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01/17/2012 04D Interim City Manager Agreement with Michael Morales • fz• - \ .....) BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No VD- For Meeting of January 17, 2012 ITEM TITLE: Resolution relating to administration, amending the original Employment Agreement designating Michael .Morales as the Interim City Manager effective January 1, 2012, revising the compensation amount and the term stated in said Employment Agreement; and specifically amending paragraphs 4 and 6.1 of said Agreement. The effective date of the amended Agreement shall be retroactive to January 1, 2012. SUBMITTED BY: Jeff Cutter, City Attorney CONTACT Jeff Cutter / 575 -6030 PERSON /TELEPHONE: SUMMARY EXPLANATION: On December 29, 2011 the City Council appointed Michael Morales to be the Interim City Manager by action of Resolution R- 2011 -189, in accord with the terms set forth in Employment Agreement 2011 -104. The City Council has determined that the initial Employment Agreement stated an incorrect compensation value and did not intend that Mr. Morales would receive a reduced compensation amount for accepting the role of Interim City Manager, and also has determined that it is more appropriate that the initial Agreement term be for six months rather than the three months originally stated The attached Amendment Number 1 to the Employment Agreement previously approved by Council, effective January 1, 2012, amends the original Agreement to provide these revisions, and is intended to be retroactively applied from January 1, 2012. Resolution X Ordinance Other (specify) Contract: X Mail to: Contract Term: Six months. Amount: Expiration Date: June 30, 2012 Insurance Required? No Funding Source: Phone: APPROVED FOR City Manager SUBMITTAL: • STAFF RECOMMENDATION: Adopt. Resolution. BOARD /COMMISSION RECOMMENDATION: ATTACHMENTS: Click to download ❑ Resolution- Interim City Manager Michael Morales Jan 2012 ❑ M Morales Interim CM Employment Aqrmnt First Amendment Jan 2012 RESOLUTION NO. R -2012- A RESOLUTION relating to administration; amending the original Employment Agreement designating Michael Morales as the Interim City Manager effective January 1, 2012, revising the compensation amount and the term stated in said Employment Agreement; and specifically amending paragraphs 4 and 6.1 of said Agreement. WHEREAS, on December 29, 2011 the City Council appointed Michael Morales to be the Interim City Manager by action of Resolution R- 2011 -189, in accord with the terms set forth in Employment Agreement 2011 -104; and WHEREAS, the City Council has determined that the initial Employment Agreement stated an incorrect compensation value and did not intend that Mr. Morales would receive a reduced compensation amount for accepting the role of Interim City Manager, and also has determined that it is more appropriate that the initial Agreement term be for six months rather than three months; and WHEREAS, the City Council is authorized by the Yakima City Charter and RCW 35.18.140 to designate an interim city manager at such time as the previous City Manager is no longer available to serve in that position and to decide the terms to be offered for said appointment; and WHEREAS, Michael Morales has agreed to assume the role, duties and obligations of the City Manager on an interim basis pending the appointment of a permanent City Manager, in accord with the terms of the First Amendment to the Employment Agreement, attached hereto and incorporated herein; and WHEREAS, the City Council finds it to be in the best interest of the City of Yakima to designate Michael Morales as the Interim City Manager, with all of the powers, duties and authority associated with that position as set forth in RCW 35.18.060 and in Article II, Sections 7 -14 of the Yakima City Charter and under the terms and conditions set forth in the written First Amendment to Employment Agreement between the Council and Michael Morales; and WHEREAS, the City Council desires to designate Michael Morales as the Interim City Manager for the compensation and term stated in the attached First Amendment to Employment Agreement and as that Agreement may hereafter be extended by the parties for the period of time necessary to complete the process of identifying and hiring a permanent City Manager and for the permanent City Manager to complete the oath of office, or until the Council takes further action to terminate this interim appointment, whichever first occurs; now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: Michael Morales is designated as the Interim City Manager of the City of Yakima under the terms and conditions set forth in this resolution and in the written First Amendment to Employment Agreement between the Council and Michael Morales, attached hereto, said amendments to paragraphs 4 and. 6.1 of the Agreement be effective retroactively to January 1, 2012 and continuing until (1) the expiration of the attached Employment Agreement, including any extensions thereof; (2) until such time as a permanent City Manager is employed by the City Council and said City Manager has taken the official oath of office, or (3) until further action of the City Council terminating his appointment as the Interim City Manager, whichever shall first occur. ADOPTED BY THE CITY COUNCIL this 17 day of January, 2012. ATTEST: , Mayor City Clerk FIRST AMENDMENT TO EMPLOYMENT AGREEMENT BETWEEN CITY OF YAKIMA AND MICHAEL A. MORALES REGARDING INTERIM CITY MANAGER POSITION 1. Date and Parties. This Agreement, dated January 10 2012, is the first amendment to the employment agreement effective January 1 2012 entered into between the City of Yakima, a Washington municipal corporation ( "City ") and Michael A. Morales, ( "Mr. Morales "). 2. Intent and Purpose 2.1 The City is a First Class City operating under the Council- Manager form of government (chapter 35.18 RCW). 2.2 The City has received and accepted the resignation of City Manager Donald B. Cooper and will soon be engaging in a search for qualified candidates to serve as the next permanent Yakima City Manager. At a special meeting of the City Council held on December 29 2011 the City Council determined that it would designate Mr. Morales as the Interim City Manager, to conduct the duties and responsibilities of the City Manager during the pendency of the process of recruiting and hiring a new permanent City Manager, said designation to be in accord with the terms and conditions set forth in this employment agreement. 2.3 The City Council, by the adoption of Resolution 2011- on December 29 2011, authorized the Yakima City Mayor to designate Mr. Morales as the Interim City Manager on the terms and conditions set forth in Contract No. . Mr. Morales has agreed to accept this designation, subject to the terms and conditions of said Agreement. 2.4 The purpose of this First Amendment to the afore - mentioned Agreement is to correct the compensation amount the City agrees to pay Mr. Morales for his services as the Interim City Manager, as well as to extend the effective term of the Agreement from three (3) months to six (6) months. 3. Designation. By executing this First Amendment to Employment Agreement, the City has offered, and Mr. Morales has accepted, the City Council's designation as the Interim City Manager upon the terms and conditions set forth in the initial Agreement and as amended by the attached First Amendment to Employment Agreement. 4. Term. Mr. Morales's designation as Interim City Manager shall commence on January 1, 2012, and shall continue through June 30, 2012, and may be extended for additional terms as determined by the parties hereto, or terminated as provided in Section 8 herein. 5. Duties. Mr. Morales shall perform all duties and obligations of the City Manager as required and appointed by law, and such other appropriate duties as are assigned from time to time by the City Council. The duties and authority of the City Manager, as set forth in the Yakima City Charter, the Yakima Municipal Code and in RCW 35.18.060, together with any Employment Agreement Between City of Yakima and Michael Morales Regarding Interim City Manager Position Page 1 of 4 City Morales future amendments thereto, are hereby incorporated by reference. Mr. Morales recognizes that the City Council is the legislative and policy making body of the City and agrees to respond promptly and equally to the Council regarding their concerns. The City, through the City Council, recognizes that the City Manager is the individual responsible for administration and enforcement of the City's ordinances and resolutions, and of the policies and directives of the City Council, and members of the City Council shall communicate concerns regarding administration to the Manager in accordance with RCW 35.18.110. Mr. Morales shall attend all special and regular meetings of the City Council, unless excused, and such other meetings as required by the City Council. 6. Salary and Performance Review. 6.1 Mr. Morales's starting salary shall be paid at ten percent (10 %) higher than step `E' of the Assistant City Manager compensation, as established by City ordinance, which shall be paid in accordance with the City's policies in effect from time to time for the payment of other City employees. This compensation value shall be applied retroactively to the first date of service under the initial Employment Agreement, beginning January 1, 2012. 6.2 Mr. Morales's salary shall be re- evaluated by the City Council at such time as this Agreement may be extended in the future if he continues to serve as the Interim City Manager beyond the term of this Agreement, to consider increasing his salary during any future terms of service in the Interim City Manager position through the completion of his Interim City Manager responsibilities, taking into account Mr. Morales's performance, the limitations of the Yakima Municipal Code pay ordinance and such other factors as the City Council, in its sole discretion, deems appropriate. If the Council determines a salary adjustment is appropriate, then the adjustment shall be effective as shall be indicated in any future extensions of this Agreement. 6.3 Upon commencement of employment, the Council may meet with the Interim City Manager to establish a work plan which the Council determines necessary for the proper operation of the City and to attain the City's policy objectives. 7. Benefits. Mr. Morales shall receive such benefits as are set forth from time to time in City Council approved policies for non - represented Department Director benefits, unless the Agreement specifies otherwise. In the case of a conflict between the City policies and the Agreement terms, the Agreement terms shall control. 7.1 Membership Dues. The City shall pay membership dues for the Mr. Morales's membership in the International City Manager's Association (ICMA) and the Washington City /County Managers Association (WCCMA). The City shall pay for Mr. Morales's attendance at such conferences and for such other memberships, subscriptions, or dues, desirable for Mr. Morales's continued professional growth, advancement for the good of the City, and as shall be contained in the City's adopted annual budget. 7.4 Professional Development. The City agrees to budget for and pay for travel and subsistence expenses of Mr. Morales for professional and office travel, meetings and occasions adequate to continue the professional activities of Mr. Morales and to adequately pursue necessary official functions for the City, including, but not limited to the ICMA Annual Conference, the Association of Washington Cities, and the Washington City /County Managers Employment Agreement Between City of Yakima and Michael Morales Regarding Interim City Manager Position Page 2 of 4 City Morales Association. For any other professional functions outside of the State of Washington, the Council's prior approval shall be required. 7.5 General Expenses. The City recognizes that certain expenses of a non- personal and job - affiliated nature might be incurred by Mr. Morales. The City agrees to reimburse or to pay said general expenses to the extent authorized by State law, State auditor regulations and published guidelines, and City policy, and subject to such accounting process as is established by the City Finance Director. 7.6 Car Allowance. The City shall pay a monthly allowance of $300.00 for automobile expenses incurred by Mr. Morales using his personal vehicle for City related business. Said allowance is in lieu of the City otherwise providing Mr. Morales with use of a City vehicle on a regular basis. In addition to the foregoing, in the event that Mr. Morales, in the performance of his duties and obligations is required to use his automobile for travel outside the Central Washington Region, Mr. Morales will be entitled to reimbursement for mileage incurred outside said Region at the City's adopted mileage reimbursement rate. 8. Termination. 8.1 Mr. Morales acknowledges that the City can terminate his designation as Interim City Manager at any time, without any reason whatsoever. 8.2. In the event the City elects to terminate Mr. Morales's designation as Interim City Manager for any reason other than for "cause ", Mr. Morales shall return to his former position of Director of the Department of Community and Economic Development at step "E." For purposes of this Agreement, the term "cause" shall mean misfeasance, malfeasance, or nonfeasance in office. 8.3 In the event Mr. Morales elects to terminate his designation as the Interim City Manager for any reason, Mr. Morales agrees to provide the City with not less than thirty (30) days' written notice prior to the effective date of said termination of employment. 9. Indemnification. Mr. Morales shall be entitled to the benefits and subject to the responsibilities provided for in City policies and practices. 10. Bonding. The City shall bear the full costs of any fidelity or other bonds required of Mr. Morales under any law or ordinance associated with performing the City Manager duties. 11. Integration and No Presumption of Draftsmanship. This Agreement constitutes the entire agreement between the parties, and both parties acknowledge that there are no other agreements, oral or otherwise, that have not been fully set forth in the text of this Agreement. In addition, the parties acknowledge that they have negotiated the Agreement terms and thus there shall be no presumption of draftsmanship in any dispute regarding the meaning or intent of any provision. Employment Agreement Between City of Yakima and Michael Morales Regarding Interim City Manager Position Page 3 of 4 City Morales 12. Modification. This Agreement can be amended or modified only with the written concurrence of both parties. Dated this 17 day of January, 2012. CITY OF YAKIMA By: , Mayor Michael A. Morales represents and acknowledges that he has read this Agreement in its entirety and has had an opportunity to review the Agreement. He further represents and acknowledges that it is his understanding that this Agreement has been reviewed and approved by the Yakima City Attorney on behalf of the City only, and not on behalf of Mr. Morales. By virtue of this passage, he further acknowledges that he has been advised that he has the right to consult independent counsel concerning this Agreement, and that by signing this Agreement he acknowledges that he has afforded himself the opportunity to do so, or hereby expressly waives his right to have the Agreement reviewed by independent legal counsel, and agrees to the terms hereof by signing the same. By: Michael A. Morales Employment Agreement Between City of Yakima and Michael Morales Regarding Interim City Manager Position Page 4 of 4 City Morales