HomeMy WebLinkAboutExhibitMIAMI PARKING AUTHORITY
INTER -OFFICE MEMORANDUM
TO:
Honorable Mayor and Members DATE: February 4, 2015
of the City of Miami Commission
FROM: Arthur Noriega
Chief Executive Officer
Miami Parking Authority
SUBJECT: Waiver of Conflict —
Gray Robinson, P.A.
The legal services of Marlene Quintana of Gray Robinson, P.A. ("GrayRobinson")
are required for purposes of reviewing the Miami Parking Authority's Defined
Benefit Pension Plan and related compliance with the Internal Revenue Code and
other applicable laws. To complete such a task, an attorney that has expertise in this
complex area of the law is required.
GrayRobinson currently represent Jacobs Engineering Group, Inc. in a civil action
brought by the City of Miami alleging Negligence and Breach of Contract. The rules
of the Florida Bar prohibit GrayRobinson from representing a client whose interests
are or may be adverse to another client, unless GrayRobinson believes that
representing one client will not impact the relationship of the other client and the
clients consent to such representation.
In this instance, GrayRobinson believes that representation of the Miami Parking
Authority as an instrumentality and agency of the City of Miami, in the capacity as
stated above, would not conflict with its representation of Jacobs Engineering, Inc.
GrayRobinson has created what is commonly referred to as an "Ethical Wall" to
prevent any exchange of information and any appearance of impropriety.
GrayRobinson will ensure that attorneys assigned to the litigated action will not work
on any matters pertaining to the Miami Parking Authority.
Attached is a waiver of conflict letter from GrayRobinson and waiver of conflict
acknowledgement and resolution.
We respectfully request your approval of this waiver of conflict at your meeting
scheduled for March 12, 2015.
GRAY
CONSTRUCTION
I.AVV
ROBINSON-
ATTORNEYS AT LAW
Trevor B. Arnold, Esq,
Florida Bar, Board Certified
Construction Law
407-244-6692
TREVO R.ARNOLD@ GRAY -ROBIN S ON, cOM
January 5, 2015
VIA E-MAIL AND MAIL
Blair Rawls, Esq,
Senior Corporate Counsel, Eastern Region
Jacobs Engineering Group Inc..
1041 E. Butler Road
Greenville SC 29607
Re: Jacobs adv. City of Miami
Client -Matter No. 4100007-10289
Dear Blair:
SUITE 1400
301 EAST PINE STREET (32801)
P.O, Box 3068
ORLANDO, FLORIDA 32802-3068
rm. 407-843-8880
PAX 407-244.5690
BOCA RATON
FORT LAUDERDALE
JACKSONVILLE
Ksr WEsr
LAKELA ND
MELBOURNE
MIAMI
NAPLES
ORLANDO
TALLAHASSEE
TAMPA
As you know, GrayRobinson, P.A. ("GrayRobinson") has been„ engaged by
Jacobs Engineering Group, Inc. ("Jacobs") to represent it in connection -with the City of
Miami's (the . `'City") claims against Jacobs regarding alleged design errors and
omissions pertainingto the design and reconstruction of the seawall at Bicentennial
Park in Miami, Florida (the "Project"). On November 25, 2014, the City filed an action
against Jacobs for claims of Negligence and Breach of Contract pertaining to the
Project. Recently, the City, on behalf of its Department of Off -Street Parking dlb/a
Miami Parking Authority ("MPA") has sought to engage Marlene Quintana of
GrayRobinson's Miami office in connection with revisions to MPA's Defined .Benefit
Pension Plan and related compliance with the internal Revenue Code and other
applicable laws.
It is GrayRobinson's desire to avoid a conflict of interest, a potential conflict of
interest or even the appearance of a potential conflict of interest. Tothat end, it is
important that we disclose to you the City's request to GrayRobinson for representation
regarding this non -litigation matter.
The rules of The, Florida Bar prohibit GrayRobinson from representing a client
whose interests are or may be adverse to those of another client unless: (a)
GrayRobinson believes the representation of one client will not adversely affect its
responsibilities to and relationship with the other client; and (b) all such clients consent
after disclosure of the conflict and consultation.
www.gray-robins on. com
GRAYROBINSON
PROFESSIONAL ASSOCIATION
Blair Rawls, Esq,
Senior Corporate Counsel, Eastern Region
Jacobs Engineering Group Inc,
January 5, 2015
Page 2
It is GrayRobinson's opinion that its representation of the City in connection with
that non -litigation matter will not adversely affect GrayRobinson's responsibilities to
Jacobs nor would GrayRobinson's representation of the City and Jacobs violate the
Florida Bar Rules of Professional Responsibility. GrayRobinson's representation of the
City would not pertain in any way to the Project or the litigation relating to the Project. 1
have not spoken to Ms. Quintana regarding the substance of any of the matters the firm
is handling for Jacobs. While GrayRobinson's work for the City would be wholly
unrelated to the Project and the litigation relating to the Project, GrayRobinson has
created a "Chinese Wall" or "Ethical Wall" to prevent any exchange of information and to
avoid even the appearance of impropriety. If you believe otherwise, we ask that you
inform us at once.
To create a proper waiver of any conflict of interest in GrayRobinson's
representation of Jacobs and the City, please sign the acknowledgment set forth below
and return the executed copy to me at your earliest convenience. Further,
GrayRobinson will ensure that no attorney(s) working on any matter(s) for Jacobs will
represent the City in any matter whatsoever, and additionally that no attorney or support
staff working on any matter for the City will have access to files or information (in any
format) relating to a Jacobsmatter.
If you have any questions concerning this conflict waiver, please let me know.
Sincerely,
l,sirre)vor A rrix_')'U
Trevor B. Arnold
TBA/sls
GRAYROBINSON
PROFESSIONAL ASSOCIATION
Blair Rawls, Esq.
Senior Corporate Counsel, Eastern Region
Jacobs Engineering Group Inc.
January 5, 2015
Page 3
We, the undersigned, understand that GrayRobinson's representation of the City
in connection with the aforementioned matters could create a conflict of interest, or
potential conflict of interest, due to GrayRobinson's current representation of Jacobs.
We, the undersigned, agree that to the extent such a conflict of interest does exist or
may exist later, we hereby waive such conflict and agree that GrayRobinson may
represent the City in connection with the non -litigation matter set forth in this letter. This
waiver is applicable only with respect to the aforementioned non -litigation matter, and
GrayRobinson agrees to obtain a similar waiver from the City with respect to
GrayRobinson's representation of Jacobs.
JACOBS ENGINEERING GROUP, INC.
By:
Title: c)rt 5, ato obeck cLK
Date: jot \ 30,3 l
# 8208B34 vl
RESOLUTION NO, 1 5-0 I
A RESOLUTION OF THE CITY OF MIAMI ; DEPARTMENT OF OFF-STREET
PARKING dba MIAMI PARKING AUTHORITY ("MPA") BOARD OF DIRECTORS
WAIVING ANY CONFLICT OF INTEREST THE LAW FIRM OF GRAYROBINSON,
P.A. MAY HAVE, IF ANY, TO ENABLE IT TO REPRESENT THE CITY OF MIAMI
DEPARTMENT OF OFF-STREET PARKING dba MIAMI PARKING AUTHORITY
("MPA") REGARDING MPA'S DEFINED BENEFIT PENSION PLAN
WHEREAS, the City of Miami ("City") and Jacobs Engineering Group Inc.
("Jacobs") are currently in a dispute regarding repairs to and stabilization of a portion of
the Bicentennial Park seawall ("Dispute") and the law firm of GrayRobinson, P.A.
represents Jacobs in the Dispute; and
WHEREAS, the City's Department of Off -Street Parking dba Miami Parking
Authority ("MPA") desires for the law firm of GrayRobinson, P.A., to assist with
specialized federal tax compliance and other related specialized legal services
("Specialized Legal Services") regarding MPA's Defined Benefit Pension Plan; and
WHEREAS, although there is no conflict of interest between the positions of the
City and the MPA regarding the Specialized Legal Services for MPA's Defined Benefit
Pension Plan, there is a conflict due to the fact that the City and Jacobs are adverse
parties in the Dispute; and
WHEREAS, the MPA Board has been advised of the conflict of interest; and
WHEREAS, the MPA Board agrees to waive any conflict of interest that may
occur due to the law firm of GrayRobinson, P.A., representing the MPA through
Specialized Legal Services regarding MPA's Defined Benefit Pension Plan;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF MIAMI
DEPARTMENT OF OFF-STREET PARKING dba MIAMI PARKING AUTHORITY
BOARD OF DIRECTORS, MIAMI, FLORIDA:
Section I . The recitals and findings contained in the Preamble to this
Resolution are adopted by reference and incorporated as if fully set forth in this Section.
Section 2. Any conflict of interest that may occur due to the law firm of
GrayRobinson, P.A. representing the MPA through Specialized Legal Services regarding
MPA's. Defined Benefit Pension Plan, is hereby waived.
Section 3. This Resolution shall become effective immediately upon its
adoption and signature of the Chairmen of the Board.
The decision of the MPA Board shall be final.
PASSED AND ADOPTED this 4311 day of Fa 2015,
Tho las B. Jelke, mirperson
Executive Secretary
SEAL