HomeMy Public PortalAbout2018 AgreementEMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into
this 25th day of June 2018, between the Village of Key Biscayne (the "Village") and Andrea
Agha (the "Manager").
TERMS
1. Employment. The Village hereby employs the Employee as its Village Manager under
the following terms and conditions.
2. Term.
2.1 This Agreement shall have a term of five (5) years commencing on August 13,
2018 (the "Commencement Date") and ending on August 12, 2023, unless earlier terminated as
provided in this Agreement.
2.2 No later than 180 days prior to expiration of this Agreement, unless this
Agreement is terminated earlier as provided in this Agreement, the Council shall notify the
Manager 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. If the Council intends to let this
Agreement expire, the Manager may resign from her position with 2 weeks' prior notice and
shall be entitled to receive any accrued unused annual leave or sick leave. In the event this
Agreement expires due to the Village Council's failure to act and Manager is ready, willing and
able to continue with her employment as Manager, the Village Council agrees to continue
providing the Manager with her regular bi-weekly salary and benefits as provided herein, until
otherwise notified by the Village Council.
3. Duties.
The Manager shall perform the duties and exercise the powers of Village Manager as
prescribed by state law and as provided in the Village Charter, including but not limited to the
following:
3.1 Be responsible for the appointment, supervision and removal of all Village
employees;
3.2 Direct and supervise the administration of all departments and offices but not
Village boards or agencies, unless so directed by the Council from time to time;
3.3 Attend all Council meetings except when excused by the Council and shall
participate in discussion but not have the right to vote;
3.4 See that all laws, provisions of the Charter and acts of the Council, subject to
enforcement and/or administration by her or by officers subject to her direction and supervision,
are faithfully executed;
3.5 Prepare and submit to the Council a proposed annual budget and capital program;
3.6 Submit to the Council and make available to the public an annual report on the
finances and administrative activities of the Village as of the end of each fiscal year;
3.7 Prepare such other reports as the Council may require concerning the operations
of Village departments, offices, boards and agencies;
3.8 Keep the Council fully advised as to the financial condition and future needs of
the Village and make such recommendations to the Council concerning the affairs of the Village
as she deems to be in the best interests of the Village;
3.9 Execute contracts, deeds and other documents on behalf of the Village as
authorized by the Council; and
3.10 Perform such other duties as are specified in the Charter or as may be required by
the Council.
4. Hours of Work. The Manager agrees to remain in the exclusive full-time employment of the
Village and shall not accept any other employment during the term of this Agreement. The Manager
further agrees to devote that amount of time and energy which is reasonably necessary for the Manager to
faithfully perform her duties under this Agreement. Notwithstanding the foregoing, with the prior
consent of the Village Council, the Manager, from time to time, may engage in teaching opportunities
so long as such opportunities are not for compensation and do not affect her ability to perform her
duties under this Agreement.
5. Compensation.
5.1 Salary. The annual salary of the Manager shall be not less than One Hundred and
Ninety -Five Thousand Dollars ($195,000.00), which shall be payable in installments at the same
time and manner as other employees of the Village are paid. Any increase in said annual salary
shall be in the sole discretion of the Village Council, and only after the annual performance
evaluations provided for under Section 6 of this Agreement.
5.2 CPI Adjustments. The Manager's salary shall be adjusted annually according to the
Consumer Price Index in the same manner as other Village employees who receive such
adjustments.
5.3 Holdback. The Manager agrees and acknowledges that $10,000 of her gross annual
salary ($195,000) shall be withheld as a holdback and payable to the Manager one (1) year from
the Commencement Date so long as the Manager has not voluntarily resigned her position prior to
that time.
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6.
Performance Evaluation.
6.1 Beginning in 2019, the Village Council shall review and evaluate the performance of
the Manager annually in advance of the adoption of the annual operating budget. This evaluation shall
occur during the ninety (90) days prior to the beginning of each fiscal year. Any such review and
evaluation shall be conducted in accordance with specific criteria developed by the Village Council.
Said criteria may be added to or deleted from as the Village Council may from time to time so
determine.
6.2 Subsequent to the annual evaluation of Manager's performance, but prior to the
beginning of each fiscal year, the Village Council may (in consultation with the Manager) define such
goals and performance objectives, in writing, 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. 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.
7. Automobile and Electronics.
7.1 The Village shall provide the Manager with a 2017 Ford Explorer (presently used by the
existing Village Manager) for use during her employment as Village Manager. The Village shall pay for
all fuel, insurance, maintenance and repair costs for this vehicle. This vehicle shall be replaced (with a
comparable vehicle) from time to time under the vehicle replacement policy of the Village.
7.2 The Village shall provide the Village Manager with a wireless telephone device and
tablet with data plan for her exclusive use and such equipment shall be connected to the Village's
computer network.
8. Insurance. The Village shall provide comprehensive medical insurance as well as vision and
dental insurance for the Manager and her family and agrees to pay the full premium for POS/PPO
coverage. The Manager shall select such coverage from the insurance plan provided to all Village
employees. The Village also shall provide the Manager with life insurance and long-term disability
insurance coverage in the same manner and amounts as provided by the Village to other general
employees of the Village.
9. Retirement and Benefits. The Village shall contribute into the Manager's Defined
Contribution Plan (i.e. 401(a) plan) in an amount which is equal to 12% of the Manager's annual base
salary. The Manager's participation in the Defined Contribution Plan shall begin as of the
Commencement Date with the Manager vested at 100% in the plan. The Manager may make additional
contributions as provided by law.
10. Annual Leave, Sick Leave and Personal Days. The Manager shall be entitled to the
following:
10.1 Twenty (20) days of annual/vacation leave.
10.2 Twelve (12) days of sick leave.
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10.3 Four (4) days of personal leave.
These days shall accrue and be used in the same manner as for all other Village employees. In
addition, as consideration for the Manager's time worked during the transition period between June
25, 2018 through the Commencement Date, the Manager shall, be entitled to an additional five (5)
days of annual leave which must be used 1 day per year during the five-year term of this Agreement.
11. Termination by Village and Severance Pay.
11.1 In accordance with the Charter, the Manager shall serve at the pleasure of the
Village Council. Nothing in this Agreement shall prevent, limit, or otherwise interfere with the
right of the Village Council to terminate the services of the Manager at any time during a regular
or special Village Council meeting.
11.2 In the event the Village Council wishes to terminate the Manager without cause,
the Manager shall receive a lump sum severance pay equal to 20 weeks of her regular base salary
at the time of termination. The Village shall also continue to pay the premium for the Manager
and her family's health insurance for 20 weeks after the effective date of her termination. The
Village's obligation to pay for health insurance shall cease upon Manager's ability to participate
in another group plan offered by any subsequent employer. The Village shall not provide the
Manager with any other benefit or reimbursement (except as specifically set forth in this
paragraph) beyond the date of her termination. All severance payments (excluding the
continuation of health insurance benefits) shall be paid to the Manager in a lump sum upon her
next regular pay period after termination. Upon payment of the severance payment specified in
this Section 11.2, and the health insurance benefits provided for herein, the Village shall have no
further contractual financial obligations to the Manager. The severance payment shall constitute
stipulated and liquidated damages and the maximum amount of financial liability for which the
Village may be liable in the event of termination or breach of contract. Termination by the
Village Council under this Section or any other provisions if this Agreement shall not cause the
Manager to forfeit any vested benefits under the Defined Contribution Plan.
11.3 In the event the Manager is terminated for misconduct as defined in Section
443.036(30), Florida Statutes, the Village shall have no obligation to pay the Manager any
severance pay, health insurance or other benefits under this Agreement. Misconduct includes,
but is not limited to: (i) gross negligence in the performance of her duties; (ii) conviction of a
felony; (iii) gross insubordination; (iv) willful neglect of duty; or (v) adjudicated violation of the
Florida Code of Ethics for Public Officers and Employees, the Miami -Dade Conflict of Interest
and Code of Ethics, the Village Charter, or the Village's Code of Ordinances.
11.4 If the Manager is unable to perform her duties as specified in Section 3 of this
Agreement for a period of thirty (30) consecutive days or sixty (60) non-consecutive days during
any one-year period for any reason other than approved Family Medical Leave Act ("FMLA")
absence, the Village Council may terminate this Agreement. If the Manager takes FMLA-
approved leave and exhausts her statutorily -protected, FMLA-approved leave in any one-year
period, the Village Council may terminate this Agreement. If this Agreement is terminated
under this Section, the Manager shall not be entitled to severance pay or any other benefits under
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the terns of this Agreement except for accrued unused leave.
12. Termination by Manager.
12.1 In the event that the Manager resigns during the Term of this Agreement, the
Manager shall provide the Village with 90 days' advance written notice, unless the parties agree
in writing to a different period of time. In the event of resignation by the Manager under this
Section, the Manager shall not be entitled to receive any severance or health insurance benefits;
however, she shall be entitled to receive (cash -out) any accrued unused annual leave or sick
leave.
12.2 In the event that the Manager resigns with less than 90 days' advance written
notice, the Village Council may elect to terminate the Manager immediately or allow the
Manager to continue to serve until the date specified in the Manager's resignation. In the event
of a resignation or termination under this paragraph, notwithstanding any other provisions of this
Agreement, the Manager shall not be entitled to receive severance payment, annual vacation
leave or sick leave unless the Village Council authorizes payment of same.
13. Professional Development.
13.1 Subject to Village policy and state law, the Village agrees to pay the reasonable
professional dues and subscriptions of the Manager necessary for her continuation and participation as
a member in national, regional, state and local professional associations and organizations necessary
and desirable for her continued professional participation, growth and advancement, and for the
good of the Village. The Manager shall not hold office in any local, state, regional or national
professional association or organization without prior approval of the Village Council; however the
Manager may serve as the President of the Miami -Dade City and County Management
Association for year 2018-2019.
132 Subject to Village policy and state law, the Village agrees to pay the travel and
reasonable per diem expenses of the Manager for travel to one national and one state association
annual conference per year. The Manager may, with the approval of the Village Council, attend
additional national and/or state conferences.
14. Notice. Notices pursuant to this Agreement shall be given by certified mail through United
States Postal Service delivery, addressed as follows:
Village
Mayor and Members of the Village Council
Village of Key Biscayne
88 West McIntyre Street Key
Biscayne, Florida 33149
Village Manager Andrea Agha
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Village Attorney
Weiss Serota Helfman Cole & Bierman, P.L.
2525 Ponce de Leon Blvd., Suite 700
Miami, Florida 33134
15. Real Estate Investments Prohibited. Without the Village Council's approval, Manager
shall not directly or indirectly invest in real estate within the Village, except for her primary
residence.
16. Other Terms and Conditions.
16.1 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.
16.2 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.
16.3 The rights and obligations herein granted are personal in nature and cannot be
transferred by the Manager.
16.4 This Agreement contains the entire agreement of the parties. It may not be changed
orally, but only by an amendment in writing signed by the parties hereto.
16.5 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.
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.
VILLAG
By:
Mayo
VILLAGE
By:
An
OF KEY BISCAYNE
yra Lindsay
G —R
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