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2004-069 Employment Agrmt. w/Mark Bates as ManagerRESOLUTION 69-2004 ,• A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM BEACH, FLORIDA, AUTHORIZING AND DIRECTING THE MAYOR. AND VILLAGE CLERK TO ENTER INTO AN EMPLOYMENT AGREEMENT WITH MARK BATES ATTACHED AS EXHIBIT "A", WHICH AGREEMENT APPOINTS MARK BATES AS VILLAGE MANAGER FOR AN INDEFINITE TERM; AND, PROVIDING FOR AN EFFECTIVE DATE. BE IT RESOLVED BY THE VILLAGE COUNCIL OF NORTH PALM BEACH, FLORIDA: Section 1. The Village Council of the Village of North Palm Beach, Florida, does hereby approve the Employment Agreement with Mark Bates attached as Exhibit "A", which agreement appoints Mark Bates as Village Manager for an indefinite term. Section 2. The Mayor and Village Clerk are hereby authorized and directed to execute the Employment Agreement set forth in Exhibit "A" for and on behalf of the Village of North Palm Beach. Section 3. This resolution shall take effect immediately upon its adoption. PASSED„AND ADOPTED THIS 21st DAY OF OCTOBER, 2004. ~~,, ,~,1:'I /~ '%r `~, ~, '~, t ., .` (pillage Seal) ~ ~ ~ ~' '' + ~ AYOR ~~'~. , •` ,. ~~ "oi,un•,in~~`~ ATTEST: . ~_ G~ i?~~ VILLAGE CLERK • EMPLOYMENT AGREEMENT • This agreement is entered into this 21 S` day of October, 2004 between the Village of North Palm Beach, Florida (VILLAGE) and Mark Bates (MANAGER). WITNESSETH: WHEREAS, the VILLAGE, a municipal corporation, desires to employ the services of MANAGER as Village Manager of the Village of North Palm Beach as set forth in Section 1 of Article IV of the Charter of the Village; and WHEREAS, it is the desire of the VILLAGE to provide certain consideration, benefits, establish certain conditions of employment and to set working conditions of the MANAGER; WHEREAS two changes need to be made to the ordinances of the Village in order for all the provisions to be valid by law; and WHEREAS, MANAGER agrees to accept employment as Village Manager of the Village of North Patm Beach upon the terms and provisions set forth herein. NOW THEREFORE, in consideration of the mutual covenants herein contained, • the parties agree as follows: Section 1. Recitals. The Recitals stated above are true and correct to the best of the knowledge of the parties hereto and are incorporated herein by this reference. Section 2. Appointment. Pursuant to Section 2 of Article IV of the Charter of the Village of North Paln-~ Beach, the VILLAGE does hereby appoint Mark Bates as its Village Manager for an indefinite term to commence on Monday, October 25, 2004 Section 3. Duties and Responsibilities The VILLAGE Council shall be responsible for setting the Village Policies and the MANAGER shall be responsible for implementing Village Policies. The MANAGER shall perform the functions and duties as set forth in and in accordance with the Village Charter, Code of Ordinances, Resolutions and written Policies and Procedures of the Village of North Palm Beach, as same may be amended from time to time and perform such other duties and functions as the Council shall from time to time assign. The • -1- MANAGER shall be solely responsible for the hiring, firing and direction of Village employees as stipulated by the Village Charter. Section 4. Salary and Compensation Adjustments The MANAGER shall be paid with a salary commencing as of the effective date of this Employment Agreement at the rate of $119,500 per fiscal year. Salary shall be prorated for the fiscal year that commenced October 1, 2004. The salary of the Village Manager shall be paid in installments at the same time as other employees of the Village are paid. An annual cost of living adjustment shall be provided to MANAGER in the same amount and in the same time as may be provided to other Village employees. The VILLAGE may increase said base salary and/or benefits of MANAGER in such amounts and to such extent as the VILLAGE may determine it is desirable to do so. In addition to any salary increases, the VILLAGE may pay bonuses as additional compensation to the MANAGER in any given fiscal year. Bonuses shall not be added to the established base salary and shall be awarded at the sole discretion of the VILLAGE. Section 5. Performance Reviews. The Council shall annually review and evaluate the performance of the MANAGER. The review and evaluation shall be in accordance with specific written criteria developed by the Council in conjunction with the MANAGER that consist of goals and performance objectives which the Council deems necessary for the proper operation of the Village, the attainment of the Council's policy objectives and for the professional development of the MANAGER. The Council shah further adopt and establish a relative priority among the goals and performance objectives. The goals and objectives shall be reasonably attainable within the time limitations specified and within the annual operating and capital budgets and appropriations provided. The goals and objectives shall be re-established thereafter on an annual basis, coincident with the annual review and performance evaluation of the MANAGER. Failure by the Council to adopt such goals and objectives shall not be considered a breach of this Agreement. Section 6. Hours Per Week. The MANAGER shall devote whatever time is necessary to properly perform the duties of the position. It is understood a minimum of forty (40) hours per week is necessary for adequate job performance. Section 7. Removal of Village Manaaer. A. In the event the MANAGER is removed from office by the VILLAGE without good cause during a time that the MANAGER is able to perform his duties, then, in that event, the VILLAGE shall pay the MANAGER the following: • (1) Accumulated sick leave and accumulated vacation pay; and -2- (2) Continuation of MANAGER's salary and related insurance benefits under this agreement for a period of: • (a) three months if the termination occurs during the first six months of this contract; (b) six months if the termination occurs thereafter. (3) The Village shall maintain at its expense the insurances that cover the MANAGER and his dependents as outlined in Section 10, below, for the months that the Village is obligated to continue salary and benefit payments to the MANAGER. The payments specified above shall relieve the Village of all obligations to the Manager. B. In the event the MANAGER is terminated for just cause, the Village shall have no obligation to pay the amounts outlined herein above in Section 7A herein. Should VILLAGE terminate MANAGER for just cause, termination proceedings must commence with a written notice clearly describing the actions claimed by the VILLAGE constituting such grounds. In the event that the actions specified in the notice do not constitute fraud, embezzlement, conviction of a felony relating to official duties, or gross negligence in the performance of official duties then the MANAGER shall have thirty (30) days from receipt of the notice to cure the actions specified in the written notice. For purposes of this agreement, "for cause" or "just cause" shall include the following examples of misconduct: • 1) Misfeasance, malfeasance and/or nonfeasance in performance of his Village duties and responsibilities. 2) Conviction of a misdemeanor or felony crime. 3) Neglect of duty, including the inability or unwillingness to properly discharge the responsibilities of office. 4) Violation of any substantive Village policy, rule, or regulation, which would subject any other Village employee to termination. 5) The commission of any fraudulent act against the interest of the Village. 6) The commission of any act which involves moral turpitude, or which causes the Village disrepute. 7) Violation of the International City/County Management Association Code of Ethics. 8) Any other act of a similar nature of the same or greater seriousness. Section 8. Vacation and Sick Leave. The VILLAGE recognizes that MANAGER has over 15 years of experience • working with Florida governmental agencies. Vacation and sick leave accumulation of the MANAGER shall accrue at the rate and limitation of VILLAGE general employees -3- having more than seven (7) years of service beginning at the commencement of this Agreement. The MANAGER shall be entitled to use up to five (5) vacation days • immediately, which will be deducted from the fifteen (15) days which would accrue during the initial year. Section 9 Holidays. The MANAGER is entitled to the same paid holidays as Village employees. Section 10. Health, Dental, Life and Disability Insurance A. The VILLAGE agrees to provide MANAGER and his dependents with inclusion in its Health, Dental and Vision care programs. B. The VILLAGE agrees to provide MANAGER's with term Life insurance coverage in the amount of twice his annual salary for the benefit of his family. C. The Manager may obtain his own disability insurance and the Village shall reimburse him up to the amount that it would pay if he were covered under the Village's policy. D. The VILLAGE shall pay one hundred percent (100%) of all health and, dental insurances provided to MANAGER at the highest percentage of the cost provided to any other Village employee for his dependents and all insurances shall become • effective on the MANAGER's starting date. If the Village cannot put the Village Manager on its insurance plans immediately, it will pay MANAGER's insurance charges for the coverages previously described until he and his dependents can be placed on its plan. The VILLAGE shall establish an individual medical savings account in the name of the MANAGER and MANAGER shall contribute at least $100 to this medical account each calendar month. Section 11. Automobile Allowance. The VILLAGE shall pay the MANAGER an allowance of $500 per month for the purpose of reimbursing the MANAGER for their automobile expenses while conducting Village business. The MANAGER shall not be required to supply any receipts or other documentation in order to receive this allowance. Section 12. Cell Phone, Home Computer and Internet Connectivity Allowance. Recognizing that the MANAGER position is a position where the MANAGER is frequently on call and must work from home, the VILLAGE shall provide a monthly cell phone and internet connectivity allowance to MANAGER in an amount of $125. • Section 13. Retirement and Deferred Compensation 4 The Village agrees to establish a 401-a retirement program with ICMA for the • MANAGER and provide the MANAGER with a percent of his annual base salary that he may invest into the manager's investment plan. Such percentage shall be in accordance with the percentage established for any employees of the Village from time to time. The Village 401-a program shall require a MANAGER contribution of 7% of their base salary. The MANAGER is entitled to invest the maximum portion of his salary that the Village's existing deferred compensation program allows. All such funds shall be owned by the Village Manager, or transferred to him, upon the termination of his employment to the degree allowed by law. Section 14. Dues & Subscriptions and Expenses The VILLAGE acknowledges MANAGER's professional experience as both a City Manager and a Certified Public Accountant. The VILLAGE agrees to pay MANAGER's professional dues for membership in the International City and County Management Association (ICMA), and the Florida City and County Management Association (FCCMA), local County Manager's Association, the American Institute of CPA's ,Florida Institute of CPA's, Government Finance Officers Association (GFOA) and the Florida Government Finance Officers Association (FGFOA). The VILLAGE shall pay other dues and subscriptions on behalf of MANAGER subject to budget constraints of the Manager's Department. VILLAGE recognizes that MANAGER may incur certain expenses of anon-personal and job affiliated nature and hereby agrees to reimburse or to pay general expenses subject to the Village's annual budgetary • availability. Section 15. Professional Development The Village agrees to pay reasonable and customary travel and subsistence expenses for the Village Manager's travel and attendance at business related conferences and seminars subject to budget availability. During the 2004/05 fiscal year, the MANAGER shall obtain Council approval for attendance at out-of-town conferences and seminars. Section 16. Outside Activities. With prior approval of the Council, the Village Manager is permitted to engage in additional professional activities (such as teaching and consulting) separate and apart from Village matters, provided said activities do not conflict or interfere with the performance of the Village Manager's Village duties and responsibilities. Section 17: Moving Allowance. The VILLAGE agrees to pay the MANAGER a fixed sum of $10,000 for costs • associated with moving and for housing during the first one hundred twenty (120) days 5 of his employment. Should the MANAGER resign within two years of his employment with the Village to retire or accept a position elsewhere, he will return to the Village any • expenses it has paid to assist with his move. Reimbursement to the Village of moving allowance is not required if the Manager should die within the first two (2) years or resign within such time due to disability. Section 18. Relocation. The MANAGER shall attain residence within the Village limits within one hundred twenty (120) days of his appointment and maintain such residency during the time he serves as Village Manager. Section 19. Voluntary Resignation In the event the MANAGER voluntarily resigns his position with the VILLAGE, the MANAGER shall provide the Council sixty (60) calendar days advance written notice (Notice of Resignation). Upon receipt of such Notice of Resignation, the Council may, with mutual agreement of the MANAGER, require the MANAGER to terminate at an earlier date than set forth in the Notice of Resignation. Section 20. Return of Property Upon final termination, whether voluntary, "for cause" or "without cause", the • MANAGER shall, within ten (10) business days, return all Village property including but __ not limited to keys, vehicle, documents and any other property of the Village in the possession or under control of the Village Manager. Section 21: Changes to Village Ordinances Within 30 days of execution, the VILLAGE agrees to prepare and consider ordinances to make Sections 7 (severance pay) and 18 (Relocation) valid under village ordinance. Until such time as the ordinances pass, current Village law shall apply to those sections. Section 22. Other Terms and Conditions of Employment The VILLAGE shall fix any other terms and conditions of employment it may determine from time to time to be necessary and in the Village's best interest relating to the performance of the MANAGER provided that such terms and conditions are not inconsistent with or conflict with the provisions of this Agreement, Florida Statutes or any other law, and which are agreed to in writing by the MANAGER. Section 23. Attorney's Fees. • 6 In any litigation between the parties in regards to this Agreement, the prevailing party in such litigation shall be entitled to recover from the non-prevailing party a • reasonable attorney's fees and all costs of litigation at both at the trial and appellate level. Section 24. General Provisions. 24.01. The provisions of this Agreement constitute the entire understanding between the parties. No other representations or understandings are binding on the Village and Village Manager unless contained in this or a subsequently adopted Agreement. 24.02. Upon MANAGER'S death, the VILLAGE'S obligations under this Agreement shall terminate except for: 1) Transfer of ownership of retirement funds, if any, to his designated beneficiaries; 2) Payment of accrued leave balances in accordance with this Agreement; 3) Payment of all outstanding hospitalization, medical and dental bills in accordance with Village's insurance policies or plans; and 4) Payment of all life insurance benefits. • 24.03. Venue shall be in any appropriate Court located in Palm Beach County, Florida. 24.04 This Agreement shall be construed and governed by the laws of Florida. 24.05. The parties acknowledge that each has shared equally in the drafting and preparation of this Agreement and, accordingly, no Court or Administrative Hearing Officer construing this Agreement shall construe it more strictly against one party that the other and every covenant, term and provision of this Agreement shall be construed simply according to tits fair meaning. 24.06. This Agreement may be executed in one or more counterparts, each of which shall be deemed as original, but all of which together shall constitute the same instrument. 24.07 Time is of the essence of this Agreement. 24.08 The Village shall provide the Manager with a defense to civil actions as set forth and in accordance with Section 111.07, Florida Statutes and pay judgments entered against Manager arising out of and in accordance with Manager acting within his scope of employment. Village shall not pay judgments entered against Manager if 7 found to be personally liable by virtue of acting outside the scope of his employment or acting in bad faith with malicious purpose, or in a manner exhibiting wanton and willful disregard of human rights, safety or property. This section is not intended nor shall it • be construed to be a waiver of sovereign immunity or as a waiver of any other defense or immunity to such lawsuits. Section 25. Severability. In the event that any provision of this Agreement should be found invalid, unlawful, or unenforceable by reason of any existing or subsequently enacted legislation or judicial decision, all other provisions of this Agreement shall remain in full force and effect. Section 26. Effective Date of Agreement This Agreement shall become effective upon the date as stated within Section 2 herein. ATTEST: VILLAGE OF NORTH PALM BEACH ~_ By. VILLAGE CLERK _ M YOR • 8 MARK BATES, VILLAGE MANAGER