2014-39 Village Manager Employment AgreementRESOLUTION 2014 -39
A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH
PALM BEACH, FLORIDA, APPOINTING JAMES P. KELLY TO SERVE AS
VILLAGE MANAGER AND APPROVING AN AGREEMENT SETTING FORTH
THE TERMS AND CONDITIONS OF HIS EMPLOYMENT; AUTHORIZING
THE MAYOR AND VILLAGE CLERK TO EXECUTE THE EMPLOYMENT
AGREEMENT ON BEHALF OF THE VILLAGE; PROVIDING FOR CONFLICTS;
AND PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the Village Council wishes to employ James P. Kelly ( "Kelly ") to serve as Village
Manager in accordance with Article IV of the Village of North Palm Beach Charter; and
WHEREAS, the Village, through its Village Council, desires to provide for certain benefits and
compensation for the Village Manager and to establish the terms and conditions of Kelly's
employment in an Employment Agreement; and
WHEREAS, the Village Council determines that the appointment of Kelly as Village Manager and
the approval of the Employment Agreement are in the best interests of the residents and citizens of
the Village of North Palm Beach.
NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF NORTH PALM
BEACH, FLORIDA as follows:
Section 1. The foregoing recitals are ratified and incorporated herein.
Section 2. The Village Council hereby approves an Employment Agreement between the
Village and James P. Kelly, a copy of which is attached hereto and incorporated herein, and
authorizes the Mayor and Village Clerk to execute the Agreement on behalf of the Village. The
Village Council hereby formally appoints Kelly to serves as Village Manager as of the date set forth
in the Agreement.
Section 3. All resolutions in conflict with this Resolution are hereby repealed to the extent of
such conflict.
Section 4. This Resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED THIS 19th DAY OF JUNE, 2014.
(Village Seal)
ATTEST:
VILLAGE CLERK
MAYOR
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT ( "Agreement ") is made and entered into this
�,34ay of June, 2014, by and between the Village of North Palm Beach, Florida, a
Florida municipal corporation ( "Village ") and James P. Kelly ( "Kelly" or "Village
Manager ").
WITNESSETH:
WHEREAS, the Village desires to employ the services of Kelly to serve as
Village Manager of the Village of North Palm Beach in accordance with Article IV of the
Village Charter; and
WHEREAS, the Village, through its Village Council, desires to provide for certain
benefits and compensation for the Village Manager and to establish the terms and
conditions of his employment; and
WHEREAS, Kelly desires to accept employment as Village Manager under the
terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual promises set forth herein,
and other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the parties agree as follows:
Section 1. Recitals.
The foregoing recitals are hereby ratified by the parties as true and correct and
are incorporated herein.
Section 2. Appointment.
The Village hereby appoints Kelly to serve as Village Manager in accordance
with Article IV, Section 2 of the Village Charter, commencing on June 23, 2014
( "Employment Date "). Kelly shall serve for an indefinite term, subject to the terms and
conditions set forth in this Agreement.
Section 3. Duties and Responsibilities.
A. The Village Council shall establish all Village policies, and the Village
Manager shall be responsible for implementing such policies.
B. Kelly shall perform the duties and functions of the Village Manager as set
forth in the Village Charter, the Village Code of Ordinances, Village Resolutions, and
Village policies and procedures, as may be amended from time to time, and shall
perform such other duties and functions as the Village Council may assign. Such duties
Page 1 of 9
shall specifically include applying for any state beverage licenses necessary for food
and beverage operations at the North Palm Beach Country Club.
C. The Village Manager shall remain in the exclusive employ of the Village
and shall devote all such time, attention, knowledge and skills necessary to faithfully
perform his duties under this Agreement. The Village Manager shall devote a minimum
of forty (40) hours per week in the performance of his duties.
D. The Village Manager shall appoint, and when he deems it necessary for
the good of the Village, suspend or remove all Village employees and appointive
administrative officers provided for by or under the Village Charter, except as otherwise
provided by law, the Village Code of Ordinances or adopted personnel rules and
regulations.
Section 4. Salary and Compensation.
A. As of the effective date of this Agreement, the Village agrees to pay to the
Village Manager a base annual salary of $135,000.00, payable in installments at the
same time as other Village employees are paid, for performance pursuant to this
Agreement.
B. The Village Council shall review and evaluate the Village Manager's
performance on an annual basis on his anniversary date and shall consider appropriate
adjustments to the Village Manager's base annual salary and benefits in the same
manner as such adjustments are considered for other Village employees, provided,
however, that the Village Council shall not be required to increase such salary and
benefits.
C. Notwithstanding the foregoing, the Village Manager's salary shall not
exceed the maximum of any salary range established by the Village Council and
adopted as part of the Village's annual Comprehensive Pay Plan.
Section 5. Performance Review.
A. The Council shall annually review and evaluate the performance of the
Village Manager. The review and evaluation shall be in accordance with specific written
criteria developed by the Village Council in conjunction with the Village Manager.
These criteria shall consist of goal and performance objectives which the Council
deems necessary for: (1) the proper operation of the Village; (2) the attainment of the
Council's policy objectives; and (3) the professional development of the Village
Manager. The Village Council shall provide the Village Manager with an adequate
opportunity to discuss the evaluation with the Council, either individually or as a body.
B. The Council shall further adopt and establish a relative priority among the
goal and performance objectives. The goal and performance objectives shall be
Page 2 of 9
reasonably attainable within the time limitations specified and within the annual
operating and capital budgets and appropriations provided.
C. The failure of the Village Council to conduct an evaluation or adopt the
goals and objectives referenced herein shall not be considered a breach of this
Agreement.
Section 6. Removal of the Village Manager.
A. Generally. The Village Manager shall serve at the pleasure of the Village
Council and a majority of the members of the Village Council may terminate this
Agreement and the Village Manager's employment with the Village at any time, subject
to the provisions of this Section.
B. Termination without just cause. Should a majority of the members of the
Village Council vote to terminate the services of the Village Manager during the term of
this Agreement without just cause (as further defined in Section 6.0 below), the Village
shall:
1. Within ten (10) business days following such vote, pay to the Village
Manager all accumulated vacation time in accordance with Village policies
and procedures and the terms of this Agreement and all accrued and
unpaid salary through the date of termination (sick time shall be paid in
accordance with Section 7.A of this Agreement); and
2. Within thirty (30) calendar days following such vote, pay to the Village
Manager a lump sum severance pay equal to twenty (20) weeks of his
base annual salary as full and complete payment and satisfaction of any
claims of the Village Manger of whatsoever nature arising out of this
Agreement. As consideration for such payment, the Village Manager
shall, prior to receipt thereof, execute and deliver to the Village a general
release of the Village, and its officers, agents and employees for all acts
and actions from the beginning of time until the date of the release, said
release to be prepared by the Village Attorney.
C. Termination with just cause. Should the Village Council terminate the
services of the Village Manager for "just cause," the Village shall have no obligation to
make the payments authorized in Section 6.13 above, with the exception of accrued and
unpaid salary through the date of termination. For purposes of this Agreement, "just
cause" includes the following:
1. Failure to follow the directives or requirements established by the Village
Council, including the directives and requirements set forth in this
Agreement;
Page 3 of 9
2. Conviction or a plea of guilty or nolo contendere to a misdemeanor or
felony crime, whether or not adjudication is withheld;
3. Neglect of duty, unwillingness or inability to properly discharge the
responsibilities of office;
4. Violation of any substantive Village policy, rule or regulation, which could
subject any other Village employee to termination;
5. The commission of any fraudulent act against the interest of the Village;
6. The commission of any act which involves moral turpitude, or which
causes the Village disrepute;
7. Violation of the International City /County Management Association Code
of Ethics, the State Code of Ethics for Public Officers and Employees, or
the Palm Beach County Ethics Code;
8. Failure to qualify for the bond required for the office of Village Manager;
and
9. Failure to qualify for the state beverage licenses necessary for food and
beverage operations at the Village of North Palm Beach Country Club.
Section 7. Benefits.
A. Vacation and Sick Time
The Village Manager shall accrue vacation and sick leave at the rate and
limitation of Village employees having more than six (6) years of service beginning at
the commencement of this Agreement (up to fifteen (15) days of vacation time and
twelve (12) days of sick time annually). Unused vacation time shall not be carried over
to subsequent years. The Village Manager, at his option, may use up to six (6) days of
sick time as personal leave on an annual basis. Sick time shall accrue from year to
year with no limit on the number of days accrued. Upon voluntary termination or
termination without cause, the Village Manager shall be paid for accrued sick time as
follows:
1. Less than five (5) years of service, no payment;
2. Five (5) or more but less than ten (10) years of services, payment equal to
fifty percent (50 %) of the sick time accumulated (at the rate at which it was
accrued); or
3. Ten (10) or more years of service, payment equal to one hundred percent
(100 %) of sick time (at the rate at which it was accrued).
Page 4of9
B. Holidays
The Village Manager is entitled to the same paid holidays as Village employees.
C. Health Insurance Coverage
The Village agrees to provide the Village Manager with inclusion in its health and
dental insurance programs at the same cost and in the same manner as provided to
other Village employees. The Village further agrees to provide the Village Manager with
family coverage at no additional cost.
D. Life Insurance
The Village agrees to provide the Village Manager with term life insurance
coverage in an amount equal to twice his annual salary for the benefit of his family.
E. Retirement
The Village shall contribute an amount equal to fifteen percent (15 %) of the
Village Manager's base annual salary into an established 401 retirement plan, which
shall provide for immediate vesting. The Village Manager shall be required to provide a
contribution of at least three percent (3 %) but no more than ten percent (10 %) of his
base annual salary.
F. Automobile Allowance and Communications Equipment
The Village Manager is required to be on -call for twenty -four (24) hour service.
In recognition thereof:
1. The Village shall pay to the Village Manager an automobile allowance of
$575.00 per month for the purpose of reimbursing the Village Manager for
his automobile expenses while conducting Village business. Unless
otherwise required by law, the Manager shall not be required to supply
any receipts or other documentation in order to receive this allowance.
2. The Village shall pay to Manager a cell phone allowance of $75.00 per
month to compensate him for the business use of his personal cell
phones.
Section 8. Professional Development, Outside Activities and Community
Involvement.
A. The Village agrees to pay reasonable and customary travel and
subsistence expenses for the Village Manager's travel and attendance at business
related conferences and seminars, subject to budget availability.
Page 5 of 9
B. With prior approval of the Village Council, the Village Manager is permitted
to engage in additional professional activities, such as teaching and consulting,
separate and apart from Village matters, provided said activities do not conflict with or
interfere with the performance of the Village Manager's duties and responsibilities.
C. The Village recognizes the desirability of representation in and before
local civic organizations and encourages the Village Manager to participate in these
organizations to foster a continuing awareness of the Village's activities as well as the
community's attitudes and ideas.
Section 9. Residency.
The Village Council waives the residency requirement subject to provisions of
Section 2 -115 of the Village Code of Ordinances.
Section 10. Future Relocation Expenses
If the Village Manager, during the term of this Agreement, relocates and
establishes his permanent residence within the corporate limits of the Village, the
Village agrees to pay the Village Manager a maximum of $10,000 to reimburse the
Village Manager for relocation expenses actually incurred. The Village Manager shall
produce receipts to document all expenditures. Should the Village Manager resign
within two (2) years of the date of payment of relocation expenses by the Village, the
Village Manager shall return all such payments to the Village. Reimbursement is not
required if the Village Manager should die or resign due to a disability that renders him
physically incapacitated. This provision shall survive termination of this Agreement.
Section 11. Voluntary Resignation.
In the event the Village Manager voluntarily resigns his position with the Village,
the Manager shall provide the Village Council with at least sixty (60) days' advance
written notice of such resignation. Upon receipt of such written notice, the Council may
require the Manager to terminate his employment at any date earlier than that set forth
in the notice. Upon such resignation or termination, the Village shall pay to the Village
Manager all accumulated sick time in accordance with Village policies and procedures
and all accrued and unpaid salary through the date of termination (sick time shall be
paid in accordance with Section 7.A of this Agreement).
Section 12. Return of Property.
Upon termination of the Village Manager's employment with the Village, the
Village Manger shall immediately return all Village property including, but not limited to,
keys, vehicles, documents and other Village property in the possession or control of the
Village Manager.
Page 6of9
Section 13. Additional Terms and Conditions.
The Village shall fix any other terms and conditions of employment it may
determine from time to time to be necessary and in the Village's best interest relating to
the performance of the Village Manager, provided that such terms and conditions are
not inconsistent with the provisions of this Agreement, Florida Statutes, or any other law
and are agreed to in writing by the Village Manager.
Section 14. General Provisions.
A. Entire Agreement
The provisions of this Agreement constitute the entire understanding between the
parties. No other representations or understandings are binding on the Village and the
Village Manager unless contained in this or any subsequently adopted agreement.
B. Death of Manaaer
Upon the Village Manager's death, the Village's obligations under this Agreement
shall terminate, with the exception of:
1. Transfer of ownership of any retirement funds to his designated
beneficiary or beneficiaries;
2. Payment of all accrued and unpaid salary and accrued vacation and sick
time in accordance with the policies applicable to Village employees;
3. Payment of all outstanding medical or dental bills in accordance with the
Village's insurance policies or plans; and
4. Payment of all life insurance benefits.
C. Governina Law and Venue
This Agreement shall be construed and governed by the laws of the State of
Florida. The parties agree that venue of any proceedings arising out of this Agreement
shall lie exclusively in Palm Beach County, Florida.
D. Construction of Agreement
The parties acknowledge that each shared equally in the drafting and preparation
of this Agreement and, accordingly, no court or administrative officer construing this
Agreement shall construe it more strictly against one party than the other and every
covenant, term and provision shall be construed according to its plain meaning.
Page 7 of 9
E. Counterparts
This Agreement may be executed in one or more counterparts, each of which
shall be deemed as original, but all of which shall constitute the same instrument.
F. Indemnification
1. The Village shall defend, save harmless, and indemnify the Village
Manager against any action for any injury or damage suffered as a result
of any act, event, or omission of action that the Village Manager
reasonably believes to be in the scope of his duties or function, unless he
acted in bad faith or with malicious purpose or in a manner exhibiting
willful and wanton disregard of human rights, safety or property. The
Village will compromise and settle any such claim or suit and pay the
amount of any settlement or judgment rendered thereon. The Village shall
not be liable for any acts or omissions of the Village Manager committed
while acting outside the course and scope of his agreed duties or
committed in bad faith or with malicious purpose or in a manner exhibiting
wanton and willful disregard of human rights, safety or property. In such
instance, the Village Manager shall reimburse the Village for any legal
fees and expenses the Village has incurred or otherwise paid, for or on his
behalf, in connection with the alleged conduct.
2. Said indemnification shall extend beyond the termination of employment
and the expiration of this Agreement to provide protection for any such
acts undertaken or committed in Kelly's capacity as Village Manager,
regardless of whether the notice of claim or filing of a lawsuit occurs
during or following his employment with the Village.
G. Attornev's Fees
In any litigation between the parties regarding the enforcement or interpretation
of this Agreement, the prevailing party to such litigation shall be entitled to recovery
from the non - prevailing party reasonable attorney's fees and all costs of litigation
(whether or not taxable) at both the trial and appellate levels.
H. Severability
If any part of this Agreement is contrary to, prohibited by or deemed invalid under
applicable law or regulation, such provision shall be inapplicable and deemed omitted to
the extent so contrary, prohibited or invalid, but the remainder shall not be invalidated
and shall be given full force and effect so far as possible.
Page 8 of 9
Effective Date
This Agreement shall become effective upon execution by both parties.
IN WITNESS WHEREOF, the parties have executed this Agreement on the date
set forth above.
Attest:
Village Clerk
Approved as to form and
legal sufficiency:
Village Attorney
Witnessed by:
Print Name:
Print Name:
VILLAGE:
Villag,nf No rth Palm Beach, Florida
By:
Mayor
VILL E MANA R•
� X
Page 9 of 9