16-APPROVE RESOLUTION APPROVING/AUTHORIZING EXECUTION OF CITY MANAGER EMPLOYMENT AGREEMENT BETWEEN JOHN GODWIN AND COPCITY COUNCIL AGENDA ITEM BRIEFING SHEET
Submittal Date:
Originating Department:
Presented By:
A,genda Item No.:
03/27/2012
Council Date:
City Council
Gene Anderson,
16.
04/09/2012
Interim City Manager
RECOMMENDED MOTION:
Move to approve a Resolution approving and authorizing the execution of a City Manager Employment
Agreement between John Godwin and the City of Paris.
POLICY ISSUE(S):
Personnel
BACKGROUND:
At the City Council meeting of March 26, 2012 the City Council requested that City Staff forward an
employment agreement to SGR for execution by John Godwin. Further, City Council requested that
City Staff bring back to City Council for consideration a Resolution approving and authorizing the
execution of a City Manager Employment Agreement.
BOARD/COMMISSION RECOMMENDATION:
EXHIBITS:
Resolution; City Manager Employment Agreement
ACTION:
BUDGET INFO:
❑ Financial Report ❑ Minute Order
Expense
$
❑ Department Report Z Resolution
Budgeted Amt.
$
❑ Presentation ❑ Ordinance
y'I'D Actual
$
❑ Public Hearing ❑ Other
Acct. Name
Acct. Number
FISCAL NOTES:
REVIEWED AND APPROVED BY:
Z Administration Z Ciry Clerk ❑ Communiry Development ❑ EMS/IT ❑ Finance ❑ Fire
❑ Municipal Court Z Legal ❑ Library ❑ Police ❑ Eng./Public Works ❑ Utilities
City of Paris Revised 2/04/08
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RESOLUTION N0.
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS, TEXAS,
APPROVING AND AUTHORIZING THE EXECUTION OF A CITY MANAGER
EMPLOYMENT AGREEMENT BETWEEN JOHN GODWIN AND THE CITY OF
PARIS, TEXAS; MAKING OTHER FINDINGS AND PROVISIONS RELATED
TO THE SUBJECT; AND DECLARING AN EFFECTIVE DATE.
WHEREAS, on March 26, 2012, the City Council of the City of Paris voted 6-1 to offer
the City Manager position with the City of Paris to John Godwin subject to Mr. Godwin
executing an Employment Agreement, a copy of which is attached hereto as Exhibit "A";
and
WHEREAS, the City Council has reviewed the attached Employment Agreement
with John Godwin and deems it appropriate, and the Mayor should be authorized to
execute the Employment Agreement on behalf of the City Council said Agreement being
attached hereto as Exhibit "A"; and
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
PARIS, TEXAS:
Section 1. That the findings set out in the preamble of this resolution are hereby
in all things approved.
Section 2. That the City Manager Employment Agreement between John Godwin
and the City of Paris, Texas attached hereto as Exhibit "A", is hereby accepted conditioned
upon the terms and conditions included in the Agreement and the Mayor of the City of Paris
be and he is hereby authorized and directed to execute the Employment Agreement on
behalf of the City of Paris.
Section 3. That this resolution shall be effective from and after the date of
passage.
PASSED AND APPROVED this 9th day of April, 2012.
A.J. Hashmi, M.D., Mayor
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ATTEST:
Janice Ellis, City Clerk
APPROVED AS TO FORM:
W. Kent McIlyar, City Attorney
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EMPLOYMENT AGREEMENT
Introduction
This Agreement, made and entered into this day of March 2012 by and between the City Council of
the City of Paris Texas, a municipal corporation, (hereinafter called "Employer") and John K. Godwin,
(hereinafter called "Employee') an individual who has the education, training and experience in local
government management and who, as a member of ICMA, is subject to the ICMA Code of Ethics, both of
whom agree as follows:
Section 1: Term
1.1 Initial Term. The term of this Employment Agreement ("Agreement") sha.ll be for a perial of three
(3) years beginning May 23, 2012 and ending May 22, 2015 ("initial term") provided, however, the term
of this Agreement ma.y be ternunated earlier by either party subject to the provisions set forth in Sections
9, 10 and 11 of this Agreement.
1.2 Extension. Prior to the expiration of the initial term of this Agreement, Employer and Employee may
mutually agree in writing to renew and extend this Agreement.
5ection 2: EmploymendAssignments and Duties.
Employer hereby agrees to employ John Godwin as City Manager for the City of Paris, Texas. Employee
shall faithfully perform the duties of City Manager as prescribed in the job description, as set forth in the
City Charter, City Ordinances, City Policies and Procedures and as may be lawfully assigned by the City
Council. Further, Employee shall comply with the City Charter, City Ordinances, City Policies and
Procedures, and all applicable state and federal law, as they exist and as they may be amended
(collectively "Applicable Laws and Authorities") and all lawful City Council directives. All duties
assigned to Employee by the Council shall be appropriate to and consistent with the professional role and
responsibility of the City Manager position.
Section 3: Compensation
A. Base Salary: Employer agrees to pay Employee an annual base salary of $165,430.00 payable in
installments at the same time that the other management employees of the Employer are paid.
B. This agreement shall be automatically amended to reflect any salary adjustrnerrts that aze provided or
required by the Employer's compensation policies.
C. Consideration shall be given on an annual basis to increased compensation. In no case shall
compensation be increased each year by less than the average across the board increase granted to other
employees of Employer.
Section 4: Health, Disability and Life Insurance Benefits
A. Employer agrees to provide and to pay the premiums for health, hospitaliza.tion, surgical, vision,
dental, and comprehensive medical insurance for Employee and his dependents equal to that which is
provided to all other employees of the City of Paris. From the effective date of this agreement through
September 30, 2012, Employer shall reimburse Employee for all Cobra payments for BCIBS health
coverage through the Town of Fairview. Employee shall be enrolled in Paris's health plan effective
October 1, 2012.
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B. Employer agrees to put into force and to make required premium payments for long term disability
coverage for Employee.
C. Employer shall pay the amount of premium due for term life insurance in an amount equal to the
Employee's annual base salary, including a11 increases in the base salary during the life of this agreement.
Employee shall name the beneficiary of the life insurance policy.
Section 5: Vacation and Sick Leave
A. Employee sha.ll accrue sick and vacation leave on an annual basis at the highest rate provided to any
other employee.
B. Employee is entitled to accrue all unused leave consistern with City of Paris policies, and in the event
Employee's employment is terminated, either voluntarily or involunta,rily, Employee shall be
compensated for a11 accrued vacation time, all paid holidays, and other benefits to date.
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C. Employee shall be credited with five (5) days o^administrative leave beginning on the first date of
employment.
Section 6: Monthly Vehicle Allowance
Employer agrees to pay to Employee, during the term of this Agreement and in addition to other salary
and benefits herein provided the sum of $6,000 per year, payable monthly, as a vehicle allowance to be
used to purchase, lease, or own, operate and maintain a vehicle. Beginning May 1, 2013, the monthly
allowance shall be increased in proportion to the percentage increase in the cost of retail fuel as published
by the Oil Price Information Service (OPIS). Employee shall be responsible for paying for liability,
property damage, and comprehensive insurance coverage upon such vehicle and sha11 further be
responsible for all expenses attendant to the purchase, operation, maintenance, repair, and regular
replacement of said vehicle. Employer shail reimburse the Employee at the IRS standard mileage rate for
any business use of the vehicle outside Lamar County.
Section 7: Retirement
Employer agrees to enroll Employee into the Texas Municipal Retirement System and to make all the
appropriate contributions on the Employee's behalf.
Section 8: General Business Eapenses
1. Employer agrees to budget for and to pay for professional dues and subscriptions of Employee
necessary for continuation and full participation in national, regional, state, and local associations, and
organizations necessary and desirable for Employee's continued professional participation, growth, and
advancernent, and for the good of Employer.
2. Employer agrees to budget for and to pay for travel and subsistence expenses of Employee for
professional and official trdvel, meetings, and occasions to adequately continue the professional
development of Employee and to pursue necessary official functions for Employer, including but not
limited to the ICMA Annual Conference, the Texas Municipal League, the Texas City Management
Association, and such other national, regional, state, and local governmental groups and committees in
which Employee serves as a member.
3. Employer also agrees to budget for and to pay for travel and subsistence expenses of Employee for
short courses, institutes, and seminarc that are necessary for Employee's professional development and
for the good of Employer.
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4. Employer shall provide Employee with, or reimburse Employee for costs of, a home computer,
software, fax/modem, and cell phone required for Employee to perform the job and to maintain
communication.
Section 9: Termination
For the purpose of this agreement, termination shatl occur when:
A. Employee is terminated for good cause. For purposes of this Agreement the term "good cause" is
defined as follows:
1. Any willful, knowing, grossly negligent, or negligent breach, disregazd or habitual neglect of any
provisions of this Agreement, or any willful, knowing, grossly negligent, or negligent breach,
disregard or habitual neglect of any duty or obligation required to be performed by City Manager
under this Agreement or under the Charter, ordinances a.nd/or Policies of the City and/or the laws
of the United States or the State of Texas.
2. Any willful, knowing, or grossly negligent misapplication or misuse, direct or indirect, by City
Manager of public or other funds or other property, real, personal, or mixed, owned by or
entrusted to the City, any agency or corporation thereof, or the City Manager in his official
capacity.
B. The majority of the governing body votes to terminate the Employee at a duly authorized public
meeting.
C. If Employer, citizens, or the state legislature acts to amend any provisions of the Texas Local
Government Code or a future city charter pertaining to the role, powers, duties, authority, responsibilities
of Employee's position that substantially changes the form of government, the Employee shall have the
right to declare that such amendments constitute termixiation.
D. If Employer reduces the base salary, compensation or any other financial benefit of the Employee,
unless it is applied in no greater percentage than the average reduction of all departmerrt heads, such
action shall constitute a breach of this agreement and will be regarded as a ternunation.
E. If Employee resigns his employment with the City, in response to a resolution approved by a majority
of the entire City Council requesting Employee's resignation, then Employee may declare a termination
as of the date of his signed letter of resignation..
F. Employer has committed a material breach of this Agreement and Employer has not cured the breach
within thirry (30) days following receipt of written notice of the breach delivered by Employee. Provided,
however, if said breach cannot be cured within said thirty (30) days, then Employer shall be allowed a
reasonable amount of time to cure said breach. Written notice of a breach of contract shall be provided in
accordance with the provisions of Section 17.
Section 10: Severance
Severance shall be paid to Employee when employment is terminated as defined in Section 9.
If Employee is terminated, Employer shall provide a minimum severance payment equal to 10 months'
salary at the then cunent rate of pay. This severance shall be paid in a lump sum unless otherwise agreed
to by Employer and Employee. One year from the effective date of this agreement said payment sha11
increase to an amount equal to eleven months' salary, and two years from the effective date to twelve
months.
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Employee shall also be compensated for a11 accrued sick leave, vacation time, all paid holidays, and
administrative leave, if any.
For a minimum period of 10 months following termination, Employer shall pay the cost to continue the
following benefits:
1. Health insurance for the employee and all dependents as provided in Section 4A;
2. Life insurance as provided in Section 41);
3. Long-term disability as provided in Section 413;
4. Caz allowance; and
5. Any other available benefits.
If Employee is terminated for good cause then Employer is not obligated to pay severance under this
section.
Section 11: Resignation
In the event that Employee voluntarily resigns his position with Employer, Employee shall provide a
minimum of thirty (30) days notice unless the parties agree otherwise. Employer is not obligated to pay
severance to Employee in the event Employee voluntarily resigns his employment with City.
Section 12: Performance Evaluation
Employer shall annually review the performance of Employee subject to a process, form, criteria, and
format for the evaluation which sha11 be mutually agreed upon by Employer and Employee. The process
at a minimum shall include the opportunity for both parties to: 1) prepare a written evaluation, 2) meet
and discuss the evaluation, and 3) present a written summary of the evaluation results. The final written
evaluation should be completed and delivered to Employee within thirry (30) days of the evaluation
meeting.
Section 13: Hours of Work
It is recognized that Employee must devote a great deal of time outside normal off'ice hours on business
for Employer, and to that end Employee shall be allowed to establish an appropriate work schedule.
Section 14: Outside Activities
The employment provided for by this Agreement sha11 be Employee's sole employment. However,
recognizing that certain outside consulting or teaching opportunities provide indirect benefits to Employer
and the community, Employee may elect to accept limited teaching, consulting or other business
opporiunities with the understanding that such arrangements shall not constitute interference with or a
conflict of interest with his responsibilities under this Agreement.
Section 15: Indemnification
To the exteut permitted by law, Employer sha11 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 or resulting from the exercise of judgment or discretion in connection with the performauce of
program duties or responsibilities, unless the act or omission involved willful or wanton conduct.
Employee ma.y request and Employer shall not unreasonably refuse to provide independent legal
representa.tion at Employer's expense and Employer may not unreasonably withhold approval. Lega1
representation, provided by Employer for Employee, shall extend until a final determination of the legal
action including any appeals brought by either party. Employer sha11 indemnify employee against any
and all losses, damages, judgments, interest, settlements, fines, court costs and other reasonable costs and
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eacpenses of legal proceedings including attomeys fees, and any other liabilities incurred by, imposed
upon, or suffered by such Employee in connection with or resulting from any claim, action, suit, or
proceeding, actual or threatened, arising out of or in connection with the performance of his or her duties.
Any settlement of any claim must be made with prior approval of Employer in order for indemnificaxion,
as provided in this Section, to be available.
Employee recognizes that Employer sha11 have the right to prosecute, compromise and/or settle any claim
or lawsuit involving Employee in lus official capaciTy and Employee shall have input in the prosecution
or settlement of a claim, lawsuit or settlement only if Employee was sued in his personal ca.pacity.
Further, Employer agrees to pay all reasonable litigation eapenses of Employee throughout the
pendency of any litigation to which Employee is a party, witness or advisor to Employer. Such
ezpense payments shall continue beyond Employee's service to the Employer as long as litigation is
pending. Further, Employer agrees to pay Employee reasonable consulting fees and travel
eapenses when Employee serves as a witness, advisor or consultant to Employer regarding pending
litigation.
Section 16: Other Terms and Conditions of Employment
Employer, only upon agreement with Employee, shall fix any such other terms and conditions of
employment, as it may determine from time to time, relaxing to the performance of the Employee,
provided such terms and conditions are not inconsistent with or in conflict with the provisions of this
Agreement, the Teacas Local Government Code, the City of Pazis Charter, or any other law.
Section 17: Notices
Notice pursuant to this Agreement shall be given by depositing in the custody of the United States Postal
Service, postage prepaid, addressed as follows:
(1) EMPLOYER: Mayor, City of Paris, P.O. Box 9037, Paris, Texas 75461-9037; and an
additional copy addressed to City Clerk, City of Paris, Texas, PO Box 9037, Paris, Texas
75461-9037
(2) EMPLOYEE: John Godwin, 6613 Springmeadow Lane, Rowlett, TX 75089
Alternatively, notice required pursuant to tlus Agreement may be personally served in the same manner as
is applicable to civil judicial practice. Notice shall be deemed given as of the date of personal service or
as the date of deposit of such written notice in the course of transmission in the United States Postai
Service.
Section 18: General Provisions
A. Primary Residence in City of Paris. Employee agrees to establish and maintain his primary residence
in the city limits of the City of Paris during the term of this Agreement and any extensions or renewals
thereof.
B. Integration. This Agreement sets forth and establishes the entire understanding between Employer and
Employee relating to the employment of Employee by Employer. Any prior discussions or
representations by or between the pa.rties 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. Such amendments shall be incorpora.ted and made a part of this Agreement.
C. Binding Effect. This Agreement sha11 be binding on Ernployer and Employee as well as their heirs,
assigns, executors, personal representatives and successors in interest.
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D. Effective Date. This Ageement sha11 become efFective on 2012 and sha11 remain in
full force and effect for a period of three years.
E. Severability. The invalidity or partial invalidity of any portion of tlus 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 sha11 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.
F. Waiver. No waiver of any provision hereof or of any right or remedy hereunder sha11 be effective
unless in writing and signed by the party against whom such waiver is sought to be enforced. No delay in
exercising, no course in dealing with respect to, or no partial exercise of any right or remedy hereunder
shall constitute a waiver of any other right or remedy, or future exercise thereof.
G. Governing Law & Venue. This Agreement sha11 be construed and enforced in accordance with the
laws of the State of Texas and this Agreement sha11 be performed in Paris, L.amar Courrty, Texas,
therefore any lawsuits related to this Agreement shall be filed in Lama.r County, Texas if in State Court
and in the Eastern District of Texas if filed in Federal Court.
IN WITNESS WHEREOF, THE City and the Manager have executed this Agreement as of the daxes
indicated below.
THE CITY OF PARIS, TEXAS
By:
A.J. Hashmi, M.D., Mayor
Date:
ATTEST:
Janice Ellis, City Clerk
CITY MANAGER:
AL <
o K. Godw'
Date: O-+! 02 / I 2
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