1981-0615_JULIAN , STEPHEN B._Severance Agreement and Mutual ReleaseSEVERANCE AGREEMENT AND MUTUAL RELEASE
WHEREAS, on or about June 15, 1981, the City of SAN JUAN
CAPISTRANO, hereafter called "CITY", entered into an employment
agreement with STEPHEN B. JULIAN, hereafter called "EMPLOYEE',
which agreement and employment was amended and altered from time
to time; and
WHEREAS, on or about February 20, 1990, an agreement was
entered into between CITY and EMPLOYEE, superseding all prior
agreements and providing for the continued employment of EMPLOYEE
as City Manager and as Executive Director of the San Juan
Community Redevelopment Agency, hereafter called "AGENCY"; and
WHEREAS, on October 15, 1992, the employment of STEPHEN
B. JULIAN was terminated by the CITY and by the AGENCY,
NOW, THEREFORE, in consideration of the mutual covenants
herein contained, the parties hereto agree as follows:
1. CITY agrees to pay to EMPLOYEE, and EMPLOYEE agrees
to accept, the cash sum of ONE HUNDRED SIXTY SIX THOUSAND FIVE
HUNDRED AND SEVENTY-FIVE DOLLARS ($166,575.00) on or before
November 20, 1992, as the full cash settlement of all salary,
benefits, and severance payments due and owing to EMPLOYEE by
CITY and any of its agencies or subordinate entities, except as
provided herein below.
2. CITY agrees to provide at no cost to EMPLOYEE, the
continuation of medical, dental, and vision care insurance
coverage for Stephen B. Julian and two (2) dependents, equivalent
to that in effect on October 15, 1992, for one full year to and
including October 15, 1993, to the extent that such coverage is
available to other CITY employees, and as a part thereof, to pay
EMPLOYEE's portion of the premiums for said coverage under the
Consolidated Omnibus Budget Reconciliation Act of 1985, as
amended, ("COBRA") and other provisions of law.
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3. CITY agrees to release EMPLOYEE from any obligation
to make further payments of principal or interest on any loan or
other obligation by EMPLOYEE to CITY, financial or otherwise,
existing on the date of this agreement.
4. CITY agrees to provide continuing legal defense to
EMPLOYEE as a former employee of CITY pursuant to Government Code
Sections 995, et sec. and within the limitations of Government
Code Section 995.2, and pursuant to other applicable law and
agreements, in the legal action known as COMMITTEE TO RESTORE
INTEGRITY IN SAN JUAN CAPISTRANO, ETC., ET AL. vs. THE CITY OF
SAN JUAN CAPISTRANO, ETC., ET AL. AND RELATED CROSS -ACTIONS,
Orange County Superior Court Case No. 65-27-09, (the
"LAWSUIT"). EMPLOYEE agrees that CITY shall be released of any
further obligation to provide a legal defense or indemnity in the
LAWSUIT, and to waive same, if CITY and LAWSUIT plaintiffs reach
agreement to settle the LAWSUIT, which agreement shall include
and be limited to the following terms with respect to the rights
of EMPLOYEE: 1) EMPLOYEE is protected from any judgment in the
LAWSUIT for repayment of moneys, for damages, or other financial
obligations related to CITY or AGENCY employment; 2) EMPLOYEE
is not required to release any claims that he has or may have
against any of the LAWSUIT Plaintiffs; and 3) as to that
portion of the LAWSUIT bifurcated by the Court and described as
the "Julian Transactions" portion of the LAWSUIT, a judgment is
to be entered by the Court resolving all of the LAWSUIT
Plaintiffs' claims in favor of EMPLOYEE, in accordance with the
Statement of Decision issued October 11, 1992, or the substantial
equivalent thereto, and which judgment shall not, and will not,
be disturbed, modified, set aside, appealed, or limited in any
fashion whatsoever (the "Settlement"). EMPLOYEE agrees, in the
event of said Settlement between CITY and LAWSUIT Plaintiffs, to
assign any and all rights he has, or may have, to recover from
the LAWSUIT Plaintiffs attorneys fees, costs, and other charges
paid by CITY for the defense of EMPLOYEE in the LAWSUIT.
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5. Except as provided in the following paragraphs,
EMPLOYEE agrees to accept said payments, benefits and release of
debt in full and final settlement of any and all claims and
causes of action he has or may have arising out of his employment
with the CITY OF SAN JUAN CAPISTRANO, the SAN JUAN COMMUNITY
REDEVELOPMENT AGENCY, or any other district or agency affiliated
therewith.
6. EMPLOYEE, on the one hand, and CITY and AGENCY, on
the other, agree further to mutually waive, release, discharge
and hold each other harmless from any and all judgments,
liabilities, debts, demands, causes of action, actions,
obligations, costs, expenses, damages, liens, encumbrances,
proceedings, rights, titles in interest, and other claims of
every nature, character or description whatsoever arising in law,
equity or otherwise, whether or not known, suspected or claimed,
except as provided herein. Notwithstanding this release,
EMPLOYEE preserves all rights that he has under applicable law to
a defense and/or indemnification from the CITY in the event
claims are asserted against him in the future for matters arising
out of or relating to his employment as City Manager and
Executive Director of the San Juan Community Redevelopment
Agency. CITY, EMPLOYEE and AGENCY acknowledge that each party
makes no representations or admission of liability regarding the
matters described herein. It is the intention of CITY, EMPLOYEE
and AGENCY that this release be binding upon each of them and
upon their heirs, legal representatives, assigns, and successors
in interest.
7. EMPLOYEE, CITY and AGENCY, each being represented
by legal counsel, do certify that they have read Section 1542 of
the California Civil Code set out below, and in connection with
the mutual release given herein, hereby waives any rights that
they may have thereunder.
C:W=
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH
THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN
HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE,
WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED
HIS SETTLEMENT WITH THE DEBTOR.
8. The parties represent and warrant that the persons
executing this Agreement on their behalf are fully authorized to
do so. The parties warrant that the execution and performance of
this Agreement do not contravene any laws, regulations or
contractual restrictions applicable to or binding upon the
parties. Additionally, the parties each represent and warrant
that they have not assigned or otherwise transferred to any
person or entity any of the claims released hereunder.
9. This Agreement reflects the entire agreement
between the parties relating to the subject discussed herein, and
supersedes all prior or contemporaneous oral or written under-
standings, statements, representations and promises regarding
these subjects. The parties represent and warrant that no
statements or representations, other than the statements or
representations contained in this Agreement have induced their
assent to this Agreement.
10. Any modification, alteration or amendment to this
Agreement shall be void and of no force or effect unless it is in
writing and signed by EMPLOYEE, CITY and AGENCY.
il. The parties each agree to execute any other
documents and to take any other action as may be reasonably
necessary to carry out the terms of this Agreement.
12. EMPLOYEE, CITY and AGENCY acknowledge that they
have each been advised by legal counsel in connection with this
Agreement and execute the Agreement voluntarily.
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13. If any action in law or equity is necessary to
enforce the terms of this Agreement, the prevailing party shall
be entitled to recover costs, including reasonable attorneys'
fees.
Executed by EMPLOYEE at
California, this //>-%— day
K444, . --�
RIG 16KEN KetMEtH 6. ?UyAN
Attorney for EMPLOYEE
Fxe4uted by CIT} at San Juan Capistrano, California
this T'�yt i , 1992.
ATTEST:
Cheryl JohhsoN, City Clerk
Executed by AGENCY t Sad Juan Capistrano,
this
T1N day of %(Aye u�A , 1992.
NNETH E. FRIESS, Chairman of
Board of Directors
AS TO FORM
Richard K. Denhalter tr// 7/z�
City Attorney
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California,