Contract - Carroll, Scott - 2016-03-24 EMPLOYMENT AGREEMENT
(DISTRICT MANAGER)
(SCOTT CARROLL)
(RESTATED 2016)
On this 24th dayof March, 2016, the Costa Mesa SanitaryDistrict, a sanitary
district established pursuant to Health and Safety Code Section 6400 et seq., ("District")
and Scott Carroll ("Manager") mutually agree as follows:
RECITALS
WHEREAS, the District hired Scott Carroll as its General Manager after a
competitive search on January 4, 2010; and
WHEREAS, pursuant to General Manager's Employment Agreement the Board
reviewed his performance every year and provided increases in compensation and
other benefits to General Manager as part of that process; and
WHEREAS, as part of that process General Manger also agreed to increase his
own contributions to his P.E.R.S. pension; and
WHEREAS, the parties hereto do now desire to integrate the amendments made
to the Employment Agreement into a new integrated document and to increase the
General Manager's severance pay if certain conditions are met;
NOW, THEREFORE, the parties agree as follows:
AGREEMENT
1. DUTIES
A. District agreed on Jan 4, 2010 to employ Scott Carroll as the General
Manager of the District to perform the functions and duties of General Manager as
specified by District ordinances, rules and regulations, and as the Board of Directors
may determine, and to perform such other legally permissible and proper duties and
functions as the Board of Directors may from time to time assign.
B. General Manager understands that he is to provide all services required
by this Agreement for the compensation set forth and, as the District's chief executive
employee, is not entitled to overtime under the Fair Labor Standards Act.
2. TERM AND NATURE OF EMPLOYMENT
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A. The term of General Manager's employment began on January 4, 2010,
and shall continue until terminated by either party in accordance with the provisions set
forth herein or as otherwise permitted by law.
B. General Manager shall serve at the pleasure of, and at the will of, the
Board of Directors. General Manager shall have no property right to the job of General
Manager and shall be entitled to no due process or hearing rights before termination.
Notwithstanding said relationship, General Manager shall have the rights set forth in
this Agreement in the event of termination of employment.
C. General Manager agrees to remain in the exclusive, full-time employ of
District during the term of this agreement, and neither to accept other employment nor
to become employed by any other employer until termination of employment hereunder.
The term of employment hereunder shall not be construed to prevent General Manager
from occasional teaching, writing or consulting performed on General Manager's time
off and not inconsistent with his duties as General Manager hereunder. General
Manager shall keep the District's Board and District Counsel informed of any other
employment, which may conflict with General Manager's duties hereunder.
3. TERMINATION AND SEVERANCE PAY
A. In the event the Board of Directors determines to terminate General
Manager, it agrees to give him (365) days/one year's notice of its intention to do so.
The Board of Directors shall then have the option of allowing General Manager to work
for said three hundred sixty-five (365) days, or may advise General Manager that he is
relieved of all duties.
B. In the event that the Board of Directors determines to discontinue
employment of General Manager and to relieve him/her of all duties, and during such
time that General Manager is willing and able to perform his duties under this
Agreement, District agrees to pay General Manager, in addition to any other amounts
that may be due General Manager at the time of separation of employment, payment
equal to (365) days aggregate salary and benefits which District may elect to pay in a
lump sum or monthly for a period of twelve (12) months, subject to the following
conditions.
C. Such severance pay will only be used to compensate General Manager
for such time that he is not gainfully employed in a comparable position with another
employer.
D. No severance pay will be provided if General Manager's employment is
discontinued because of his conviction of a felony or commission of any wrongful act
involving personal gain to him, just cause, insubordination or malfeasance.
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4. SALARY
A. District agrees to pay General Manager for his services rendered
hereunder a base salary of One Hundred Eighty-Eight Thousand Five Hundred Forty-
Two Dollars and Eighty-Five cents. ($188,542.85) per year in installments at the same
time as other employees of the District are paid.
B. In addition, the District agrees that the Board of Directors, shall annually
evaluate General Manager's performance and may consider adjustments to said base
salary and/or other benefits of General Manager in such amounts and to such extent as
the Board of Directors may determine is desirable and appropriate.
5. PERFORMANCE EVALUATION
A. The District shall review and evaluate the Performance of General
Manager in advance of the adoption of the annual operating budget, and at least
annually thereafter in advance of said adoption, and at such other time or times as the
parties deem appropriate. Said review and evaluation may be in accordance with
specific criteria developed by the Board of Directors in consultation with General
Manager. Said criteria may be added to or deleted from as the Board of Directors may
from time to time determine, in consultation with General Manager. Further, the results
of said evaluation shall be memorialized in writing and provided to General Manager
and all members of the Board of Directors.
B. Annually, the Board of Directors, in consultation with General Manager,
shall define such goals and performance objectives, which they determine necessary
for the proper operation of the District and in the attainment of the Board's policy
objectives and shall further establish a relative priority among those various goals and
objectives to be reduced to writing. They shall generally be attainable within the time
limitations as specified in the annual operating budget and appropriations provided.
C. In effecting the provisions of this section, the Board of Directors and
General Manager mutually agree to abide by the provisions of applicable law.
6. HOURS OF WORK AND VACATION
It is recognized that General Manager must devote substantial time in addition to
the normal office hours to the business of the District. In recognition of this fact, District
does hereby grant General Manager the following vacation benefit:
A. Vacation bank. On January 14, 2010, General Manager was provided with
a bank of vacation equating to three (3) work weeks (15 days at 8-hour days). Said
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vacation vested and become General Manager's property after Manager has worked
three months.
B. Vacation accrual. In addition to said vacation bank, General Manager
shall begin accruing regular vacation in accordance with District rules on vacation
accrual and shall thereafter earned vacation accordingly. General Manager began
accruingon the first dayof employment.
7. HEALTH INSURANCE
From the effective date of this agreement, the District agrees to obtain or place
in effect and make any required premium payments for health insurance benefits for
General Manager, including standard coverage for accidents, sickness, other medical
and dependent group insurance coverage, including hospitalization, surgical and
comprehensive medical insurance. The coverage provided under this paragraph by the
District shall be deemed satisfied if the District provides group medical insurance
coverage equal to or as a part of the health insurance coverage provided to other
District employees of the District pursuant to policies or other enactments as may be
established by the Board of Directors from time to time. The District shall pay the same
portion of the premium as is paid for District employees.
8. RETIREMENT
District participates in the Public Employees Retirement System, and General
Manager shall be entitled to participate and to have the District pay such share of
retirement contribution as is provided for other employees. General Manager shall pay
the full employee contribution, 7%, for his P.E.R.S pension.
9. SUBSCRIPTIONS AND PROFESSIONAL FEES AND DEVELOPMENT
It is anticipated that General Manager will participate in such associations and
organizations as maybe necessaryand desirable for his continued professional
g
rowth and advancement, and for the good of the District. In that
participation, 9
connection, the District shall pay for or reimburse General Manager for all approved
expenses and fees incurred in that connection. General Manager shall also be entitled
to payment or reimbursement for travel, meetings and subsistence expenses as are
reasonably necessary to continue the professional development of General Manager
and to adequately pursue necessary official and other functions for the District and
other management, national, regional, state and local governmental groups and
committees thereof which General Manager serves as a member, with concurrence of
the Board of Directors. District also agrees to pay for necessary and related expenses
of General Manager for short courses, institutes and seminars necessary for his
professional development and the good of the District, with the concurrence of the
Board of Directors. The Board of Directors will consider during preparation and
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adoption of its budget those expenses reasonably necessary, and as may be
reasonably available for the purposes of this section.
10. VEHICLE ALLOWANCE
General Manager shall be provided with a Four Hundred Dollar ($400.00)-per-
month automobile allowance. Manager shall keep his vehicles fully insured.
11. OTHER TERMS AND CONDITIONS OF EMPLOYMENT
A. The Board of Directors, in consultation with General Manager, shall fix
any such other terms and conditions of employment as it may determine from time to
time, relating to performance of General Manager, provided such terms and conditions
are not inconsistent with or in conflict with the provisions of this agreement, District
ordinances, or any other law.
B. All provisions of the District's other ordinances and regulations and rules
of the District (including, but not limited to, District's Personnel Rules and Administrative
Regulations) relating to other fringe benefits and working conditions as they may now
exist or hereafter may be amended, shall also apply to General Manager as they would
to any other salaried employee of the District to the extent such benefits and conditions
are not already provided for in this agreement.
12. NOTICES
All notices pertaining to this Agreement shall be in writing and addressed as
follows:
To District: Michael Scheafer, President
Board of Directors
Costa Mesa Sanitary District
628 West 19th Street
Costa Mesa, California 92627
To General Manager: Mr. Scott Carroll
276 North Lazy Meadow Road
Orange, California 92869
13. ASSIGNMENT
This agreement is not assignable by either the District or General Manager, and
services of General Manager may not be delegated hereunder.
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14. GENERAL PROVISIONS
A. The text herein shall constitute the entire agreement between the parties.
B. This agreement shall be binding upon the parties, and their heirs,
executors and successors in interest.
C. This agreement shall become effective March 24, 2016, upon execution of
the parties hereto and continues the preexisting contractual arrangements.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed the day and year first above written.
COSTA ME ANITARY DISTRICT SCOTT CARROLL
Presi•ent I Signature
L(4)\
Secretary
APPROVED AS TO FORM:
6416•44.4
District Counsel
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