HomeMy WebLinkAboutResolution 2020-143 N.C.S. 09/14/2020Resolution No. 2020-143 N.C.S.
of the City of Petaluma, California
RESOLUTION APPOINTING KENDALL ROSE TO THE POSITION OF CITY CLERK OF THE CITY
OF PETALUMA AND APPROVING AND AUTHORIZING THE MAYOR TO SIGN ON BEHALF OF
THE CITY THE AT -WILL EMPLOYMENT CONTRACT INCLUDING ANNUAL SALARY AND
BENEFITS TO BE EFFECTIVE SEPTEMBER 15, 2020
WHEREAS, City Clerk Claire Cooper retired from her position after serving the City of
Petaluma for more than 20 years; and
WHEREAS, the City conducted an extensive recruitment for a new City Clerk; and
WHEREAS, the City desires to employ the services of Kendall Rose as the next City
Clerk of the City of Petaluma; and
WHEREAS, it is the desire of the Petaluma City Council, as the governing board of the
City, to provide certain benefits and to establish conditions of employment and to set working
conditions for the City Clerk; and
WHEREAS, Ms. Rose desires to accept employment as City Clerk of Petaluma; and
WHEREAS, the City Council voted unanimously to appoint Kendall Rose as the Petaluma
City Clerk, subject to reaching satisfactory terms and conditions for an employment contract, and
authorizing the City Manager to negotiate an employment contract on behalf of the City; and
WHERAS, the City and Ms. Rose have negotiated terms and conditions set forth in the
Agreement for At -Will Employment of City Clerk, attached to and made a part hereof as Exhibit
A; and
WHERAS, the terms of the City Clerk's employment contract will commence on
September 15, 2020 and continue for a four-year period expiring on September 14, 2024, with an
automatic one-year extension occurring on September 15"' of each year unless the contract is
terminated earlier in accordance with its terms;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Petaluma
as follows:
Resolution No. 2020-143 N.C.S. Page 1
1. Kendall Rose is hereby appointed to serve the City Council and the Petaluma community
as the next Petaluma City Clerk, with all the powers and duties established for the position
of City Clerk by the Petaluma City Charter, the Petaluma Municipal Code, and other
applicable law; and
2. The Agreement for At -Will Employment of City Clerk attached to and made a part of the
resolution as Exhibit A is hereby approved; and
3. The Mayor is hereby authorized and directed to execute on behalf of the City an Agreement
for At -Will Employment of City Clerk with Kendall Rose that is substantially in
accordance with that attached to this resolution as Exhibit A, subject to final changes as
the City Attorney may recommend consistent with applicable law.
Under the power and authority conferred upon this Council by the Charter of said City.
REFERENCE: I hereby certify the foregoing Resolution was introduced and adopted by the Lloye to
Council of the City of Petaluma at a Regular meeting on the 14th day of
September 2020, by the following vote:
-City t ttorney
AYES: Mayor Barrett; Vice Mayor Fischer; Healy; Kearney; King; McDonnell; Miller s
NOES: None
ABSENT: None
ABSTAIN: None
ATTEST:
Deputy City Clerk Mayor
Resolution No. 2020-143 N.C.S. Page 2
AT -WILL AGREEMENT FOR EMPLOYMENT OF CITY CLERK
This Agreement ("Agreement") is made and entered into this 14th day of September, 2020, by and
between the City of Petaluma, California ("the CITY"), a California municipal corporation and charter
city, and Kendall Rose ("CITY CLERK"). This Agreement shall have an effective date of September
15, 2020 ("Effective Date"). The parties agree as follows:
Appointment of City Clerk:
The City Council appoints Kendall Rose to the position of City Clerk of the City of Petaluma,
California on the Effective Date, subject to the terms of this Agreement and applicable law.
2. Term:
The term of this Agreement shall commence on the Effective Date and expire four years
thereafter on September 14, 2024, or upon termination in accordance with Section 20.
Notwithstanding the Expiration Date, the Term will automatically extend by an additional year
without further notice or action of the parties commencing on September 15 of each year,
thereby establishing a new four-year Term and new Expiration Date, unless either party gives
the other notice of termination in accordance with Section 20. If either parry provides notice of
termination in accordance with this provision, the Term will expire at the conclusion of the
four-year Term then in effect without further notice or action of the party, unless the party
giving notice of termination rescinds the notice in writing before the commencement of the
final year of the Term then in effect. Notwithstanding this provision, this Agreement may be
terminated before the expiration in accordance with Section 20. If the CITY terminates this
Agreement by giving notice in accordance with this section, the City will have no obligation to
pay severance pursuant to Section 21 regarding such termination.
At -Will Employment:
CITY CLERK is an at -will employee in accordance with California Labor Code section 2922
and shall serve at the pleasure of the City Council. The terms of CITY's Personnel Rules,
Policies, Procedures, Ordinances and Resolutions shall not apply to CITY CLERK, and nothing
in this Agreement is intended to, or does, confer upon CITY CLERK any right to or expectation
of any right or property interest in continued employment. If a decision to terminate CITY
CLERK's employment is made by the City Council, whether with or without cause, the CITY
CLERK shall be entitled to only that due process as is provided by City Charter, ordinance, or
this Agreement. Nothing in this Agreement shall prevent, limit or otherwise interfere with the
right of CITY CLERK to resign at any time from her position with CITY, in accordance with
Section 20(a) of this Agreement.
4. Duties and Responsibilities:
a. CITY CLERK shall serve as the City Clerk of the City of Petaluma, and shall be vested
with the powers, duties and responsibilities and perform the functions and duties
specified under the laws of the State of California, the Petaluma City Charter and the
Petaluma Municipal Code, and the ordinances and resolutions of the CITY and other
applicable law, and such other duties and functions as the City Council may from time
to time assign.
b. CITY CLERK agrees to remain in the exclusive employ of CITY, and devote her full
productive time and attention to CITY's business, during the term of this Agreement,
except with specific permission of the City Council for endeavors which are not in
conflict with the CITY CLERK's duties and responsibilities as City Clerk.
The CITY recognizes that CITY CLERK is expected to devote necessary time outside normal office hours to
business of the CITY, and to that end the CITY CLERK's schedule of work, each day and week shall vary in
accordance with the work required to be performed. As an exempt employee, CITY CLERK will not receive
overtime or extra compensation for work performed outside normal business hours. However, CITY
CLERK will receive administrative leave in accordance with Section 8(c).
5. Compensation:
a. Base Salary. CITY agrees to pay CITY CLERK an annual base salary of $132,500.00,
payable in installments at the same time that the other management employees of the
CITY are paid.
b. Merit Adjustment. CITY may increase CITY CLERK's compensation in such amounts
and to such extent as the City Council may determine is desirable on the basis of any salary
review of CITY CLERK.
Cost of Living_ Adjustment. CITY may consider, on an annual basis, a cost of living
adjustment to CITY CLERK's compensation. Such adjustment shall be separate of any
adjustment granted pursuant to Section 5 (b) of this Agreement.
Benefits:
CITY CLERK will be entitled to the benefits specified in Attachment I which is attached to and
made a part of this Agreement.
7. Disability:
If CITY CLERK is permanently disabled or otherwise unable to perform her duties because of
sickness, accident, injury, mental incapacity or health for a period of ninety (90) successive
days beyond any accrued sick leave, CITY shall have the option to terminate this Agreement.
Upon termination pursuant to this provision, CITY shall have no obligation to pay severance
benefits pursuant to Section 28.
Vacation / Sick / Administrative / Holiday Leave:
a. Vacation Leave shall accrue and be credited to the CITY CLERK's personal account
in accordance with Attachment 1.
b. Sick Leave shall accrue and be credited to the CITY CLERK's personal account in
accordance with Attachment 1.
C. CITY CLERK shall be credited with eighty (80) hours of administrative leave each
fiscal year.
Carry Forward of Leave. CITY CLERK may carry forward up to forty (40) hours of
unused administrative leave into the next fiscal year. CITY CLERK may not
maintain balances of more than one hundred and twenty (120) hours of
administrative leave in any fiscal year. Carry forward administrative leave may only
be taken as paid time off, has no cash value, and shall not be included in the totals
subject to payment under Section 20(d).
2. Annual Payment for Unused Leave. CITY CLERK shall receive payment for up to
twenty (20) hours of unused administrative leave at the end of each fiscal year.
Payment shall be at the CITY CLERK's base pay rate as of June 30. Payment shall be
made on the last pay period of the fiscal year.
d. Holidays shall be credited to the CITY CLERK'S account in accordance with
Attachment 1.
9. Disability, Health, and Life Insurance:
a. CITY agrees to purchase and to pay during the term of this Agreement, premiums on
term life insurance policies equal in amount to one and one-half 1-112 times the amount
of the annual compensation package of CITY CLERK described in Section 5, up to a
maximum benefit of $200,000.
b. CITY agrees to provide and to pay the CITY's share of premiums for medical, dental,
and vision insurance for the CITY CLERK and her dependents in accordance with
Attachment 1. CITY CLERK shall have the right to select medical, dental and vision
coverage from the plan options offered by CITY.
C. CITY agrees to have in force and make required premium payments for CITY
CLERK's participation in the CITY's current group disability plan.
10. Dues and Subscriptions:
Subject to budgetary approval by the CITY, CITY agrees to pay for professional dues and
subscriptions of CITY CLERK necessary for CITY CLERK's continuation and full
participation in national, regional, state and local associations and organizations necessary and
desirable for CITY CLERK's continued professional participation, growth and advancement
and for the good of CITY.
11. Professional Development:
a. Subject to budgetary approval by CITY, CITY agrees to pay for, to the extent allowed
by law, travel and subsistence expenses of CITY CLERK for official travel, meetings
and events as necessary and appropriate to continue the professional development of
CITY CLERK at gatherings such as the City Clerks Association of California (CCAC)
Annual Conference, International Institute of Municipal Clerks Annual Conference
and League of California Cities New Law and Elections seminar.
b. Subject to budgetary approval by CITY, CITY agrees to pay for, to the extent allowed
by law, travel and subsistence expenses of CITY CLERK for short courses, institutes
and seminars that are necessary for CITY CLERK's professional development and for
the good of CITY.
12. General Expenses:
a. CITY recognizes that certain expenses of a non -personal nature are incurred by CITY
CLERK for the benefit of the CITY in the course of performance of CITY CLERK's
duties and hereby agrees to reimburse or to pay said general expenses, and CITY's
Finance Director is hereby authorized to disburse such monies upon receipt of duly
executed expenses of petty cash vouchers, receipts, statements or personal affidavits to
the extent allowed by law and subject to budgetary approval.
b. Given the importance of technological tools to the effective and efficient conduct of
the CITY's business, the CITY shall provide computer, laptop computer, cellular
phone, Wad or similar type devices to the CITY CLERK at the CITY's expense, both
at the CITY CLERK's office and at the CITY CLERK's residence, as needed to carry
out the duties of the position. All such equipment shall remain the property of the
CITY.
c. CITY CLERK will be provided a monthly automobile allowance of $200.00 in
exchange for making her vehicle available for her own use and for CITY -related
business and/or functions during, before, and after normal working hours. The monthly
automobile allowance is intended to defray costs that the CITY CLERK incurs
utilizing her personal vehicle for CITY business. The automobile allowance shall
appear on the CITY CLERK's payroll stub as ordinary income and part of her salary
but will not be considered part of the CITY CLERK's base salary for purpose of this
Agreement.
13. Bonding:
CITY shall bear the full cost of any fidelity or other bonds required of City CLERK under any
law or ordinance.
14. Continuity:
In the event of a change of the elected representation of the City Council, there will be a ninety
(90) day period commencing upon the seating of new City Council members when the City
Council can take no action regarding the provisions of CITY CLERK's contract, unless both
parties agree, or the action is for cause.
15. Attorne,,
In the event of any suit or action by either party under this Agreement, the prevailing party in
such suit or action shall be entitled to reasonable attorney fees and costs to be fixed by the
court.
16. Other Terms and Conditions of Employment:
The City Council, in consultation with CITY CLERK, shall fix any other terms and conditions
of employment, as it may determine from time to time, relating to the performance of CITY
CLERK, provided such terms and conditions are not inconsistent with or in conflict with the
provisions of this Agreement, the Petaluma City Charter, the Petaluma Municipal Code or any
other applicable state or federal law.
17. Indemnification:
a. CITY shall defend, hold harmless and indemnify CITY CLERK against any tort, civil
rights, personnel, discrimination, professional liability claim or demand or other legal
action, whether groundless or otherwise, arising out of an alleged act or omission
occurring in the performance of the CITY CLERK's duties in accordance with the
provisions of California Government Code Section 825 and following as amended from
time to time and provide a defense in accordance with California Government Code
Section 995 and following. Notwithstanding anything to the contrary in this
Agreement, CITY reserves the right to refuse to provide a defense of CITY CLERK for
the reasons set forth in California Government Code section 995.2 or other applicable
provisions of law.
b. Following termination or expiration of this Agreement, for any reason, when CITY
CLERK serves as a witness, advisor and/or consultant to CITY regarding pending
litigation, CITY agrees to pay CITY CLERK consulting fees at an hourly rate equal to
the base wage paid to CITY CLERK at the time of separation, CITY also agrees to pay
reasonable travel expenses and miscellaneous costs related to such consulting.
18. Notices:
Notices pursuant to this Agreement shall be in writing given by deposit in the custody of the
United States Postal Service, first class postage prepaid, addressed as follows:
a. CITY:
Mayor and City Council
11 English Street
Petaluma CA 94952
b. CITY CLERK:
Kendall Rose
City Clerk
11 English Street
Petaluma CA 94952
Alternatively, notices required pursuant to this Agreement may be personally served in the
same manner as is applicable to civil judicial process. Notice shall be deemed given as of the
date of personal service or as of the date of deposit of such written notice, postage prepaid,
with the United States Postal Service.
19. Performance Evaluations:
a. City Council may review and evaluate the performance of CITY CLERK annually in
advance of the adoption of the annual operating budget or when requested by the CITY
CLERK. Said review and evaluation shall be in accordance with specific criteria
developed jointly by the City Council and CITY CLERK. Said criteria may be amended
as the City Council may from time to time determine and in consultation with CITY
CLERK. The City Council shall conduct its evaluation of CITY CLERK in closed
session. The City Council shall provide CITY CLERK with the written evaluation and
provide an adequate opportunity for CIT CLERK to discuss CITY CLERK's evaluation
with City Council.
b. In recognition of accomplishments and objectives, and satisfactory performance, a
potential annual merit increase may be negotiated in accordance with Section 5(b).
C. The City Council and CITY CLERK shall define such goals and performance objectives
as they determine necessary for the proper operation of CITY and the attainment of the
City Council's policy objectives and shall further establish a relative priority among
those various goals and objectives, said goals and objectives to be reduced to writing.
Said goals and objectives shall generally be attainable within the time limitations as
specified in the annual operating and capital budgets and appropriations provided.
d. CITY CLERK will timely cause to be placed on the City Council agenda a "closed
session" for purpose of CITY CLERK's performance evaluation.
20. Termination ofEmployment:
a. CITY CLERK may terminate this Agreement, with or without cause, by giving the
CITY a minimum of forty-five (45) days written notice in advance of termination,
unless the parties agree otherwise. During the period following notice of termination
and until the termination becomes effective, all the rights and obligations of the parties
under this Agreement shall remain in full force and effect. CITY CLERK will not be
entitled to receive any severance pay if her resignation is voluntary.
b. The City Council may terminate this Agreement, with or without cause. City Council
shall give CITY CLERK a minimum sixty (60) days prior written notice of termination;
provided, however, that if CITY CLERK is terminated for cause, as defined in this
Agreement, the sixty (60) day written notice requirement shall not apply and CITY
CLERK may be terminated with notice as provided in Section 20(c).
C. Prior to terminating this Agreement for cause pursuant to Section 22, the City Council
shall give CITY CLERK at least ten (10) days prior written notice of the charges or
other alleged cause for termination. Within the ten-day period, but not earlier than five
days after the notice has been given, the City Council shall meet with CITY CLERK in
closed session and give CITY CLERK an opportunity to address the City Council
regarding the alleged cause for termination. CITY CLERK may also choose to have
allegations brought against her heard in open session in accordance with California
Government Code 54957 (b)(2). After hearing CITY CLERK's response to the
allegations, the City Council shall make a decision as to whether to terminate the
Agreement and shall inform CITY CLERK in writing of its decision.
d. Upon separation from CITY for any reason, CITY CLERK will be paid for all earned,
accrued, and unused vacation, administrative leave, and floating holidays, subject to the
limitations imposed elsewhere in this Agreement.
21. Termination Without Cause:
For the purposes of this Agreement, termination without cause shall be deemed to occur when:
a. The majority of the City Council votes to terminate the CITY CLERK at a duly
authorized public meeting without cause, as defined in Section 22(a) of this Agreement.
b. The City Council, the citizens or the Legislature acts to amend any provisions of the City
Charter, codes, or other enabling legislation pertaining to the role, powers, duties,
authority, or responsibilities of the CITY CLERK's position that substantially changes
the form of government. CITY CLERK shall have the right to declare that such
amendments constitute termination.
C. The City Council reduces the base salary, compensation, or any other financial benefit of
the CITY CLERK (unless it is applied in no greater percentage than the average reduction
of all department directors). Such action will be regarded as a termination.
d. Material breach of this Agreement is declared in writing by CITY CLERK specifying
the reasons therefore, but only if CITY has not cured such declared material breach
within thirty (30) days of receipt of notice of the declared material breach.
22. Termination for Cause:
a. For purposes of this Agreement, cause for termination by CITY means:
1. Willful and repeated failure to perform the duties of CITY CLERK or other
material breach of this Agreement declared in writing by CITY by notice in
accordance with Section 20(c) and not cured within thirty days of receipt of notice
of the declared material breach;
2. Conviction of CITY CLERK for an employment related criminal act;
3. Conviction of CITY CLERK for a felony; or
4. A finding by a court, jury, State or Federal Attorney General, the Fair Political
Practices Commission, or any successor agency, that CITY CLERK engaged in
intentional or negligent misconduct in relation to the performance of CITY
CLERK's duties.
b. Pursuant to Government Code Sections 53243, 53243.1, and 53243.2, if City Clerk is
convicted of a crime involving an abuse of her office or position, all of the following
shall apply:
1. If CITY CLERK is provided with administrative leave pay pending an investigation,
CITY CLERK shall be required to fully reimburse CITY such amounts paid.
2. If CITY pays for the criminal legal defense of CITY CERK, CITY CLERK shall be
required to fully reimburse CITY such amounts paid.
3. If this Agreement is terminated, any Severance Pay and Severance Benefits related
to the termination that CITY CLERK may receive from CITY shall be fully
reimbursed to CITY or void if not yet paid to CITY CLERK.
For purposes of subsection 22 (b), abuses of office or position means either:
A. an abuse of public authority, including waste, fraud, and violation of the law
under color of authority; or
B. a crime against public justice, including but not limited to, a crime described in
Title 7 (commencing with Section 92) of Part 1 of the California Penal Code.
23. Severance Pay:
a. If CITY terminates this Agreement without cause in accordance with Section 21, then
CITY CLERK shall be entitled to a severance payment equal to six (6) months of base
salary at the rate in effect at the time of termination, plus CITY's share of the cost of
continuing health, dental, and vision insurance for CITY CLERK and all dependents as
provided in Section 13 for six (6) months. At CITY CLERK's election, and pursuant to
CITY CLERK's written instructions at the time of severance, severance pay shall be
paid either in a lump sum cash payment within thirty (30) days of the date of
termination, or in equal monthly payments. Should CITY CLERK elect to receive
severance pay in equal payments, the number of such monthly payments shall not
exceed six (6).
b. All payments required under Section 28 (a) are subject to and shall be interpreted to
comply with the limitations set forth in California Government Code Sections 53260 and
53261. The CITY's share of the cost of Health, Dental and Vision benefits shall
continue for the same duration of time as covered in the settlement or until the CITY
CLERK finds other employment, whichever occurs first.
C. If CITY terminates CITY CLERK for cause, she will not be entitled to any severance
payment. The determination of whether there is cause for termination shall be
consistent with Section 22.
24. Miscellaneous:
a. The text herein shall constitute the entire agreement between the parties. This
Agreement may not be modified, except by written agreement executed by both
parties.
b. If any provision, or any portion thereof, contained in this Agreement is held
unconstitutional, invalid or unenforceable, the remainder of this Agreement, or portion
thereof, shall be deemed severable, shall not be affected and shall remain in full force
and effect.
This Agreement shall be governed by the laws of the State of California.
d. The parties agree that any ambiguity in this Agreement shall not be construed or
interpreted against, or in favor of, either party.
e. This agreement shall be binding upon and inure to the benefit of the heirs at law and
executors of CITY CLERK.
[SIGNATURES ON NEXT PAGE]
Kendall Rose, City Clerk
CITY
C
Teresa Barrett, Mayor
ATTEST:
Samantha Pascoe, Deputy City Clerk
APPROVED AS TO FORM:
Eric W. Danly City Attorney