11-0517_BRUST, KAREN P._D18_Agenda Report5/17/2011
AGENDA ITEM D 1 8
TO: Dave Adams, Interim City Manager
FROM: Kathleen Springer, Human Resources Manager
SUBJECT: Consideration of City Manager Employment Agreement with Karen P. Brust
RECOMMENDATION
By motion,
1. Approve the attached City Manager Employment Agreement with Karen P. Brust, and
2. Adopt Resolution No. 11-17-05, Amending the City's Classification and Compensation
Plan.
SITUATION:
The City Council has completed the recruiting process to fill the position of City Manager, and
Ms. Karen P. Brust has accepted the position. The attached City Manager Employment
Agreement memorializes her three-year commitment to the City commencing June 30, 2011.
Compensation and benefits are listed beginning with Section 3, Page 2 of the City Manager
Employment Agreement, with a base salary of $218,000 annually, plus health and other
benefits. However, Ms. Brust will pay 100% of her own retirement benefits.
Resolution No. 94-12-6-5, the City's Classification and Compensation Plan will be amended
by Resolution No. 11-17-05 (Attachment 2) to adjust the annual base compensation for the
City Manager to $218,000.
RECOMMENDATION
By motion,
1. Approve the attached City Manager Employment Agreement with Karen P. Brust, and
2. Adopt Resolution No. 11-17-05, Amending the City's Classification and
Compensation Plan.
Respectfully submitted,
Kathleen pringer
Human Resources Mana r
Attachments: 1. City Manager Employment Agreement with Karen Brust
2. Resolution No. 11-17-05
CITY MANAGER EMPLOYMENT AGREEMENT
This City Manager Employment Agreement ("Agreement") is made, entered into, and to
be effective June 30, 2011 (`'Effective Date"), by and between the City of San Juan Capistrano, a
municipal corporation, ("City") and Karen P. Brust, ("Employee") an individual who has
education, training, and experience in local government management and who, as a member of
the International City/County Management Association ("ICMA"), is subject to the ICMA Code
of Ethics, both of whom agree as follows:
RECITALS
WHEREAS, in order to insure that its governmental responsibilities are met at all times,
the City must attract and retain management personnel who exhibit the highest degree of
knowledge, experience, technical ability, professionalism, and leadership qualities; and,
WHEREAS, in order to attract and retain in its employment a City Manager who
possesses those qualities and experience necessary to fulfill the City's immediate and long-term
objectives, the City Council has determined that it is advisable to enter into this employment
agreement with Employee; and,
WHEREAS, it is the desire of City to receive the services of Employee and to provide
certain benefits, establish conditions of employment, and set working conditions for Employee;
and,
WHEREAS, City and Employee desire to enter into this Agreement in order to specify
the terms.and conditions of the Employee's employment with City.
NOW, THEREFORE, in consideration of the mutual covenants contained in this
Agreement, the parties agree as follows:
AGREEMENT
Section 1: Term. This Agreement shall remain in full force and effect for a term of
three (3) years commencing June 30, 2011, and shall automatically be renewed for a new three
(3) year term on each anniversary of the Effective Date of this Agreement. Notwithstanding the
foregoing, this Agreement may be terminated at any time by City or Employee as.provided in
Sections 9 or 11 of this Agreement. If termination occurs pursuant to Section 9.A.1, 9.A.2, 9.A.3
or in the event of an uncured material breach of contract by City pursuant to Section 9.A.5, the
severance provision of Section 10 shall apply. In the event of other termination, the severance
provisions of Section 10 shall not apply. Employee is employed with the City in an "at -will"
capacity serving at the pleasure of the City Council. Either the City Council or Employee may
terminate this Agreement at any time with or without cause, and in its or her sole discretion.
Section 2: Duties and Authority. City agrees to employ Employee as City Manager
of the City to perform the functions and duties with the powers and responsibilities currently
specified in Article 2 of Chapter 5 of Title 2 (commencing with Section 2-5.201) of the San Juan
Capistrano Municipal Code (hereafter, "City Manager Code"), and any successor provisions
thereto, and to perform other legally permissible and proper duties and functions consistent with
ATTACHMENTI
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the office of City Manager, as the City Council shall from time to time assign, including, but not
limited to, the duties of the Executive Director of the San Juan Capistrano Community
Redevelopment Agency.
Section 3: Compensation.
A. City agrees to pay Employee an annual base salary of Two Hundred Eighteen
Thousand Dollars ($218,000), payable in installments at the same time that the
other City executive employees are paid.
B. Employee shall receive the same percentage Cost of Living adjustments to his/her
annual base salary under this Agreement, at the same time, that other City
executive employees receive such adjustments. This provision shall not apply to
merit increases which may be provided to other executive employees from time to
time.
C. At the completion of the first year of service, based upon the results of the
performance evaluation conducted under the provisions of Section 12 of this
agreement and at the exercise of discretion by the City Council, Employee shall
be eligible for a merit increase in annual base salary.
D. Relocation Expenses — The City shall reimburse Employee for documented
moving expenses from Employee's current residence to San Juan Capistrano, up
to a maximum of $10,000.
Section 4: Health, Disability, Life Insurance, and other Benefits.
A. City agrees to provide and to pay the premiums for vision, dental, and
comprehensive medical insurance for the Employee and his/her dependents in an
amount equal to that which is provided to other City executive employees.
B. City agrees to put into force and to make required premium payments for short
term and long term disability coverage for the Employee on the same terms
available to all other City executive employees.
C. City shall pay the amount of premium due for life insurance with a value
equivalent to two times the Employee's annual salary, plus $20,000, with a
maximum of $400,000. Any amount in excess of $400,000 and up to $500,000 is
subject to the completion of an Evidence of Insurability questionnaire. The
Employee shall name the beneficiary or beneficiaries of the life insurance policy.
D. City shall contribute $10,000 annually in installments to a Deferred
Compensation account for Employee.
Section 5: Vacation, Sick, Administrative, Bereavement, Military Leave and
Holidays.
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A. Upon commencing employment, the Employee shall be credited with 180 hours
of vacation leave and 108 hours of sick leave. The Employee shall then accrue
sick leave at the same rate of other executive employees (8 hours per month) and
vacation leave on an annual basis at the rate and on the same basis as employees
with 11-19 years of service (164 hours per year).
B. In the event that the Employee's employment is terminated, either voluntarily or
involuntarily, the Employee is entitled to be compensated for remaining sick leave
at 50% of Employee's hourly rate, pursuant to the payout levels established in
Section 7.13 of the Personnel Rules and Regulations. Employee's remaining
vacation leave will be compensated at 100% of Employee's hourly rate.
C. The Employee shall be entitled to an annual administrative leave of eighty (80
hours).
D. The Employee shall be entitled to military reserve leave time pursuant to state law
and City policy.
E. The Employee shall be entitled to bereavement leave and holidays on the same
basis as other City executive employees.
Section 6: Automobile and Cell Phone. The Employee shall be provided with a City
vehicle (Ford Escape Hybrid) in lieu of receiving an automobile allowance. The Employee shall
be provided with a City issued cell phone and City issued laptop computer.
Section 7: Retirement. City agrees to enroll the Employee into the Orange County
Employees Retirement System ("OCERS"), in accordance with OCERS' contract with City, and
to make all the appropriate contributions on the Employee's behalf, for both the City and
Employee share required. In furtherance of the City's desire to have all employees pay the
"employee share" of retirement contributions, the Employee agrees to pay her "employee share"
at 10.05%.
Section 8: General Business Expenses. City recognizes that certain expenses of a
non -personal but job related nature will be incurred by Employee. City shall provide Employee
with a credit card pursuant to Administrative Policy Number 510, and Employee shall provide
receipts for all business-related expenses to City's Financial Services Department on a monthly
basis and prior to reimbursement.
Section 9: Termination.
A. For the purpose of this Agreement, termination of this Agreement and
Employee's employment shall occur when:
The majority of the City Council, in its sole discretion, votes to terminate
the services of Employee pursuant to Section 2-5.212 of the San Juan
Capistrano Municipal Code.
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2. The San Juan Capistrano Municipal Code pertaining to the role, powers,
duties, authority, and responsibilities of the City Manager is amended in a
manner that substantially changes the functions of the City Manager
position, without Employee's concurrence.
3. City reduces the annual base salary, other compensation or any other
financial benefit of the Employee, unless the reduction is applied in no
greater percentage than the average reduction of all department heads.
4. The Employee resigns following the City Council's acceptance of the
resignation, whether formal or informal.
5. Material breach of contract declared by either party with a thirty (30) day
cure period for either Employee or City. Written notice of a material
breach of contract shall be provided in accordance with the provisions of
Section 17.
B. Notwithstanding anything to the contrary in this Agreement, pursuant to Section
2-5.215 of the San Juan Capistrano Municipal Code, Employee shall not be
removed from office during or within a period of ninety (90) days next
succeeding any general municipal election held in the City at which election a
member of the Council is elected.
Section 10: Severance.
A. Severance shall be paid to the Employee if employment is terminated pursuant to
Sections 9.A.1, 9.A.2, 9.A.3 or in the event of an uncured material breach of
contract by City pursuant to Section 9.A.5. In such circumstances, City shall
provide a severance payment equal to six (6) months annual base salary at the
then -current rate of pay, less legally required or authorized deductions, to increase
by one month for each year of service, not to exceed 12 months. This severance
shall be paid in a lump sum upon termination. Severance shall also include
payment for Employee's COBRA insurance premiums for a period not to exceed
six (6) months. If Employee obtains employment, and becomes eligible to receive
group health benefits, prior to the expiration of the six (6) month period following
termination, the City shall have no obligation to continue making such payments
on Employee's behalf. Employee has an obligation to notify City immediately
upon obtaining employment after separation from the City. Failure to do so will
extinguish the City's obligation to make any payments pursuant to this Section.
B. Notwithstanding the provisions of Section IO.A, in the event Employee is
terminated because of conviction of any felony or other criminal offense
involving a violation of her official duties, misappropriation of public funds, or
corruption in office, City shall have no obligation to pay the severance pay and
benefits designated above.
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Section 11: Resignation. In the event that the Employee voluntarily resigns his/her
position with City, the Employee shall provide a minimum of sixty (60) days' notice unless the
parties agree otherwise.
Section 12: Performance Evaluation.
A. At least once annually, the City Council shall review and evaluate Employee's
performance, in writing, and shall mutually define such goals and performance
objectives which they determine necessary for the proper operation of the City
and the San Juan Capistrano Community Redevelopment Agency in the
attainment of the City Council's policy objectives. Further, the City Council and
the Employee shall establish a relative priority among those various goals and
objectives to be reduced to writing with a mutual expectation of Employee's
achievement of those goals and objectives within a mutually agreed upon
timeframe. The annual evaluations of Employee shall be conducted and
completed in approximately May of each year under evaluation.
B. Employee's annual review and evaluation shall be in accordance with criteria
developed jointly by the City Council and the Employee. Such criteria may be
added to or deleted as the City Council may from time to time determine in
consultation with the Employee.
C. In giving effect to the provisions of this Section 12, the City Council and the
Employee mutually agree to abide by all provisions of applicable law.
D. In its sole discretion, City shall be entitled to review the performance of
Employee on a more frequent basis, and without a written evaluation.
Section 13: Hours of Work. C. Manager is an exempt employee but shall engage in
those hours of work that are necessary to fulfill the obligations of Manager's position. Manager
does not have set hours of work as Manager is expected to be available at all times.
Section 14: Outside Activities.
A. During the term of this Agreement, Employee shall be a full-time City Manager.
Employee shall not engage in any other occupation, business, educational,
professional or charitable activities that would conflict or materially interfere with
Employee's performance of her City Manager duties.
B. This Agreement shall not be interpreted to prohibit Employee from making
personal investments or conducting private business affairs, if those activities are
not deemed to be a conflict of interest under state law or would otherwise not be a
violation of state or federal law or the City's municipal code, or do not materially
interfere with the services required under this Agreement.
Section 15: Indemnification.
A. Except for willful wrongdoing, an act of misappropriation of public funds, an
indictment, the filing of an information, a plea of guilty or a plea of nolo
contendere for a crime involving moral turpitude, to the full extent of the law as
provided by the California Torts Claims Act (Government Code Section 810 et
seq.) and the indemnity provisions of this Agreement, whichever shall provide the
greatest protection to Employee, City shall defend and indemnify Employee
against and for all losses sustained by Employee resulting from the discharge of
Employee's duties on City's behalf for the period of Employee's employment.
B. Except for willful wrongdoing, an act of misappropriation of public funds, or an
indictment, the filing of an information, a plea of guilty or a plea of nolo
contendere for a crime involving moral turpitude, City shall defend, save harmless
and indemnify Employee against any tort, professional liability claim or demand
or other legal action, whether groundless or otherwise, arising out of an alleged
act or omission occurring in the performance of Employee's duties as City
Manager, regardless of whether the notice of filing of a lawsuit occurs during or
following employment with City. City may compromise and settle any such claim
or suit and pay the amount of any settlement or judgment rendered thereon.
C. Whenever Employee shall be sued for damages arising out of the performance of
Employee's duties, City shall provide defense counsel for Employee in such suit
and indemnify Employee from any judgment rendered against Employee;
provided that such indemnity shall not extend to any judgment for damages
arising out of any willful wrongdoing, an act of misappropriation of public funds,
or an indictment, the filing of an information, a plea of guilty or a plea of nolo
contendere for a crime involving moral turpitude.
D. Except for willful wrongdoing, an act of misappropriation of public funds, or an
indictment, the filing of an information, a plea of guilty or a plea of nolo
contendere for a crime involving moral turpitude, City, on behalf of itself and all
parties claiming under or through it, hereby waives all rights of subrogation and
contribution against Employee, while acting within the scope of Employee's
duties, from all claims, losses and liabilities arising out of or incident to activities
or operations performed by or on behalf of City or any party affiliated with or
otherwise claiming under or through it, regardless of any prior, concurrent, or
subsequent active or passive negligence by Employee.
E. In the event that Employee shall serve as an executive of other City -related legal
entities, then each provision of this Section 15 shall be equally applicable to each
City -related legal entity as though set forth in an indemnity agreement between
Employee and that legal entity. City hereby guarantees the performance of this
indemnity obligation by City -related legal entity, and shall indemnify and hold
Employee harmless against any failure or refusal by City -related legal entity to
perform its obligations under this Section 15.
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F. The provisions of this Section 15 shall survive the termination of the Agreement
and are in addition to any other rights or remedies that Employee may have under
the law.
Section 16: Bonding. City shall bear the full cost of any fidelity or other bonds
required of the Employee under any law or Section 2-5.101 of the San Juan Capistrano
Municipal Code.
Section 17: Notices. Any notices to be given hereunder by either party to the other in
writing may be effected either by personal delivery or by mail. Mailed notices shall be
addressed to the parties as set forth below, but each party may change its address by written
notice given in accordance with this paragraph. Notices delivered personally will be deemed
communicated as of actual receipt. Mailed notices will be deemed communicated and received
as of five (5) calendar days following the date of mailing:
CITY: City of San Juan Capistrano
Attention: Mayor
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
EMPLOYEE: Karen P. Brust
Section 18: Memberships and Conferences. City agrees to budget and pay for the
annual base professional membership dues on behalf of the Employee for any membership in the
Orange County City Managers' Association, California City Management Foundation, the
Government Finance Officers Association, and the International City/County Management
Association. City shall, in accordance with City policies, allow Employee to attend and shall pay
the cost of the conference as well as the Employee's time while attending the conference, such as
those of the League of California Cities, ICMA and other similar conferences, contingent on
approval of the City Council in the budget allocation process.
Section 19: General Provisions.
A. Integration. This Agreement sets forth and establishes the entire understanding
between City and the Employee relating to the employment of the Employee by
City. Any prior discussions or representations by or between the parties are
merged into and rendered null and void by this Agreement. The parties by mutual
written agreement may amend any provision of this Agreement during the life of
the Agreement.
B. Binding Effect. This Agreement shall be binding on City and the Employee as
well as on their heirs, assigns, executors, personal representatives and successors
in interest.
C. Severability. The invalidity or partial invalidity of any portion of this Agreement
will not affect the validity of any other provision. In the event that any provision
of this Agreement is held to be invalid, the remaining provisions shall be deemed
to be in full force and effect as if they have been executed by both parties
subsequent to the expungement or judicial modification of the invalid provision.
D. Construction and Amendment. This Agreement shall be governed by the laws of
the State of California. This Agreement may not be modified, altered, or
amended except in writing and signed by the City and the Employee.
E. Enforcement. The prevailing patty in any action brought to enforce this
Agreement or resolve any dispute or controversy arising under the terms and
conditions hereof shall be entitled to payment of reasonable attorneys' fees and
costs.
Section 20. City's Policies and Procedures. I The terms and conditions of Employee's
employment, including additional employment benefits of Employee not specifically provided
for in this Employment Agreement, shall be governed by City's personnel policies and
procedures and Municipal Code, to the extent not inconsistent with the provisions of this
Agreement. In the event of any such inconsistency or conflict, the provisions of the Municipal
Code, then this Agreement, shall govern. The City Council may amend the City Manager Code
from time -to -time, but such amendments shall not be applicable to this Agreement without the
written consent of Manager.
IN WITNESS WHEREOF, City has caused this Agreement to be signed and duly executed on its
behalf by its Mayor, and duly attested by its City Clerk, and Employee has signed and executed
this Agreement.
CITY OF SAN JUAN CAPISTRANO EMPLOYEE
2/7
Mayor pTn P. Brost
Attest:
City Clerk
Approved as to form:
City Attorney
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RESOLUTION NO. 11-17-05-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN
CAPISTRANO, CALIFORNIA, AMENDING RESOLUTION NO. 94-12-6-5,
THE CITY'S CLASSIFICATION AND COMPENSATION PLAN
WHEREAS, the City Council of the City of San Juan Capistrano is authorized
and directed under the City's Personnel Rules and Regulations to adopt and amend a
Personnel Classification and Compensation Plan in order to administer the City's
Personnel Management System; and,
WHEREAS, the City now desires to amend the Personnel Classification and
Compensation Plan in order to increase the annual compensation for the position of City
Manager to $218,000; and,
WHEREAS, the City's Personnel Rules and Regulations provide that adoption or
amendment of the City's Personnel Classification and Compensation Plan shall be
made by resolution of the City Council.
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of San
Juan Capistrano does hereby amend Resolution No. 94-12-6-5, the City's Personnel
Classification and Compensation Plan setting the compensation of the City Manager at
$218,000 annual base salary.
PASSED, APPROVED, AND ADOPTED this 17th day of May 2011.
ATTFST:
MARIA MORRIS, CITY CLERK
SAM ALLEVATO, MAYOR
1 Attachment 2