Docusign Envelope ID: 5238FC1C- FF9F- 4286- B80E- A5E178F79E3B ITEM 5. 3
CITY MANAGER' SREPORT
SEPTEMBER 8, 2025 CITY COUNCIL REGULAR MEETING
ITEM: CITY COUNCIL TO CONSIDER APPROVING
AMENDMENTS TO THE CITY MANAGER AND CITY
ATTORNEY EMPLOYMENT AGREEMENTS, AND
APPROVING A ONE- TIME COMPENSATION BONUS
FOR THE CITY MANAGER, CITY ATTORNEY AND
POLICE CHIEF
RECOMMENDATION: Adopt Resolution Approving Amendment No. 7 to the City Manager Employment Agreement, Amendment
No. 5 to the City Attorney Agreement And A One -
Time Compensation Bonus for the City Manager, City
Attorney And Police Chief
SUMMARY:
The City Council reviews the performance of the three ( 3) City Council appointed officials, City Manager, City Attorney and Police Chief, each year in July pursuant to the Council' swritten procedures.
On July 14, 2025, and August 11, 2025, Regular City Council Meetings, the parties met in closed session for their performance discussions as required. The City Council completed the annual performance evaluations for the City Manager, City Attorney and Police Chief on August 11, 2025, and approved amendments to the employment contracts of the City Manager and City Attorney and a one- time performance bonus for City Manager, City Attorney and Police Chief
Tonight' s action formalizes the approval of the City Council action taken on August 11, 2025. Amendments to the Employment Contracts for City Manager and City Attorney and a Resolution authorizing a one- time performance bonus of 3% of gross salary for the City Manager, City Attorney and Police Chief have been prepared in accordance with the direction by a majority of the City Council and are recommended for adoption by the City Council.
REASON FOR RECOMMENDATION:
As directed by prior Council consensus, it is recommended that the City Council of the City of Lathrop hereby approve Amendment No. 7 to the City Manager Employment Agreement, Amendment No. 5 to the City Attorney Employment Agreement and a one- time performance bonus of 3% of gross salary to the City Manager, City Attorney and Police Chief.
FISCAL IMPACT:
The one- time performance bonus of 3% of gross salary for the City Manager, City Attorney and Police Chief is estimated to be approximately $ 26, 181 and will be paid out within each department' soperating budget.
Docusign Envelope ID: 5238FC1C- FF9F- 4286- B80E- A5E178F79E3B CITY MANAGER' S REPORT PAGE 2
SEPTEMBER 8, 2025 CITY COUNCIL MEETING
APPROVE AMENDMENTS TO EMPLOYMENT AGREEMENTS FOR THE CITY
MANAGER AND CITY ATTORNEY, AND ONE- TIME PERFORMANCE BONUS FOR
THE CITY MANAGER, CITY ATTORNEY AND POLICE CHIEF
The Department budgets will be evaluated during the Fiscal Year mid -year process, and staff will request an amendment should it be needed at that time. The one- time performance bonus breakdown is depicted in the table listed below.
Appointed Position
One- time
Performance Bonus
City Manager s9, 258
City Attorney s8, 628
Police Chief S8, 295
Total 26, 181
ATTACHMENTS:
A. Resolution Approving Amendments to Employment Agreements B. Amendment No. 7 to the City Manager Employment Agreement C. Amendment No. 5 to the City Attorney Employment Agreement APPROVALS:
rSigned
by:
ikaric, Soft
300061 OC 1..{x420...
Marcie Scott, HR Consultant
9/ 2/025
Date
Docusign Envelope ID: E1 B64ABE- C24- 4C14- B9AB- 5E75C32D067D Attachment A
RESOLUTION NO. 25-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP
APPROVING AMENDMENT NUMBER SEVEN TO THE CITY MANAGER
EMPLOYMENT AGREEMENT, AMENDMENT NUMBER FIVE TO THE CITY
ATTORNEY AGREEMENT AND A ONE- TIME COMPENSATION BONUS TO THE
CITY MANAGER, CITY ATTORNEY AND POLICE CHIEF
WHEREAS, the City Council reviews the performance of the three Council appointed officials, City Manager, City Attorney and Police Chief, each year in July pursuant to the Council' swritten procedures; and
WHEREAS, at the July 14, 2025 and August 11, 2025, regular City Council meetings, the parties met in closed session for their performance discussions as required; and
WHEREAS, the City Council completed the annual performance evaluations for the City Manager, City Attorney and Police Chief on August 11, 2025, and approved amendments to the employment contracts of the City Manager and City Attorney and a one- time performance bonus for City Manager, City Attorney and Police Chief; and WHEREAS, tonight' s action formalizes the approval of the City Council action taken on August 11, 2025; and
WHEREAS, Amendments to the Employment Contracts for City Manager and City Attorney and a Resolution authorizing a one- time performance bonus for the City Manager, City Attorney and Police Chief have been prepared in accordance with the direction by a majority of the City Council and are recommended for adoption by the City Council.
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Lathrop hereby approves Amendment Number Seven ( 7) to the City Manager Employment Agreement, Amendment Number Five ( 5) to the City Attorney Employment Agreement and a one- time performance bonus of 3% of gross salary to the City Manager, City Attorney and Police Chief.
Resolution No. 25- 373006. 2
Docusign Envelope ID: El B64ABE- C24- 4C14- B9AB- 5E75C32D067D The foregoing resolution was passed and adopted this 8th day of September 2025, by the following vote of the City Council, to wit:
AYES:
NOES:
ABSENT:
ABSTAIN :
Paul Akinjo, Mayor
ATTEST: APPROVED AS TO FORM:
DocuSigned by:
I ti
2DFDCD7611GD1AA...
A. Qt, I G. CotaAUuolti. 4
Teresa Vargas, City Clerk Michael G. Colantuono, Special Counsel Resolution No. 25- 373006. 2
Docusign Envelope ID: E1 B64ABE- C24- 4C14- B9AB- 5E75C32D067D Amendment Seven to Employment Agreement for City Manager Stephen J. Salvatore
EMPLOYEE CITY OF LATHROP
By: By:
Stephen J. Salvatore Paul Akinjo, Mayor
Date: Date:
APPROVED AS TO FORM:
pDocuSignad by:
gtt4dAzta G. Coto uoiA, b
2DFD0B76110B4AA...
Michael G. Colantuono, Special Counsel
ATTEST:
Teresa Vargas, City Clerk/ Government Services Director Attachments:
Exhibit " A" — Employment Agreement for Stephen J. Salvatore effective September 17, 2012 Exhibit " B" — Amendment Number One to Employment Agreement dated August 17, 2015 Exhibit " C" — Amendment Number Two to Employment Agreement dated November 19, 2018
Exhibit " D" —Amendment Number Three to Employment Agreement dated August 8, 2022 Exhibit " E" — Amendment Number Four to Employment Agreement dated August 14, 2023 Exhibit " F" — Amendment Number Five to Employment Agreement dated December 11, 2023 Exhibit " G" —Amendment Number Six to Employment Agreement dated September 9, 2024 Docusign Envelope ID: E1 B64ABE- CA24- 4C14- B9AB- 5E75C32D067D Attachment B
Amendment Number Seven to Employment Agreement Between the City of Lathrop and Stephen J. Salvatore
September 8, 2025
The original Employment Agreement between the City of Lathrop and Stephen J. Salvatore, attached hereto and incorporated herein as Exhibit " A", was entered into between the parties for services of City Manager on or about September 17, 2012.
On or about August 17, 2015, the City Council unanimously agreed to renew and extend the Employment Agreement (Amendment Number One) attached and hereto incorporated herein as Exhibit " B".
On or about November 19, 2018 the City Council approved Amendment Number Two, attached and incorporated herein as Exhibit " C".
On or about August 8, 2022 the City Council approved Amendment Number Three, attached and incorporated herein as Exhibit " D".
On or about August 14, 2023 the City Council approved Amendment Number Four, attached and incorporated herein as Exhibit " E".
On or about December 11, 2023, the Council approved Amendment Number Five, attached and incorporated herein as Exhibit " F".
On or about September 9, 2024, the Council approved Amendment Number Six, attached and incorporated herein as Exhibit " G".
The City Council hereby approves an amendment to strike Section 5 Automobile Allowance language and replace with new Section 5 language below.
Section 5: Use of City Pool Vehicle
Employee shall have the option for use of, or assignment of, a City pool vehicle for the regular course and scope of his duties. Normal off duty usage of the City vehicle is anticipated due to the significant amount of time expected from the City Manager outside of his normal work hours. The car allowance stipend of $450 per month shall be pro -rated through August 31, 2025. Effective September 1, 2025 Employee shall receive $ 450 per month to offset any tax liability resulting from the City pool vehicle benefit.
Unless specifically stated above, no other changes to the original agreement ( or Amendments) are intended by this Amendment.
Exhibit A to Attachment B
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (" Contract") is made and entered into this 17 day of September, 2012, by and between the City of Lathrop, California, a general law city organized under the laws of the State of California, hereinafter called " Employer," and Stephen J.
Salvatore, an individual, hereinafter called " Employee," and is effective as of September 17, 2012 (" Effective Date").
The parties agree as follows:
SECTION 1. DUTIES.
Employer hereby employs Employee as City Manager to perform the functions and duties specified in the laws of the State of California, the Municipal Code of the City of Lathrop, and the Ordinances and Resolutions of the City of Lathrop, and to perform such other legally permissible and proper duties and functions as the City Council shall from time to time assign.
SECTION 2. TERM.
A. The term of this Contract shall initially be for three ( 3) years, commencing as of the Effective Date, and shall be automatically renewed and extended for additional three ( 3) year periods at the end of each three year period, unless either party shall provide written notice of non -renewal at least ninety ( 90) days prior to the end of the period in which notice is given.
B. Nothing in this Contract shall prevent, limit, or otherwise interfere with the right of Employee to resign as City Manager or as an employee of the City at any time for any reason.
C. Employee shall remain in the exclusive employ of Employer, and shall neither accept other employment nor become employed by any other employer except upon written approval of Employer.
D. The term " employed" shall not be construed to include occasional teaching, writing, speaking, or consulting performed during Employee' stime off.
E. Employee' sinitial date of hire was January 1, 2008, but this Agreement is effective as the Effective Date specified above.
SECTION 3. SALARY.
Employer agrees to pay Employee, commencing with the Effective Date for his duties, the base annual salary of one hundred and seventy one thousand one hundred thirty one dollars
171,31) payable in installments at the same time and in the same manner as other Employees of the Employer are paid.
On the one ( 1) year anniversary of the Effective Date, the City Council shall conduct an annual performance evaluation. This evaluation shall be completed as a joint effort between Employee and Employer. If desired, an outside facilitator, to be mutually agreed upon by Employer and Employee, and at Employer' ssole cost, may be utilized. On the subsequent anniversaries, Employer may grant merit increases to the base annual salary and provide other benefits to Employee under this Contract at their discretion.
SECTION 4. HOURS OF WORK.
It is recognized that Employee must devote a great deal of time outside normal office hours to business ofEmployer. To that end, Employee will be granted management leave at a rate of four 4) weeks of management leave per calendar year. Management leave is fully credited on January 1St of each year.
SECTION 5. AUTOMOBILE ALLOWANCE.
Employer shall receive an a automobile allowance of $450. 00 per month for the general business use of his personal vehicle; however, Employer shall also reimburse Employee at the IRS standard mileage rate for any business use of his personal vehicle for any single business trip totaling more than 100 miles.
SECTION 6. TERMINATION.
This Contract shall terminate upon the occurrence of any of the following events:
A. The death of Employee.
B. The dissolution or bankruptcy ofEmployer.
C. The disability ofEmployee, as defined herein.
D. The majority of the City Council of Employer votes to terminate the Employee at a duly authorized meeting. Except for non -renewal of contract pursuant to 2A, the Employer however shall not terminate Employee within a " cooling off' period of ninety ( 90) days either before or after an election for which a City Council Member is elected.
E. If the Employer, citizens or legislature act or acts to amend any provision of applicable law that substantially changes the role, powers, duties, authority, or responsibilities of the Employee, the Employee shall have the right to declare that such amendments constitute termination.
F. If the Employer reduces the base salary, compensation or any other financial benefit of the Employee, unless any such reduction is pursuant to a City wide furlough program, such action shall constitute a breach of this Contract and will be regarded as termination.
G. If the Employee resigns following an offer to accept resignation, by majority of the City Council of Employer, then the Employee may declare a termination as of the date of the requested resignation.
H. Breach of contract declared by either party with a thirty ( 30) day cure period for either Employee or Employer to be provided. Written notice of a breach of contract shall be provided.
I. Conviction of Employee of any public offense that is a felony, and/ or involves moral turpitude, and / or the punishment for which includes a prohibition of holding public employment.
SECTION 7. CONFIDENTIALITY.
Unless the Employee expressly requests otherwise in writing, the evaluation of the Employee during his service as City Manager shall at all times be conducted in closed session of the City Council and shall be considered confidential to the full extent permitted by law. Nothing herein shall prohibit the Employer or the Employee from sharing the content of Employee' s evaluation with their respective legal counsel.
SECTION 8. SEVERANCE P AY.
If this Contract is terminated pursuant to Section 6, Paragraph B, D, E, F, G or City breach of Contract, Employer shall pay severance to Employee in the amount of six ( 6) months' salary.
Instead of six of severance pay in accordance with this Section, Employee may elect to treat the non -renewal of the Contract ( as described in herein and in Section 2) as a termination that entitles him to three ( 3) months' severance pay in addition to regular pay during the 90 day notice period of non -renewal referenced in Section 2A.
If this contract is terminated for any reason specified herein, Employee shall be paid for all accrued and unused sick leave, vacation time, paid holidays; and the value of all benefits including employer' s
contribution to PERS, Health Insurance allowance, and car allowance.
Severance will be paid in one payment within 30 days oftermination.
SECTION 9. NOTICE TO RESIGN
Employee may terminate this Contract by providing written notice to the City at least thirty (30) days prior to the effective date of resignation. The Employer shall have no further obligation to provide payments and benefits to Employee for his service as City Manager after the effective date of the resignation except for all accrued and unused management leave, sick leave and vacation time. The City requests that Employee provide six ( 6) to twelve ( 12) months advance notice in the event that he determines to retire from service.
SECTION 10. INDEMNIFICATION.
Employer shall defend, save harmless and indemnify Employee in accordance with Division 3. 6 of the California Government Code, commencing with section 810.
SECTION 11. BONDING.
Employer shall bear the full cost of any fidelity or other bonds required of the Employee under any law or ordinance.
SECTION 12. DISABILITY, ADJUSTMENTS, HEALTH AND LIFE
INSURANCE, COST -OF -LIVING, VACATION AND SICK LEAVE.
Unless otherwise specifically provided herein, all provisions of the Municipal Code and regulations and rules of Employer relating to vacation and sick leave, retirement system contributions, holidays and other fringe benefits and working conditions as they now exist or hereafter may be amended also shall apply to Employee as they would to other unrepresented employees of the Employer. An annual cost of living increase adjustment shall be applied to the base annual salary going forward to Employee as established for all other non -represented employees. Additionally, Employee will accrue vacation and sick leave at a rate as outlined in the City' s
Administrative Policies Manual based on his initial hire date.
SECTION 13. RETIREMENT.
Employer shall pay Employee' scontribution to the Public Employees Retirement System in accordance with adopted policies ofEmployer.
SECTION 14. NOTICES.
Notices pursuant to this Contract shall be in writing given by deposit in the custody of the United States Postal Service, postage prepaid, addressed as follows:
1) Employer
2) Employee
Mayor, City of Lathrop, 390 Towne Centre Drive, Lathrop, CA At his address as reflected in his personnel records of the City.
Alternatively, notices required pursuant to this Contract may be personally served in the same manner as is applicable to civil judicial process. Notice shall be deemed given as of the date of personal service or as of the date of deposit of such written notice in the course of transmission in the United States Postal Service.
SECTION 15. GENERAL PROVISIONS.
A. The text herein shall constitute the entire Contract between the parties.
B. If any provision, or any portion thereof, contained in this Contract is held unconstitutional, invalid or unenforceable, the remainder of this Contract, or portion thereof, shall be deemed severable, shall not be affected and shall remain in full force and effect.
IN WITNESS WHEREOF, the City of Lathrop has caused this Contract to be signed and executed in its behalf by its Mayor and duly attested by its City Clerk, and the Employee has signed and executed this Contract, both in duplicate, the day and year first above written.
EMPLOYEE
Date:
p en J. Salvatore
112 ira
APPROVED AS TO FO .
Salvador Navarrete, City Attorney
ATTEST:
Mitzi rtiz, C. Clerk 21V4)
CITY OF LATH OP
J Chaka
Date: c
Exhibit B to Attachment B
Amendment Number One to Employment Agreement between
The City of Lathrop and Stephen J. Salvatore
August 17, 2015
The original Employment Agreement between the City of Lathrop and Stephen J. Salvatore, attached hereto and incorporated herein as Exhibit "A", was entered into between the parties for the services of City Manager on or about September 17, 2012.
The City Council has met and unanimously agreed to renew and extend this Employment Agreement pursuant to the conditions as described in Section 2 of the Employment Agreement.
IN WITNESS WHEREOF the City of Lathrop has caused this Amendment No. 1 to be signed and executed in its behalf by its Mayor and duly attested by its City Clerk, and the employee has signed and executed this Amendment both in duplicate.
EMPLOYEE CITY OF LATHROP
B:
ephen J. Salvatore Sonny Dhaliwal, Mayor
Date: R• /?•/5
APPROVED AS TO FORM:
Salvador Navarrete, City Attorney
ATTEST:
fru4sa Vargas,
Date:
Attachment: Exhibit A — Employment Agreement for Stephen J. Salvatore effective September 17, 2012 1 Exhibit C to Attachment B
Amendment Number Two to Employment Agreement Between the City of Lathrop and Stephen J. Salvatore
November 19, 2018
The original Employment Agreement between the City of Lathrop and Stephen J. Salvatore, attached hereto and incorporated herein as Exhibit "A", was entered into between he parties for services of City Manager on or about September 17, 2012.
On or about August 17, 2015, the City council unanimously agreed to renew and extend the Employment Agreement pursuant to the conditions as described in Section 2 of the Employment Agreement, attached hereto and incorporated herein as Exhibit " B". In addition, the Employment Agreement automatically renewed for an additional 3 years in September 2018.
The City Council has met and with a vote of 4-0, with Councilmember Dresser absent, approves the following amendment to the Employment Agreement, effective November 19, 2018:
1. Increase current base annual salary by 5%;
2. Up to forty ( 40) hours of sick leave can be cashed out annually; and
3. Employer will contribute $2, 179 per month towards the Employee' shealth, dental and vision insurance benefits, and any such increases to benefits provided to other management employees.
Unless specifically stated above, no other changes to the original agreement ( or Amendment One) are intended by this Agreement.
EMPLOYEE
B•
en J. Salvatore
Date: 6f'° i•JS
APPROVED AS TO FORM:
Salvador Navarrete, City Attorney
A I _LEST:
resa Vargas, City Cler
CITY OF LATHROP
By:
Sonny Dhaliwal, Mayor
Date: //// 7
Attachments:
Exhibit "A" — Employment Agreement for Stephen J. Salvatore effective September 17, 2012 Exhibit " B" — Amendment Number One to Employment Agreement dated August 17, 2015 Exhibit D to Attachment B
Amendment Number Three to Employment Agreement Between the City of Lathrop and Stephen J. Salvatore
August 8, 2022
The original Employment Agreement between the City of Lathrop and Stephen J. Salvatore, attached hereto and incorporated herein as Exhibit " A", was entered into between the parties for services of City Manager on or about September 17, 2012.
On or about August 17, 2015, the City Council unanimously agreed to renew and extend the Employment Agreement ( Amendment Number One) attached and hereto incorporated herein as Exhibit " B".
On or about November 19, 2018 the City Council approved Amendment Number Two, attached and incorporated herein as Exhibit " C".
The City Council hereby approves a performance -based increase in the City Manager' scurrent base salary of 6% , effective July 11, 2022.
Unless specifically stated above, no other changes to the original agreement ( or Amendments) are intended by this Amendment.
EMPLOYEE
By:
Stephen J. Salvatore
Date: 0/$ I2z'
APPROVED AS TO FORM:
Michael G. Cclantuono
Special Counsel
ATTEST:
eresa Vargas, City CIefK/ Government Services Director
Sonny Dhaliwal, Mayor
Date:
Attachments:
Exhibit " A" — Employment Agreement for Stephen J. Salvatore effective September 17, 2012 Exhibit " B" — Amendment Number One to Employment Agreement dated August 17, 2015 Exhibit " C" — Amendment Number Two to Employment Agreement dated November 19, 2018 Exhibit E to Attachment B
Amendment Number Four to Employment Agreement Between the City of Lathrop and Stephen J. Salvatore
August 14, 2023
The original Employment Agreement between the City of Lathrop and Stephen J. Salvatore, attached and incorporated herein as Exhibit " A," was entered into between the parties for services of City Manager on or about September 17, 2012.
On or about August 17, 2015, the City Council approved Amendment Number One to the Employment Agreement, which is attached and incorporated herein as Exhibit " B." On or about November 19, 2018, the City Council approved Amendment Number Two, which is attached and incorporated herein as Exhibit " C."
On or about August 8, 2022, the City Council approved Amendment Number Three, which is attached and incorporated herein as Exhibit " D."
The City Council hereby approves an amendment to the first paragraph of Section 8 of the Employment Agreement to read as follows:
If this Contract is terminated pursuant to Section 6, Paragraph B, D, E, F, G, or City breach of Contract, Employer shall pay severance to Employee in the amount of twelve ( 12) months of salary. Instead of twelve months of severance pay in accordance with this Section, Employee may elect to treat the non -renewal of the Contract ( as described in Section 2) as a termination that entitles him to nine (9) months of severance pay in addition to regular pay during the 90 day notice period of non- renewal referenced in Section 2A. This provision shall be limited by the requirements of Government Code sections 53260 and 53621.
Unless specifically stated above, no other changes to the original agreement ( or Amendments) are intended by this Amendment.
EMPLOYEE
Date: f •1c• Z3
APP' o ,. ' AS TO FORM:
Counsel
CITY
By:
Date: g1/ 1112.;
A EST:
resa Vargas, City Clerk/ Go i fnent Services Manager
Attachments:
Exhibit " A" — Employment Agreement for Stephen J. Salvatore effective September 17, 2012 Exhibit " 8" — Amendment Number One to Employment Agreement dated August 17, 2015 Exhibit " C" — Amendment Number Two to Employment Agreement dated November 19, 2018 Exhibit " D" — Amendment Number Three to Employment Agreement dated August 8, 2022 Exhibit F to Attachment B
Amendment Number Five to Employment Agreement between
The City of Lathrop and Stephen J. Salvatore
December 11, 2023
The original Employment Agreement between the City of Lathrop and Stephen J. Salvatore, attached hereto and incorporated herein as Exhibit " A", was entered into between the parties for the services of City Manager on or about September 17, 2012.
On or about August 17, 2015, the City Council approved Amendment Number One to the Employment Agreement, which is attached and incorporated herein as Exhibit " B." On or about November 19, 2018, the City Council approved Amendment Number Two, which is attached and incorporated herein as Exhibit " C."
On or about August 8, 2022, the City Council approved Amendment Number Three, which is attached and incorporated herein as Exhibit" D."
On or about August 14, 2023, the City Council approved Amendment Number Four, which is attached and incorporated herein as Exhibit" E."
The City Council hereby approves an amendment to the second paragraph of Section 8 of the Employment Agreement to read as underlined below:
If this contract is terminated for any reason specified herein, Employee shall be paid for all accrued and unused sick leave, vacation time, paid holidays; and the value of all benefits including employer' scontribution to PERS, Health Insurance allowance, and car allowance.
Severance will be paid in one payment within 30 days of termination. Employee shall cash out 14 hours per pay period of accrued unused sick leave, so long as the accrued sick leave balance remains at a minimum of 160 hours. Increments of less than 14 hours above 160 hours of accrued sick leave will not be cashed out.
Unless specifically stated above, no other changes to the original agreement ( or Amendments) are intended by this Amendment.
EMPLOYEE CITY OF THROP
ephen J. Salvatore Sonny Dhaliwal, Mayor
Date: l a2 !( IIG_ Date: ail/ /a3
APPROVED AS TO FORM:
Salvador Navarrete, City Attorney
ATTEST:
eresa Vargas, City CI
Attachments:
Exhibit " A"— Employment Agreement for Stephen J. Salvatore effective September 17, 2012 Exhibit " B"— Amendment Number One to Employment Agreement dated August 17, 2015 Exhibit " C"— Amendment Number Two to Employment Agreement dated November 19, 2018 Exhibit " D"— Amendment Number Three to Employment Agreement dated August 8, 2022 Exhibit "E"— Amendment Number Four to Employment Agreement dated August 14, 2023 Docusign Envelope ID: EC109194- 003E- 4652- 8EDA- 4A1C43429B98 Exhibit G to Attachment B Amendment Number Six to Employment Agreement Between the City of Lathrop and Stephen J. Salvatore, City Manager
September 9, 2024
The original Employment Agreement between the City of Lathrop and Stephen J. Salvatore, attached hereto and incorporated herein as Exhibit " A", was entered into between the parties for services of City Manager on or about September 17, 2012.
On or about August 17, 2015, the City Council unanimously agreed to renew and extend the Employment Agreement ( Amendment Number One) attached and hereto incorporated herein as Exhibit " B".
On or about November 19, 2018 the City Council approved Amendment Number Two, attached and incorporated herein as Exhibit " C".
On or about August 8, 2022 the City Council approved Amendment Number Three, attached and incorporated herein as Exhibit " D".
On or about August 14, 2023 the City Council approved Amendment Number Four, attached and incorporated herein as Exhibit " E".
On or about December 11, 2023 the City Council approved Amendment Number Five, attached and incorporated herein as Exhibit " F".
The Council hereby approves a merit increase of 3% to base salary effective July 6, 2024.
Unless specifically stated above, no other changes to the original agreement ( or Amendments) are intended by this Amendment.
EMPLOYEE CITY OF LATHROP
Date:
Brfil": 4"/:
ephen J. Salvatore Sonny Dhaliwal, Mayor
APPROVED AS TO FORM:
ooc. Sipo. dby:
LWOkla a morrow LUP Wtl /01 IVtl4M...
Michael G. Colantuono, Special Counsel
ATTEST:
Date:
resa Vargas, City Cleltk/ Government Services Director
1 Docusign Envelope ID: EC109194- 003E- 4652- 8EDA- 4A1C43429B98 Attachments:
Exhibit "A" — Employment Agreement for Stephen J. Salvatore effective September 17, 2012 Exhibit " B" — Amendment Number One to Employment Agreement dated August 17, 2015 Exhibit " C" — Amendment Number Two to Employment Agreement dated November 19, 2018 Exhibit " D" —Amendment Number Three to Employment Agreement dated August 8, 2022 Exhibit " E" — Amendment Number Four to Employment Agreement dated August 14, 2023 Exhibit " F" — Amendment Number Five to Employment Agreement dated December 11, 2023 2 Docusign Envelope ID: E1 B64ABE- CA24- 4C14- B9AB- 5E75C32D067D Attachment C
Amendment Number Five to Employment Agreement Between the City of Lathrop and Salvador V. Navarrete, City Attorney September 8, 2025
The original Employment Agreement between the City of Lathrop and Salvador V. Navarrete, attached hereto and incorporated herein as Exhibit " A", was entered into between the parties for services of City Attorney on or about January 14, 2008.
On or about November 19, 2018 the City Council unanimously approved Amendment Number One, attached herein as Exhibit " B".
On or about August 8, 2022 the City Council approved Amendment Number Two, attached herein as Exhibit " C".
On or about August 14, 2023 the City Council approved Amendment Number Three, attached herein as Exhibit " D".
On or about September 9, 2024 the City Council approved Amendment Number Four, attached herein as Exhibit " E".
The City Council hereby approves an amendment to strike Section 5 Automobile Allowance language and replace with new Section 5 language below.
Section 5: Use of City Pool Vehicle
Employee shall have the option for use of, or assignment of, a City pool vehicle for the regular course and scope of his duties. Normal off duty usage of the City vehicle is anticipated due to the significant amount of time expected from the City Attorney outside of his normal work hours.
The annual car allowance stipend of $5, 400 shall be pro -rated through August 31, 2025. Effective September 1, 2025 Employee shall receive $ 450 per month to offset any tax liability resulting from the City pool vehicle benefit.
Unless specifically stated above, no other changes to the original agreement (or Amendments) are intended by this Amendment.
EMPLOYEE CITY OF LATHROP
By: By:
Salvador V. Navarrete Paul Akinjo, Mayor
Date: Date:
Docusign Envelope ID: E1 B64ABE- C24- 4C14- B9AB- 5E75C32D067D Amendment Number Five to City Attorney Employment Agreement APPROVED AS TO FORM:
DocuSIgned by:
u4alG. GetzuAhittivh
2DFD0B76110B4AA...
Michael G. Colantuono, Special Counsel
ATTEST:
Teresa Vargas, City Clerk/ Government Services Manager
Attachments:
Exhibit " A" — Employment Agreement for Salvador V. Navarrete effective January 14, 2008 Exhibit " B" — Amendment Number One to Employment Agreement dated November 19, 2018 Exhibit " C" — Amendment Number Two to Employment Agreement dated August 8, 2022 Exhibit " D" — Amendment Number Three to Employment Agreement dated August 14, 2023 Exhibit " E" — Amendment Number Four to Employment Agreement dated September 9, 2024 Exhibit A to Attachment C
EMPLOYMENT CONTRACT
THIS EMPLOYMENT CONTRACT (" Contract") is made and entered into this 1 lth day ofDecember, 2007, by and between the City of Lathrop, California, a general law city organized under the laws ofthe State of California, hereinafter called " Employer," and Salvador V. Navarrete, an individual, hereinafter called Employee," and is effective as of January 14, 2008 (" Effective Date").
The parties agree as follows:
SECTION 1. DUTIES.
A. General.
Employer hereby employs Employee as City Attorney to perform the functions and duties specified in the laws of the State of California, the Municipal Code of the City of Lathrop, and the Ordinances and Resolutions of the City of Lathrop, and to perform such other legally permissible and proper duties and functions as the City Council shall from time to time assign.
B. Description of Duties.
In amplification of Section 1A. ofthe Contract, Employee shall serve as general counsel and chief legal advisor to employer, and perform all legal duties for Employer, except i) When, in the opinion of Employer, it would be more appropriate to hire outside specialist counsel. In such event, Employee shall assist Employer in selecting such outside specialist counsel. Such outside specialist counsel may serve in lieu of Employee on any particular matter, or may assist Employee; or
ii) When counsel for Employer is otherwise provided, as in the case of counsel provided by insurers in connection with various insurance policies held by Employer, or provided by the Risk Management Authority of which Employer is a member; or iii) When a conflict exists such that Employee is prohibited by law or rules of professional conduct from representing or advising Employer.
C. In further amplification of Section 1.A. ofthis contract, Employee shall, unless excused by Employer, attend all meetings of the City Council and the Planning Commission of the City of Lathrop, and meetings of such other Boards or Commissions ofthe City as the City Council may, from time to time, direct.
D. In further amplification of Section 1. Aof this Contract, it is recognized and agreed that Employee reports to the City Council ofEmployer, and not to the City Manager of Employer, but Employee will co- ordinate with the City Manager of Employer to ensure the legal needs ofEmployer are met. Employee shall operationally be considered a department head with all the rights, duties and obligations thereof.
SECTION 2. TERM.
A. The term ofthis Contract shall initially be for five (5) years, commencing as of the Effective Date, and shall be automatically renewed and extended for an additional five ( 5) year period at the end of each renewal and extension period, unless either party shall provide written notice of non -renewal at least ninety (90) days prior to the end of the period in which notice is given. In the event Employer declares its intention not to renew and extend this Contract, then Employee, while continuing to perform all of his duties hereunder, may undertake the pursuit of new employment opportunities.
B. Nothing in this Contract shall prevent, limit, or otherwise interfere with the right of Employee to resign at any time for any reason.
C. Notwithstanding any other provision in this Section 2, this Contract may be earlier terminated in accordance with Section 7 ofthis Contract D. Employee shall remain in the exclusive employ ofEmployer, and shall neither accept other employment nor become employed by any other employer except upon written approval ofEmployer.
E. The term " employed" shall not be construed to include occasional teaching, writing, speaking, or consulting performed during Employee' stime off.
SECTION 3. DISABILITY.
IfEmployee shall, for whatever reason, become incapable of performing any of the essential functions of City Attorney, even with reasonable accommodation by Employer, either
1. Permanently, or
2. For a period exceeding the period of leave available to the Employee under the Family Medical Leave Act or the California Family Rights Act, or accrued sick leave, whichever is longer, then Employee shall be deemed to have suffered a disability. Employer and Employee agree that the time period specified in this paragraph 2 is a reasonable accommodation by Employer, and that granting longer time would be an undue hardship on Employee.
SECTION 4. SALARY.
Employer agrees to pay Employee, effective January 14, 2008, for his duties, a base annual salary of one hundred fifty thousand dollars ($ 150, 00) payable in installments at the same time and in the same manner as other Employees ofthe Employer are paid.
The City Council shall conduct an annual performance evaluation within fifteen ( 15) days of January 14th each year commencing in 2009. This evaluation shall be completed as a joint effort between Employee and Employer. If desired, an outside facilitator, to be mutually agreed upon by Employer and Employee, and at Employer' ssole cost, may be utilized. Upon satisfactory completion of this annual performance review, Employer may grant merit increases to the base salary and other benefits to provide to Employee under this Contract. Any such modifications shall be in writing and signed by Employee and Employer.
SECTION 5. HOURS OF WORK.
It is recognized that Employee must devote a great deal of time outside normal office hours to business of Employer. To that end, Employee will be granted fifteen ( 15) days of management leave per calendar year.
Management leave is fully credited on January 1' of each year and cannot be cashed out or rolled over.
SECTION 6. AUTOMOBILE ALLOWANCE.
Employer shall receive an automobile allowance of $450. 00per month for the general business use of his personal vehicle; however, Employer shall also reimburse Employee at the IRS standard mileage rate for any business use of his personal vehicle for any single business trip totaling more than 100 miles.
SECTION 7. TERMINATION
This Contract shall terminate upon the occurrence of any of the following events:
A. The death of Employee.
B. The dissolution or bankruptcy of Employer.
C. The disability ofEmployee, as defined in Section 3 of this Contract.
D. The majority ofthe City Council ofEmployer votes to terminate the Employee at a duly authorized meeting.
E. Ifthe Employer, citizens or legislature act or acts to amend any provision of applicable law that substantially changes the role, powers, duties, authority, or responsibilities ofthe Employee, the Employee shall have the right to declare that such amendments constitute termination.
F. If the Employer reduces the base salary, compensation or any other financial benefit ofthe Employee, unless it is applied in no greater percentage than the average reduction of all department heads, such action shall constitute a breach of this Contract and will be regarded as termination.
G. Ifthe Employee resigns following an offer to accept resignation, or a suggestion that Employee resign, whether formal or informal, by any member of the City Council of Employer acting as representative ofthe majority of the City Council, then the Employee may declare a termination as ofthe date of the suggestion.
H. Breach of contract declared by either party with a
thirty (30) day cure period for either
Employee or Employer to be provided. Written notice of a breach of contract shall be provided.
I. Conviction ofEmployee of any public offense that is a felony, and/ orinvolves moral turpitude, and/ or the punishment for which includes a prohibition of holding public employment.
SECTION 8. CONFIDENTIALITY
A. Unless the Employee expressly requests otherwise in writing, the evaluation ofthe Employee shall at all times be conducted in closed session ofthe City Council and shall be considered confidential to the maximum and full extent permitted by law. Nothing herein shall prohibit the Employer or the Employee from sharing the content ofthe City Attorney' sevaluation with their respective legal counsel.
B. In the event of termination or resignation, the Employer and Employee agree not to make comments or statements about each other and shall respond to inquiries by only confirming that such termination or resignation occurred. In addition, the Employer and Employee agree not to discuss the circumstances surrounding employment and termination with any person other than their respective legal counsel, including but not limited to members of the media, public, and City staff.
SECTION 9. SEVERANCE PAY
Ifthis Contract is terminated because of the reasons specified in Section 7. C, 7. D, 7.E, 7.F, 7. G, or an uncured breach by Employer pursuant to 7. H, Employer shall pay severance pay to Employee up to a maximum of nine ( 9) months' salary. Employee may elect to treat the non -renewal ofthe Contract ( as described in Section
2.A) as a termination that entitles him to severance pay in accordance with this Section. A severance bank of six 6) months pay is granted on the 61s` day after the Effective Date of this Contract. Employee thereafter shall earn one (1) additional month of severance per year of service, not to exceed a combined total of nine ( 9) months severance.
IfEmployee is terminated by the Employer within the three (3) months preceding or following a General Election where one or more City Council seats are contested on the ballot of such election ( the election cool -offperiod"), then Employee will be granted an additional three ( 3) months severance salary only — no payout on additional benefits or leave accruals) to the severance bank currently earned.
Ifthis contracted is terminated for any reason specified in Section 7 within the first 60 days of employment, Employee will receive three ( 3) months of severance pay.
Ifthis contract is terminated for any reason specified in Section 7, Employee shall be paid for all accrued and unused sick leave, vacation time, paid holidays;
contribution to
and the cash value of all benefits including employer' s PERS, Health Insurance allowance, and car allowance. Severance will be paid in monthly installments equal in number to the number of months' severance due employee pursuant to this Section.
SECTION 10. NOTICE TO RESIGN
Employee may terminate this Contract by providing written notice to the City at least thirty (30) days prior to the effective date ofresignation. The City shall have no further obligation to provide payments and benefits after the effective date ofthe resignation. The City requests that Employee provide six (6) to twelve ( 12) months advance notice in the event that he determines to retire from service.
SECTION 11. VACATION AND SICK LEAVE.
Employee will accrue vacation at a rate of fifteen ( 15) days per year. Up to forty (40) hours ofunused vacation hours earned may be cashed out. Employee will accrue ninety- six (96) hours of sick leave per year. Up to forty ( 40) hours of sick leave can be cashed out annually after Employee accrues ninety- six (96) hours. There is no cap on accrual.
SECTION 12. DISABILITY, COST -OF -LIVING ADJUSTMENTS, HEALTH AND LIFE INSURANCE.
Employee shall be provided the same disability, COLA adjustments (beginning with 2008 adjustment), health, dental, vision and life insurance benefits that are presently provided to other management employees of Employer and any such increases to benefits will not require City Council action to be effective. Employer will contribute $ 1, 620 per month towards Employee' scafeteria plan.
SECTION 13. RETIREMENT.
Employer shall pay Employee' scontribution to the Public Employees Retirement System in accordance with adopted policies of Employer.
SECTION 14. DUES AND SUBSCRIPTIONS.
Employer shall budget and pay for the professional dues and subscriptions ofEmployee necessary for his continuation and full participation in national, regional, state and local associations and organizations necessary and desirable for his continued professional participation, growth and advancement and for the good of Employer.
SECTION 15. PROFESSIONAL DEVELOPMENT.
A. Employer shall budget for and pay the travel and subsistence expenses ofEmployee for professional official travel, meetings and occasions ( maximum of three annually) adequate to continue the professional development ofEmployee and to adequately pursue necessary official and other functions for Employer, including but not limited to the League of California Cities and such other national, regional, state and local governmental groups and committees thereof of which Employee may serve as a member. Employer shall budget and pay for the travel and subsistence expense ofEmployee for short courses, institutes and seminars necessary for her professional development and for the good of the Employer.
SECTION 16. REIMBURSEMENT OF EXPENSES.
To the extent Employee necessarily incurs expenses in the performance of her duties, Employee will receive prompt reimbursement therefore. Employee shall submit a claim form to Employer in the form and manner required of any employee. The requirement for a claim form shall apply to mileage reimbursement under Section 6 of this Contract.
SECTION 17. INDEMNIFICATION.
Employer shall defend, save harmless and indemnify Employee in accordance with Division 3. 6 of the California Government Code, commencing with section 810.
SECTION 18. BONDING.
Employer shall bear the full cost of any fidelity or other bonds required of the Employee under any law or ordinance.
SECTION 19. OTHER TERMS AND CONDITIONS OF EMPLOYMENT.
Unless otherwise specifically provided herein, all provisions of the Municipal Code and regulations and rules ofEmployer including but not limited to those relating to vacation and sick leave, retirement system contributions, holidays and other fringe benefits and working conditions, as they now exist or hereafter may be amended also shall apply to Employee as they would to other unrepresented employees of the Employer.
SECTION 20. NOTICES.
Notices pursuant to this Contract shall be in writing given by deposit in the custody of the United State Postal Service, postage prepaid, addressed as follows:
1) Employer:
2) Employee:
Mayor, City of Lathrop, 390 Towne Centre Drive, Lathrop, CA 95330 Salvador V. Navarrete,
Alternatively, notices required pursuant to this Contract may be personally served in the same manner as is applicable to civil judicial process. Notice shall be deemed given as of the date of personal service or as of the date of deposit of such written notice in the course of transmission in the United States Postal Service.
SECTION 21. GENERAL PROVISIONS.
A. The text herein shall constitute the entire Contract between the parties.
B. Ifthe Employee dies prior to the expiration of the term of employment, any monies that may be due to him from Employer under this Agreement as of the date of his death shall be paid to his beneficiaries or personal representatives.
C. This Contract shall become effective on the date first written above.
D. If any provision, or any portion thereof, contained in this Contract is held unconstitutional, invalid or unenforceable, the remainder ofthis Contract, or portion thereof, shall be deemed severable, shall not be affected and shall remain in full force and effect.
IN WITNESS WHEREOF, the City of Lathrop has caused this Contract to be signed and executed in its behalf by its Mayor and duly attested by its City Clerk, and the Employee has signed and executed this Contract, both in duplicate, the day and year first above written.
EMPLOYER"
CITY OF . throp
By:
Kris
Rick Caldeira, City Clerk
APPROVED AS TO FORM:
JO . STOVALL, Interim City Attorney
Salvador V. Navarrete
Exhibit B to Attachment C
Amendment Number One to Employment Agreement Between the City of Lathrop and Salvador V. Navarrete
November 19, 2018
The original Employment Agreement between the City of Lathrop and Salvador V. Navarrete, 'attached hereto and incorporated herein as Exhibit " A", was entered into between the parties for services of City Attorney on or about January 14, 2008.
The Employment Agreement has automatically renewed in January of 2013 and January of 2018 pursuant to the conditions as described in Section 2 of the Employment Agreement, attached hereto and incorporated herein as Exhibit "B".
The City Council has met and with a vote of 4-0, with Councilmember Dresser absent, approves the following amendment to the Employment Agreement, effective November 19, 2018:
1. Increase current base salary by 5%; and
2. If Employee resigns his position, he will be paid for all accrued and unused management leave, sick leave and vacation time.
Unless specifically stated above, no other changes to the original agreement ( or Amendment One) are intended by this Agreement.
EMPLOYEE CITY OF LATHROP
By: — By:
Salvador V. Navarrete Sonny Dhaliwal, Mayor
Date: I /-/ -/
APPROVED AS TO FORM:
paL- 9(
ATTEST:
eresa Vargas, City Cl
Date: 1VIl 7/ 5
Attachments:
Exhibit "A" — Employment Agreement for Salvador V. Navarrete effective January 14, 2008. ai
Amendment Number One to Employment Agreement Between the City of Lathrop and Salvador V. Navarrete
November 19, 2018
The original Employment Agreement between the City of Lathrop and Salvador V. Navarrete; attached hereto and incorporated herein as Exhibit "A", was entered into between the parties for services of City Attorney on or about January 14, 2008.
The Employment Agreement has automatically renewed in January of 2013 and January of 2018 pursuant to the conditions as described in Section 2 of the Employment Agreement, attached hereto and incorporated herein as Exhibit " B".
The City Council' has met and with a vote of 4-0, with Councilmember Dresser absent, approves the following amendment to the Employment Agreement, effective November 19, 2018:
1. Increase current base salary by 5%; and
2. If Employee resigns his position, he will be paid for all accrued and unused management leave, sick leave and vacation time.
Unless specifically stated above, no other changes to the original agreement ( or Amendment One) are intended by this Agreement.
EMPLOYEE CITY OF LATHROP
By:
Salvador V. Navarrete
Date:
APPROVED AS TO FORM:
L
fcil? e( G• c, i4J(- v.
ATTEST:
Teresa Vargas, City Clerk
1 CA, . 3- ff
By:
Sonny Dhaliwal, Mayor
Date:
Attachments:
Exhibit " A" — Employment Agreement for Salvador V. Navarrete effective January 14, 2008.
Pqcst.
Exhibit C to Attachment C
Amendment Number Two to Employment Agreement Between the City of Lathrop and Salvador V. Navarrete
August 8, 2022
The original Employment Agreement between the City of Lathrop and Salvador V. Navarrete, attached hereto and incorporated herein as Exhibit "A", was entered into between the parties for services of City Attorney on or about January 14, 2008.
On or about November 19, 2018 the City Council unanimously approved Amendment Number One, attached herein as Exhibit " B".
The City Council hereby approves a performance -based increase to current base salary of 5% effective July 11, 2022.
Unless specifically stated above, no other changes to the original agreement ( or Amendments) are intended by this Amendment.
EMPLOYEE i
CITY OF LATHROP
By:
Salvador V. Navarrete
Date: e/ o/ n'
APPROVED AS TO FORM:
Michael G. C olantuono
Special Counsel
ATTEST:
eresa Vargas, City CI Government Services Director
orSny Dhali al, Mayor
Date: S7t/ ZZ
Attachments:
Exhibit " A" — Employment Agreement for Salvador V. Navarrete effective January , 2008 Exhibit " B" —Amendment Number One to Employment Agreement dated November 19, 2018 Exhibit D to Attachment C
Amendment Number Three to Employment Agreement Between the City of Lathrop and Salvador V. Navarrete
August 14, 2023
The original Employment Agreement between the City of Lathrop and Salvador V. Navarrete, attached and incorporated herein as Exhibit " A," was entered into between the parties for services of City Attorney on or about January 14, 2008.
On or about November 19, 2018, the City Council approved Amendment Number One, which is attached and incorporated herein as Exhibit " B."
On or about August 8, 2022, the City Council approved Amendment Number Two, which is attached and incorporated herein as Exhibit " C."
The City Council hereby approves an amendment to the first paragraph of Section 9 to read as follows:
if this Contract is terminated because of the reasons specified in Section 7. C, 7. D, 7. E,
7. F, 7. G, or an uncured breach by Employer pursuant to 7. H, Employer shall pay severance pay to Employee of twelve ( 12) months of salary. Employee may elect to treat the non -renewal of the Contract ( as described in Section 2.A) as a termination that entitles him to severance pay in accordance with this Section. This provision shall be limited by the requirements of Government Code sections 53260 and 53621.
The City Council hereby further approves the deletion of the third paragraph of Section 9.
Unless specifically stated above, no other changes to the original agreement (orAmendments) are intended by this Amendment.
EMPLOYEE i CITY OF LATH
By:
Salvador V. Navarrete
Date: e-- iv' toZ.
APPROVED AS TO FORM:
pecial Couns
By:
Paul Ak ice Mayo
Date: Yl/ [/ 7/ 2-. 5
ATTEST:
eresa Vargas, City Clerk/ ernment Services Manager
Attachments:
Exhibit "A" — Employment Agreement for Salvador V. Navarrete effective January , 2008 Exhibit " B" — Amendment Number One to Employment Agreement dated November 19, 2018 Exhibit " C" —Amendment Number Two to Employment Agreement dated August 8, 2022 Docusign Envelope ID: EC109194- 003E- 4652- 8EDA- 4A1C43429B98 Exhibit E to Attachment C Amendment Number Four to Employment Agreement Between the City of Lathrop and Salvador V. Navarrete, City Attorney September 9, 2024
The original Employment Agreement between the City of Lathrop and Salvador V. Navarrete, attached hereto and incorporated herein as Exhibit " A", was entered into between the parties for services of City Attorney on or about January 14, 2008.
On or about November 19, 2018 the City Council unanimously approved Amendment Number One, attached herein as Exhibit " B".
On or about August 8, 2022 the City Council approved Amendment Number Two, attached herein as Exhibit " C".
On or about August 14, 2023 the City Council approved Amendment Number Three, attached herein as Exhibit " D".
The City Council hereby approves a merit increase of 3% to base salary effective July 6, 2024.
Unless specifically stated above, no other changes to the original agreement ( or Amendments) are intended by this Amendment.
EMPLOYEE CITY OF LATHROP
By:
Date:
Salvador V. Navarrete
SLY
APPROVED AS TO FORM:
DocuSiUnsd by:
Atitivett 6 GilttawtOo$-
27I L Ub( 611VIi4M ..
Miclael G. Colantuono, Special Counsel
ATTEST:
resa Vargas, City CI / Government Services Director
By:
Sonn . Dhaliw , Mayor
Date: q/ 9/ 01.0 -C/
1 Docusign Envelope ID: EC109194- 003E- 4652- 8EDA- 4A1C43429B98 Attachments:
Exhibit " A" — Employment Agreement for Salvador V. Navarrete effective January 14, 2008 Exhibit " B" — Amendment Number One to Employment Agreement dated November 19, 2018 Exhibit " C" — Amendment Number Two to Employment Agreement dated August 8, 2022 Exhibit " D" — Amendment Number Three to Employment Agreement dated August 14, 2023 2 PAGE LEFT
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