EMPLOYMENT AGREEMENT - CITY MANAGER
This Employment Agreement - City Manager ("Agreement") is made and entered into by and between the City of Camarillo, a general law city ("City") and Gregory Ramirez, an individual ("Manager"). This Agreement shall be effective as of July 1, 2020 ("Effective Date"). The City and Manager are collectively referred to herein as the "Parties". The Parties hereto do agree as follows;
Section 1. Recitals. This Agreement is made and entered into with respect to. the following facts. The City and Manager desire to enter into this Agreement according to the terms set forth in this Agreement which include, but are not limited to, provisions regarding compensation, employment benefits and other terms.
Section 2. Compensation. Manager shall be compensated by City for his services in accordance with the following:
(a) Base Salary. $255,528 (Two Hundred and Fifty-Five Thousand, Five Hundred and Twenty Eight Dollars) shall be the base annual salary ("Base Salary") paid by the City to Manager effective July 1, 2020.
(b) Annual Adjustment. Beginning on July 1, 2021 and each July 1 thereafter, or such other date as mutually agreed by the City and Manager, following the City Manager Annual Evaluation, as provided in Section 6 of this Agreement, the Base Salary of Manager shall be adjusted, at the sole discretion of the City Council. The Annual Adjustment, if any, will be included in a written amendment to this Agreement approved by the City Council and executed by the City and Manager.
(c) When Due. The Base Salary shall be paid to Manager" at the same time and in the same manner as monthly salaries are paid by the City to its employees.
Section 3. Employment Benefits. Manager shall be entitled during the term of this Agreement to the following Employment Benefits:
(a) Retirement Contributions. The City shall pay to the Public Employees' Retirement System on behalf of Manager an amount equal to the percentage of the Base Salary paid by the City for all other employees for retirement contributions. Such payments shall not be deemed an increase in Base Salary.
(b) Defined Contribution Plan. The City shall contribute on behalf of Manager, an annual amount equal to 7 percent (7%) of Manager's CO Agreement No. 2020-52
Base Salary, into the City's Defined Contribution Plan (401(a)) ("Plan"). Any future contributions shaii be ^^based on the same percentage paid by the City to aii other erfipioyees. The amounts contributed by the City to the Plan on behalf of Manager shaii be held by the Plan and shall be subject to the terms and conditions of,the Plan.
(1) Notwithstanding any provision of the Plan or this
Agreement to the contrary, Manager acknowledges and
agrees he shaii not be entitled to receive any distribution of the funds contributed by the City to the Plan until such time as Manager shaii have terminated his employment
. with the City. ^
(2) Upon termination of Manager's employment with the City,' the full benefits credited to Manager's account under the Plan, including aii earnings, shaii be made available for distribution to Manager in accordance with the terms of the Plan, in the event of the death of Manager, then the full benefits credited to Manager's account under the
Plan, including aii earnings, shall be distributed to
Manager's Estate if no beneficiaries have otherwise been designated under the Plan, or to the beneficiaries
designated by Manager under the Plan.
(c) Deferred Compensation. The City shaii contribute on behalf of Manager an annual amount of three percent (3%) of annual salary to a Section 457 Deferred Compensation Plan adopted by the City of Camariiio for other executive management employees of the City.
(d) Health, Dental, Vision and Long-Term Disability Insurance.
During the term of this Agreement, Manager shall receive the health, dental, vision and long-term disability insurance benefits upon the same terms and conditions as are provided to all other City employees. During the term of this Agreement, City shall also pay the costs of a physical examination for Manager as provided toother executive management employees of the City. (e) Automobile. The City shall provide a $500.00 per month auto allowance to Manager.
(f) Life Insurance. The City shall provide life insurance coverage for Manager upon the same terms and conditions as is provided to all other City employees.
CO Agreement No. 2020-52
(g) Holidays. Manager shall receive the same holidays, upon the same terms and conditions, as are provided to all other City employees. ^
(h) Vacation and Management Leave.
(1) Vacation Leave. Manager shall accrue annual vacation benefits beginning July 1, 2020 in the amount designated for employees with seven (7) years of service which will be
4.616 hours per pay period and thereafter any increase in vacation benefits would be governed by Section 8.7 of the City Personnel Rules and Regulations. For example, after three (3) years of service. Manager would accrue 6.152
hours per pay period.
(2) Management Leave. Manager shall accrue eighty (80)
hours management leave annually. Said leave shall accrue and be utilized in accordance with City Personnel Rules and Regulations.
(3) Sick Leave Benefits. Manager shall accrue sick leave benefits 'upon the same terms and conditions, as is
provided to all other City employees, including provisions governing accrual of sick leave and payment therefor
upon termination of employment.
(4) Additional Benefits. In addition to the benefits specified in this Section 3, Manager shall receive any and all other benefits not enumerated above, which are accorded other executive management employees of the City,
(i) Retirement Health Savings (RHS) Plan.
The City shall provide the ability for Manager to participate in the ICMA-RC VantageCare Retirement Health > Savings Plan.
Manager understands that participation in the RHS plan is mandatory and he may not choose to opt out of the RHS
program. Manager's contribution level to the plan is two percent (2%) of annual Base Salary. The City makes no contributions to the RHS plan on behalf of Manager.
Section 4. [ndemniflcatlon. City does hereby agree to indemnify, defend and hold Manager free and harmless from and against any claim, demand or judgment, including, but not limited to, professional liability claims (collectively "Claim") which Claim arises out of any act, or an omission to act where a duty to act is imposed by law or practice, which occurs in the course and scope of Manager's employment hereunder.
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Section 5. Reimbursement for Expenses. The City agrees to reimburse Manager for his ordinary and necessary expenses in carrying out his duties.
Said reimbursement shall include, but is not limited , to. the actual cost of his participation in the International City Managers Association, state and national conferences and activities.
Section 6. City Manager Evaluations. The Manager will have an Evaluation at the first regular City Council meeting in January 2021 or on such other date as agreed upon by the City and Manager. Commencing at the first regular Council meeting in June 2021, and thereafter annually at the first regular meeting of the City Council in June, or such other date as agreed upon by the City and Manager, the Manager will have an Annual Evaluation by the City Council pursuant to the City Council Policy and additional evaluations as may be set by the City Council. ^
Section 7. Term,of this Agreement. The term of this Agreement shall commence on the Effective Date hereof and shall continue until terminated as provided herein.
Section 8. Termination.
(a) Termination. This Agreement, notwithstanding any of its other provisions, may be terminated at any time as follows:
(1) by Manager's retirement; or
(2) by the mutual consent of the Parties hereto; or
(3) by Manager, with or without cause, upon the giving of not less than thirty (30) consecutive calendar days written notice of such termination; or
(4) by a motion carried by a majority of the total membership of the City Council terminating this Agreement, with cause; or
(5) by a motion carried by a majority of the total membership of the City Council terminating this Agreement, without cause.
I
Termination pursuant to Section 8 (a) (1) shall be effective on the effective date of Manager's retirement. Termination pursuant to Section 8 (a) (2) shall be the agreed upon date. Termination pursuant to Section 8 (a) (4) shall be effective on the tenth (10th) day after the giving of notice of termination; if Manager files a request for a "cause" hearing, the effective date of such termination shall be the date of the Council's action after the conclusion of the cause hearing; the Council has the authority for a termination pursuant to Section 8 (a) (4) to place Manager on immediate leave of absence ^ CC Agreement No. 2020-52
with pay. Termination pursuant to Section 8 (5) shall be effective upon the day following the giving of notice of termination.
Manager, in the event of termination pursuant to Section 8 (a) (5) of this Agreement, shall be entitled to severance pay in a sum equal to the total of six (6) times his then monthly Base Salary pursuant to this Agreement and Manager shall also be entitled to receive City paid medical, dental and vision insurance benefits ("benefits") in effect at the date of termination for a period of six (6) months following his termination. Manager shall , only be entitled to severance pay and the benefits referenced in this paragraph if the^ termination is pursuant to Section 8 (a) (5).
(b) Termination for Cause. "Cause" for the purpose of Section 8 (a) (4) shall mean any one or more of the following:
(1) Fraud in securing this appointment;
(2) Loss of mental capacity for more than six (6)
consecutive months as determined by a court of
competent jurisdiction;
(3) Habitual and willful neglect of duty;
(4) Willful destruction or misuse of City property;
(5) Intoxication on duty, due to alcohol or a controlled substance; (6) Inexcusable absence without leave;
(7) Political activity consisting of public support of a candidate for City Council or City initiatives or referendums unless such initiatives or referendums are officially proposed or opposed by a majority vote of the City Council;
(8) Willful violation of the State or Federal laws which prohibit discrimination, including, but not limited to, discrimination based upon race, religion, national origin, ancestry, physical handicap, marital status, sex or age, involving either members of the general public or City
employee(s);
(9) Willful and. unlawful retaliation against any other City officer or employee or member of the general public who in
good faith reports, discloses, divulges, or otherwise
brings to the attention of any appropriate authority any facts or information relative to actual or suspected
violations of any law occurring on the job or directly
related thereto;
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(10) Willful violation of any conflict of interest or incompatibility of office laws;
(11) Performance of outside business interests that conflict with , his activities and duties as City Manager. This prohibition does not preclude Manager from conducting educational or professional training programs for personal gain provided that he shall not be entitled to compensation for
conducting such programs for City of Camarillo
employees; I
(12) Refusal to take or subscribe any oath or affirmation which is required by law;
(13) Conviction of a felony or conviction of a misdemeanor involving moral turpitude (a conviction following a plea of nolo contendere shall be deemed a conviction for the
purpose of this Agreement);
(14) Repeated willful violations of any of the City's adopted Policies and Procedures.
If, in the event of termination for cause, Manager does not agree with the reason(s) for the termination, then Manager may exercise any legal rights that he may have in order to be reinstated to the position.
The determination of the existence of "Cause" by the City Council pursuant to Section 8 (a) (4) shall be final and conclusive as of the date of the City Council's action, and only subject to judicial review pursuant to Section 1094.5 of the Code of Civil Procedure.
Manager may, in the event of termination pursuant to Section 8 (a) (4) within ten (10) days after receiving notification of the City Council's proposed action of termination for Cause, file with the City Clerk a written request for a hearing before the City Council. In such event, the City Council shall be obligated to set a time and place for a hearing to establish whether such Cause exists. The burden of proof shall be on the City to demonstrate the existence of facts which warrant the conclusion thai Cause exists.
The Parties have agreed that the public interest, convenience and necessity require that any such Cause hearing be conducted in a closed session of the City Council which is authorized pursuant to the Ralph M.
Brown Act.
If this Agreement is terminated, any cash settlement related to the termination that Manager may receive from the City shall be fully reimbursed to the City if Manager is convicted of a crime involving an abuse of his office « CO Agreement No. 2020-52
or position.
Section 9. Termination by Action of the City Council.
Notwithstanding any of the provisions of this Agreement, the City Council shall have the right, at any time during the term of this Agreement, to forthwith terminate this Agreement, with or without cause, provided that such action is taken at a regular Council meeting ^ by the affirmative vote of not less than a majority of the total membership of the Council.
Section 10. Reduction of Salary. In the event the City Council at any time during the term of this Agreement reduces Manager's Base' Salary or other financial benefits in a greater percentage than an applicable across-the- board reduction for all employees of the City, or in the event the City Council refuses to comply with any of the provisions hereof, then, in that event.
Manager may, at his option, be deemed to be "terminated" within the meaning of subsection Section 8 (a) (5) above. In the event Manager is requested to resign by a majority of the total membership of the City Council, whether orally or in writing. Manager may, at his option, be deemed to be terminated within the meaning of Section 8 (a) (5).
Section 11. Resignation. Manager shall give City at least thirty (30) days' notice if he elects to resign or retire from his position with the City, unless the Parties mutually agree upon a different effective date of such resignation.
Section 12. Budget Action. The City Council agrees to take such action as may be necessary to include all benefits to Manager hereunder during any fiscal year of the City in its annual budget for such year and to make the necessary annual appropriations for all such benefits. ^ 1 Section 13. Government Code Provisions.
(a) Pursuant to Government Code section 53260, in the event the City provides Manager with a cash settlement related to termination of this Agreement, the cash settlement shall not exceed the lesser of (1) an amount equal to the monthly salary of Manager multiplied by 18 or_(2) an amount equal to the monthly salary of Manager multiplied by the number of months left on the unexpired term of this Agreement.
(b) Pursuant to Government Code sections 53243 and 53243.3, in the event City provides paid leave salary to Manager pending an investigation into Manager, Manager shall fully reimburse City for any paid leave salary if Manager is convicted of a crime involving an abuse of his office or position. (c) Pursuant to Government Code sections 53243.1 and 53243.3, in the event City provides funds for Manager's legal criminal defense. Manager shall 7 CO Agreement No. 2020-52
fully reimburse City for any such funds if Manager is convicted of a crime Involving an abuse of his office or position.
(d) Pursuant to Government Code sections 53243.2 and 53243.3, in the event City provides Manager with a cash settlement related to Manager's termination, Manager shall fully reimburse City for any such cash settlement if Manager is convicted of a crime involving an abuse of his office or position. (e) Pursuant to Government Code section 53243.4, an "abuse of office or position" means (a) an abuse of public authority, including, but not limited to, waste, fraud, and violation of the law under color of authority, or (b) a crime against public justice, including, but not limited to, a crime described in Title 5 (commencing with Section 67), Title 6 (commencing with Section 85), or Title 7 (commencing with Section 92) of Part 1 of the Penal Code.
Section 14. Severabllity. In the event that this contract is ruled not enforceable or otherwise invalid by a court of competent jurisdiction, then the employment of Manager shall be deemed to exist pursuant to City Council resolution as contemplated by the provisions of Chapter 2.04 of the Camarillo Municipal Code.
Section 15. Amendment. At any time during the term of this Agreement, either party hereto may submit to the other party a written request for consideration of a written amendment and/or modification of any of the terms or provisions of this Agreement.
Section 16. Notices. Whenever notices are required to be given pursuant to the provisions of this Agreement, the same shall be in written form and shall be served upon the party to whom addressed by personal service as required in judicial proceedings, or by deposit of the same in the custody of the United States Postal Service or its lawful successor in interest, postage prepaid, addressed to the Parties as follows;
CITY: City of Camarillo
601 Carmen Drive
Camarillo, California 93010 Attn: Mayor
MANAGER: Gregory Ramirez
Address as on file with Human Resources
Notices shall be deemed, for all purposes, to have been given on the date of personal service or three (3) consecutive calendar days following the deposit of the same in the United States mail. Either party hereto may change a notice address by serving a written change in address on the other party. g CO Agreement No. 2020-52
Section 17. Binding Effect The provisions of this Agreement shall be binding upon the Parties hereto and their respective successors in interest.
Section 18. Section Headings. The section headings contained in this Agreement are for convenience and identification only and shall not be deemed to limit or define the contents of the sections to which they relate.
Section 19. No Presumption Re: Drafter. The Parties acknowledge and agree that the terms and provisions of this Agreement have been negotiated and discussed between the Parties and this Agreement reflects their mutual agreement regarding the same. Because of the nature of such negotiations and discussions, it would be inappropriate to deem any party to be the drafter of this Agreement, and therefore no presumption for or against validity or as to any interpretation hereof, based upon the identity of the drafter shall be applicable in interpreting or enforcing this Agreement.
Section 20. Assistance of Counsel. Each party to this Agreement warrants to each other party, as follows:
(a) That each party either had the assistance of counsel or had the opportunity to consult with counsel, in the negotiation for, and execution of, this Agreement, and all related documents; and (b) That each party has lawfully authorized the execution of this Agreement.
Section 21. Modification. This Agreement shall not be modified except by written agreement of the Parties.
Gregory-Ramirez
ATTEST:
(:ity Clerk
City ctf Camarillo
cc: Gregory Ramirez
Administrative Services
Finance Department
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