City Council and Authorities Concurrent
December 3, 2024

Employment Agreement Page 1 of 10
302407.10

EMPLOYMENT AGREEMENT

BY AND BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA
AND
GLEN R. GOOGINS

This EMPLOYMENT AGREEMENT is made by and between the City of Santa Clara, California, a chartered California municipal corporation ("City") and Glen R. Googins ("Employee") as of January 10, 2023.

RECITALS
This Agreement is entered into on the basis of the following facts, among others:

A. City, acting with the approval of its duly elected City Council, desires to appoint and employ Glen R. Googins as its City Attorney, including positions connected with the City’s related entities such as the Stadium Authority, subject to the terms and conditions set forth in this Agreement, the Government Code of the State of California, the Santa Clara City Code and the Charter of the City of Santa Clara (the "Charter").

B. The Charter provides, among other things, that the City Attorney shall be appointed by, and serve at the pleasure of the City Council.

C. Employee desires to be employed by the City as its City Attorney, subject to the terms and conditions set forth in this Agreement, the Government Code of the State of California, the Santa Clara City Code and the Charter.

D. City and Employee desire to establish specific terms and conditions relating to compensation, including salary and benefits, performance evaluations and related matters.

AGREEMENT PROVISIONS
BASED UPON THE FOREGOING, CITY AND EMPLOYEE AGREE AS FOLLOWS:

1. Employment. City Council appoints and employs Employee as City Attorney with the City of Santa Clara and Employee accepts the appointment and employment. Employee acknowledges and agrees that as City Attorney, Employee serves in an at-will capacity, serving at the pleasure of the City, with no expectation of continued employment, and with no right to pre-or-post-separation due process or appeal. Such appointment and employment shall be effective on March 1, 2023 and shall continue until such time as this Agreement is terminated in a manner specified herein.

2. Duties of the City Attorney. Employee s hall perform the duties established for the City Attorney by the Charter, Santa Clara City Code, City Council and any applicable law, ordinance, resolution, rule or regulation including as reflected in the description of duties 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF Employment Agreement Page 2 of 10
302407.10
for the City Attorney position, attached hereto as Exhibit E and hereby incorporated by reference.

2.1. Full Energy and Skill. Employee shall devote their full energy, skill, ability, and productive time to the performance of the “Duties of the City Attorney” referenced herein.

2.2. Conflict. Employee shall not engage in any employment, activity, consulting service, or other enterprise, for compensation or otherwise, which is actually or potentially in conflict with, inimical to, or which interferes with the performance of the “Duties of the City Attorney” described herein. Employee acknowledges that they are subject to the various conflict of interest requirements found in the California Government Code and other applicable state and local policies and regulations concerning conflicts of interest.

2.3. Code of Ethics and Values. Employee shall adhere to the City of Santa Clara’s Code of Ethics and Values, a copy of which is attached as Exhibit A and incorporated herein.

2.4. Permission Required For Outside Activities. Employee shall not engage in any employment, activity, consulting service, or other enterprise, for compensation or otherwise, without the express, written consent of the City Council.

(a) Professional Activities. During Employee’s appointment as City Attorney, they are expressly authorized to participate in professional activities, including but not limited to meetings, conferences and other events conducted or sponsored by any professional organizations related to their work responsibilities as City Attorney provided that their ability to perform the “Duties of the City Attorney” described herein is not compromised. Employee shall be paid regular salary and benefits while traveling to, attending, or participating in professional activities, and shall be entitled to expense advances in accordance with City policy applicable to other Council-appointed officers. Subject to annual appropriation and any limitations in the City travel policy attached hereto as Exhibit D (City Manager’s Directive 028 Travel Policy), Employee is entitled to reimbursement for the actual costs of the following expense categories that they incur as a result of the Professional Activities authorized in this section: membership fees, airfare, rental car (if necessary), conference fees and lodging, in accordance with the City’s policy.

To the extent this policy vests
authority to an employee’s supervisor, the City Manager or designee, such authority shall be exercised or retained by the Mayor or other council member designated by City Council.














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF Employment Agreement Page 3 of 10
302407.10

2.5. Employee shall inform and receive advance written permission by e-mail from the Mayor or other council member designated by the City Council in advance of absences of more than one day related to such Professional Activities.

3. Compensation. While performing the duties of City Attorney, Employee shall be compensated as provided in this section.

3.1. Salary. Employee shall receive an annual salary of Three Hundred Forty-Five Thousand Dollars ($345,000), less all authorized or appropriate deductions and withholdings, payable in pro-rata increments on regular City paydays, commencing on the first day of employment.

3.2. Adjustments. Following completion of the annual performance appraisal, as described in Section 4 below, the City Council shall meet with Employee for the express purpose of determining any appropriate salary adjustment. In determining any appropriate salary adjustment, the City Council shall take into account any cost of living adjustments, but the ultimate decision regarding the timing and the amount of any adjustment, including but not limited to cost of living, is within the sole discretion of the City Council.

3.3. Benefits and Allowances.
(b) Except as otherwise specified in this Agreement, Employee will be eligible for, and shall receive, the benefits provided in the following identified sections of the Miscellaneous Unclassified Employees Memorandum of Understanding (“MOU”) for Unit 9 as of March 1, 2023. To the extent these sections vest authority to a Unit 9 member’s supervisor, Department Head, City Manager or designee, such authority shall be exercised or retained by the Mayor or other council member designated by City Council.
i. Section 2 – California Public Employees’ Retirement
System
ii. Section 4 -- Holidays
iii. Section 6 – Vacation Accrual and Usage
iv. Section 7 – Health Insurance
v. Section 8 – Dental Insurance
vi. Section 9 – Vision Insurance
vii. Section 10 – Long Term Disability
viii. Section 11 – Life Insurance
ix. Section 12 – Automobile Allowance
x. Section 13 – Mobile Communication Device Allowance
xi. Section 16 – Sick Leave/Family Sick Leave/Personal
Leave














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF Employment Agreement Page 4 of 10
302407.10
xii. Section 17 – Bereavement Leave
xiii. Section 19 – Retiree Medical Reimbursement Benefit xiv. Section 24 – Industrial In jury/Continuation of Insurance Benefits While on Workers’ Compensation
xv. Section 25 – Management Leave Program
xvi. Section 26 – Flexible Spending Plan
(c) In the event a successor MOU includes a change to the benefits, the City Council shall, in its discretion, determine to the extent to which such changes are applicable to Employee.
(d) Entitlement to any and all benefits provided under this Subsection 3.3 shall cease immediately upon termination of employment, excluding health benefits provided as Severance pursuant to Subsection 6.2. (e) Employee shall not provide substantive advice concerning any terms in a successor Unit 9 MOU. To the extent the City requires legal advice regarding the same, the City will retain outside counsel for such advice. (f) A copy of the Miscellaneous Unclassified Employees Unit 9 MOU is attached as Exhibit B and the provisions enumerated in Subsection 3.3(a) are incorporated herein. The Side Letters executed between the City and Unit 9 regarding Amendment to the December 15, 2019 – December 30, 2024 Memorandum of Understanding (MOU) dated September 8, 2022 and Use of Compensatory Time Off (CTO) dated November 4, 2020 are not applicable to Employee.

3.4. Vacation. MOU Section 6 shall govern the terms and conditions related to Employee’s use of vacation during their tenure with the City, unless expressly stated otherwise in this Agreement. Section 6, subsection (E) of the MOU [Maximum Vacation Accrual Limit] is not applicable to Employee. (a) Employee shall be permitted and eligible to take vacation from their first day of employment with City, subject to written approval by email from the Mayor. This term expressly supersedes Section 6(A) of the MOU. (b) Effective the first day of employment, Employee will have a vacation bank of 120 hours.
(c) Employee shall accrue vacation at the rate specified in Section 6 of the Unit 9 MOU as of March 1, 2023 for employees with twenty-one (21) or more years of service, and shall be subject to a maximum accrual equal to that of employees with twenty-one (21) or more years of service. In the event a successor MOU includes a change to the specified accrual rate, the City Council shall, in its discretion, determine the extent to which such change applies to Employee.














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF Employment Agreement Page 5 of 10
302407.10
(d) Employee shall seek and obtain advanced approval from the Mayor or other council member designated by City Council for all vacation time.

3.5. Sick Leave. MOU Section 16 [Sick Leave/Family Sick Leave/Personal Leave] shall govern the terms and conditions related to Employee’s use of such leaves during their tenure with the City, unless expressly stated otherwise in this Agreement. Effective the first day of employment, Employee will have a sick- leave bank of 120 hours.

3.6. Management Leave. MOU Section 25 [Management Leave] shall govern the terms and conditions related to Employee’s use of management leave during their tenure with the City, unless expressly stated otherwise in this Agreement.

Employee shall not be entitled to management leave until their one-year anniversary date of employment, at which time they will be credited 120 hours in their management leave bank. This term expressly supersedes subsections (A) and (B) of Section 25 of the MOU.

3.7. Relocation Assistance. Employee shall receive relocation assistance in the form of a one-time cash payment of Fifteen Thousand Dollars ($15,000), less applicable deductions, from the City as reimbursement of certain expenses incurred by Employee in relocating to a location within reasonable commuting distance from City Hall in the City of Santa Clara. Such amount shall be due and payable by on or before March 1, 2023.

3.8. Professional Membership Dues. The City shall annually set aside an amount for Employee’s membership dues to the California State Bar, and the Santa Clara County Bar Association.

3.9. Past Practices. No past practices or benefits previously provided to the City Attorney position or past practices or benefits provided to any other City position shall be applicable unless specifically incorporated and approved in this agreement.

4. Performance Appraisal. The City Council will make its best efforts to undertake a performance appraisal of the Employee at least every twelve (12) months following the Employee’s original date of hire. The City Council maintains discretion to conduct performance appraisals more regularly if necessary.

5. Additional Expenses of Employment. The City shall pay the costs of any fidelity or other bonds required by law for Employee.

6. Termination, Resignation and Severance Pay. Employee understands and agrees that they have no constitutionally protected property or other interest in continued employment as City Attorney. Employee understands that notwithstanding any other applicable laws, resolutions, and policies, they have no right to pre-or post-disciplinary due process. Employee further understands and agrees that they work at the will and pleasure of the City Council and that they may be terminated at any time, with or without cause.

6.1. City and Employee acknowledge that an excellent City Council-Employee relationship is in the best interest of the City and accordingly each agrees to use 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF Employment Agreement Page 6 of 10
302407.10
best efforts to foster timely and constructive City Council-Employee communications.

6.2. Termination of Employment and This Agreement: General Release/Severance.

Subject to the terms of California Government Code section 53260 et seq., in the event that the City Council terminates Employee’s employment as City Attorney for no reason or for any reason other than as set forth in Subsections 6.3 and 6.8 below and Employee signs, does not revoke, and delivers to the City Council a general and full release of all claims substantially in the form attached as Exhibit C (Severance and Release Agreement), which may be amended as required by law to effectuate a full and complete release, on or after Employee’s termination date but no later than the date set by the City Council at the time of termination in accordance with applicable law, City shall allow Employee to continue to receive their usual base salary through payroll and shall provide health benefits (medical, dental, and vision) continuing under the benefit plans in which Employee and their dependents are then enrolled for a period of months following the below schedule (the cash payment and continuing benefits, collectively "Severance").

Severance shall include only the cash payment and continuing benefits defined in this Subsection 6.2. Health benefits so provided shall not exceed the stated term and shall cease when the Employee finds other employment, whichever occurs first. City shall pay Severance under the following schedule:
(a) If Employee is terminated before August 31, 2023, City shall allow Employee to continue to receive their usual base salary through payroll for three (3) months and shall provide an equal number of months of health benefits (medical, dental, and vision).
(b) If Employee is terminated between September 1, 2023 and November 30, 2023, City shall allow Employee to continue to receive their usual base salary through payroll for six (6) months and shall provide an equal number of months of health benefits (medical, dental, and vision). (c) If Employee is terminated after December 1, 2023, City shall allow Employee to continue to receive their usual base salary through payroll for nine (9) months and shall provide an equal number of months of health benefits (medical, dental, and vision).

6.3. Notwithstanding Subsection 6.2 above, City shall not be obligated to pay, and shall not pay, any amounts or continue any benefits under the provisions of Subsection 6.2 if Employee is terminated because of:
(a) Conviction of or a plea of nolo contendere to a felony or a misdemeanor involving moral turpitude, dishonesty, breach of trust, or unethical conduct;
(b) Material willful misconduct, material or willful gross neglect, fraud, misappropriation, embezzlement, theft, or dishonesty;
(c) Willful or repeated failure, for reasons other than disability, to devote substantially all of Employee’s business time and effort to the City; 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF Employment Agreement Page 7 of 10
302407.10
(d) Violation of the City's Code of Ethics and Values (Exhibit A) and/or the California Rules of Professional Conduct.

6.4. Abuse of Office or Position. If Em ployee is convicted of a crime involving an abuse of their office or position or moral turpitude, all of the following shall apply:
(a) If Employee is provided with paid administrative leave pending an investigation, Employee shall be required to fully reimburse City such amounts paid;
(b) If City pays for the criminal legal defense of Employee (which would be in its sole discretion, as it is generally not obligated to pay for criminal defense), Employee shall be required to fully reimburse City such amounts paid; and
(c) If this Agreement is terminated, any Severance related to the termination that Employee may receive from City shall be fully reimbursed to City or shall be void if not yet paid to Employee.

For purposes of this Section, abuse of office or position means either an abuse of public authority, including waste, fraud, misappropriation of funds, or other illegal fiscal practices, violation of the law under color of authority, or a crime against public justice.

6.5. City shall not be obligated to pay, and shall not pay, any amounts or continue any benefits under the provisions of Subsection 6.2 in the event Employee retires or voluntarily resigns in writing prior to termination without affirmative action by City to terminate, initiate termination proceedings or request Employee's resignation.

6.6. In the event Employee voluntarily and without an official request from the majority of the City Council retires or resigns their position, Employee shall provide written notice to City at least sixty (60) days in advance of the Employee's final date of employment unless the parties agree otherwise. Such resignation shall not be deemed a termination that triggers payment of Severance benefits described in Subsection 6.2. Employee shall be entitled only to earned but unpaid Base Salary, accrued but unpaid expenses required to be reimbursed, and any vacation accrued through the date of separation from employment. Employee shall not be entitled to any severance benefits in the event of voluntary separation from employment.

6.7. If, during the Term or any extended Term, Employee dies, Employee's estate shall receive outstanding wages and accrued vacation but shall not be entitled to any additional compensation or payment, including Severance.

6.8. Subject to the provisions of the Am ericans with Disabilities Act and the Fair Employment and Housing Act, in the event Employee is unable to perform the duties of City Attorney, because of sickness, accident, injury, or mental or physical incapacity for a period exceeding any provided sick leave pursuant to this Agreement or other legally mandated leave, City may terminate Employee's employment and this Agreement without penalty or Severance. 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF Employment Agreement Page 8 of 10
302407.10

7. Miscellaneous.

7.1. Indemnity. In accordance with and to the extent provided by the California Tort Claims Act (Government Code Sections 825, et seq.) and Government Code Sections 995-996.5, the City shall defend and indemnify Employee against and for all losses sustained by the Employee in direct consequence of the discharge of the Employee's duties on the City's behalf for the period of the Employee's employment. This section shall be equally applicable to each City related entity as though set forth in an indemnity agreement between the Employee and that legal entity. The City hereby guarantees the performance of this indemnity obligation by the City related entity and shall indemnify and hold the Employee harmless against any failure or refusal by the City related entity to perform its obligations under this Section. Further, if the City provides funds for legal criminal defense pursuant to this subsection and the terms of the Government Code, Employee shall reimburse the City for such legal criminal defense funds if Employee is convicted of a crime involving an abuse of office or position, as provided by Government Code Sections 53243-53243.4. This subsection shall survive termination of the Agreement.

7.2. Notices. Notices given under this Agreement shall be in writing and shall be either:
(a) served personally; or
(b) delivered by first class United States mail, certified, with postage prepaid and a return receipt requested; or
(c) sent by Federal Express, or some equivalent private mail delivery service.

Notices shall be deemed received at the earlier of actual receipt or three (3) days following deposit in the United States mail, postage prepaid. Notices shall be directed to the addresses shown below, provided that a party may change such party's address for notice by giving written notice to the other party in accordance with this subsection.

For City: Attention: Mayor
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050

For Employee: Glen Googins
1405 Old Janal Ranch Road
Chula Vista, CA, 91915

7.3. Recitals/Entire Agreement/Amendment. The foregoing Recitals are true and correct and are a part of this Agreement. This Agreement constitutes the entire understanding and agreement between the parties as to those matters contained in it, and supersedes any and all prior or contemporaneous agreements, 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF Employment Agreement Page 9 of 10
302407.10
representations and understandings of the parties. This Agreement may be amended at any time by mutual agreement of the parties, but any such amendment must be in writing, dated and signed by the parties, approved by the City Council, and attached hereto.

7.4. Applicable Law and Venue. This Agreement shall be interpreted according to the laws of the State of California. Venue of any action regarding this Agreement shall be in the Santa Clara County Superior Court.

7.5. Severability. In the event any portion of this Agreement is declared void, such portion shall be severed from this Agreement and the remaining provisions shall remain in effect, unless the result of such severance would be to substantially alter this Agreement or the obligations of the parties, in which case this Agreement shall be immediately terminated.

7.6. Waiver. Any failure of a party to insist upon strict compliance with any term, undertaking or condition of this Agreement shall not be deemed to be a waiver of such term, undertaking or condition. To be effective, a waiver must be in writing, signed and dated by the parties.

7.7. Representation by Counsel. Employee and City acknowledge that they each did, or had the opportunity to, consult with legal counsel of their respective choices with respect to the matters that are the subject of this Agreement prior to executing it.

7.8. Section Headings. The headings on each of the sections and subsections of this Agreement are for the convenience of the parties only and do not limit or expand the contents or any such section or subsection.

The Parties acknowledge and accept the terms and conditions of this Employment Agreement as evidenced by the following signatures of their duly authorized representatives. It is the intent of the Parties that this Agreement shall become operative on the Effective Date first set forth above.















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF Employment Agreement Page 10 of 10
302407.10

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
___________________________
LISA M. GILLMOR
Mayor

BBBBBBBBBBBBBBBBBBBBBBBBBBB
GLEN R. GOOGINS
Employee
APPROVED AS TO FORM:
___________________________

JENICA MALDONADO
Renne Public Law Group
ATTEST:
__________________________

NORA PIMENTEL
City Clerk
Attachments incorporated by reference:

Exhibit A - City of Santa Clara's Code of Ethics and Values Exhibit B - Miscellaneous Unclassified Employees Unit 9 Memorandum of Understanding Exhibit C - Severance and Release Agreement
Exhibit D - City Manager’s Directive 028 Travel Policy
Exhibit E – Description of Duties for City Attorney














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

302407.10

EXHIBIT A
City of Santa Clara’s Code of Ethics and Values















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

302407.10

EXHIBIT B
Miscellaneous Unclassified Employees Unit 9
Memorandum of Understanding














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

MEMORANDUM OF

UNDERSTANDING
between

CITY OF SANTA CLARA
and

MISCELLANEOUS UNCLASSIFIED

MANAGEMENT EMPLOYEES
UNIT 9

DECEMBER 15, 2019 - DECEMBER 31, 2024














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

MEMORANDUM OF UNDERSTANDING
between

CITY OF SANTA CLARA
and
MISCELLANEOUS UNCLASSIFIED MANAGEMENT EMPLOYEES, UNIT #9 DECEMBER 15, 2019 - DECEMBER 31, 2024
Table of Contents

1. WAGE ADJUSTMENTS .......................................................................................... 4

2. CALIFORNIA PUBLIC EMPL OYEES' RETIREMENT SYSTEM .............................. 5

3. APPLICATION OF MOU TO REIMBURSED SERVICES ........................................ 5

4. HOLIDAYS .............................................................................................................. 5

5. JOB SECURITY ...................................................................................................... 6

6. VACATION ACCRUAL AND USAGE ....................................................................... 6

7. HEALTH INSURANCE ............................................................................................ 7

8. DENTAL INSURANCE .......................................................................................... 11

9. VISION INSURANCE ............................................................................................ 11

10. LONG TERM DISABILITY ..................................................................................... 12

11. LIFE INSURANCE ................................................................................................. 12

12. AUTOMOBILE ALLOWANCE ................................................................................ 12

13. MOBILE COMMUNICATION DEVICE ALLOWANCE ............................................ 13

14. MERIT PAY/SALARY ADJUSTMENT SYSTEM .................................................... 13

15. EMERGENCY PAID LEAVE PROGRAM ............................................................... 15

16. SICK LEAVE/FAMILY SICK LEAVE/PERSONAL LEAVE ...................................... 16

17. BEREAVEMENT LEAVE ....................................................................................... 17

18. VOLUNTARY EMPLOYEE BENEFICIARY ASSOCIATION (VEBA) ...................... 18

19. RETIREE MEDICAL REIMBURSEMENT BENEFIT .............................................. 18

20. EMPLOYEE ASSISTAN CE PROGRAM ................................................................ 18

21. CHANGES TO JOB DESCRIPTIONS ................................................................... 19

22. LIMITED/ALTERNATIVE DUTY ............................................................................ 19

23. REDUCED WORK WEEK VOLUNTAR Y TIME OFF (VTO) PROGRAM ............... 20

24. INDUSTRIAL INJURY/CONTINUATION OF INSURANCE BENEFITS WHILE ON WORKERS' COMPENSATION ............................................................................. 21

25. MANAGEMENT L EAVE PROGRAM ..................................................................... 21

26. FLEXIBLE SPENDING PLAN (INTERNAL REVENUE CODE SECTION 125) ...... 22

27. DOMESTIC PARTNERS ....................................................................................... 22

28. PAY PER IODS ...................................................................................................... 23

30. DECLARATION ..................................................................................................... 23

31. NEXT MEMORANDUM OF UNDERSTANDING .................................................... 23 APPENDIX A: MOBILE COMMUNICATION DEVICE PROGRAM ................................ 25

SIDE LETTER AGREEMENT - USE OF COMPENSATORY TIME OFF (CTO) 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

MEMORANDUM OF UNDERSTANDING — UNIT #9 (2019-2024)
Alphabetical Table of Contents
APPENDIX A: MOBILE COMMUNICATION DEVICE PROGRAM ................................ 25 APPLICATION OF MOU TO REIMBURSED SERVICES ................................................ 5 AUTOMOBILE ALLOWANCE ....................................................................................... 12 BEREAVEMENT LEAVE .............................................................................................. 17 CALIFORNIA PUBLIC EMPLOYEES' RETIREMENT SYSTEM ...................................... 5 CHANGES TO JOB DESCRIPTIONS ........................................................................... 19 DENTAL INSURANCE .................................................................................................. 11 DECLARATION ............................................................................................................ 23 DOMESTIC PARTNERS ............................................................................................... 22 EMERGENCY PAID LEAVE PROGRAM ...................................................................... 15 EMPLOYEE ASSISTANCE PROGRAM ........................................................................ 18 FLEXIBLE SPENDING PLAN (INTERNAL REVENUE CODE SECTION 125) .............. 22 HEALTH INSURANCE .................................................................................................... 7 HOLIDAYS ...................................................................................................................... 5

INDUSTRIAL INJURY/CONTINUATION OF INSURANCE BENEFITS WHILE ON WORKERS' COMPENSATION ..................................................................................... 21 JOB SECURITY .............................................................................................................. 6 LIFE INSURANCE ........................................................................................................ 12 LIMITED/ALTERNATIVE DUTY .................................................................................... 19 LONG TERM DISABILITY ............................................................................................. 12 MANAGEMENT LEAVE PROGRAM ............................................................................. 21 MERIT PAY/SALARY ADJUSTMENT SYSTEM ........................................................... 13 MOBILE COMMUNICATION DEVICE ALLOWANCE ................................................... 13 NEXT MEMORANDUM OF UNDERSTANDING ........................................................... 23 PAY PERIODS .............................................................................................................. 23 REDUCED WORK WEEK/VOLUNTARY TIME OFF (VTO) PROGRAM ....................... 20 RETIREE MEDICAL REIMBURSEMENT BENEFIT ...................................................... 18 SICK LEAVE/FAMILY SICK LEAVE/PERSONAL LEAVE ............................................. 16 VACATION ACCRUAL AND USAGE .............................................................................. 6 VISION INSURANCE .................................................................................................... 11 VOLUNTARY EMPLOYEE BENEFICIARY ASSOCIATION (VEBA) ............................. 18 WAGE ADJUSTMENTS .................................................................................................. 4















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

MEMORANDUM OF UNDERSTANDING
between

CITY OF SANTA CLARA
and
MISCELLANEOUS UNCLASSIFIED MANAGEMENT EMPLOYEES, UNIT #9 DECEMBER 15, 2019 - DECEMBER 31, 2024

In accordance with the provisions of Section 18 of the City of Santa Clara Resolution #2979, entitled "Employer-Employee Relations", this Memorandum of Understanding constitutes the results of discussions between designated representatives of the City Management Staff (City) and the Miscellaneous Unclassified Management Employees of the City of Santa Clara (Unit 9) on all matters within the scope of representation. The term of this Agreement shall be from December 15, 2019 through December 31, 2024.

1. WAGE ADJUSTMENTS

A. Effective December 15, 2019, all salary ranges for employees holding positions in classifications assigned to Unit 9 shall remain status quo.

B. Effective the first pay period of calendar year 2021, all salary ranges for employees holding positions in classifications assigned to Unit 9 shall remain status quo.

C. Effective the first pay period of calendar year 2022, all salary ranges for employees holding positions in classifications assigned to Unit 9 shall be increased by approximately 4.5%.

D. Effective the first pay period of calendar year 2023, all salary ranges for employees holding positions in classifications assigned to Unit 9 shall be increased by approximately 3.25%.

E. Effective the first pay period of calendar year 2024, all salary ranges for employees holding positions in classifications assigned to Unit 9 shall be increased by approximately 3.25%.

F. During the term of this Agreement, the parties agree that the MOU will reopen on the issue of wages if either of the following occurs:

1) The total annual calendar year General Fund Transient Occupancy Tax (or “TOT”) revenues remitted to the City and allocated to any of the calendar years covered by this Agreement Equal or surpass the City’s actual total TOT revenues from March 1, 2018 to February 28, 2019. After calendar year 2022, the TOT revenues remitted to the City shall be adjusted to normalize for any potential change in the TOT rate if passed by voters on the ballot for purposes of this section; OR

2) Forecasted General Fund deficits remain above $20 million ongoing, as reflected in updated or revised Ten-Year General Fund Forecasts released after July 1, 2021.















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

The City agrees to provide an update on the City’s TOT revenues to the Association upon the Association’s request. In the event either of the foregoing occur, either party may request to meet to discuss the subject of wages. Any changes will be by mutual agreement. The parties understand and agree that this will not be a meet and confer within the meaning of section 3505 of the MMBA and that neither party will have access to any impasse resolution procedure except as mutually agreed.

G. The parties agree to meet and confer over wages in the event the City reaches agreement on a new general wage increase to be effective during Calendar Year 2021 or 2022 with any other miscellaneous bargaining unit as part of an agreement on a successor Memorandum of Understanding (MOU). For purposes of this section, “general wage increase” means a wage increase applicable to all members of the bargaining unit (not a subset), but only if that agreement does not also include an agreement for an alternative cost saving measure (including but not limited to unpaid furlough days). Additionally, the parties agree that this section shall not apply to any general wage increases applicable to sworn public safety bargaining units or to miscellaneous bargaining units that are exclusively funded through sources other than the General Fund.

2. CALIFORNIA PUBLIC EMPLOYEES' RETIREMENT SYSTEM
The City has contracted with CalPERS to provide employees with the 2.7% at age 55 formula with "highest single year" effective December 17, 2006 for "Classic" or "Legacy" employees as defined by CalPERS and the Public Employees' Pension Reform Act of 2013 (PEPRA) and the 2.0% at 62 with "highest three year average" for "New Members" as defined by CalPERS and PEPRA. Classic/Legacy employees shall continue to pay the employee contribution rate and New Members shall contribute 50% of the "normal cost" of their pension formula as required and defined by CalPERS and PEPRA. The employee's CalPERS retirement contribution will continue to be treated as tax deferred.

3. APPLICATION OF MOU TO REIMBURSED SERVICES
The terms of this Memorandum of Understanding shall not apply to Unclassified Management Employees when such employees are providing their services to another agency that is reimbursing the City of Santa Clara for salary and fringe benefits of such employees. Such arrangements shall be mutually agreed upon between the employee and the City.

4. HOLIDAYS
A. Employees shall be provided 13 annual paid holidays (computed on the eight hour per day pay rate). Any additional permanent holidays designated by the City Council will be afforded represented employees of Unit 9. Additional permanent holidays under this section shall be defined as a holiday on which City offices are closed.

B. Additionally, effective December 2020, the City shall provide 32 hours for four additional paid holidays between December 25
th and January 1st of
the following calendar year. If there are more than four working days between December 25
th and January 1st of the following calendar year,














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

the City shall designate which four working days shall be paid holidays under this paragraph. Employees whose jobs require them to work on these days would receive banked paid hours off instead (up to 8 hours per holiday), which hours may and must be used during the applicable MOU year with the approval of the applicable supervisor/manager.

5. JOB SECURITY

Represented members will be compensated at the rate of forty (40) hours salary per year of service to a maximum of six hundred and forty (640) hours should they be terminated from employment for reasons other than cause as defined under Section 6.4 of the Civil Service Rules and Regulations.

6. VACATION ACCRUAL AND USAGE

Represented employees will be entitled to use vacation as it is earned under the following conditions:

A. Vacation may not be taken during the first 6 months of regular employment.

B. Vacation will be earned on a bi-weekly basis (1/26 of the yearly accrual) provided that the employee is in a paid
status for at least 2/3 of the hours (53.4
hours) of that pay period.

C. Accrued vacation time will be paid off regardless of term of employment.

D. Annual and maximum vacation accrual rates, calculated to four decimal points for accuracy, are as follows:

COMPLETED

YEARS OF SERVICE
ANNUAL

ACCRUAL

MAXIMUM VACATION

ACCRUAL LIMIT
1 through 4 80 hours 480 hours
5 through 9 120 hours 480 hours
10 through 15 168 hours 480 hours
16 through 20 176 hours 480 hours
21 years + 192 hours 480 hours
E. Maximum Vacation Accrual Limit – Employees are limited to the maximum accrual of vacation as defined. The current vacation balance, the annual accrual and the current pay period usage are all shown on the employees' pay check stub and are the responsibility of the employee to track for compliance with this provision.

1) Effective December 27, 2020 (the first pay period of calendar year 2021), the Maximum Vacation Accrual Limit as described in Section

6.D above shall be temporarily suspended for two (2) years until the end of the last pay period of calendar year 2022. Employees may continue to accrue vacation above the Maximum Vacation Accrual 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

Limit until December 24, 2022 (the end of the last pay period of calendar year 2022).

2) Effective December 25, 2022 (the first pay period of calendar year 2023), employees shall not be allowed to accrue vacation above the Maximum Vacation Accrual Limit.

3) Temporary Supplemental Vacation Accrual – Effective December 25, 2022 (the first pay period of calendar year 2023), employees holding positions in classifications assigned to Unit 9 shall be eligible for the Temporary Supplemental Vacation Accrual. The Temporary
Supplemental Vacation Accrual is a separate vacation balance subject to the following:

(a) Effective December 25, 2022, all unused accrued vacation hours above 400 hours as of December 24, 2022 (the last pay period of calendar year 2022) shall be placed in the
Temporary Supplemental Vacation Accrual balance.

(i) The following is only an example of the Temporary
Supplemental Vacation Accrual described above, and
any figures are for illustration purposes only and
assumes the employee does not use vacation.

Issue Hours
Vacation Balance as of December 24, 2022
(the last pay period of calendar year 2022)
500
Hours to be placed in
Temporary Supplemental Vacation Accrual
100
Vacation Balance as of December 25, 2022
(the first pay period of calendar year 2023)
400
Hours that can be accrued in
calendar year 2023
80 Hours that can be accrued above the
Maximum Vacation Accrual Limit of 480 hours
0 (b) The Temporary Supplemental Vacation Accrual balance may not be increased.

(c) Subject to supervisory approval, any Temporary Supplemental Vacation Accrual shall be available for use to the employee until the Temporary Supplemental Vacation Accrual balance has been exhausted.

(d) If an employee leaves or retires from City service, any unused Temporary Supplemental Vacation Accrual hours shall not be subject to the terms of Section 6.I below. Any accrued but unused Temporary Supplemental Vacation Accrual hours will be cashed out upon the employee’s retirement or other separation from City service. If permitted by the City’s deferred compensation plan and applicable law, the separating employee may elect to contribute all or a portion of their accrued but unused Temporary Supplemental Vacation Accrual hours to their deferred compensation account by 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

submitting a written request no later than 30 days prior to their separation from City service.

(e) An employee must first use their Temporary Supplemental Vacation Accrual for any vacation leave taken until the Temporary Supplemental Vacation Accrual balance has been exhausted, subject to supervisory approval.

(f) An employee must use their Temporary Supplemental Vacation Accrual for any leave of absence until the Temporary
Supplemental Vacation Accrual balance has been exhausted subject to any requirement that sick leave be utilized first.

(g) An employee may not be on unpaid status until the Temporary Supplemental Vacation Accrual balance has been exhausted and must use their Temporary Supplemental Vacation Accrual until the Temporary Supplemental Vacation Accrual balance has been exhausted, with the exception of any formal disciplinary action pursuant to the City’s Civil Service Rules.

F. Vacation may be used in one-tenth (1/10th) hour increments.

G. Employees who begin work prior to July 1st or continue to be employed after the first calendar year of employment are required to use at least one-half of the vacation accrued during the prior calendar year during the current calendar year.

H. Subject to having a sufficient balance of accrued vacation available, an employee may, on a twice per year basis, request to be paid at his/her current hourly pay rate for a total combined maximum of 80 hours of accrued vacation.

I. In lieu of receiving a vacation-leave cash payout at retirement, the Miscellaneous Unclassified Management Employees may vote to roll accrued vacation leave hours (except for any hours in the Temporary Supplemental Vacation Accrual balance) into the employee's VEBA account, subject to Association compliance with Federal rules associated with employee contributions of vacation leave to their VEBA accounts.

7. HEALTH INSURANCE
A. For employees who enroll in a City offered health plan and whose benefits exceed the total of the City’s Health Flex Contribution, Additional Health Flex Contribution, and/or Regular Flex Contribution applicable to the employee and as described below, the balance of the benefits shall be paid by a salary deduction from the pay of the individual employee.

B. Health Flex Contribution
1) The City offers full-time employees a Health Flex Contribution to put toward the payment of a City offered health plan. The City shall modify the Health Flex Contribution each calendar year using the Rate of Pay Safe Harbor (based on the lowest base pay of any full- time position covered by this MOU) to ensure the City’s offered 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

coverage is “affordable.” The City contributes the statutorily required minimum contribution under the Public Employees Medical and Hospital Care Act (PEMHCA) as determined by CalPERS in each calendar year. It is understood and agreed that the Health Flex Contribution described in this paragraph shall be equal to or exceed the City’s statutorily required minimum PEMHCA contribution.1 2) Employees may not receive all or any portion of the Health Flex Contribution as cash or any other taxable benefit, and must apply the Health Flex Contribution to City-offered health benefits. Employees who do not enroll in City-offered health benefits will not receive any of the Health Flex Contributions.

C. Additional Health Flex Contribution
1) Full-time employees who enroll in a City health plan for which the premium amount is more than $946.86/month shall receive an Additional Health Flex Contribution in the amounts described in this section.
2) Employees may not receive all or any portion of the Additional Health Flex Contribution as cash or any other taxable benefit, and must apply the Additional Health Flex Contribution to City-offered health benefits.

Employees who do not enroll in City-offered health benefits will not receive any of the Additional Health Flex Contributions. 3) Effective January 1, 2020, full-time employees who enroll in a City health plan for which the premium amount is more than
$946.86/month shall receive an Additional Health Flex
Contribution. The Additional Health Flex Contribution, when added to the Health Flex Contribution described in the prior section and the Regular Flex Contribution described herein, shall not exceed $200 per month over the Kaiser employee only premium amount for the applicable year.
2 4) Effective January 1, 2023, full-time employees:

(a) Who enroll in a City health plan for Employee Only coverage for which the premium amount is more than $946.86/month shall receive an Additional Health Flex Contribution to be put towards the premium amount. The City will provide an Additional Health Flex Contribution amount that, when added to the Health Flex Contribution described above and the Regular Flex Contribution described herein, shall not exceed $200 per month over the Kaiser employee only premium amount for the applicable year.

(b) Who enroll in a City health plan for Employee Plus One coverage or Employee Plus Family coverage for which the premium amount

1 As an example, for 2020, the PEMHCA minimum is approximately $139/month and the Health Flex Contribution is $139.00/month, which includes the PEMHCA minimum of $139/month.
2 As an example, for 2020, the Additional Health Flex Contribution is approximately $23.70/month to these individuals since $200 over the Kaiser employee only premium amount in 2020 is approximately $970.56/month.














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

is more than $946.86/month shall receive an Additional Health Flex Contribution to be put towards the premium amount. The Additional Health Flex Contribution, when added to the Health Flex Contribution described above and the Regular Flex
Contribution described herein, shall not exceed an amount equal to 100% of the Kaiser Employee Plus One rate for the applicable year.

D. Regular Flex Contribution
1) The City will provide full-time employees a Regular Flex Contribution equal to $946.86 less the Health Flex Contribution.
3 Employees may
use the Regular Flex Contribution to pay for health benefits offered under the City’s Section 125 plan or may opt to receive any or all of the Regular Flex Contribution as taxable cash. An employee will receive a Regular Flex Contribution whether or not he/she enrolls in City-offered health benefits and notwithstanding the provisions of Section 7.E. below.
2) Employees hired or rehired on or after January 1, 2023, who choose not to enroll in a City health plan are not eligible for a Regular Flex Contribution.

E. Cash In Lieu
1) Full-time employees hired before January 1, 2023, who choose not to enroll in a City health plan for a plan year, and meet the requirements set forth below shall receive a Cash in Lieu amount per month for that plan year equal to $946.86 minus the Regular Flex Contribution as calculated each calendar year.
4 A full-time employee hired before
January 1, 2023, who enrolls in coverage for a plan year, shall be treated in accordance with Sections 7.A-D and will not receive Cash in Lieu for that plan year.
2) Full-time employees hired or rehired on or after January 1, 2023, who choose not to enroll in a City health plan for a plan year, and meet the requirements set forth below, shall receive a Cash in Lieu amount for that plan year equal to $250/month. A full-time employee hired on or after January 1, 2023, who enrolls in coverage for a plan year, shall be treated in accordance with Sections 7.A-D and will not receive Cash in Lieu for that plan year.
3) In order to receive Cash in Lieu of health coverage, an employee must sign a form attesting that the employee and the employee’s Tax Family have the Alternative Required Coverage for the Opt Out Period.
(a) Tax Family means all individuals for whom the employee intends to claim a personal exemption deduction for the taxable year or

3 As an example, for 2020, the Regular Flex Contribution for employees who are regularly scheduled to work 40 hours per week is approximately $807.86/month. 4 As an example, for 2020, the Cash in Lieu amount is approximately $139.00/month for employees who are regularly scheduled to work 40 hours per week. 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

years that begin or end in or with the City’s plan year to which the opt out applies.
(b) Alternative Required Coverage required means minimum essential coverage through another source (other than coverage in the individual market, whether or not obtained through Covered California).
(c) Opt Out Period means the plan year to which the opt out arrangement applies.
(d) An employee must provide the attestation every plan year at open enrollment or within 30 days after the start of the plan year for each plan year the employee would like to receive Cash in Lieu. (e) The Cash in Lieu payment cannot be made and the City will not in fact make payment if the City knows or has reason to know that the employee or a Tax Family member does not have such
alternative coverage, or if the conditions in this paragraph are not otherwise satisfied.
(f) An employee who opts out of City-offered health benefits, but cannot provide the attestation, will not receive the Cash in Lieu contribution described in this subsection.

F. Flexible Spending Account (IRS Section 125 Plan)
The City has established a Flexible Spending Account benefit (IRS Section 125 Plan) for employees, which provides accounts in which employees may contribute pre-tax dollars for dependent care and un-reimbursed medical expenses. This Plan will follow the regulations outlined by the Internal Revenue Service. Detailed information will be available in the Summary Plan Document.

This Plan is voluntary and participating employees will make pre-tax salary reduction elections to fund the plan.

G. Proration of Benefits:

For employees who may be eligible for benefits but work less than 40 hours per week, benefits shall be prorated based on the employee’s full-time equivalent (FTE) level.

8. DENTAL INSURANCE
The City will pay toward dental insurance premiums an amount equal to the lowest cost employee only premium amount among the dental plans offered by the City. All employees are required to enroll in a dental plan.

9. VISION INSURANCE
For persons enrolled in the City's VSP vision plan, the City will pay toward vision insurance premiums an amount equal to the lowest cost employee only vision premium. Participation is voluntary. Employees that do not choose to enroll in a vision plan are not entitled to the benefit of City contributions to vision premiums 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

described in this paragraph.

10. LONG TERM DISABILITY
The City will continue to pay the cost of a long term disability insurance program. The LTD plan will have a maximum 60 day waiting period and the maximum monthly benefit will include those offsets required by law such as, but not limited to, SDI, retirement, reduced work schedule, worker's compensation, social security, and Railroad retirement.

11. LIFE INSURANCE
The City will pay the required premium for life insurance for represented employees in the amount of $50,000.

12. AUTOMOBILE ALLOWANCE
As an alternative to IRS mileage reimbursement or use of a City vehicle, an automobile allowance program will be available to represented employees as follows:

A. Department Heads including Assistant City Manager, Deputy City Manager and Deputy Director Redevelopment Agency/Sports & Open Space Authority (Executive Management) shall be entitled to a base monthly automobile allowance of $320 for use of their personal vehicles to conduct City business. Executive Management employees may be eligible to receive an additional amount up to a maximum of $200 per month based on required driving while conducting City business, at the discretion of the City Manager or his/her designee.

B. Assistant Department Heads and Division Managers shall be entitled to a base monthly automobile allowance of $200 for use of their personal vehicles to conduct City business. Assistant Department Heads and Division Managers may be eligible to receive an additional amount up to a maximum of $300 per month based on required driving while conducting City business, at the discretion of the City Manager or his/her designee.

C. Effective December 27, 2020 (the first pay period of calendar year 2021), the base monthly automobile allowance shall be paid on the first 2 pay periods of every month.

D. Upon request of the employee, prior to the beginning of each fiscal year, the City Manager or his/her designee will determine whether or not it is appropriate for a manager to receive an amount above the base monthly allowance. The determination will be made based on the requirements for use of the personal vehicles for City business and may require detailed driving information in order to grant an amount above the base monthly amount. This rate adjustment will become effective at the beginning of each fiscal year and will remain in effect for the full year unless there are unique circumstances requiring a modification.

E. Prior to the granting of this allowance, all insurance, driver's license, and vehicle registration as required under the State of California Vehicle Code, will be provided by the represented employee, and must be valid and in force at all times employees are operating their personal vehicles on City 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

business.

F. Employees receiving the automobile allowance are responsible for all gasoline and maintenance costs. Employees shall also maintain their personal vehicles in a clean and presentable condition while conducting City business.

G. A represented employee, who is currently assigned a City vehicle, may choose to continue using that assigned City vehicle in lieu of the automobile allowance.

H. The City reserves the right to substitute an assigned City vehicle in lieu of this automobile allowance for a represented employee if it is deemed to be in the City's best interest to provide a City vehicle to conduct City business.

I. A represented employee who is currently reimbursed for use of a personal vehicle in accordance with the IRS mileage reimbursement rate, may continue to utilize direct mileage reimbursement, in lieu of participation in this automobile allowance program.

13. MOBILE COMMUNICATION DEVICE ALLOWANCE
Mobile communication device allowance of $80.00 per month for eligible classifications.

14. MERIT PAY/SALARY ADJUSTMENT SYSTEM
Merit pay adjustments, or merit increases, as provided for in the Personnel and Salary Resolution are, and will continue to be available during the term of this MOU when and if approved by the applicable Department Head and the City Manager, subject to Section 14.G below. The Merit Pay Adjustment system shall include the following elements:

A. Each Unit 9 employee shall receive an annual evaluation.

B. Annual consideration of merit pay adjustments, subject to Section 14.G below, with an affirmative decision by the applicable Department Head shall be required each year following the annual evaluation.

C. Merit pay adjustments shall range from 0 to 5%. However, in 2016 and 2017 only, employee is guaranteed at least 2% and, with Department Head approval, up to 5%, subject to Section 14.G below.

D. In 2016, employees are eligible for a merit pay adjustment based on an evaluation prepared by February 2, 2016, which date will be their merit pay anniversary each year going forward.
1) Notwithstanding D. above, for employees that have been employed a full year as of February 2, 2016, they will be eligible on their actual anniversary date, which shall also be their merit pay anniversary date thereafter.
2) Notwithstanding D. above, for employees that receive a merit increase between January 1, 2015 and February 2, 2016, the date of their last merit increase shall be their new merit pay anniversary date. 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

3) If a Department Head has not completed an evaluation in time for a merit adjustment by an employee's anniversary date (February 2, 2016 for most employees), the applicable merit pay adjustment once determined shall be made retroactive to the first full pay period following the anniversary date (and to February 2, 2016 in 2016 for those persons whose anniversary date is February 2, 2016).

E. subject to Section 14.G below , the City shall not suspend or freeze consideration of merit pay adjustments for Unit 9 employees unless step increases are suspended or frozen for all bargaining units that utilize a step system.

F. The City and Unit 9 may, by mutually agreement, meet to discuss potential changes to the merit pay system and/or movement toward a step pay system more like other bargaining units.

G. Effective January 1, 2021, employees holding positions in classifications assigned to Unit 9 shall be ineligible for a merit increase for the next two (2) consecutive rating periods. This means that an employee in Unit 9 shall not be eligible for a merit increase until the third rating period after January 1, 2021, and after the employee has skipped two (2) consecutive rating periods where they did not receive a merit increase. Employees with a rating period that ends before January 1, 2021, will be eligible for a merit increase for that rating period pursuant to the Personnel and Salary Resolution, even if such merit increase (if any) is not approved until after January 1, 2021.

1) Employees hired or rehired or promoted or reclassified on or after January 1, 2021, and until on or before December 31, 2022, into positions in classifications assigned to Unit 9 shall be ineligible for a merit increase for the first two (2) consecutive rating periods. This means that an employee hired or rehired or promoted between January 1, 2021, and December 31, 2022, will not be eligible for a merit increase until the employee’s third rating period with the City after the employee was hired or rehired or promoted or reclassified into positions in classifications assigned to Unit 9.

(a) A current active City employee promoted or reclassified from another bargaining unit into a position in a classification assigned to Unit 9 between January 1, 2021, and December 31, 2022, shall be ineligible for a merit increase until the employee’s third rating period from the effective date of the promotion or reclassification.

(b) A current active City employee holding a position in a classification assigned to Unit 9 as of the effective date of this agreement who is promoted or reclassified into or accepts another position in Unit 9 between January 1, 2021, and December 31, 2022, shall be ineligible for a merit increase unless the employee has skipped two (2) consecutive rating periods where they did not receive a merit increase since January 1, 2021.

(c) Nothing in this Section is intended to prohibit a pay increase that may result from a current active City employee being promoted or reclassified into a position in a classification assigned to Unit 9. 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

15. EMERGENCY PAID LEAVE PROGRAM
A. Administration
Administration of this program shall be provided by a three (3) member Emergency Paid Leave Board (Board), consisting of two (2) members of the Unit 9 Board and the City Director of Human Resources (or designee).

Determination of eligibility to use the vacation established in this Emergency Paid Leave pool will be by majority vote of this board. An adverse decision of this board may be appealed to the Unit 9 Board of Directors and their determination shall be final.

B. Method of Donation
1) Contribution of vacation will be computed at the employee's base hourly rate of pay (excluding premium or specialty pay). 2) Contribution may be made from earned vacation, or cash only.

Conversion of Sick Leave to Vacation for purposes of donation to this pool will be immediately credited to the pool.
3) In a case where it has become known that an employee has been seriously injured or has a life-threatening illness and is in need of assistance from the Emergency Paid Leave Pool, contributions from accrued Sick Leave, computed at the contributing employee's base hourly rate of pay (excluding premium or specialty pay) may be made for the benefit of that specific employee who has the need. 4) Employee may authorize the City to automatically convert vacation that should be accrued to the employee to the pool when the employee's vacation accrual has reached the maximum allowed.
5) Funds contributed to the Emergency Paid Leave Pool will be placed in an interest bearing Trust Fund. The Trust Fund will be accumulated in total dollars. No record of number of hours contributed to the Pool will be maintained. An employee making a donation to the Pool will not have a vested right to the amount donated.
6) Employees, appointed Council officers, and the elected City Clerk may contribute earned vacation, or cash to the Emergency Paid Leave Pools of other City bargaining groups.

C. Use of Pool
1) Employee must have a verified emergency need for time off to request Emergency Paid Leave from the pool. An employee's initial request to use leave from the Emergency Paid Leave Pool shall be made to the City's Director of Human Resources (or designee). The Director of Human Resources (or designee) shall make an initial determination regarding whether the employee's request to use Emergency Paid Leave is for a verified medical emergency. The Director of Human Resources (or designee) shall notify the rest of the Board of the name of the 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

individual making the request, the date of the request and whether or not the individual's request qualified as a verified medical emergency need under this section. Medical emergencies for the employee or dependent shall be verified by a doctor's certification and shall include the anticipated duration of the medical emergency. Non-medical emergencies shall be verified by certification acceptable to the Board and shall include the anticipated duration of the emergency. 2) Employee must have exhausted appropriate paid leave (sick leave including eligible conversion to vacation or vacation) prior to becoming eligible to request emergency paid leave benefits from the pool. 3) The maximum time available from the pool (subject to the assets of the pool) will be 320 hours (four [4] pay periods) for Emergency Paid L eave
benefits due to the illness or injury of the employee or the maximum allowable accrual of vacation for emergency needs of the family of the employee.

4) Emergency Paid Leave will be deducted from the pool based upon the employee's base hourly rate of pay (excluding premium or specialty pay). 5) Emergency Paid Leave hours will be made available for use in the pay period following approval by the Miscellaneous Unclassified Management Employees' Emergency Paid Leave Board.
6) Use of Emergency Paid Leave from the pool will be treated in the same manner as use of regular vacation. The employee will continue to accrue sick leave, vacation, insurance coverage and other benefits in the same manner as he/she would if using regularly credited vacation. 7) Emergency Paid Leave, which has been credited to the employee and has not been used when the emergency has terminated will be reinstated to the pool. Vacation, sick leave and other benefits, which have accrued to the employee, will remain in the employee's account.

16. SICK LEAVE/FAMILY SICK LEAVE/PERSONAL LEAVE
A. Sick Leave
1) Employees shall accrue ninety-six (96) hours of sick leave per year of regular City employment. Sick leave shall accrue in equal amounts each pay period. Employees shall not accrue sick leave while they are on unpaid status
.
2) Use of sick leave will be under the same terms and conditions as are now in place. Vacation, and Management Leave may be used to supplement sick leave with Department Head approval, as permitted and set forth in CMD 30.

B. Family Sick Leave
1)
Not more than forty-eight (48) hours of sick leave within one calendar year shall be granted to any employee for the care or attendance upon members of his/her immediate family, unless the use of additional leave is 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

approved by the City Manager or designee. "Immediate family" is defined as spouse, parent, child, sibling, grandparent, grandchild, aunt, uncle, niece, nephew, first cousin, parent by marriage, step-parent, step-child, grandparent by marriage, son-in-law, daughter-in-law, sibling by marriage, foster parent, domestic partner, anyone residing with employee, or anyone dependent on the employee for care.

C. Personal Leave
1) Each calendar year, an employee is entitled to use thirty-two (32) hours of accrued sick leave as Personal Leave, provided he/she has sufficient sick leave balance available.
2) Personal leave is intended to provide the employee with paid time off to attend to legitimate personal business that may arise from time to time during the year. Personal Leave may be used to supplement sick leave as required.
3) The employee has an obligation to provide as much notice as possible so as to allow for proper scheduling by the department.
4) Providing that the minimal requirements of proper notification have been met, the use of Personal Leave should not be denied.
5) The adoption of this program does not modify the existing ability of the employee to exchange up to 96 hours of accrued sick leave for up to 48 hours of vacation, based upon two (2) hours of sick leave for one (1) hour of vacation as provided and defined in the Personnel and Salary Resolution.

17. BEREAVEMENT LEAVE
A. The City will provide employees with a paid bereavement leave benefit to attend to the customary obligations arising from the death of a member of an employee's immediate family, as defined in this Section. Employees are eligible to receive up to forty (40) hours of bereavement leave in the event of' the death of a parent, child, or sibling of the employee, employee's spouse or employee's domestic partner (including, in each case, step, adoptive and in- law), spouse or domestic partner; up to three (3) work days (regardless of shift assigned) of bereavement leave in the event of the death of a grandparent, grandchild, aunt or uncle of the employee, employee's spouse or employee's domestic partner (including, in each case, step, adoptive and in-law); and up to one (1) work day (regardless of shift assigned) of bereavement leave in the event of the death of a great-grandparent, great- grandchild, great-aunt, great uncle, niece, nephew, or first cousin of the employee, employee's spouse or employee's domestic partner (including, in each case, step, adoptive and in-law).

B. The bereavement leave benefit is based on each death occurrence and is not charged to the Salary Adjustment Form.

C. Up to five (5) work days of additional bereavement leave may be charged to an employee's sick leave balance with City Manager approval. 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

D. At the request of the City, the employee will provide verification.

18. VOLUNTARY EMPLOYEE BENEFICIARY ASSOCIATION (VEBA)
A. The City established a Voluntary Employee Beneficiary Association (VEBA) trust under Internal Revenue Code Section 501(c)(9) for the purpose of providing a defined contribution post-retirement medical benefit for employees. The City contributes $50 per month per represented employee.

Per the City's contract with VEBA, VEBA's consulting fee will be deducted from plan participant's accounts. These contributions shall be included on total compensation surveys. Specific information regarding the Plan is referenced in the Plan Document.

B. VEBA is a tax-exempt trust account formed under Internal Revenue Code Section 501(c)(9) designed to accumulate assets to fund the future payment of qualified unreimbursed medical expenses (including specified insurance premiums). At retirement, participants may withdraw the accumulated plan benefits to pay for unreimbursed health insurance premiums, qualified long- term care insurance premiums, and other qualified unreimbursed medical expenses and will not be taxed under current state and federal law.

Withdrawals cannot be made for nonmedical purposes.

19. RETIREE MEDICAL REIMBURSEMENT BENEFIT
A. The Retiree Medical Reimbursement Benefit shall provide each employee who retires from the City with at least ten (10) years of regular City service with a reimbursement for unreimbursed single retiree health insurance premium beginning with the second full month after retirement from City service and ending with the last full month before the retiree's sixty-fifth (65th) birthday. Starting in the month in which the retiree turns age sixty-five (65), the reimbursement will be for unreimbursed Medicare single retiree supplemental health insurance premium. For premiums paid in calendar year 2017 that will be reimbursed in 2018, the City will reimburse an amount up to $343 per month, including the PEMHCA minimum, for unreimbursed single retiree health insurance premium or up to $205 per month, including the PEMHCA minimum, for unreimbursed Medicare single retiree supplemental health insurance premium. The amount of the City reimbursement will be adjusted thereafter once each year by the percentage change from October to October in the San Francisco-Oakland-San Jose urban wage earners and clerical workers (W) consumer price index from the prior year, but in no event will be increased more than 3.5%.

B. Beginning in 2004, the City will pre-fund this benefit with an amount to be determined by an actuary.

C. Each retiree will be required to submit proof of health insurance coverage to the City each year. The City will pay the reimbursement in a lump sum payment each year.

20. EMPLOYEE ASSISTANCE PROGRAM
The City will provide a confidential Employee Assistance Program for represented employees.














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

21. CHANGES TO JOB DESCRIPTIONS
Should the City propose a change of the job description, or should the City propose a new job classification and job description, of any job classification represented herein, the City Manager or designee will provide a copy of that proposed job description to Unit 9 for its review and comment back at least ten (10) work days before it is scheduled to be presented to the City Council for adoption. If the proposed compensation control point of a new classification has been established, the City Manager will also provide that proposed compensation control point to Unit 9 for its comment. For a revision of an existing job description, Unit 9 may include a request that the City Manager review the existing compensation control point for the job classification if there has been a significant change in the duties, responsibilities, or safety hazards of the job classification. The City Manager will give consideration to Unit 9 comments, but the final decision on the job description and compensation control point that is submitted to the City Council for adoption will be made by the City Manager.

22. LIMITED/ALTERNATIVE DUTY
A. Alternate Work Schedule (Nine-Eighty Schedule)
A Miscellaneous Unclassified Management employee shall be eligible to work a 9/80 alternate work schedule according to the conditions, criteria, and requirements set forth in City Manager's Directive 71. Requests to work a 9/80 schedule shall be made through or by the Department Head to the City Manager. The City Manager must approve the schedule and the City Manager or Department Head (for employees other than Department Heads) may terminate the schedule at any time.

B. Job Related Illness or Injury
Employees with a job related illness or injury, covered by Workers' Compensation, which prohibits performance of their regular duties, will be reassigned to limited or alternative duty under the following conditions:
1) Supervisors shall be advised of any industrial injury/illness as soon as practical.
2) Upon receipt of a Doctor's report providing work limitations, the City may identify a regular or modified assignment for which the employee has the required experience and training. Such assignment may be on a 40 hour per week or less basis, if mutually agreed between the City and the employee.
3) If the City is unable to identify a limited or alternative duty assignment for which the employee has the required experience and training, the employee will be reassigned to a Monday through Friday work schedule to accommodate required medical or other workers' compensation commitments.

C. Non Job Related Illness, Injury or Condition
Employees who have a non-job related illness, injury or condition which 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

prohibits performance of the employee's regular duties, may request assignment to limited or alternative duty. Nothing in these provisions is intended to imply that an employee has a right to a limited/alternative duty assignment, unless expressly provided by law. Such request will be accommodated, unless no appropriate limited or alternative duty assignment is available, under the following conditions:
1) Identification by the City of a regular or modified assignment for which the employee has the essential experience and training. Such assignment may be on a 40 hour per week or less basis, if mutually agreed between the City and the employee.
2) Submission of a written release from employee's doctor, subject to review by the City doctor, which allows the employee to perform all of the duties of the contemplated assignment.
3) Employee may account for regular work schedule through a combination of limited or alternative duty hours and sick leave or other paid leave sufficient to maintain eligibility for regular accrual of benefits.

D. Work Week
Under both limited or alternative duty assignments employees will be required to work their regularly scheduled number of hours (normally forty (40) hours) per week, unless such assignment is modified by mutual agreement between the City and the employee. It is recognized that performance of limited or alternative duty assignments will not be permitted to interfere with any medically related treatment designed to assist the employee to return to full, unrestricted duty in the earliest possible time frame.

E. Temporary Assignment
All such assignments, and their duration, are temporary assignments and are subject to periodic sixty (60) day review of the employee's continued need for limited or alternative duty, the employee's continued ability to perform the
limited or alternative duty and the department's ability to continue the employee in the assignment. All temporary assignments shall be at the employee's regular rate of pay.

F. Law to Prevail
In the event the Americans With Disabilities Act requires modification of the provisions of this section, it is agreed that the law will prevail.

23. REDUCED WORK WEEK VOLUNTARY TIME OFF (VTO) PROGRAM
A. Employee Participation
Employee participation in this plan is with the City's understanding and agreement that employee participation is temporary and participation is not to be construed as a representation of employee commitment to a permanent program or an admission of any kind that the employee would not be harmed by such a plan becoming mandatory.














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

B. Reduced Work Week/Reduced Pay
Employees may request a reduced work week schedule (32 hours per week instead of 40 hours per week, for example) at the same hourly rate of pay, subject to the following conditions:
1) With the approval of the Department Head and the City Manager, a binding work schedule as requested by the employee will be developed that may be modified only with the approval of both the City and the employee.
2) More than a 20% reduction of the work week in a pay period will result in proportionate reduction of accrual of sick leave and vacation.

24. INDUSTRIAL INJURY/CONTINUATION OF INSURANCE BENEFITS WHILE ON

WORKERS' COMPENSATION
Workers authorized by the City's Workers' Compensation Administrator to undergo therapy or treatment due to an industrial injury, who are required to leave work, shall receive leave with pay, including reasonable travel time, providing the treatment falls within the normal working hours, is pre-scheduled and cannot be scheduled during non-work hours.

The City will continue payment toward health, dental and life insurance coverage for the employee and dependents up to the maximum amount allocated under total compensation for an employee who is disabled from work because of a work related injury if the employee is no longer in a paid status sufficient to continue the coverage afforded under the terms of the program, subject to the following conditions:

A. The employee may not increase the existing coverage after the date of injury except to add children born within nine months of the injury.

B. Continuation toward payment of employee and dependent health/dental/life insurance coverage up to the maximum allocated under Total Compensation is limited to one (1) year from the date of injury. Continuation toward payment of employee health/dental/life insurance coverage up to the maximum allocated under Total Compensation may be extended if the employee continues to be on temporary disability status for a Workers' Compensation injury.

C. The employee has supplemented his/her workers' compensation benefit with sick leave, vacation, management leave or other paid leave sufficient to qualify for payment of the health/dental/life insurance premium and is no longer entitled to any salary from the City.

25. MANAGEMENT LEAVE PROGRAM
The Management Leave Program is as follows:

A. Effective January 1 of each year, represented employees will be credited with 120 hours of Management Leave per calendar year.

B. New hires or employees promoted into Unit 9 between January 1 and June 30 will be credited with 120 hours of Management Leave. New hires or 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

employees promoted into Unit 9 between July 1 and December 31 will be credited with 60 hours of Management Leave.

C. Use of Management Leave is subject to approval by the applicable Department Head, or the City Manager or his/her designee in the case of a Department Head request, taking into account the relevant circumstances including work/Department needs, staffing limitations, conflicts, timing of request, etc.

D. Management Leave may not be converted to cash or other paid time off.

E. Unused Management Leave may be carried over from one calendar year to the next; however, an employee may never have more than a balance of 180 hours of management leave, subject to Section 25.E.1-4 below. (Thus, and for example, an employee that already has 180 hours of management leave on January 1 would not receive any further management leave. An employee that already has 100 hours of management leave on January 1 would "only" receive an additional 80 hours. An employee with 60 or fewer hours of banked management leave on January 1 would receive 120 hours.)

1) For calendar year 2021, an employee may have up to a balance of 240 hours of management leave.

2) For calendar year 2022, an employee may have up to a balance of 240 hours of management leave.

3) For calendar year 2023, an employee may have up to a balance of 240 hours of management leave.

4) For calendar year 2024, an employee may have up to a balance of 240 hours of management leave.

5) Effective the first pay period of calendar year 2025, the terms of Section 25.E above shall apply, and an employee may have no more than a balance of 180 hours of management leave.

26. FLEXIBLE SPENDING PLAN (INTERNAL REVENUE CODE SECTION 125) The City will make available a Flexible Spending Plan under the Internal Revenue Code Section 125 for employees. Employees may contribute pretax (federal, state, FICA, Medicare) dollars for dependent care and qualified unreimbursed medical
expenses. This Plan will follow the regulations outlined by the Internal Revenue Code. Detailed information will be available in the Summary Plan Document.

The City will pay the administrative expenses for the plan. This Plan is voluntary and participating employees will pay the monthly participation cost.

The monthly participation cost will be considered pre-tax, as defined above, under Internal Revenue Code Section 106„ Participating employees will be provided with an Employee Plan Summary and regular statements regarding the status of their flexible spending accounts.

27. DOMESTIC PARTNERS
The City shall make all benefit programs available to employees, dependents 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

and domestic partners, subject to the requirements of each benefit provider.

28. PAY PERIODS
Allowances/payments or accrual rates that are an agreed upon amount per month or year but are paid for administrative purposes in incremental amounts each pay period, shall be the same total amount per year in years in which there are 27 pay periods instead of 26 pay periods. This clarification is not intended to and would not modify anyone's salary/rate of pay.

29. DECLARATION
The parties hereto have reached an understanding concerning the proposed salaries and fringe benefits described in the above paragraphs. All other matters dealing with wages, hours, fringe benefits including health and dental insurance contributions, and working conditions included in ordinances, resolutions, rules or regulations, or previous memorandums of understanding, shall remain unchanged for the term of this memorandum in the absence of agreement to the contrary.

30. NEXT MEMORANDUM OF UNDERSTANDING

Unit 9 will submit its proposals for a Memorandum of Understanding for the term commencing at the expiration of this Memorandum of Understanding no later than January 31, 2024.















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

FOR THE CITY OF SANTA CLARA FOR THE CITY OF SANTA CLARA

MISCELLANEOUS UNCLASSIFIED

EMPLOYEES

Aracely Azevedo Chris Jackson
Director of Human Resources President
Date: Date:

Marco Mercado Craig Johnson
Assistant Director of Human Resources Vice President
Date: Date:

Ashley Lancaster Carolyn McDowell
Human Resources Division Manager Treasurer
Date: Date:

Lee Hagan
Secretary
Date:

APPROVED:

Deanna J. Santana Date
City Manager
APPROVED BY THE CITY COUNCIL ON:

ATTEST:

City Clerk Date
Chris Jackson
Digitally signed by Chris Jackson
Date: 2020.12.16 12:55:47 -08'00'
craig johnson
Digitally signed by craig johnson
DN: C=US, [email protected], O=city of
santa clara, OU=building division, CN=craig johnson
Date: 2020.12.16 13:07:37-08'00'
Carolyn McDowell
Digitally signed by Carolyn
McDowell
Date: 2020.12.16 13:31:18 -08'00'
Lee Hagan
Digitally signed by Lee Hagan
Date: 2020.12.17 12:57:37 -08'00'
Aracely Azevedo
Digitally signed by Aracely
Azevedo
Date: 2021.01.06 10:07:14 -08'00'
Ashley Lancaster
Digitally signed by Ashley
Lancaster
Date: 2021.01.06 12:38:57 -08'00'
Marco Mercado
Digitally signed by Marco
Mercado
Date: 2021.01.08 09:12:31 -08'00'
Deanna J. Santana
Digitally signed by Deanna J.

Santana
Date: 2021.01.15 11:08:29 -08'00'
Nora Pimentel
Digitally signed by Nora
Pimentel
Date: 2021.01.29 17:10:15 -08'00'
1RYHPEHU














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

APPENDIX A: MOBILE COMMUNICATION DEVICE PROGRAM















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF















 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

302407.10

EXHIBIT C
Severance and Release Agreement














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

302407.10

SEVERANCE AND RELEASE AGREEMENT
This severance agreement is made and entered into on ________________, by the City of Santa Clara ("City") and Glen Googins ("Mr. Googins"). The City and Mr. Googins may be referred to collectively throughout this agreement as "the Parties." The effective date of this Agreement shall be the date of the signature of the last of the Parties to sign this Agreement.

RECITALS
WHEREAS on or around MONTH__, 2022, _______ began their employment with the City as the City Attorney;
WHEREAS on or around MONTH__, 2022, the City Council approved an employment agreement ("Employment Agreement") with __________;
WHEREAS Mr. Googins holds an at-will position under the City Charter, and serves at the pleasure of the City Council;
WHEREAS Sections 1 and 6 of the Employment Agreement permits the City Council to terminate Mr. Googins’ employment at any time subject to certain conditions; WHEREAS the City Council has determined it appropriate to exercise the right under Section 6 of the Employment Agreement to terminate Mr. Googins’ employment; WHEREAS it is the intention of the parties in entering into this Agreement to amicably conclude the Employee’s employment relationship with the City effective____________ (insert date) ("Separation Date") and consistent with the terms of the Employment Agreement; and, WHEREAS the Parties enter into this Agreement in order to implement Subsection 6.2 of the Employment Agreement and ensure a smooth transition of City leadership.

NOW, THEREFORE, in consideration of the promises and mutual obligations of the Parties, the sufficiency of which is hereby acknowledged, the Parties hereby covenant and agree with each other as follows:

TERMS AND CONDITIONS

1. Incorporation of Recitals. The Recitals are incorporated herein by reference as though fully set forth herein.

2. Return of Documents. Mr. Googins agrees and represents that no later than _________ (insert date), they will return to the City all City property of which they have possession, custody or control, including, but not limited to, computer, electronic and telephonic equipment, as well as all City data and documents whether in hard copy or maintained on any electronic media.

3. Non-Disclosure of Confidential Information. The Parties acknowledge that as City Attorney, Mr. Googins is a high-ranking official and an officer of the City; in that capacity they were and are responsible for, among other things, advising the City Council and all 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

302407.10
City department heads in matters of law pertaining to their duties and representing and appearing for the City in any or all actions brought against the City or its employees in the course of their duties. Consistent with their Employment Agreement and the City Charter, Mr. Googins represents and agrees that they have not and shall not at any time or in any manner, either directly or indirectly, whether or not for compensation, use, divulge, disclose or communicate to any person, firm, corporation or any other entity in any manner whatsoever any confidential information concerning any matters affecting or relating to the business of the City except with the express written permission of the City or as required by court order or properly-issued subpoena. Such information includes but is not limited to, any attorney-client communications and attorney work product, or any of the information concerning the business of the City, its manner of operation, its plans, or other proprietary data where such information is not publicly known and is not otherwise subject to public inspection or disclosure.

4. Defense and Indemnity. Consistent with their Employment Agreement and the City Charter, in accordance with the obligations imposed under Government Code sections 800 and 910, the City shall defend and indemnify Mr. Googins for any actions that result from work performed in the course and scope of their duties as the City Attorney for the City of Santa Clara.

5. Information Regarding Employment. Subject to any applicable law, the City agrees that all inquiries with respect to Mr. Googins’ separation will be referred to the Mayor who will provide only the following information: (a) the date of hire and date of separation; (b) that this is a mutual and amicable separation based on a mutual desire to terminate Mr. Googins’ services and provide a smooth leadership transition.

6. Personnel File Documents. No documents shall be entered into Mr. Googins’ personnel file after the effective date of this agreement without both parties approving the entry of the document.

7. Release of Claims. Except for the rights and obligations created by this Agreement, Mr.

Googins, on behalf of themself, their agents, representatives, attorneys, assignees, heirs, executors, administrators and successors in interest, hereby releases and forever discharges the City and all of its past, present and future Councils, agencies, divisions, and departments, as well as each of their respective former, current and future directors, department heads, supervisors, Managers, employees, attorneys, elected and appointed officials, Councilmembers, City Managers, and any and all of them (all of the above collectively, the "City Released Parties"), to the extent permitted by law, from any and all liability, actions, causes of action, claims, charges, complaints, demands, grievances, obligations, losses, damages, injuries and legal responsibilities, of any type whatsoever, whether known or unknown, unforeseen, unanticipated, unsuspected or latent, which Mr.

Googins ever had or held, now has or holds or hereafter can, shall or may have or hold against the City Released Parties, based on any claims or occurrences arising prior to the Effective Date of this Agreement (collectively, "Released Claims"). The Released Claims defined in the immediately preceding sentence and released herein by Mr.

Googins as to the City Released Parties include, without limitation, all claims based upon, relating to or arising out of Mr. Googins’ employment with the City, and/or the discontinuation of said employment, all claims in law, equity, contract and tort, and all 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

302407.10
claims under the California Constitution, California Civil Code, California Labor Code, California Code of Regulations, California Government Code, California Business & Professions Code, California Fair Employment and Housing Act, California Family Rights Act, the California Workers' Compensation Act, the Fair Labor Standards Act, the Equal Pay Act, National Labor Relations Act, Labor Management Relations Act, Employee Retirement Income Security Act, Title VII of the Civil Rights Act of 1·964, as amended, Civil Rights Act of 1991, Americans with Disabilities Act, as amended, the Rehabilitation Act, Executive Order 11246, Family and Medical Leave Act, Sarbanes-Oxley Act of 2002, Worker Adjustment and Retraining Notification Act, the Consolidated Omnibus Budget Reconciliation Act, Age Discrimination in Employment Act (ADEA), the Code of Federal Regulations, and all claims under any other federal, state, municipal or other governmental statute, regulation, ordinance or order.

8. Mr. Googins specifically and expressly waiv es all rights under the provisions of Section 1542 of the Civil Code of California ("Section 1542 Waiver") with respect to the Released Claims. Section 1542 Waiver provides as follows:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE

CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT

TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE

RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE

MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE
DEBTOR OR RELEASED PARTY.

Thus, for the purposes of making a complete settlement of the Released Claims which Mr. Googins may have or claims to have against the City Released Parties, Mr. Googins waives and releases any and all Released Claims against the City Released Parties, including Released Claims which are unknown and unsuspected as of the Effective Date of this Agreement. Mr. Googins warrants that they have read this Agreement, including the Section 1542 Waiver, and have had an opportunity to consult with counsel of their own choosing about this Agreement and specifically about the Section 1542 Waiver, and that they understand this Agreement and the Section 1542 Waiver. Mr. Googins acknowledges that they may later discover facts different from or in addition to those now known or believed to be true regarding the matters released or described in this Agreement, and even so they agree that the releases and agreements contained in this Agreement shall remain effective in all respects notwithstanding any later discovery of any different or additional facts. Mr. Googins assumes any and all risk of any mistake in connection with the facts involved in the matters, disputes, or controversies released or described in this Agreement or with regard to any facts now known to them relating thereto. Mr. Googins agrees, to the fullest extent permitted by law, that they will not initiate or file a lawsuit or internal City proceeding to assert any Released Claims. If any such action is brought, this Agreement will constitute an Affirmative Defense thereto, and the City shall be entitled to recover reasonable costs and attorneys' fees incurred in defending against any Released Claim.

9. Mr. Googins acknowledges that they have not heretofore assigned or transferred to or purported to assign or transfer to any person or entity the Released claims or any part or portion thereof, and agrees to indemnify and hold harmless the City Released Parties 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

302407.10
from and against any claim, demand, controversy, damage, debt, liability, account, reckoning, obligation, cost, expense, lien, action or cause of action (including the payment of attorneys' fees and costs actually incurred whether or not litigation commenced) based on, in connection with, or arising out of any assignment or transfer or claimed assignment or transfer thereof.

10. Entire Agreement. This Agreement supersedes any and all agreements, either oral or written, between the Parties with respect to the severance of Mr. Googins’ employment relationship with the City. Each party to this Agreement acknowledges that no representations, inducements, promises, or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party that are not contained in this Agreement. No agreement, statement, or promise not contained in this Agreement shall be valid or binding.

11. Applicable Law and Venue. This Agreement shall be interpreted according to the laws of the State of California. Venue of any action regarding this Agreement shall be in the Santa Clara County Superior Court.

12. Modification. Any modification of this Agreement shall be effective only if it is in writing and signing by all parties to this Agreement.

13. Severability. If any part of this Agreement is determined to be invalid, unlawful, or unenforceable, that part shall not be deemed to be part of this Agreement.

14. Legal Advice and Voluntary Execution. Each Party represents and warrants that it:
(a) had the opportunity to obtain legal advice from legal counsel of its choice before entering into this Agreement, (b) has read the contents of this Agreement; (c) fully understands the terms and consequences of this Agreement; (d) enters this Agreement voluntarily; and (e) shall not deny the validity of this Agreement on the grounds that it did not have advice of counsel or did not voluntarily and knowingly enter into this Agreement and agree to each of its terms.

15. Full Execution Authority. Each Party executing this Agreement warrants and represents that it or they have full authority to bind the corresponding Party to this Agreement.

16. No Admissions. By entering into this Agreement, the City Released Parties do not admit that they have engaged in, or are now engaging in, any unlawful conduct or employment practice. It is understood and agreed that this Agreement is not an admission of liability, and that the City specifically denies liability related in any manner to Mr. Googins employment. The Parties agree that it is their mutual intention that neither this Agreement nor any terms hereof shall be admissible in any other or future proceedings against the City, except a proceeding to enforce this Agreement.

17. Acknowledgment of Payment of Compensation/Benefits. Mr. Googins acknowledges and affirms that they have been paid any and all compensation to which they are entitled pursuant to the terms of the Employment Agreement. 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

302407.10

18. Tax Consequences. The City has made no representation about and takes no position on the tax consequences of this Agreement. A dispute regarding the tax status of this Agreement shall not affect the validity of this Agreement. Mr. Googins has had an opportunity to discuss the potential tax consequences of this Agreement with their own counsel and agrees to indemnify and hold harmless the City from any and all costs and assessments including, but not limited to delinquent taxes, penalties and/or assessments levied against the City in connection with this Agreement.

19. Older Workers' Benefits Protection Act. It is the intention of the Parties that the releases contained in this Agreement apply to all claims of any kind against the City. In order to comply with the Older Workers' Benefits Protection Act (29 U.S.C. § 626(f)) and effectuate the release by Mr. Googins of any potential claims under the federal Age Discrimination in Employment Act, Mr. Googins agrees as follows: (i) they have carefully reviewed the foregoing Agreement, and understands the terms and conditions it contains; (ii) by entering into this Agreement they are giving up potentially valuable legal rights, and they intend to be bound by all the terms and conditions set forth herein; (iii) they are entering into this Agreement freely, knowingly, and voluntarily; (iv) they have been advised of their right to at least twenty-one (21) days to consider whether to agree to the terms and conditions set forth herein; and (v) for a seven (7) day period following their execution of this Agreement they may revoke this Agreement by delivering a written revocation to City, and this Agreement shall not become effective nor enforceable until the revocation period has expired.

THE UNDERSIGNED HAVE READ THE FOREGOING AGREEMENT AND ACCEPT AND

AGREE TO THE PROVISIONS CONTAINED HEREIN, AND HEREBY EXECUTE IT,

KNOWINGLY AND VOLUNTARILY AND WITH FULL UNDERSTANDING OF ITS CONSEQUENCES.
___________________________
Name:

Title:

City of Santa Clara
Date: ______________________

___________________________
Mr. Googins

Date: ______________________

Approved as to Form and Legality:
___________________________
Name:

Special Outside Counsel
Date: ______________________

___________________________
Name:

Attorney for Mr. Googins
Date: ______________________














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

302407.10

EXHIBIT D
City Manager’s Directive 028 Travel Policy














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF City Manager’s Directive 028
Travel Policy
CMD 028 Page 1 of 12 DATE: JXO\ 2022
CANCELS: June 19, 1997
POLICY The City of Santa Clara (the “City”) expects to pay all reasonable costs incurred by City employees traveling on approved City business; and City employees are expected to use sound fiscal stewardship when expending public funds, and to travel in the most logical and least expensive manner possible.

PURPOSE The purpose of this Travel Policy (the “Policy”) is to define the City’s expectations of its employees who travel in connection with their work responsibilities and to clarify which expenses the City will fund and which expenses are considered the personal responsibility of the traveler. This policy is not intended to cover short trips during work hours made by employees in the course of their regularly assigned work duties.

Local Travel Local travel is travel necessary to conduct official City business and is performed by the most direct route within and adjacent to an employee’s official worksite. Local travel is defined as less than 50 miles from the employee’s home or place of business, whichever is the shortest distance. Compensation shall be based upon the number of miles between the travel destination and either the employee’s designated work location or residence, whichever is the shortest distance. The City will not pay for lodging or per diem meal expenses related to local travel as defined above. The City will pay for transportation and parking costs related to the local travel.

Employees can settle their allowable local travel expenses through the petty cash reimbursement process if the request is less than the petty cash limit at the time of reimbursement. Requests larger than the petty cash limit require an accounts payable request for payment.

Conference
and Meeting
Attendance
City employees shall be authorized to join professional and public organizations and attend the meetings and conferences held by such organizations subject to adequate budget appropriations and adherence to this policy.

General
Procedures
and Guidelines
The Policy shall be reviewed annually by the City Auditor’s Office to ensure its consistency with respect to the City's objectives and any modifications must be approved by the City Manager.














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF CMD 028: Travel Policy
DATE: July 1, 2022 CMD 028 Page 2 of 12
CANCELS: June 19, 1997
Travel
Authorization
A. City Manager Pre-Travel Authorization Form Required.

City Manager (or designee) authorization is required in advance of travel or the commitment of City funds for the following:
x Travel by Department Directors
x Out-of-State travel by any staff
x Any exception to this policy
Authorization shall be sought via submittal of a Pre-Travel Authorization Form (Attachment A).

B. Department Director Pre-Travel Authorization Form
Required.

In-state, overnight travel requires the approval of a
Department Director via submittal of a Pre-Travel
Authorization Form in advance of travel and the commitment of City funds.

C. Department Director or Designated Supervisor
Authorization Required.

A pre-travel authorization form is not required for local travel as defined above, where meal reimbursement, overnight or out-of-state travel is not concerned. Employees are required to obtain approval from their supervisor prior to any business travel for which the City is expected to pay for mileage, bridge tolls and/or parking. This approval can be via email, with a copy of email approval submitted with travel costs. Itemized receipts are necessary to receive reimbursement for all expenses whether through petty cash or accounts payable request for payment. An employee may not approve their own travel documentation under any circumstances.

Travel
Arrangements
Travel arrangements shall be made as far in advance as possible to obtain the best possible fares and rates. Registration for conferences and training shall be made far enough in advance to take advanta
ge of earl y (discounted) fees, and to avoid late














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF CMD 028: Travel Policy
DATE: July 1, 2022 CMD 028 Page 3 of 12
CANCELS: June 19, 1997
registration fees. If travel arrangements must be cancelled for any reason, the person who made the arrangements shall cancel them in sufficient time to prevent the City from incurring unnecessary costs when possible.

At the Department Director’s discretion, one or more persons may be designated as a Travel Coordinator and be assigned
responsibility for making travel arrangements for all business travelers within a department. It is the City’s preference that all travel be booked by designated Travel Coordinators using their City Procurement Cards to secure travel arrangements ahead of all travel. Individual travelers may make their own travel arrangements with their personal credit cards and be reimbursed if it is not feasible for a travel coordinator to do so.

Transportation Travelers shall use whatever mode of transportation is the most reasonable and least expensive. When planning the transportation portion of a trip, the employee shall consider all aspects of cost to the City including daily expenses, overtime, lost work time as well as actual transportation costs.

Use of a mode of transportation other than the most reasonable and least expensive must be documented and have advance approval from the employee’s Department Director. The City will pay only the cost of the most reasonable and least expensive mode. If the mode of transportation is determined to be a City vehicle, the traveler shall comply with the City Manager’s Directive (CMD) 21 Use and Maintenance of City Vehicles Including General Government/Public Works Pool Vehicles. The difference between the selected mode and the least expensive mode shall be documented and considered the employee’s personal expense at the time of travel authorization.

This paragraph does not apply to special accommodations made to qualified employees under the Americans with Disabilities Act provided that the alternate mode of transportation is approved in advance.

A. Air Travel.

Employees shall not limit their air travel options by specifying an airline. The airline offering the lowest fare for a reasonable route shall be selected.














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF CMD 028: Travel Policy
DATE: July 1, 2022 CMD 028 Page 4 of 12
CANCELS: June 19, 1997
B. Use of Personal Vehicle.

With the exception of employees who have been assigned a City vehicle or who receive a car allowance, employees shall be compensated for the use of their private vehicles for business travel at the current IRS standard mileage rate, provided that it is the most reasonable and least expensive method of transportation. Compensation shall be based upon the number of miles between the travel destination and either the employee’s designated work location or residence,
whichever is the shortest distance.

Employees that receive a car allowance and are required to travel greater than 50 miles from their work location or residence, whichever is the shortest distance, are eligible to be compensated for the use of their private vehicle for business travel at the current IRS standard mileage rate for miles traveled over 50 each way of the trip (e.g. if travel destination is 80 miles from the work location and 70 miles from the residence, then the employee will receive
reimbursement for 20 miles (70-50=20)).

Employees who do not receive a car allowance may also be compensated at the current IRS standard mileage rate for the use of their private vehicles for routine travel on City business between City facilities or to other locations in Santa Clara or the adjoining communities. Compensation shall be based
upon the number of miles between the travel destination and either the employee’s designated work location or residence, whichever is the shortest distance. Employees must keep a log of such routine travel using the Mileage Reimbursement Log (Attachment C). Expense reimbursements for this type of mileage must be submitted monthly.

The City will reimburse all expenses, such as bridge tolls and parking fees, incurred as the result of an employee’s
authorized use of a vehicle while traveling on City business.

Employees requesting reimbursement for the payment of
such expenses shall obtain itemized receipts and submit them as pa
rt of their travel expenses on the Travel Expense














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF CMD 028: Travel Policy
DATE: July 1, 2022 CMD 028 Page 5 of 12
CANCELS: June 19, 1997
Form. Also, whenever possible, employees attending the
same event shall travel together to minimize expenses.

To drive a City or privately-owned vehicle on City business an employee must possess a valid California driver’s license. An owner/driver of a privately-owned vehicle used for City business must carry adequate liability insurance coverage in accordance with applicable State law, and be responsible for any damage, service, or repair to the car occurring on the trip, as these costs are included in the City’s per mile cost reimbursement.

In addition, the employee shall charge any additional
personal time spent outside of the normal reasonable travel time during normal work hours to vacation or a similar leave.

C. Train and Other Mass Transit.

Employees shall be compensated for train or other mass
transit fares and fees provided that it is the most logical and least expensive method of travel to the conference,
conference related events, or meeting site. Any incremental cost beyond the basic cost required for the employee to attend a conference or meeting shall be paid for by the employee. In addition, the employee shall charge any
additional personal time spent outside of the normal
reasonable travel time during normal work hours to vacation or a similar leave.

D. Ground Transportation at Destination.

Supplementary transportation within the destination city shall be accomplished by hotel courtesy buses or local shuttle services, if available. Taxi or ride-share (Uber/Lyft) service shall be used only when no other convenient, less costly mode of transportation is available for the employee to travel to the conference, conference related events, or meeting site.

Any incremental cost beyond the basic cost required for the employee to attend a conference or meeting shall be paid for by the employee.














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF CMD 028: Travel Policy
DATE: July 1, 2022 CMD 028 Page 6 of 12
CANCELS: June 19, 1997
E. Rental Vehicles.

Rental vehicles shall be used only when no other mode of transportation is available or when alternate transportation would be more expensive or impractical and must be
authorized in advance by the Department Director. If a rental vehicle is authorized, employees shall request the least expensive vehicle category that meets their needs.

Employees are required to purchase and shall be reimbursed for optional insurance coverage for the rental vehicle.

Optional insurance coverage shall include Damage Waiver (DW) (also referred to as Collision Damage Waiver (CDW)) and third-party liability coverage.

F. Travel Time.

Travel time is compensable under certain conditions identified in the Fair Labor Standards Act (FLSA). As a charter city, the City follows current FLSA regulations for determining the compensability for travel time. The FLSA regulations are available at:
http://www.dol.gov/whd/regs/compliance/whdfs22.htm
Lodging The City will pay lodging expenses for approved City travel, including the evening preceding or subsequent to a meeting or business event when the employee would otherwise have to travel from his/her residence before 6 a.m. or after 9 p.m. to reach or return from his or her destination. Local travel, as defined previously in this policy, does not qualify for City paid lodging expenses.

Employees are expected to use the most cost-effective lodging reasonably available. When a conference or training session is held at a specific hotel, the City shall pay for actual lodging expenses up to the standard lodging rate advertised by the conference or training sponsor unless approved by the Department Director as part of the travel authorization process.

When there is not a specific lodging site associated with official City business, the Cit
y shall pa y for actual lod ging expenses up to the














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF CMD 028: Travel Policy
DATE: July 1, 2022 CMD 028 Page 7 of 12
CANCELS: June 19, 1997
GSA maximum rate allowed by location
(http://www.gsa.gov/perdiem). Note that the GSA maximum rate applies to the base room rate only and does not include taxes. Any exception to applying the GSA rate due to the current market rates in the area of travel must be documented in writing and approved, pre-travel, by the Department Director.

Every effort shall be made to obtain lodging at or near the facility where official City business is to take place to minimize travel time and transportation costs. The lodging should also be clean, safe and appropriate for business travel. Government rates are often available and should be sought. The City will pay for standard room accommodations at the most cost-effective lodging reasonably available. Any incremental cost beyond that of a standard room shall be paid for by the employee unless a written exception has been approved by the City Manager (or designee).

Room reservations may be made in advance using a City
procurement card and the employee should request a copy of the hotel’s credit card authorization receipt as applicable. This will be used to authorize the hotel to charge the total room cost, including all taxes, on the Travel Coordinator’s purchasing card. Employees shall personally pay for any additional expenses incurred, such as movie rental, mini-bar bills, room service, etc.

Employees shall cancel any reservations for lodging they will not use. Any charge for an unused reservation shall be considered the employee’s personal expense unless failure to cancel the reservation was due to circumstances reasonably beyond the employee’s control.

Meals A. Overnight Travel
The City will pay for an employee’s meals during authorized travel, including tax and tips and incidentals, up to the per diem amount established by the GSA for the destination location (available at:
http://www.gsa.gov/perdiem) for a full day of travel. Per GSA, rules, employees are only eligible for 75 percent of the total per diem amount on the first and last travel day. The Meals & Incidental Expenses (M&IE) column will be used to generate the per diem rate for meals. Use the
guide on http://www.gsa.gov/mie to breakdown














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF CMD 028: Travel Policy
DATE: July 1, 2022 CMD 028 Page 8 of 12
CANCELS: June 19, 1997
the per diem amount for each meal. For any meal that is provided by the conference or hotel the appropriate meal amount listed on http://www.gsa.gov/mie must be deducted from the reimbursement request.

The City will not pay for the following:
x Meals that the employee elects to purchase from another source when the meals are included in the cost of a
conference, training registration fee, or hotel stay. In the event an exception is granted due to dietary restrictions, the meal will be reimbursed on an actual expense basis, up to the applicable GSA rate.
x Alcoholic beverages.

B. Non-Overnight Travel
With regard to partial days of travel that is not overnight but exceeds the local travel guidelines detailed above, the City will pay for meals on a pro-rated basis using GSA meal amounts, as follows:
x If the partial day includes travel before 8 a.m., the City will pay for the employee's breakfast.
x If the partial day includes travel between 11 a.m. and 1 p.m., the City will pay for the employee's lunch.
x If the partial day includes travel after 5 p.m., the City will pay for the employee's dinner.

Miscellaneous
Fees/Business
Expenses
A. Gratuities/Tips.

The City will pay reasonable and customary gratuities and tips during City business travel, which are included in the standard per diem rate per GSA guidelines.

B. Business Expenses.

The City will pay for goods and/or services deemed
necessary for the completion of official business, such as printer, copier, and computer usage, etc.; for internet usage at actual cost and for all business telephone calls. Cellular phones are often mo
re cost-effective than using hotel phones














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF CMD 028: Travel Policy
DATE: July 1, 2022 CMD 028 Page 9 of 12
CANCELS: June 19, 1997
directly and should be considered as a primary option.

Whenever possible, employees shall anticipate the need for supplies and shall take whatever they will need with them instead of buying supplies at their destination.

C. Baggage Fees.

If the airline charges for all checked baggage, the City will cover the cost for one checked bag only. Excess baggage charges are not reimbursable.

D. Personal Expenses.

Personal expenses will not be paid by the City. In addition to those items identified as personal expenses throughout this Policy, personal expenses include early bird flight check-in fee, change flight fee (except as otherwise set forth in this Policy), personal transportation costs outside of the
conference or conference event site, personal telephone calls, in-room movies, spas and gyms, optional recreational events in connection with a conference, laundry or dry
cleaning, miscellaneous sundries, or other items of a
personal nature.

Personal travel shall not be mixed with business travel if it will result in (1) additional costs to the City, (2) employee engaging in personal travel while be compensated, or (3) harming the City’s interest in any way. Any extension of a trip for personal travel must be accompanied by Director approval and supporting documentation of what the trip would have cost with the original business itinerary. The City will reimburse the lesser of the original business itinerary cost or the extended trip cost due to personal travel. Any additional cost from the original business itinerary must be covered by the employee. The City will not pay for any expenses of a spouse or other person who accompanies an employee on
business travel.














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF CMD 028: Travel Policy
DATE: July 1, 2022 CMD 028 Page 10 of 12
CANCELS: June 19, 1997
Settlement of
Trip Expenses
Payment of travel expenses incurred during the trip using City procurement cards is not permitted. Purchase cards may be used to pre-pay expenses such as flights, hotel, car rental, or conference registration (preferably by a Travel Coordinator) or may pay these expenses by invoice through accounts payable.

Allowable expenses per this policy during the trip are to be paid out of pocket by employees and reimbursed upon completion of travel.

The City will not provide any advance payment of travel costs directly to employees.

Travel
Reimbursement
All employee travel reimbursement requests require either direct supervisor or Department Head approval prior to submitting to the City Auditor. Direct supervisors can approve expense
reimbursement requests if there is no greater than a 10% variance between the pre-approved travel estimate and the actual expense reimbursement requested. Any reimbursement request with a difference greater than 10% of the pre-approved estimate must be approved by the Department Director.

The City Auditor’s Office is responsible for review and has final approval of travel expense reimbursement requests. Approval shall be based upon the employee’s compliance or non-compliance with the requirements of this policy. Once approved by the City Auditor, the reimbursement request will be forwarded directly to accounts payable for processing and email notification will be provided to travel coordinators and/or the employee.

Within 30 days of an employee's return from a business trip, a final, department approved expense report associated with the trip shall be submitted to the City Auditor to be eligible for any reimbursement. The employee must complete a signed Travel Form and supporting documentation to substantiate all reported expenses with the exception of meals, as these are reimbursed based on GSA per diem rates. The documentation should be in its original form and include the following, if applicable:
x Pre-travel request authorization as defined by this policy x Invoice and trip itinerary from vendor
x Event brochure or agenda for conference, training, or special event














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

CMD 028: Travel Policy
DATE: July 1, 2022 CMD 028 Page 11 of 12
CANCELS: June 19, 1997
x Any certificates of completion associated with event
x Airfare receipt showing the travel dates and time
x Parking receipts showing the travel date and amount paid x Transportation receipts showing the travel date and full address to/from the event location
x Car rental receipt showing the dates and number of days x Final itemized hotel bill or statement showing all charges x Documentation showing miles between destination and the employee’s work location or residence to substantiate the shortest distance driven for mileage
x A brief written explanation if a reporting item doesn’t have supporting documentation.

It is the employee’s responsibility to submit the travel expense reimbursement request within the specified timeline.

Uncompleted training will not be paid by the City unless the employee's failure to complete the training was due to a cause outside the employee's control as documented with a memorandum.

Advances The City does not offer advances to employees for travel.

Exceptions to
this Policy
This Policy does not claim to address all contingencies and conditions. However, any exception requires City Manager (or designee) approval in writing for anticipated/known exceptions or unanticipated/unplanned expenses. Requests for exceptions should be accompanied by the traveler’s written justification for the expense.

Examples of exceptions to this policy include, but are not limited to, the following:
x Unusual business expenses
x Per diem and/or lodging expenses which exceed GSA limits x The purchase of one or more meals from another source even though they were included in a conference and/or
seminar registration fee
x The use of an alternate mode of transportation
x Lodging expenses incurred during local travel
x Travel costs exceeding available budget appropriations 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF CMD 028: Travel Policy
DATE: July 1, 2022 CMD 028 Page 12 of 12
CANCELS: June 19, 1997
City Auditor to
Conduct
Periodic Audits
The City Auditor shall conduct periodic audits in accordance with generally accepted government auditing standards to ensure compliance with this travel policy. Audit results shall be submitted to the City Council.

Cross References:

CMD 49 - Membership in Professional Societies and Associations CMD 21 - Use and Maintenance of City Vehicles Including General Government/Public Works Pool Vehicles
Attachments:

A – Travel Authorization Form
B – Travel Expenses Reimbursement Form
C – Mileage Reimbursement Log














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF

302407.10

EXHIBIT E
Description of Job Duties














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF Description of Duties
for City Attorney
Charter of the City of Santa Clara, Section 908 City Attorney.

There shall be a City Attorney who shall have the power and be required to:
(a) Represent and advise the City Council and all City officers in all matters of law pertaining to their offices;
(b) Represent and appear for the City and any City officer or employee or former City officer or employee, in any or all actions and proceedings in which the City or any such officer or employee in or by reason of his/her official capacity, is concerned or is a party, but the City Council shall have control of all legal business and proceedings and may employ other attorneys to take charge of any litigation or matter or to assist the City Attorney therein; (c) Attend all meetings of the City Council and give his/her advice or opinion in writing whenever requested to do so by the City Council, or by any of the boards or officers of the City; (d) Approve the form of all bonds given to and all contracts made by the City, endorsing his/her approval thereon in writing;
(e) Prepare any and all proposed ordinances or resolutions for the City, and amendments thereto;
(f) Prosecute on behalf of the people all criminal cases for violation of this Charter and of City ordinances; and
(g) On vacating the office, surrender to his/her successor, all books, papers, files, and documents pertaining to the City’s affairs.

To be eligible for appointment as City Attorney, the appointee shall have been admitted to practice as an attorney at law before the Supreme Court of the State of California, and shall have been engaged in the active practice of law for at least four years immediately prior to his/her appointment. (Amended by electors at an election held March 7, 2000, Charter Chapter 11 of the State Statutes of 2000)














 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF Description of Duties
for City Attorney
Santa Clara City Code, Chapter 2.25 City Attorney

2.25.020 Duties and responsibilities.

The City Attorney shall be responsible for the following:
(a) Advising the City Council, the City Manager and all City department heads in matters of law pertaining to their offices.
(b) Representing and appearing for the City and any Ci ty employee in any or all actions brought against the City or its employees in the course of their duties. (c) Keeping the City Council informed as to all legisl ation affecting the City government and processing all insurance matters and damage claims against the City. (d) Rendering written legal opinions when so requested by the City Council or the City Manager. (e) Attending designated meetings of boards, commissions and special committees of the City and representing City departments before State or local courts, boards or commissions. (f) Reviewing and approving the form of all City contracts, agreements, deeds and legal documents. (g) The preparation and promulgation of municipal bond issues and special assessment districts. (h) The preparation and promotion of State and Federal legislation proposed by the City Council. (i) Preparing and processing all proposed ordinances or resolutions for the City Council. (j) The preparation and handling of all City litigation or court proceedings. (k) Prosecuting on behalf of the people all cases of violation of the Charter, provisions of this Code or other City ordinances.
(l) Be responsible for the processing of annexation pr oceedings and assist in the acquisition of public land, easements and rights-of-way. (Ord. 947. Formerly § 2-31). 













 

DocuSign Envelope ID: 0F7102F6-8C17-4858-A769-AD9FD96449DF