Loading...
Res 1401 - Employ Agmt R Shield - COUNCIL BILL NO. 1775 RESOLUTION NO. 1401 A RESOLUTION AUTHORIZING AN EMPLOYMENT AGREEMENT WITH N. ROBERT SHIELDS AS CITY ATTORNEY AND REPEALING RESOLUTION 1371. WHEREAS, Chapter III, Section 10 of the City Charter provides for the Council appointment of a City Attorney as an officer of the City, and WHEREAS, N. Robert Shields has previously held the position Woodburn City Attorney as a regular employee and currently serves by contractual appointment per Resolution 1371; and WHEREAS, the City Council has determined that the interest of the City is best served by the employment of a full-time City Attorney, and WHEREAS, the City Council has further determined that a full-time salaried position will be more cost-effective than additional contracted services, and WHEREAS, N. Robert Shields is imminently qualified and familiar with the city's operations and pending litigation to provide this continuation of City Attorney services in the most effective manner; NOW, THEREFORE, THE CITY OF WOODBURN RESOLVES AS FOLLOWS: Section 1. That the Mayor and City Administrator are authorized to execute an employment agreement for City Attorney, a copy of which is attached hereto for reference. Section 2. That N. Robert Shields be reaffirmed in his appointment as City Attorney with all powers and duties prescribed in Section 24 of the City Charter and any other requirements prescribed by laws of the State of Oregon. Section 3. That Resolution 1371 shall be repealed effective 11 :59 p.m. on May 31,1997. APPROVEO: ' NANCY KI Passed by Council Submitted to the Mayor Approved by the Mayor Filed in the Office of the Recorder ATTEST: fY\~ -y;:~* Mary Tenn t, City Recorder City of Woodburn, Oregon Januarv 27. 1997 Januarv 28. 1997 Januarv 28. 1997 Januarv 28. 1997 Page 1 - COUNCIL BILL NO. 1775 RESOLUTION NO. 1401 - .~._--~,<-",-_.._" EMPLOYMENT AGREEMENT N. ROBERT SHIELDS CITY ATTORNEY OF WOODBURN THIS AGREEMENT made and entered into this ,28th day of January , 1997, by and between the city of Woodburn, Oregon, an Oregon municipal corporation, hereinafter referred to as "City" and N. Robert Shields, hereinafter referred to as "City Attorney", both of whom agree as follows: RECITALS WHEREAS, city is a municipal corporation, duly organized under the statutory authority of the State of Oregon; and WHEREAS, city Attorney has previously been appointed by the ci ty Counc iI, pursuant to the Woodburn city Charter, and has provided legal services as a private practitioner and an independent contractor; and WHEREAS, city desires that City Attorney s appointment continue and has determined that it is more cost effective to hire city Attorney as an employee so that city's increasing need for legal services can be better addressed; and WHEREAS, city Attorney is willing to discontinue his private practice and enter into an employment relationship with city on the terms and conditions contained herein; and WHEREAS, City and City Attorney desire to enter into a written employment agreement that creates a professional and businesslike relationship, that serves as a basis for effective communication, and that avoids any misunderstanding between the parties as to the terms of this employment relationship; NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto agree as follows: AGREEMENT 1. GENERAL. city hereby agrees to employ N. Robert Shields as the city Attorney of Woodburn. He shall devote full time to the performance of his duties beginning June 1, 1997 and shall not perform any additional legal services without permission from the city Administrator, except that City Attorney, during the transition period, hereinafter defined, shall be allowed to honor all of his existing contractual commitments and to conclude his now existing private practice. 1 - Employment Agreement - N. Robert Shields M_'''...,_......~....~..''''...., ;,_..'~_.m. '-. .,...c,.,~., _i..",'" .."'_.-'_--'--"""'~ ,~.., '" .".,..",~,~...-- ",,~.".-"""~"'-'.,..,. ", .~_....'~-~ 2. TERM AND TRANSITION. A. This Agreement is effective and intended to bind the parties on the date of its execution by the parties. The term of City Attorney's full time employment, as specified in section 1 herein, shall commence June 1, 1997 and shall end May 31, 2002 unless earlier terminated by the parties in accordance with the terms hereof. B. city Attorney shall maintain his private law office and continue to provide legal services to city as an independent contractor until May 31, 1997. During this interim period, legal services shall be provided pursuant to City's now existing contract with city Attorney, as modified by the Transition Timetable prepared by the city Administrator. Said Transition Timetable is attached to this Agreement as Exhibit A and is by this reference incorporated herein. On June 1, 1997, city Attorney shall become an employee of City pursuant to the terms and conditions contained in this Agreement. c. Nothing in this Agreement shall prevent, limit, or otherwise interfere with the right of city, in accordance with the Woodburn city Charter, to terminate the services of city Attorney at any time, subject only to the provisions set forth in section 11 of this Agreement entitled "Severance Pay". 3. TERMINATION FOR CAUSE. If city Attorney is terminated during the term of this Agreement for cause, City shall have no obligation to pay the aggregate severance sum designated in Section 11 entitled" Severance Pay." For the purposes of this Agreement "cause" is defined as follows: (A) Indictment for an illegal act. If such indictment does not ultimately result in conviction, then city Attorney shall receive severance pay in accordance with section 11. If the indictment does ultimately result in a conviction, city Attorney shall not receive severance pay; or (B) Loss by city Attorney of his Oregon State Bar license, for any reason; or (C) Willful and material failure to observe or perform the duties of his employment hereunder; or (D) The determination by city that city Attorney has been guilty of fraud, dishonesty or any other act of misconduct in performance of city Attorney's duties on behalf of city. Such determination by city shall be made in accordance with disciplinary and grievance procedures set forth in the adopted personnel policies of the city in force and effect on the date of the alleged misconduct. 2 - Employment Agreement - N. Robert Shields "'''-''"''T~'' 4. RESIGNATION. If city Attorney wishes to vOluntarily resign his position during the term of this Agreement, he shall be required to give city ninety (90) days written notice of such intention. city Attorney will be available for consultation concerning ongoing legal matters and will not jeopardize the transition by City to a new attorney or the legal position of city. Consultation or further legal services furnished by said ci ty Attorney after the term of employment has ended, due to resignation, shall be done on a fee basis which is mutually agreeable to city and City Attorney. 5. COMPENSATION. Beginning June 1, 1997, city agrees to pay City Attorney the following as compensation for the above-mentioned services as City Attorney: (A) Base compensation of $5,620 per month payable in monthly installments at the same place and time as other city employees are paid. (B) In addition to base compensation, City agrees to pay city Attorney any cost of living salary increases that are received by other employees employed as department heads of city. (C) Base compensation shall be subject to customary withholding of income taxes and shall be subject to the employment taxes required with respect to compensation paid by City to an employee. (D) city shall provide to city Attorney and city Attorney's spouse and children the same coverage and participation that City provides to other employees employed as department heads of city with respect to health insurance, life and disability insurance, and other fringe benefits, except as otherwise provided herein. 6. RETIREMENT. city Attorney shall be placed in the City's ICMA 401 (a) Money Purchase Plan retirement program for Executive Management personnel. Based upon his prior years of service and this Agreement, he will be placed in the Plan as a fully vested employee. Beginning June 1, 1997, contributions on behalf of City Attorney will be calculated and remitted in the same manner as for other employees. 7. SICK LEAVE, VACATION AND ADMINISTRATIVE LEAVE. Based upon his prior years of service and this Agreement, city Attorney shall be considered an employee with fifteen (15) years of employment for the purposes of accruing vacation. Beginning June 1, 1997, City Attorney shall accrue vacation at the rate of twenty (20) days per year. Thereafter, he will continue to accrue vacation, sick leave, and administrative leave in accordance with the personnel rules of the city. 3 - Employment Agreement - N. Robert Shields """,.,..,......"'.M........_"'...~__'___ . 8. ANNUAL EVALUATION. city council shall evaluate the work performance of city Attorney annually in or around the month of July each year beginning July 1998. The city council shall communicate its evaluation to the city Attorney in Executive Session. 9. OREGON STATE BAR LICENSE. city Attorney shall maintain throughout the life of this Agreement, a valid Oregon State Bar license as required by the State of Oregon in order to practice law and appear before the courts of this' State. In accord with past practice, beginning January 1998 city shall pay city Attorney's annual Bar dues. 10. SEVERANCE PAY. Except for city Attorney's termination for cause, as defined in section 3 of this Agreement, city Attorney shall be entitled to receive a lump sum payment equal to six months salary in the event city Attorney is terminated by city during the term of this Agreement. Termination by city, as used in this paragraph, means city Attorney's discharge or dismissal by city, for reasons other than cause, or city Attorney's resignation following a request to him by the city council that he resign, for reasons other than cause. Said sum shall be paid to City Attorney within thirty days of the next regular City Council Meeting after said termination. 11. PROFESSIONAL LIABILITY. city agrees that it shall defend, hold harmless, and indemnify City Attorney from all demands, claims, suits, action, errors, or other omissions in legal proceedings brought against City Attorney in his individual capacity or in his official capacity, or in his official capacity as agent or employee of city, provided the incident arose while city Attorney was acting within the scope of his employment. If in the good faith opinion of city Attorney, a conflict exists as regards to the defense of any such claim between the legal position of City and city Attorney, city Attorney may engage counsel, in which event, city shall indemnify city Attorney for the cost of legal counsel. 12. APPLICABLE LAW. This Agreement is construed under the laws of the State of Oregon and the Woodburn city Charter. 13. ATTORNEY FEES. In the event of any suit or action herein, the prevailing party in such suit or action shall be entitled to reasonable attorney fees to be fixed by the trial court, and if an appeal is taken from the decision of the trial court, such further sums as may be fixed by the appellate court as reasonable attorney fees in the appellate court, together with prevailing party costs and disbursements incurred therein. 14. SEVERABILITY. It is understood and agreed that if any part, term, or provision of this agreement is held by the courts to be illegal or in conflict with the laws of the State of Oregon, 4 - Employment Agreement - N. Robert Shields - .,..- the validity of the remaining portion of the Agreement shall not be affected and the rights and obligations of the parties shall be construed and enforced as if the Agreement did not contain the particular part, term, or provision. IN WITNESS WHEREOF, the Parties have executed this Agreement in duplicate and affixed their signatures. CITY OF WOODBURN CITY ATTORNEY ~r~~4~~ Nancy A.)Kirksey / Mayor . A~~e as to form by: '" "- ----.. ry):N~ N. Robert Shields Ie unsel for city (. 5 - Employment Agreement - N. Robert Shields ^-~.,--,....... . . ~_""'C ._, ,'-, '^ ., _ . ._.-....~...._.. ..',^.~......-,-..._",-"....,_.~..~~.,- , .. "'..-, ,,~'~""""''''''''''''''--'-- ... EXHIBIT "A" TRANSITION TIMETABLE * Effective upon execution of contract - increase contractual hours available to Woodburn from present 26 hours to 28 hours per week. * Effective 3/1/97 - increase contractual hours available to Woodburn to 31 ho,:!rs per week, including addition of a third day physically on premises at Woodburn. * Effective 4/15/97 - Increase contractual hours available to Woodburn to 34 hours per week. * Effective 6/1/97 - Final transition to full-time salaried (40 hr ./5 days per week) position. * The above schedule shall not preclude the possibility of exceeding contracted weekly hours for special projects/situations approved by the Council (i.e. - Emmanuel Hospital, Mar-Dene, etc.), nor does it include civil forfeiture work performed under separate arrangement (which will presumably end on 5/31/97 and be incorporated into duties of full-time salaried position). * Likewise, the above schedule shall not unreasonably preclude the City Attorney from periodically tending to other matters incidental to his transition, when necessary, on days that he would otherwise be scheduled to be present in Woodburn, with reasonable advance notice to, and concurrence by, the City Administrator. Note: "Break-even" point between cost of contracted services and cost of full-time salaried 40-hr. position is approximately 34-1/2 contracted hours per week. . T~' >, _ _~_."._H__ _ .~~_....".,.". .,.. .."....".."."._,~" ,"..",..-,-_.~---._--_.__...~._",_...".'~~"'~--"--"