EXHIBIT 7-A
AGREEMENT FOR EMPLOYMENT
OF GENERAL MANAGER
This Agreement is made and entered into this _____ day of July, 2011, by and between the MONTEREY PENINSULA WATER MANAGEMENT DISTRICT (the “DISTRICT”) and DAVID JON STOLDT (“STOLDT”). This Agreement (the “Agreement”) shall have an effective date of September 1, 2011. In consideration of the mutual covenants contained herein, the parties agree as follows:
I. EMPLOYMENT.
A. Appointment of General Manager.
The Board of Directors of the DISTRICT hereby appoints DAVID JON STOLDT as General Manager of the MONTEREY PENINSULA WATER MANAGEMENT DISTRICT to perform the functions and duties set forth in Exhibit A (as amended from time to time), and to perform such other duties and functions reasonable and customary to the General Manager position as the Board of Directors shall from time to time assign. STOLDT is an at-will employee and shall serve at the pleasure of the Board of Directors. STOLDT shall commence duty as General Manager on September 1, 2011.
B. Term of Agreement.
1. The initial term of this Agreement shall commence on September 1, 2011 and expire on August 31, 2016. The parties agree that no later than June 1, 2016, the parties shall meet to discuss renewal of this Agreement or execution of alternate terms of employment.
2. Nothing in this Agreement shall prevent or otherwise interfere with the right of the DISTRICT to terminate this Agreement without cause at any time, or the right of STOLDT to resign at any time from his position, as set forth below in Section I C 1.
C. Termination of Employment.
1. The Board of Directors may terminate this Agreement during its term without cause, by providing STOLDT thirty (30) days written notice. Full salary and benefits due STOLDT under this Agreement will continue to be provided to him during this notice period, if exercised. Such advance notice, or salary and benefits shall not be required in the event STOLDT: (1) is terminated after being convicted of a felony or a misdemeanor involving fraud, embezzlement, misappropriation of funds, or theft, (2) voluntarily resigns, or (3) is permanently incapable for medical reasons of performing the duties of the General Manager. No later than 45 days following a notice of termination without cause by the DISTRICT, the DISTRICT shall pay to STOLDT a severance amount equal to four (4) months base salary.
2. STOLDT may terminate this Agreement by giving the DISTRICT thirty (30) days’ written notice in advance of termination, at the end of which period this Agreement will terminate, unless the DISTRICT and STOLDT otherwise agree.
3. Notice pursuant to this Agreement shall be in writing given by deposit in the custody of the United States Postal Service, postage prepaid, addressed as follows:
a. DISTRICT: Board of Directors
Monterey Peninsula Water Management District
b. STOLDT: Dave Jon Stoldt
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 in the course of transmission in the United States Postal Service.
II. POWERS,
DUTIES AND RESPONSIBILITIES.
A. Employment Duties.
STOLDT shall function as the General Manager of the DISTRICT and shall be vested with the powers, duties and responsibilities set forth in the position of General Manager which are indicated either in Exhibit A or the adopted job description, the terms of which are incorporated herein by reference. The Board of Directors may modify the employment duties of the General Manager from time to time by exercise of its sole discretion. In addition, STOLDT shall perform such other duties as may be assigned by the Board of Directors, and which are consistent, reasonable and customary with the position of General Manager, without additional compensation. The position of General Manager is an at-will position, and the incumbent shall serve as such at the pleasure of the Board of Directors.
B. Hours of Work.
STOLDT is expected to devote necessary time outside normal office hours to business of the DISTRICT. STOLDT shall maintain regular office hours at the offices of the DISTRICT during customary business hours, except when absent in the proper performance of his duties and responsibilities as General Manager.
C. Outside Professional Activities.
STOLDT agrees to devote his full productive time, ability, efforts and attention to the DISTRICT’S business during the term of this Agreement. STOLDT may undertake limited outside activities, such as (a) serving as an officer of a professional organization, or (b) other related activities, only upon advance written request and in accord with the prior written authorization of the Board of Directors, and only provided those activities do not in any way interfere with or adversely affect his employment as General Manager or the performance of his duties as provided herein.
III. COMPENSATION
OF STOLDT.
A. Salary.
As General Manager, until August 31, 2012, STOLDT shall receive base salary at the rate of One Hundred Fifty Five Thousand Dollars ($155,000) per year. This base salary shall be subject to modification by reason of merit adjustment, effective September 1, 2012, and each year thereafter. Any merit adjustment shall be made in conjunction with STOLDT’s annual Performance Evaluation. Merit adjustments shall not cause STOLDT’s total annual base salary to exceed $175,000 before August 31, 2014. This limit, however, shall not limit payment of deferred compensation options, should STOLDT exercise any election allowed by paragraph III H, “Deferred Compensation” of this agreement.
B. CalPERS.
STOLDT shall be eligible for the CalPERS 2% @ 55 retirement program, and the DISTRICT shall pay both the full employer share, and the 7% employee contribution on behalf of STOLDT.
C. Vacation,
STOLDT shall accrue vacation, sick leave and holiday leave at the same level, and subject to the same use provisions, as apply to senior management employees pursuant to the District Personnel Manual. STOLDT shall receive credit for five (5) years of service for the purpose of vacation accrual only. STOLDT shall receive credit for 15 days of sick leave credit effective September 1, 2011.
D. Management Benefits.
STOLDT shall receive all benefits provided to senior management employees of the DISTRICT pursuant to the Personnel Manual, and shall further receive a monthly automobile allowance of Four Hundred Dollars ($400) per month, and additional reimbursement for mileage for travel outside of DISTRICT boundaries as provided in the Personnel Manual. Upon authorization of the Board, and in lieu of the monthly automobile allowance and additional mileage reimbursement set forth above, the DISTRICT may elect, in its sole discretion, to provide STOLDT with exclusive use of a DISTRICT vehicle for use during business and non-business periods, and for which DISTRICT will bear all costs to operate and maintain.
STOLDT shall receive management leave at the same level, and subject to the same use provisions, as apply to senior management employees of the DISTRICT pursuant to the District Personnel Manual.
E. Associations,
Subscriptions and Licenses.
The DISTRICT shall budget and pay the actual and necessary dues of STOLDT relating to participation in the Association of California Water Agencies (ACWA), or such other professional organizations. Dues or subscriptions approved by the Board of Directors in accord with the approved budget.
F. Health, Dental, Vision, Life and
Disability Insurance.
STOLDT shall receive all health, vision, life insurance, short-term disability and long-term disability insurance benefits at the same level, and subject to the same use provisions, as apply to senior management employees of the DISTRICT, including dependent coverage as appropriate. STOLDT may opt out of this plan, and in lieu receive seventy five percent (75%) of the DISTRICT’s premium coverage costs under the Management Employees Health Plan. Payment of AFLAC supplemental insurance premiums may be added if this reimbursement is less than the 75% cap.
DISTRICT shall also budget for and pay actual and reasonable non-reimbursable medical costs for one (1) full physical exam for STOLDT each calendar year. STOLDT shall provide the results of this exam to the DISTRICT.
G. Bonding.
The DISTRICT shall bear the full cost of any fidelity or other bond required of STOLDT by reason of his employment as General Manager.
H. Deferred
Compensation.
The DISTRICT shall budget and pay into a deferred compensation program the sum that matches STOLDT’s actual contribution to that deferred compensation plan, not to exceed four (4%) percent of STOLDT’s annual salary. In the alternative, STOLDT may waive this benefit, in which case an amount equal to four percent (4%) of STOLDT’s base salary shall be paid to him as additional taxable income.
I.
Relocation Payment
DISTRICT shall pay STOLDT a sum not to exceed fifteen thousand dollars ($15,000) to reimburse relocation costs, temporary housing expenses, and/or travel costs for STOLDT and/or his spouse to visit and evaluate housing options up to three (3) times during the first eighteen (18) months of employment, upon presentation of receipts. STOLDT shall re-pay this sum in full if Stoldt resigns from employment on or before August 31, 2012, shall repay 2/3’s of this sum if Stoldt resigns from employment between September 1, 2012 and August 31, 2013, and shall repay 1/3 of this sum if Stoldt resigns from employment between September 1, 2013 and August 31, 2014.
IV. PERFORMANCE
EVALUATION.
The Board of Directors shall review and evaluate the performance of STOLDT in writing at least once each year. This performance evaluation will be based on performance objectives and expectations established by the Board of Directors, in consultation with STOLDT. The evaluation shall clarify STOLDT’s eligibility for any merit adjustment to base salary.
V. MISCELLANEOUS
PROVISIONS.
A. The text herein shall constitute the entire Agreement between the parties.
B. This Agreement shall be binding upon and inure to the benefit of the heirs at law and executors of STOLDT.
C. 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.
D. In the event either party to this Agreement brings a judicial proceeding to enforce or interpret any provision of this Agreement, the prevailing party shall be entitled to recover reasonable attorneys’ fees and related expenses and costs, including but not limited to court costs, expert witness fees and expenses, and accountant fees and expenses. Recovery of these fees and costs shall be as additional costs awarded to the prevailing party, and shall not require initiation of a separate legal proceeding.
E. The laws of the State of California shall govern this Agreement. Venue shall be in the County of Monterey.
F. This Agreement is the product of negotiation and preparation among the parties. Both sides and their counsel have had the opportunity to revise this Agreement. The parties waive the provisions of Section 1654 of the Civil Code of California and any other rule of construction to the effect that ambiguities are to be resolved against the drafting party, and the parties warrant and agree that the language of this Agreement shall neither be construed against nor in favor of any party.
IN WITNESS WHEREOF, DAVID STOLDT has signed and executed this Agreement, in duplicate, on the day and year first written above.
GENERAL MANAGER
DAVID JON STOLDT
IN WITNESS WHEREOF, the DISTRICT has caused this Agreement to be signed and
executed in its behalf by its Chairman who has signed and executed this Agreement, both in duplicate, on the day and year first written above.
MONTEREY PENINSULA WATER
MANAGEMENT DISTRICT
By:
Bob Brower, Chairman
Exhibit A
Functions and Duties of the
Monterey Peninsula Water Management District
General Manager
This Exhibit A presents a descriptive list of the range of duties performed by General Manager; it is not intended to reflect all duties performed within the job.
The Board of Directors may modify the functions and duties of the General Manager from time to time by exercise of its sole discretion. In addition, the General Manager shall perform such other duties as may be assigned by the Board of Directors.
DEFINITION
The General Manager is to plan, direct, manage and oversee the activities and operations of the Monterey Peninsula Water Management District, including administrative services, planning and engineering, water resources and water demand divisions; to coordinate assigned activities with other agencies and organizations; and to provide highly responsible and complex administrative support to the Board of Directors.
SUPERVISION RECEIVED AND EXERCISED
Receives policy direction from the Board of Directors.
Exercises direct supervision over management, supervisory, professional, technical and clerical staff.
Provides liaison to District General Counsel.
ESSENTIAL FUNCTIONS
Essential responsibilities and duties of the General Manger may include, but are not limited, to the following:
1. Assume full management responsibility for all District services and activities including water management, planning, environmental mitigation, conservation and restoration programs; recommend and administer policies and procedures.
2. Manage the development and implementation of District goals, objectives, policies, and priorities for each assigned service area.
3. Establish, within District policy, appropriate service and staffing levels; monitor and evaluate the efficiency and effectiveness of service delivery methods and procedures; allocate resources accordingly.
4. Plan, direct and coordinate, through subordinate level managers, the District's work plan; assign projects and programmatic areas of responsibility; review and evaluate work methods and procedures; meet with management staff to identify and resolve problems.
5. Assess and monitor work load, administrative and support systems, and internal reporting relationships; identify opportunities for improvement; direct and implement changes.
6. Prepare agenda and presentations for Board meetings; meet with the Chairman and Vice Chairman; run Board meetings.
7. Review bid packets, scope of work agreements and requests for proposals; execute agreements and contracts.
8. Develop the District's long-range water supply strategy/plan.
9. Select, train, motivate and evaluate District personnel; provide or coordinate staff training; work with employees to correct deficiencies; implement discipline and termination procedures.
10. Oversee and participate in development and administration of the District budget; approve the forecast of funds needed for staffing, equipment, materials, and supplies; approve expenditures and implement budgetary adjustments as appropriate and necessary.
11. Explain, justify and defend District programs, policies, and activities; negotiate and resolve sensitive and controversial issues.
12. Represent the Monterey Peninsula Water Management District to elected officials and outside agencies; coordinate District activities with other local government organizations.
13. Provide staff assistance to Board of Directors; serve as Secretary of the Board; participate on a variety of commissions and committees; prepare and present staff reports and other necessary correspondence.
14. Attend and participate in professional group meetings; stay abreast of new trends and innovations in the field of water resources management.
15. Respond to and resolve difficult and sensitive citizen inquiries and complaints.
16. Perform related duties and responsibilities as required.
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