HomeMy Public PortalAbout2012-04 Appointing John C Gilbert as Village ManagerRESOLUTION NO. 2012-4
A RESOLUTION OF THE VILLAGE COUNCIL OF THE
VILLAGE OF KEY BISCAYNE, FLORIDA, APPOINTING
JOHN C. GILBERT AS VILLAGE MANAGER AND
APPROVING THE EMPLOYMENT AGREEMENT
ATTACHED TO THIS RESOLUTION; AND PROVIDING
FOR AN EFFECTIVE DATE.
WHEREAS, the Village Council desires to appoint John C. Gilbert as Village Manager and
to approve the Employment Agreement attached as Exhibit "A" to this Resolution.
NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF KEY
BISCAYNE, FLORIDA, AS FOLLOWS:
Section 1. Recital Adopted. That the foregoing recital is true and correct and
incorporated herein by this reference.
Section 2. Appointment/Approval of Employment Agreement. The Village Council
hereby appoints John C. Gilbert to the Village Manager position and hereby approves the
Employment Agreement attached as Exhibit "A." The Village Mayor is hereby authorized to
execute the Employment Agreement on behalf of the Village, in the form which is attached hereto,
once approved as to form and legal sufficiency by the Village Attorney.
Section 3. Effective Date. That this Resolution shall be effective immediately upon
adoption.
PASSED AND ADOPTED this 24th day of January , 2012
CONCHITA H. ALVAREZ, MMC, VILLAGE CLE
APPROVED AS TO FORM AND LEGAL SUFFICIE C
VILLAGE A
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EMPLOYMENT AGREEMENT
THIS AGREEMENT (the "Agreement") is made and entered into as of the 12th day of
February, 2012, between the Village of Key Biscayne (the "Village") and John C. Gilbert
("Employee").
BACKGROUND
The Village wishes to employ Employee as Village Manager and Employee wishes to
accept employment as Village Manager under the terms and conditions set forth in this
Agreement.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained
herein, the Village and Employee agree to the following:
SECTION 1. DUTIES
The Village agrees to employ Employee as Village Manager, to perform the duties and
exercise the powers as prescribed by state law, the Village Charter and the Village Code, and to
perform such other legally permissible and proper duties and functions as assigned by the
Village Council from time to time.
SECTION 2. TERM
2.1 This Agreement shall have a term of two (2) years commencing on February 12,
2012 and ending on February 11, 2014, unless earlier terminated as provided in
this Agreement.
2.2 No later than November 13, 2013, unless this Agreement terminated earlier as
provided in Sections 3 and 4 of this Agreement, the Council shall notify
Employee of its intention to enter into a new agreement, extend this Agreement
for such term as the parties may agree or allow this Agreement to expire. Failure
of the Council to act shall be deemed a decision to allow this Agreement to
expire. In the event this Agreement expires due to the Council's failure to act and
Employee is ready, willing and able to continue his employment as Village
Manager, the Village agrees to continue providing Employee with his regular bi-
weekly salary and benefits as provided herein through April 11, 2014.
2.3 Nothing in this Agreement shall prevent, limit or otherwise interfere with the
right of the Village Council to terminate the services of Employee at any time,
subject only to the provisions set forth in Section 3 of this Agreement.
SECTION 3. TERMINATION BY VILLAGE AND SEVERANCE PAY
3.1 In the event Employee is terminated by the Village Council prior to February 11,
2014, other than for cause (as is defined in Section 3.2 of this Agreement) and
during such time that Employee is willing and able to perform his duties under
this Agreement, the Village agrees to pay Employee a lump sum cash payment
equal to one (1) week of Employee's salary for each month Employee has served
as Village Manager under this Agreement up to a maximum of twenty (20) weeks
(the "Severance Pay"), unless the Village has notified Employee of its intention
to allow the contract to expire pursuant to Section 2.2 of this Agreement or the
Council failed to act pursuant to Section 2.2 of this Agreement, in which case that
provision shall apply. In either such event, Employee shall also receive payment for
any and all accrued vacation, sick leave and floating holiday time in accordance with
the Village's policies governing other general non -police or non -fire employees of the
Village ("Administrative Employees"). In accordance with Section 215.425, Florida
Statutes, under no circumstances will the Severance Pay provided to Employee
exceed an amount greater than twenty (20) weeks of his salary. Severance Pay shall
be paid within fifteen (15) working days of termination. The Village shall continue to
provide medical coverage for Employee for the same number of weeks as Employee's
Severance Pay in the same manner and in the same amount as Employee is receiving at
the time of termination. After the payment described above is made, the Village shall
have no further financial obligation to Employee.
3.2 If Employee's employment is terminated for cause as defined in this subsection,
the Village shall pay to Employee only accrued vacation leave, sick leave and
floating holiday time due to Employee as of the date of termination. After the
payment described in the immediately preceding sentence, the Village shall have
no further financial obligation to Employee pursuant to this Agreement.
"Cause" for the purpose of this agreement is defined as: (i) fraud,
misappropriation or embezzlement; (ii) Employee's intentional breach of the provisions
of this Agreement; (iii) Employee's repeated willful failure to perform services
hereunder; (iv) Employee's conduct unbecoming a public official; (v) Employee's
willful and continued failure to substantially perform his duties for the Village (other
than as a result of incapacity due to physical or mental illness); (vi) willful conduct by
Employee that is demonstrably and materially injurious to the Village, monetarily or
otherwise; and/or (vii) misconduct as defined in Section 443.036(30), Florida
Statutes. For purposes of this paragraph, an act, or a failure to act, shall not be
deemed willful or intentional, as those terms are defined herein, unless it is done, or
omitted to be done, by Employee in bad faith or without a reasonable belief that his
action or omission was in the best interest of the Village. Failure to meet performance
standards or objectives, by itself, does not constitute "Cause." "Cause" also includes
any of the above grounds for dismissal regardless of whether the Village learns of it
before or after terminating Employee's employment.
SECTION 4. TERMINATION BY EMPLOYEE
In the event that Employee voluntarily resigns his position during the term of this
Agreement, Employee shall give the Village at least sixty (60) days written notice prior to the
effective date of such resignation. Employee shall not be entitled to receive any benefits or payments
pursuant to Section 3; however, Employee shall be entitled to a payment for any accrued vacation
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leave, sick leave and floating holiday time as of the date of resignation.
SECTION 5. COMPENSATION
5.1 The initial annual salary of Employee shall be One Hundred and Seventy -Three
Thousand Five Hundred Dollars ($173,500.00), which shall be payable in
installments at the same time as other employees of the Village are paid.
5.2 The Village Council may evaluate the performance of Employee to determine any
adjustment in Employee's annual salary and/or benefits pursuant to the terms of
Section 6 of this Agreement. Any adjustment in said annual salary and/or benefits
including, but not limited to, longevity and cost of living increases, shall be in the
sole discretion of the Village Council.
SECTION 6. PERFORMANCE EVALUATION
6.1 The Village Council may review and evaluate the performance of the Employee. Any
such review and evaluation shall be conducted in accordance with specific criteria
developed jointly by the Village and the Employee. Said criteria may be added to or
deleted from as the Village Council may from time to time determine, in consultation
with Employee, and shall occur during the ninety (90) days prior to the beginning of
each fiscal year.
6.2 Subsequent to the evaluation of Employee's performance, but prior to the beginning
of the fiscal year, the Village Council and Employee may define such goals and
performance objectives which they determine necessary for the proper operation of
the Village and in attainment of the Village Council's policy objectives and may
further establish a relative priority among those various goals and objectives, said goals
and objectives to be reduced to writing. Any such goals and performance objectives
shall generally be attainable within the time limitations as specified and the annual
operating and capital budgets and appropriations provided.
SECTION 7. HOURS OF WORK
Employee agrees to remain in the exclusive full-time employ of the Village and shall not
accept any other employment during the term of this Agreement. Employee further agrees to devote
that amount of time and energy which is reasonably necessary for Employee to faithfully perform his
duties under this Agreement.
SECTION 8. AUTOMOBILE
In lieu of a monthly transportation allowance, the Village shall provide a Village vehicle for
Employee's use, both professionally and personally, as a benefit of employment. The Village shall
provide insurance, maintenance and fuel for the vehicle as it provides for other vehicles in the
Village's fleet.
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SECTION 9. RETIREMENT
9.1 As Village Manager, Employee is not eligible to participate in the Village's Police
Officers and Firefighters Retirement Plan (the "Plan") and, therefore, Employee
will not earn additional service in the Plan during the term of this Agreement.
Employee is entitled to retirement benefits accrued under the Plan by virtue of his prior
Village employment. However, Employee will not receive any accrued retirement
benefits under the Plan until he leaves Village employment.
9.2 The Village shall contribute into Employee's defined contribution plan by making a
Village contribution as employer in an amount which is equal to twelve percent (12 %)
of Employee's annual base salary, which is the percentage that the Village currently
contributes for its Administrative Employees. Should the Village change the percentage
that it contributes for its Administrative Employees, the Village's contribution into
Employee's defined contribution plan shall also be changed to match that percentage.
Employee will not be required to make a contribution into his defined contribution plan.
SECTION 10. INSURANCE
Employee will be provided with a $450.00 monthly flexible benefit stipend. Employee may
use such stipend towards the payment of any health and life insurance premiums and/or other
benefits offered by the Village. Insurance premiums are paid by the Village and charged against the
$450.00 monthly stipend. In those cases where premiums for the benefits selected by Employee
exceed the $450.00 monthly stipend, the balance shall be deducted from Employee's pay. In those
cases where the Employee elects not to participate in any benefits offered by the Village or the
benefits that he selects cost less than the $450.00 monthly stipend, Employee shall retain the balance
of the monthly stipend.
SECTION 11. VACATION LEAVE, SICK LEAVE AND HOLIDAYS
Employee shall be entitled to vacation leave, sick leave and holidays at the same rate
and in the same manner as other Administrative Employees based on Employee's
total years of service with the Village. However, during the first year of this
Agreement, Employee may use up to seven (7) days of vacation leave prior to the
time it is accrued.
11.2 In the event of the death of Employee during the term of this Agreement, his
designated beneficiaries shall be entitled to payment of all of his accrued vacation
and sick leave in accordance with the Village's policies governing Administrative
Employees.
SECTION 12. PROFESSIONAL DEVELOPMENT
12.1 Subject to Village policy and state law, the Village agrees to pay the reasonable
professional dues and subscriptions of Employee necessary for his continuation and
participation as a member in national, regional, state and local professional
associations and organizations necessary and desirable for his continued
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professional participation, growth and advancement, and for the good of the Village.
Employee shall not hold office in any local, state, regional or national professional
association or organization without prior approval of the Village Council.
12.2 Subject to Village policy and state law, the Village agrees to pay the travel and
subsistence expenses of Employee for travel to one national and one state association
annual conference per year. Employee may, with the approval of the Village Council,
attend additional national and/or state conferences.
SECTION 13. NOTICE
Notices pursuant to this Agreement shall be given by certified mail through United States Postal
Service delivery, addressed as follows:
Village
Employee
Mayor and Members of the Village Council
Village of Key Biscayne
88 West McIntyre Street
Key Biscayne, Florida 33149
John C. Gilbert
Village of Key Biscayne
88 West McIntyre Street
Key Biscayne, Florida 33149
Village Attorney Weiss Serota Helfman Pastoriza Cole & Boniske, P.L.
2525 Ponce de Leon Blvd., Suite 700
Miami, Florida 33134
SECTION 14. OTHER TERMS AND CONDITIONS
14.1 If any provision, or any portion thereof, contained in this Agreement is held to be
unconstitutional, illegal, invalid, or unenforceable, the remainder of this
Agreement, or portion thereof, shall not be affected and shall remain in full force and
effect.
14.2 The waiver by either party of a breach of any provision of this Agreement by the other
shall not operate or be construed as a waiver of any subsequent breach by that party.
143 The rights and obligations herein granted are personal in nature and cannot be
transferred by Employee.
14.4 This Agreement contains the entire agreement of the parties. It may not be changed
verbally, but only by an amendment in writing signed by the parties hereto.
14.5 This Agreement shall be governed by Florida law and any litigation which may arise
from this Agreement shall be filed and litigated in Miami -Dade County, Florida. Any
Employee litigation expenses shall be borne by the Village, if the Employee prevails in
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such litigation which involves this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be signed
and executed, in duplicate, on the day and year first written above.
VILLAGE OF KEY BISCAYNE
Approved as to Form and Legal Sufficiency:
Village Attorne
EMPLOYEE
y
o C.Gi
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