, records, documents and other materials prepared or obtained by Special Counsel in the performance of this Agreement shall be the property of Agency and shall be delivered to Agency upon request of the Contract Officer or upon the termination of this Agreement, and Special Counsel shall have no claim for further employment or additional compensation as a result of the exercise' by Agency of its full rights or ownership of the documents and materials hereunder. Special Counsel may retain copies of such documents for its own use. Special Counsel shall have an unrestricted right to use the concepts embodied therein. 6.4 Release of Documents. Ail reports, records, documents and other materials prepared by Special Counsel in the performance of services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. 7. ENFORCEMENT OF AGREEMENT 7.1 ~alifornia Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out · of or in relation to this Agreement shall be instituted in the Superior Court of the County of Orange, State of California, or any other appropriate court in such county, and Special Counsel covenants and agrees to sub~it to the personal jurisdiction of sUch court in the event of such action. 7.2 ~. In the event of any dispute arising under this Agreement, the injured party shall notify the injuring party in writing of its contentions by submitting a claim therefor. The injured party shall continue performing its obligations -5- hereunder so long as the injuring party cures any default within ninety (90)' days after Service of the notice, or if the CUre of the default is commenced within thirty (30) days after service of said notice and is cured within a reasonable time after commencement; provided that if the default is an immediate danger to the health, safety and general welfare, the Agency may take immediate action under Section 7.5 of this Agreement. Compliance with the provisions of this Section shall be a condition precedent to any legal action, and such compliance shall not be a waiver of any party's right to take legal action in the event that the dispute is not cured. 7.3 ~aiver. No delay or omission in the exercise of any right or remedy of a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. No consent or approval of Agency shall be deemed to waive or render unnecessary Agency's consent to or approval of any subsequent act of Special Counsel. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 7.4 RiGhts and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different ~imes, of any other rights or remedies for the same default or any other default by the other party. 7.5 Legal AcTion. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, a declaratory judgment or any other remedy consistent with the purposes of this Agreement. 7.6 Te_~mination Prior to Expiration of Term. Both parties reserve the right to terminate this Agreement at any time, with or without cause, upon thirty. (30) days written notice to the other party, except that where termination is due to the fault of the Special Counsel and the perio~ of notice shall be such shorter time as maybe deemed appropriate. Upon receipt of the notice of termination from ~he Agency or upon the date of notice of termination issued by Special Counsel, Special counsel shall immediately cease all services hereunder except as may be specifically approved by the Contract Officer. Special Counsel shall be entitled tc compensation for all services rendered prior to receipt of the notice of termination from Agency or prior to the date of termination by Special Counsel and for any services authorized by the Contract Officer thereafter. -6- 7.7 .-A~ctorneys' Fee~. If either party commences an -~i.'~_i.i~!~'~ii~.L.~.~ action against the other ~arty arising out of or in connection-with · this Agreement or its subject matter, the prevailing party shall entitled to recover reasonable attorneys' fees and costs of suit from the losing party. 8. AGENCY OFFICERS AND EMPLOYEES; NON-DISCRIMINATION 8.1 Non-Liability of Aqenc¥ Officers and Employee~. No officer or employee of Agency shall be personally liable to the Special Counsel, or any successor-in-inter, st, in the event of any default or breach by the Agency or for any amount which may become due to the Special Counsel or its successor, or for breach of any obligation of the terms of this Agreement. 8.2 ~ovenant Aqainst Discrimination. Special Counsel covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination or segregation in the performance of or in connection with this Agreement regarding any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry. Special Counsel shall take affirmative action to insure that applicants and employees are treated without regard to their race, color, creed, religion, sex, marital status, national origin, or ancestry-. 9. MISCELLANEOUS PROVISIONS 9.1 Notice. Any notice, demand, request, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by pre-paid, first-class mail to the address set forth below. Either party nay change its address by notifying the other party of the change cf address in writing. Notice shall be deemed communicated forty-eicht (48) hours from the time of mailing if mailed as provided in th~s Section. To Agency: City of Tustin Community Redevelopment Agency 300 Centennial Way Tustin, CA 92680 Attention: Christine A. Shin~leton Assistant City Manager (Contract Officer) -7- To. Specia~.-.eounsel: David Beatty McDonough, Holland and Allen 555 Capitol Mall Suite 950 Sacramento, CA 95814 9.2 Inteqrated Aqreement. This Agreement contains all of the agreements of the parties and cannot be amended or' modified except by written agreement. 9.3 Amendment. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 9.4 Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the parties hereunder. 9.5 ~orporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by so executing this Agreement the parties hereto are formally bound to the provisions of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates stated below. Dated: APPROVED AS TO FORM: "Agency" CITY OF TUSTIN COMMUNITY REDEVELOPMENT AGENCY, a California community redevelopment agency By: Christine Shingleton Assistant City Manager Director of Community Development James G. Rourke Agency Counsel (signatures continued on next page) -8- "Special ~ Counsel" McD0nough, Holland and Allen By: Name Printed Title -9- · SCOPE OF SERVICES EXHIBIT A A® As requested by City from time to time, Special Counsel shall serve and act as legal counsel and representative of Agency in conjunction with the creation of a redevelopment project area for the Marine Corp Air Station, Tustin, California, pursuant to the California Community Redevelopment Law. B· Special Counsel shall perform legal services as may be required from time-to-time by the Agency and its officers in connection with its redevelopment plan adoption activities, including but not limited to: I · Day-to-day consultation on redevelopment plan adoption questions. · Drafting and preparation of resolutions and other documents required for Agency plan adoption, normally prepared by legal counsel. 3. Rendering of legal opinions on plan adoptions· · Consultation with Agency redevelopment consultant, bond counsel, and financing consultant concerning project financing. · Attendance at up to ten (10) required meetings and public hearings. · Legal assistance in all other matters that may arise in the course of adoption of a redevelopment project. · When directed in writing by the Contract Officer, such Additional Services as Agency may require. C· Services with regard to litigation shall be considered Additional Services, pursuant to Section 1.6 of this Agreement. -10- EXHIBIT ~ PECIAL'--REQUIREMENTS ...... le · ~ For purposes of this contract, Special Counsel's representative as approved by the Agency is identified as David Beatty. In providing direction to Special Counsel in conjunction with Additional Services, the Agency will be as specific as possible in all requests for services (all said requests will be in writing or confirmed in writing immediately). Special Counsel shall provide an estimate of the cost for Any Additional Services and shall provide such service only when authorized in writing by the Contract Officer. Special Counsel shall not release to the public or press any information regarding the proposal/scope of services under this Agreement without prior authorization of the Contract Officer. -11- EXHIBIT C METHOD OF COMPENSATION a~ Be Ce De Fee Basis. Fees shall be charged on an hourly basis for all legal services related to the adoption of the redevelopment plan, as shown in Billing Rate Tables attached to this Exhibit C as Attachment I. The maximum billings shall not exceed $35,000 for services related to the adoption of the redevelopment plan, without written authorization from the Contract Officer. Fees for Additional Services shall first be approved by the Contract Officer in writing before work begins and shall be based on current general client rates, as shown in Attachment I, and subject to a "not to exceed" amount, unless an alternative method of payment is approved by in writing by the Contract Officer. Billing Rates. Services shall be billed at the general client hourly rates established by Special Counsel for services performed, as shown in Attachment I. Time Accounting· Special Counsel shall keep an accurate account cf time spent in rendering of services. Reimbursements. In addition to the compensation provided above, the Agency shall reimburse Special Counsel for the following expenses: i · Necessary travel and subsistence expenses in connection with the performance of Special Counsel's services pursuant to this Agreement. Expense for air travel shall be for standard, economy class only; no first class travel shall be billed to the Agency. In addition to direct ~ravel expenses, Agency shall pay Special Counsel an hourly rate for time spent traveling not to exceed the time spent in traveling one-way for each trip to or from meetings from Sacramento. · Such printing and copying expenses, long distance telephone calls, telegrams and similar costs relating to legal services and generally chargeable to a client; provided however, such expenses shall not include normal office operating expenses. In lieu of itemizing such chargeable expenses, Special Counsel's firm will add an administrative charge of 4% to monthly billings. Itemized payment statements shall set forth in detail all actual and necessary costs, expenses and disbursements incurred during the preceding month and for the term of the contract. -12- Z~ Fo Method of ~ay~ent. As'a condition precedent to any.payment to Special Counsel unde~ this Agreement, Special Counsel shall submit monthly to the Agency a statement of account which clearly sets forth by dates the designated items of work, as well as reimbursable expenses, for which the billing is submitted. Timinq of Payment. The Agency shall review Special'Counsel's monthly statements and pay Special Counsel for services rendered and costs incurred hereunder, at the rates and in the amounts provided hereunder, on a monthly basis in accordance with the approved monthly statements. rzimmer \mcas \beatty. ctr -13- ~ ~-~ .... ~:~- ~ .~. ~.- · ~HAREHO_I.nERS: '; !" ~ 010 iDon~]d C. 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