EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT is made and entered into this day of April _____, 2015, by and between the City of Lawrence, Kansas, a municipal corporation (the “City”), and Diane Stoddard, a resident of the City of Lawrence, Kansas (the “Employee”).
WHEREAS, the City is contracting for services of the Employee as its City Manager in an interim capacity, and desires to formalize such contractual relationship, all in accordance with the laws of the State of Kansas as set forth in this Agreement; and
WHEREAS, the Employee desires to accept such employment upon the terms and conditions set forth herein:
NOW THEREFORE, in consideration of the mutual promises herein set forth, the parties agree as follows:
Section 1. The Recitals set forth above are incorporated herein by reference.
Section 2. Duties; Working Hours.
a. The City shall employ the Employee as its City Manager in an interim capacity to perform the functions and duties as its chief administrative officer with all of the authority and powers provided therefore under the laws of the State of Kansas and the ordinances of the City and to perform such other legally permissible and proper functions and duties as the Governing body of the City may from time to time assign.
b. Because the parties anticipate that the Employee will perform many of her official duties outside the normal working hours for other City employees, the Employee shall be permitted to take compensatory time off, at her discretion, during normal working hours.
c. The Employee shall be in the exclusive employ of the City, and shall neither accept other employment nor become employed by any other employer while she is serving as the City’s Interim City Manager.
Section 3. Term.
a. The term of this Agreement shall be for the period commencing on May 29, 2015, and shall continue until such time as the City employs a City Manager on a contractual and non-interim (permanent) basis, unless this Agreement is terminated earlier by the City or the Employee.
b. Subject to the provisions of Section 4 hereof, nothing in this Agreement shall be construed to prevent, limit, or otherwise interfere with the right of the Governing Body of the City to terminate the services of the Employee at any time or with the right of the Employee to resign from her position as Interim City Manager of the City at any time.
c. The parties explicitly acknowledge that the City shall seek a permanent City Manager, and the Employee’s obligation to serve as the Interim City Manager, and to receive certain compensation and benefits for such interim position pursuant to this Agreement shall terminate upon the starting date of the permanent City Manager. Upon the starting date of the permanent City Manager (unless the Employee is selected to the position of permanent City Manager), the Employee shall be reinstated to the position of Assistant City Manager, with all the compensation and benefits existing for that position at the time of the execution of this Agreement. Provided, however, that certain City obligations under this Agreement as set forth elsewhere in this Agreement shall not terminate upon the starting date of the permanent City Manager.
Section 4. Termination and Severance Pay.
a. In the event
the City terminates the employment of Employee in her capacity as its Interim
City Manager before the starting date of the permanent City Manager (unless the
Employee is selected to the position of permanent City Manager), or the City
does not retain Employee as an Assistant City Manager with the rate of pay and
benefits existing for that position at the time of execution of this Agreement,
or if the Employee is permitted to declare a termination pursuant to Section 4c,
below, notwithstanding the Employee’s willingness to continue performing such
services for the City, the City shall pay to the Employee all contractual
obligations remaining due under this Agreement, if any, and in addition
thereto, shall pay as severance pay a lump sum cash payment equal to six
(6) months’ salary, as provided in Section 5 hereof, together with all accrued
vacation, and all other benefits available to City employees and shall, for a period
of six (6) months following the effective date of such termination continue to
underwrite the Employee’s participation in the City’ health care plan to the
same extent as prevailed immediately prior to such termination, provided, that
should the Employee be terminated after being convicted of any felony, any
crime involving personal gain or any such crime of moral turpitude, the City
shall have no obligation to pay any such severance pay.
b. Except as otherwise agreed to by the parties, the Employee shall give the City six weeks’ written notice of any voluntary resignation from employment hereunder. In the event of such voluntary resignation and subject to Section 4c below, the provisions of Section 4a above shall not apply and this Agreement shall expire on the effective date of such resignation.
c. If at any time during the term of this Employment Agreement:
1) A majority of
the Governing Body votes to terminate Employee at a duly authorized public
meeting for any reason other than conviction of any felony, and crime involving
personal gain or any crime of moral turpitude, when Employee is ready, willing,
and able to perform the duties of City Manager;
2) If the City or Legislature acts to amend any provision of the State Statutes, City Charter, or City Code pertaining to the role, powers, duties, authority, and responsibilities of the office of City Manager that substantially changes the role, powers, duties, authority, and responsibility of said position, Employee shall have the right to declare such amendments to constitute termination;
3) If the City reduces the base salary, compensation, or other financial benefits applicable to Employee, unless such reduction applies in no greater percentage than the average reduction of all department heads and fulltime employees of the City, Employee shall have the right to declare that such reduction constitutes termination;
4) If Employee resigns following an offer to accept resignation, whether formally or informally, by a commissioner as a representative of the majority of the Governing Body that she resign at any time Employee is ready, willing, and able to perform the duties of City Manager, then Employee may declare a termination as of the date of such resignation;
5) If the City suspends Employee with or without pay for a period of ten (10) or more business days during any calendar year, when Employee is ready, willing, and able to perform the duties of City Manager, then Employee shall have the right to declare that such suspension constitutes termination, unless such suspension occurs as the result of a criminal investigation of Employee or other internal investigation of allegations of fiscal impropriety;
6) If the City breaches any provisions of this Revised Employment Agreement and has not remedied such breach within ten (10) business days of written notice from Employee, then Employee may declare a termination as of the date of such notice;
The Employee may at her election deem her employment hereunder to have been terminated within the meaning of subsection “a” of this section, and, upon receipt of notice of such election, the City shall forthwith make the payments and provide the benefits required under such subsection “a.”
d. If the Employee is not selected as the permanent City Manager, the Employee shall return to the position of Assistant City Manager upon the start date of the permanent City Manager at the same compensation and benefits as she received at the time of the execution of this Agreement. If the permanent City Manager during the first one (1) year of the permanent City Manager’s tenure takes employment action against the Employee to terminate her, request her resignation, substantively reassign her duties from that of Assistant City Manager, or reduce the Employee’s compensation and benefits from that existing on the date of execution of this Agreement, then the City shall have the same obligation for severance pay to the Employee as the City had for termination of her service as Interim City Manager pursuant to this Agreement. Provided, that should the Employee be terminated after being convicted of any felony, any crime involving personal gain or any crime of moral turpitude, the City shall have no obligation to pay any such severance pay.
Section 5. Salary.
During such time as the Employee is serving as the Interim City Manager, the City shall pay to Employee as compensation for her services hereunder an annual base salary of $145,000.00, payable in installments at such intervals as other City employees are paid.
Section 6. Other Monetary Benefits. During such time as the Employee is serving as the Interim City Manager, the City shall provide to the Employee the following annual benefits, which benefits shall be provided to the Employee on a pro-rata basis for the time the Employee serves as Interim City Manager:
a. Vehicle allowance. The City shall provide the Employee with a vehicle allowance of $5,000 per year for official use of her private vehicle within Douglas County payable in installments on a pro-rata basis at such intervals as other City employees are paid. The Employee shall, in addition, be reimbursed for use of such vehicle for official travel to destinations outside Douglas County at the rate paid to other City employees for similar travel. All operating, maintenance, and other expenses incurred by the Employee in connection with her official duties shall be borne by the Employee.
b. Deferred compensation. The City shall, in addition to other compensation provided for in this Agreement, contribute $23,000.00 per year payable in installments on a pro-rata basis on behalf of the Employee to a deferred compensation program of the Employee’s choice effective upon execution of this Agreement. Any amount over the $23,000.00 that can be legally deferred and that the Employee chooses will be deducted from the base salary the Employee.
c. The City shall pay the full amount of the health insurance premium for the Employee and the same portion of the family health insurance premium as all other City employees.
d. The City shall provide the Employee with an allowance of $50.00 per month toward the professional and personal use of one (1) employee-owned cellular phone. The City shall provide the Employee, at its cost, with one City-owned mobile device or other technology deemed appropriate for the Employee’s professional and occasional person use.
Section 7. Leaves and Other Benefits.
a. The Employee shall have credited to her personal account, at the same rate or rates applicable to such other employees, all leaves afforded to management employees of the City.
b. Group insurance, life insurance, and all other benefits provided to other employees of the City shall be made available to the Employee on like terms and conditions.
c. In addition to any deferred compensation payment made pursuant to Section 6(b) of this Employment Agreement, the Employee may elect to allocate any part of her total compensation to a retirement, deferred compensation or similar program of her choice. The Employee will also receive any benefits that other employees receive including but not limited to workers’ compensation insurance, unemployment insurance, KPERS, personal/family leave, and FICA.
d. The Employee shall be entitled to severance pay in accordance with Section 4 of this Agreement.
Section 8. Professional Development.
a. The City shall budget for and pay the professional dues and subscriptions incurred by the Employee for her participation in such national, regional, state and local associations or organizations as she deems necessary or desirable for her continued professional group and advancement and for the good of the City; provided, that with respect to local associations and organizations, the City’s obligation shall be for payment for one civic club of Employee’s choice.
b. The City shall budget for and pay the travel, registration and subsistence expenses incurred by the Employee in the course of her attendance at or participation in such meetings, conferences, or other function as she deems necessary to adequately discharge official and ceremonial functions on behalf of the City, including but not limited to the annual conferences or conventions of the International City Management Association, the National League of Cities, the League of Kansas Municipalities and any such national, regional, state, and local groups and committee thereof upon which the Employee serves as a member.
c. The City shall budget and pay for travel and subsistence expenses incurred by the Employee for short courses, seminars, and institutes which she deems necessary for her professional development and for the good of the City.
Section 9. Other Terms and Conditions of Employment.
a. In addition to benefits specifically enumerated in this Agreement, all provisions of the City Code and other rules and regulations of the City relating to vacation and sick leave, retirement and pension system contributions, holidays and other benefits and working conditions, as they now exist or may hereafter be amended, shall apply to the Employee in the same way as to other management employees of the City.
b. The City, in consultation with the Employee, may fix any such other terms and conditions of employment relating to the performance of the Employee as it deems appropriate from time to time; provided, that such terms and conditions are not inconsistent with or in conflict with the express provisions of this Agreement, the City charter or any other law or regulation. No such additional terms or conditions shall be effective unless first reduced to writing and mutually agreed to and signed by the Employee and the City.
Section 10. Risk Allocation.
a. The parties acknowledge the applicability of the Kansas Tort Claims Act, K.S.A. 75-6101, et seq. (the “KTCA”), to the Employee. The Employee shall be afforded all of the rights and protections afforded public employees generally pursuant to the KTCA, including but not limited to those rights and protections relating to alleged violations of state or federal civil rights laws. The Employee may be afforded such additional rights and protections with respect to civil actions to which she is made a party, as the City may from time and time deep appropriate.
b. The Employee shall keep all personal vehicles used for official business in good cosmetic and operating condition, and shall maintain continuously in force with respect to all such vehicles a policy of liability insurance having a combined limit of at least $500,000 for bodily injury and property damage. The Employee shall provide the City’s Risk Management office with appropriate proof of compliance with the insurance requirements of this section, with such proof of compliance to be so furnished upon the renewal date of such policy or upon the date a new policy shall be issued.
Section 11. Performance Evaluation.
a. The Governing Body of the City shall provide such review and consultation with the Employee as it determines necessary to ensure adequate communication and direction on performance of the Employee.
b. In implementing the provisions of this Section, the parties agree to abide by all applicable laws.
Section 12. Bond.
The City shall bear the full cost of any fidelity or other bonds required of the Employee.
Section 13. General Provisions.
a. The text hereof shall constitute the entire agreement between the parties.
b. Other than those provisions relating to the Employee’s obligation to serve as the Interim City Manager, this Agreement shall be binding upon and inure to the benefit of the heirs and executors of the Employee.
c. Except as expressly provided herein, neither party shall assign rights or delegate duties arising from this Agreement without first obtaining the express written consent of the other.
d. Should any provision of this Agreement or any portion thereof, be held unconstitutional, invalid, or unenforceable, the remainder of this Agreement shall be deemed as severable, shall not be affected and shall remain in full force and effect.
e. This Agreement is governed by Kansas law.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed the day and year first above written.
CITY OF LAWRENCE, KANSAS
By:
Jeremy Farmer, Mayor
ATTEST:
Diane Trybom, Acting City Clerk
EMPLOYEE
Diane Stoddard