To: Board of Supervisors of the County of Sonoma, Board of Directors of the Sonoma County Water Agency, Board of Directors of the Sonoma County Agricultural Preservation and Open Space District, and Board of Commission of the Community Development Commission
Department or Agency Name(s): County Counsel’s Office, Human Resources Department
Staff Name and Phone Number: Joshua A. Myers, 707-565-3737; Janell Crane, 707-565-2885; Christopher Meza, 707-565-3521
Vote Requirement: 4/5th
Supervisorial District(s): Countywide
Title:
Title
Second Amendment to the Legal Services Agreement with Miller Barondess, LLP
End
Recommended Action:
Recommended action
Authorize County Counsel to execute a second amendment to an outside liability counsel legal services agreement with the law firm, Miller Barondess, LLP, to increase the contract maximum amount to $4,000,000 and extend the agreement through December 31, 2028. (4/5th Vote)
end
Executive Summary:
The County retains outside law firm to represent it in certain lawsuits when County Counsel lacks the capacity or expertise or is otherwise unable to handle the matters. Following a request for qualifications process, the County retained Miller Barondess LLP as a firm to provide as-needed representation. This item authorizes County Counsel and Human Resources-Risk Management to execute a second amendment to an existing legal services agreement with the law firm, increasing the not-to-exceed amount from $2 million to $4 million, and extending the term through 2028. This will ensure that the County continues to receive the legal counsel of Miller Barondess LLP with no breaks or gaps in service, providing the County the benefit of proper legal representation in matters where County is represented by this firm.
Discussion:
The County of Sonoma has been self-insured for general liability since 1986. County Counsel is statutorily mandated to defend civil lawsuits brought against the County and its officers and employees. From time to time, the County has retained various outside defense firms to represent the County in tort claims (legal actions that seek financial compensation for the harm) and civil litigation (a legal process to resolve non-criminal disputes) filed in state and federal courts.
Outside law firms are retained only when County Counsel either does not have the capacity, lacks the expertise to handle these lawsuits in-house, or has an ethical conflict. These law firms are assigned cases based upon their ability and specific experience with public entity defense. Board Resolution Number 85-2577 delegates responsibility for the oversight and management of civil litigation to County Counsel in consultation with the Risk Manager, and both departments are responsible for the coordination and oversight of the work performed by outside counsel. Human Resources-Risk Management is responsible for the administration of all tort claims and litigation, and County Counsel provides legal oversight and advice.
County Counsel and Risk Management issued a request for qualifications for outside legal counsel for high-exposure liability matters, including specialized appellate representation. Three law firms were interviewed, and Miller Barondess, LLP was selected based on their experience representing public entities in high-exposure trials and appellate proceedings. An agreement was entered into with Miller Barondess, LLP in October 2025 with a 3-year contract term, pursuant to County Counsel’s delegated authority. The Board approved the First Amended Agreement increasing the do not exceed amount to $2,000,000 on November 4, 2025. This Second Amended Agreement will increase the do not exceed amount to $4,000,000 and extend the term of the Agreement through December 31, 2028, to align with other litigation Legal Services Agreements.
The legal service agreement proposed in this report is a fee for service contract with no minimum or maximum amount of work guaranteed to the firm. The agreement also contains a termination clause that allows the County to terminate the agreement at any time. Actual costs will depend on future litigation or specific projects assigned to the firm.
All assignments are reviewed by County Counsel and Human Resources-Risk Management, the law firm’s proposed legal strategy is reviewed by County Counsel and Human Resources-Risk Management, and all legal services invoices are approved by the Liability Manager, with support from County Counsel, who tracks all work and expenses of each firm. The amended contract term will expire on December 31, 2028, with contract maximum limits not to exceed $4,000,000. Depending upon the number of case assignments, and the size and scope of each case assigned, this limit may never be reached, or may require a contract amendment, which would be presented to your Board for authorization.
Strategic Plan:
N/A
Racial Equity:
Was this item identified as an opportunity to apply the Racial Equity Toolkit?
No
Prior Board Actions:
November 4, 2025 (item 23; File Number 2025-1184 <https://sonoma-county.legistar.com/LegislationDetail.aspx?ID=7720143&GUID=A7A93371-B6BE-4E7F-9F51-62A2D11CDDC2&Options=&Search=>) - First Amendment to the Legal Services Agreement with Miller Barondess, LLP
Fiscal Summary
|
Expenditures |
FY26-27 Adopted |
FY27-28 Projected |
FY28-29 Projected |
|
Budgeted Expenses |
$2,175,000 |
$1,200,000 |
$625,000 |
|
Additional Appropriation Requested |
|
|
|
|
Total Expenditures |
$2,175,000 |
$1,200,000 |
$625,000 |
|
Funding Sources |
|
|
|
|
General Fund/WA GF |
|
|
|
|
State/Federal |
|
|
|
|
Fees/Other |
$2,175,000 |
$1,200,000 |
$625,000 |
|
Use of Fund Balance |
|
|
|
|
General Fund Contingencies |
|
|
|
|
Total Sources |
$2,175,000 |
$1,200,000 |
$625,000 |
Narrative Explanation of Fiscal Impacts:
Costs for legal services are budgeted in the Liability internal services fund 51230 and are funded by internal services charges paid by all county departments / agencies.
No additional appropriations are requested and costs of services provided under the second amendment to the agreement will be absorbed using existing appropriations.
|
Staffing Impacts: |
|
|
|
|
Position Title (Payroll Classification) |
Monthly Salary Range (A-I Step) |
Additions (Number) |
Deletions (Number) |
|
N/A |
|
|
|
Narrative Explanation of Staffing Impacts (If Required):
None.
Attachments:
1. Legal Services Agreement with Miller Barondess, LLP, effective date October 20, 2025
2. First Amendment to the Legal Services Agreement with Miller Barondess, LLP
3. Draft Second Amendment to the Legal Services Agreement with Miller Barondess, LLP
Related Items “On File” with the Clerk of the Board:
None.