HomeMy Public PortalAbout13-8621 Hiring of Ezekiel Orji as a Consultant Sponsored by: City Manager
RESOLUTION NO. 13-8621
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF
OPA-LOCKA, FLORIDA, TO APPROVE HIRING DR EZEKIEL ORJI
AS A CONSULTANT FOR PERIOD OF 26 WEEKS, PURSUANT TO
THE EXECUTION OF THE WAIVER AND RELEASE
("AGREEMENT") ATTACHED HERETO; PROVIDING FOR
INCORPORATION OF RECITALS; PROVIDING FOR AN
EFFECTIVE DATE
WHEREAS, Dr. Ezekiel Orji, was employed by the City of Opa-locka since July 2006,
until his retirement in May 2013; and
WHEREAS, Dr. Orji has signed a Waiver and Release ("Agreement"), and in
consideration of the terms of the Waiver and Release the City of Opa-locka desires to utilize Dr.
Orji, as a consultant for a period of 26 weeks,pursuant to the Agreement; and
WHEREAS, the City Commission of the City of Opa-locka, desires to approve the
Agreement in the form attached hereto as Exhibit A.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF OPA-LOCKA,FLORIDA,AS FOLLOWS:
Section 1. The recitals to the preamble herein are incorporated by reference.
Section 2. The City Commission of the City of Opa-locka hereby approves the hiring
of Dr. Ezekiel Orji as a consultant for a period of 26 weeks following his retirement date, as per
the Waiver and Release Agreement, attached hereto as Exhibit A.
Section 3. This resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED this 25th day of June, 2013.
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'MYRA T•% LOR
MAYOR
Attest to:
aL,.„.....a_t_f„2 .--m".,--
Sha'mecca Lawson
Deputy Clerk
Approved a to form and - z al ufficiency:
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G' NSP D ON MARDER PA
Cit. ttorney
Moved by: COMMISSIONER HOLMES
Seconded by: COMMISSIONER SANTIAGO
Commission Vote: 3-0
Commissioner Holmes: YES
Commissioner Johnson: NOT PRESENT
Commissioner Santiago: YES
Vice-Mayor Kelley: NOT PRESENT
Mayor Taylor: YES
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DR. EZEKIEL ORJI, FINANCE DIRECTOR
SEPARATION, WAIVER AND RELEASE AGREEMENT
This Separation, Waiver and Release Agreement ("Agreement") is entered into by
and between the CITY OF OPA LOCKA, A MUNICIPALITY, State of Florida Employer
(the"CITY"), and EZEKIEL ORJI, Employee (hereinafter"Dr. Orji").
WHEREAS, Dr. ORJI has been Finance Director, for the City since July 17, 2006;
and
WHEREAS, DR. ORJI wishes to retire from his position as Finance Director, effective
on the Effective Date of this Agreement. Effective 26 weeks from the Effective Date,
DR. ORJI's contract with the CITY shall be concluded; and
WHEREAS, the City wishes to provide a severance package and to settle any claims
Dr. ORJI may have against the City, as consideration for his waiver and release set forth
herein.
NOW THEREFORE, in consideration of the above and intending to be legally bound
hereby, the parties hereto agree as follows:
AGREEMENT
1. BE IT KNOWN that for good and valuable consideration and in consideration of
the promises as delineated below made , by the CITY to the DR. ORJI, the
receipt of which is a condition of this Agreement, and in further exchange of their
mutual promises and covenants to each other, the CITY and DR. ORJI do hereby
unconditionally and irrevocably release, discharge, acquit and forgive each other
and their legal representatives from all actions, causes of action, suits, debts,
liabilities, contracts, obligations, controversies, judgments, executions, claims
and demands both in law and in equity which either parties have or may have
against the other parties, whether asserted or unasserted, by reason of any
matter or act whatsoever from the beginning of time to date hereof. This release
shall, without limiting the generality of the foregoing, further constitute full
release, discharge and settlement of the claims that have been or could have
been raised by either party, whether or not known in any litigation arising from
the employment of DR. ORJI, except any actions statutorily protected from
waiver. The above release and discharge shall encompass any actions which
have accrued and become cognizable through the date of the execution on the
date indicated below.
2. Neither Party by entering into this Agreement admits liability for any act
whatsoever.
3. This Agreement shall not be construed against the party drafting it, but shall be
construed as if it were prepared jointly by all persons and entities affected
Separation,Waiver and Release
Dr.EZEKIEL ORJI
thereby, and any uncertainty or ambiguity, or both, shall not be interpreted
against the drafting party.
4. The Parties acknowledge that they have read this Agreement and fully know,
understand and appreciate its contents, and that they execute this Agreement
and make this settlement provided for herein voluntarily and of their own free will.
5. Non-Disparagement: Each party agrees, that they will not disparage the
reputation of the other party to any person or entity from now until the end of
time. In particular and in order to maintain the intent of the parties, any requests
for review of DR. ORJI' personnel file maintained by the CITY, shall be forwarded
to the City Manager of Opa Locka's Office who shall comply with any requests by
outside parties as part of any application for employment by DR. ORJI. All
requests for personal interviews by third parties in connection with any
application for employment or background investigations conducted by any third
party shall also be forwarded to the City Manager of Opa Locke for response. In
addition, performance evaluations for 2013 not previously prepared shall be
waived and any future evaluations and letter of reference shall be prepared by
the City Manager.
6. In furtherance of this non-disparagement covenant, the parties agree that neither
party will anonymously or with full identity disclosed, post any disparaging
comments about the other party on any bulletin board, blog or other internet
media.
7. The Parties agree that no promise, inducement or agreement not expressed
herein has been made in connection with this Agreement and that they are not
relying and have not relied on any representation or statement made by the other
with respect to the facts involved in said controversies or with regard to their
rights or asserted rights.
8. The Parties acknowledge that there are no warranties or representations
regarding the tax implications of this settlement and that the tax implications of
this settlement, if any, are their own respective responsibility. This release shall
be binding upon and inure to the benefit of the parties, their successors, assigns,
executors, administrators, personal representatives, heirs, parent companies,
subsidiaries and affiliates. This release constitutes the full agreement and cannot
be altered or modified unless in writing. A facsimile signature appearing on this
General Release shall be relied upon and accepted as an original.
9. If any portion of this Agreement is found to be illegal or unenforceable, such
finding shall not affect the validity or enforceability of the remaining paragraphs or
subparagraphs of this Conditional Mutual General Release.
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Separation,Waiver and Release
HUMAN: }E S UR G +C Dr.EZEKIEL ORJ
RECEIVEO
2013 JLk+ 12 PSI 1: 22 Conditions of The Release
This release is conditioned upon the occurrence of the following:
(1) In consideration for DR. ORJI' waiver and release of all claims against the CITY,
and fulfilling other promises set forth herein, the CITY agrees to employ Dr. ORJI
for a period of 26 weeks from the effective date of this agreement as a Finance
Consultant and DR. ORJI shall report directly to and only to the City Manager,
and during said twenty-six (26) week period shall be compensated at his current
rate of compensation in existence at the Effective Date of his retirement and shall
be provided with family coverage health, dental, vision and life insurance benefits
through the City during this period. During this period, DR. ORJI will act as a
Finance Consultant to the City Manager and provide advice and assistance,
including transition of the new Assistant Finance Director, year-end audit,
finalizing the financing of 780 Fisherman Street building, utility audits and such
other duties as required by the City Manager.
(2) In consideration for DR. ORJI's waiver and release of all claims against the CITY,
DR. ORJI will be entitled to receive all of his unused sick and vacation time
promptly after the Effective Date of this Agreement.
(3) It is further understood and explicitly agreed that in consideration of the mutual
promises contained herein, DR. ORJI is releasing the CITY of any and all actual
or possible claims, causes of action or complaints which DR. ORJI could or might
have or bring against the CITY without exception, from the beginning of time
through the date of execution of this document.
CITY(Employer) DR. EZEKIEL ORJI
City of Opa Locka Dr. EZEKIEL ORJI
780 Fisherman Street 11112 sw 129TH Pl.
Opa Locka, Florida 33054 Miami, Fl 33186
Time to Consider Sinning Agreement. DR. ORJI acknowledges that he has been
given a reasonable period of time of not less than twenty-one (21) days within which to
decide whether to sign this Agreement. DR. ORJI understands and agrees that any
changes or amendments to this Agreement, whether material or not, will not re-start the
twenty-one (21) day period. DR. ORJI understands and agrees that he can use all or
any part of the twenty-one (21) day period to decide whether to sign this Agreement.
DR. ORJI further acknowledges that he has, in fact, taken a reasonable period of time
to consider this Agreement.
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Separation,Waiver and Release
Dr.EZEKIEL ORJI
Seven (7) Day Period to Revoke. DR. ORJI understands that he can revoke this
Agreement within seven (7) calendar days after he signs it. (The seven (7) day
revocation period is counted by calendar days), if the seventh (7) day falls on a
Saturday, Sunday or legal holiday, the seventh (7) day will be the next business day).
Any revocation within this period must be in writing and must be received by Kelvin
Baker, City Manager, City of Opa-locka, 780 Fisherman Street, Opa-locka, FL 33054,
by 5:00 p.m. on the seventh (7) day following execution of the Agreement. DR. ORJI
understands and agrees that, in the event that he revokes this Agreement, this
Agreement will become null and void, and the CITY will owe nothing pursuant to this
Agreement.
Effective Date. This Agreement will become effective upon the execution of this
Agreement by both DR. ORJI and the CITY. The City will execute the Agreement after
execution by DR. ORJI and expiration of the seven (7) day revocation period, if the
Agreement is not revoked by Employee during the seven (7) day period. DR. ORJI will
not receive any payments hereunder until after the expiration of the seven (7) day
revocation period.
Construction. This Agreement has been negotiated by the Parties and each Party has
been given sufficient time to seek the advice of counsel and has been notified of the
prudence in doing so. This Agreement shall be interpreted fairly in accordance with its
terms and without any strict construction in favor of or against either Party.
Counterparts: Facsimile or PDF Signatures. The Parties may execute this
Agreement in separate counterparts, each of which shall be deemed an original
instrument against the Party who has signed it. The Parties agree that facsimile or .pdf
copies of this executed Agreement shall be deemed a valid and binding execution of
this Agreement.
Legal Counsel. The Parties acknowledge that they have each had an opportunity to
consult with their own legal counsel and tax advisors regarding the legal and tax
consequences arising out of this Agreement.
Force Maieure. No Party to this Agreement shall be deemed in violation of it, if it is
prevented from performing any of the obligations hereunder by reasons of boycotts,
labor disputes, embargoes, shortage of material, acts of God, strikes, lockouts, labor
troubles, inability to procure labor or materials, fire, accidents, riots, civil commotion,
laws or regulations of general applicability, public enemy, act of superior governmental
authority, weather conditions, rebellion, sabotage, banking delays, or any other cause or
circumstances for which it is not responsible or beyond its control.
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Separation,Waiver and Release
Dr.EZEKIEL ORJI
Execution Page
CITY:
State of Florida
County of Miami-Dade
City of Opa Locka
By:
Authorized Representative of City of Opa-locks
Sworn to and subscribed before me this Day of ,2013, by
,who is Personally Known to Me or who has produced the following as
identification:
NOTARY PUBLIC
DR.ORJI:
State of Florida
County of Miami-Dade
DR. EZE EL ORJI
By. (41
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DR. ZE EL OR I
Sworn to and subscribed before me this I, Day of (lurui 2013, by Es
who is Personally Known to Me or who has produced the following as identification:
OTA Y PUBLIC
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Noy Pubis r a Flmgh
Migdallna Santos
My Commiuion EH08Cl72
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