2009-04-01 Special CC Packet~~~~~~ .
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SPECIAL MEETING OF THE CITY COUNCIL
~]EDNESDAY - - - APRIL 1, 2009 - - - 7;01 P.M.
Time: Wednesday, April 1, 2009, 7:01 P.M.
Location; Cit Council Chambers, City Hall, corner of Santa Clara
Avenue and Oak Street
Public Participation
Anyone wishing to address the Council on agenda items or business
introduced by Councilmembers Members may speak for a maximum of 3
minutes per agenda item when the subject is before the Council.
Agenda:
1. Roll Call - City Council
2. Recommendation to approve Agreement appointing Ann Marie
Gallant as Interim City Manager
3. Adjournment - City Council
...~
Be erly h n, Mayor
CITY OF ALAMEDA
Memorandum
To: Honorable Mayor and
Members of the City Council
From: David Brandt
Acting City Manager
Date: April ~ , 200
Re: Agreement Appointing Ann Marie Gallant as Interim City Manager
Effective A~riE ~, 2009
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BACKGRGUND
Due to the down turn in state and national economy, the City is facing financial and
budget challenges that require immediate and effective operational leadership from a
seasoned City Manager with specialized skills and experience in municipal finance.
With the recent resignation of City Manager Debra Kurita, the City Council desires to
appoint an Interim City Manager to fill the immediate operational and budgetary needs
of the City.
DISCUSSIGN
A sub-committee of the City Council has asked Interim Finance Director Ann Marie
Gallant to act as the Interim City Manager. Ms. Gallant has agreed to serve the City
under the terms described in the attached Agreement. Ms. Gallant would serve as
Interim Gity Manager fora 24 month period, in order to take the City through the next
two budget cycles. The City Council will consider recruitment for a permanent City
Manager at such time as the City's financial situation has stabilized and the operational
structure of the City is deemed by the City Council to be fiscally sustainable.
The proposed employment Agreement, which is attached, provides that the Interim City
Manager shall be paid a flat salary of $250,000 a year, with no medical, dental, long
term disability or life insurance benefits. The City shall pay the employer PERS costs
and the Interim City Manager shall pay the employee's PERS costs currently 7°/0 of
salary}. Also attached is a chart showing the break-down of City costs of the prior City
Manager, proposed] Interim City Manager, Assistant City Manager, Chief of Police, Fire
Chief, Police Captain, and City Attorney, for comparison.
FINANCIAL IMPACT
As shown on the attached Compensation Comparison Chart, the proposed Agreement
will save the City approximately $6,000 annually when compared to the employment
Special Council Meeting
Item #2
April 1, 2009
Honorable Mayor and
Members of the City Council
April 1, 2009 Special Council Meeting
Page 2 of 2
agreement for the prior City Manager. Funds for this position are already part of the
City Manager's department budget. No additional funding is required.
RECGMMENDATION
Recommend approval of the sub-committee of the City Council's negotiated Agreement,
substantially in the form as attached, between City of Alameda and Ann Marie Gallant,
appointing Ann Marie Gallant as Interim City Manager Effective April 1, 2009.
Respectf ly submitted,
Karen Willis
Human Resources Director
Attachment~s~:
1. Interim City Manager Employment Agreement Between
The City of Alameda and Ann Marie C. Gallant
2. Compensation Comparison Chart
INTERIM CITY MANAGER
EMPLOYMENT AGREEMENT
Between
The City of Alameda
And
Ann Marie C. Gallant
This Agreement is entered into as of , 2009 by and between the City of Alameda,
California, a municipal corporation the "City"}, and Ann Marie Gallant, an individual the
"Interim City Manager"}.
RF.C~ITA1,~
Whereas, the City Council received a report at a special Council meeting on February 7,
2009, that the down-turn in the national and state economies has dramatically effected the City of
Alameda's budget for the current and anticipated f scal years, such that the City's General Fund
and related funds will continue to contend with considerable revenue shortfalls, due to declines
in retail sales, home sales, local taxes, interest, fees for service, and state budget subventions; and
Whereas, the City is also experiencing a structural deficit of $3.5 million in its General
Fund, $2.6 million deficit in its Internal Services Fund Group, and over $75 million in unfunded
accrued actuarial liability for post-employment benefits other than pension for public safety
employees and the City will require pro-active operational and budget decisions to begin to
effectively address these liabilities while also building up General Fund and related fund
reserves; and
Whereas, the City Council requires the services of an Interim City Manager with
specialized financial, budget and organizational skills and experience to guide it through this
period of economic challenge; and
whereas, Ann Marie Gallant has the necessary education, experience, skills and expertise
to serve as the City's Interim City Manager to lead the City through this challenging economy
and make operational changes necessary to preserve core services and achieve a more efficient,
effective and financially sustainable City government; and
whereas, the City Council of the City the "City Council"} desires to employ Ann Marie
Gallant to serve as the Interim City Manager of the City of Alameda,
NOW THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, the parties hereto agree as follows:
Attachment#~
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Terms and Conditions
1, EMPLGYMENT The City hereby employs Ann Marie Gallant as its Interim City Manager,
and Ann Marie Gallant hereby accepts such employment,
2. TERM Interim City Manager shall be hired as a limited term employee for a minimum
period of twenty four X24} months, commencing April 1, 2009 and ending March 31, 2011,
unless extended by mutual agreement. Such extensions shall be in 9o day increments, at the
commencement of which the City Council shall initiate its selection and recruitment procedure
for the appointment of a permanent City Manager.
Should the City Council elect to delay its executive search for a City Manager, or elect not to
select a candidate at the term of this agreement, this agreement shall automatically renew in 90
day increments as provided herein until such time as the City Council has selected a permanent
City Manager or until such time as the City provides the Interim City Manager with timely notice
of non-renewal. The City Council shall provide the Interim City Manager with written notice of
non-renewal at least 90 days prior to. the initial Termination Date or any succeeding Termination
Date.
3. CGMMITMENTS AND UNDERSTANDINGS
A, Interim City Manager
1. Duties and Authority
~a} The Interim City Manager shall be the chief executive and
administrative off cer of the City and shall be responsible to the
City Council for the proper administration of all affairs of the City.
fib} The Interim City Manager shall perform all duties of the City
Manager as set forth in the Charter of the City of Alameda and the
Alameda Municipal Code the "Municipal Cade"}, the California
Government code, including all operational and implementation
decisions consistent with City legislative policies and procedures
approved by the City Council, as may be provided from time to
time.
~c} The Interim City Manager shall also serve as Executive Director of
the Redevelopment Agency, various City financing authorities,
joint powers authorities and any or all related City component units
as presently designated.
~d} The Interim City Manager shall administer and enforce policies
established by the City Council and promulgate rules and
regulations as necessary to implement such City Council policies,
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fie} To accomplish this, the interim City Manager shall have the power
and shall be required to:
~i} Attend all meetings of the City Council, unless excused due
to temporary absence, as stated herein, or disability and
participate in the discussion of all matters before the City
Council. The Interim City Manager shall receive notice of
all regular and special meetings of the City Council.
iii} Review alI agenda documents before preparing the agenda
for any regular or special meeting of the City Council. .
viii} Direct the work of all appointed City officers and
departments that are the concern and responsibility of the
City Council, except those that are directly appointed by or
report directly to the City Council.
div.} Undertake any study or investigation the Interim City
Manager believes is necessary.or desirable to effectuate the
duties herein, and shall make any study or investigation the
City Council directs.
~v.} Implement changes that the Interim City Manager believes
will result in greater efficiency, economy, or improved
public service in the organization or administration of City
affairs.
Zvi.} Recommend to the City Council adoption of any and all
measures the Interim City Manager may deem necessary or
expedient for the health, safety, or welfare of the
community, or ~ for the improvement of the City's
immediate fiscal condition or long term financial
sustainability.
vii} Consolidate or combine offices, positions, departments, or
units under the .Interim City Manager's jurisdiction and
serve as the head of one or more City departments, as
deemed necessary and appropriate.
viii} Conduct research in administrative practices in order to
achieve greater efficiency and economy in City
government; develop and recommend to the City Council
long-range plans to improve City operations and prepare
for future City growth, development, and financial
SUStalnablllty.
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fix} Provide management training and develop leadership
qualities among department heads and staff as necessary to
build a City management team that can plan for, and meet
present and future organizational and financial challenges.
fix} Exercise control of City government in emergencies as
authorized by the Municipal Code and California law.
2. Hours of work
~a} The Interim City Manager is an exempt employee, but shall engage
in those hours of work that are necessary to fulfill the obligations
of the City Manger's position. The Interim City Manager does not
have established hours of work as the Interim City Manager is
expected to be available at all times.
fib} It is recognized that the Interim City Manager must devote a great
deal of time to the business of the City outside of the City's
customary office hours, and to that end, the Interim City
Manager's schedule of work each day and week may vary in
accordance with the work required to be performed.
(c) For purposes of this contract, a day shall be defined as eight hours.
B. City Council
The City Council is responsible for all legislative decisions and policies
for the City of Alameda and shall set policy for the governance and
administration of the City, and implement its policies through the Interim
City Manager.
2. The City Council recognizes that to meet the challenges facing the City it
must exercise decisive policy leadership, consistent with its power under
the City Charter. Toward this effort, the City Council commits to that
time necessary beyond regular City Council meetings to work with the
Interim City 1Vlanager and staff an setting goals and priorities for City
government, and to work on issues that may be inhibiting the maximum
achievement of established City Council goals and policy direction during
this interim period.
3. ~ The Interim City Manager shall take orders and instructions from the City
Council only when it is sitting as a body,
C Mutual Commitments
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l . Progress and Performance Reports
~a} Progress reports as to the status of implementing City Council
policy direction are an important tool for the City Cauncil and
Interim City Manager to ensure effective communications about
expectations and performance during this critical interim period.
fib} ~ The City Council recognizes that for the Interim City Manager to
respond to its needs, the Interim City Manager must receive the
necessary direction from City ,Council members on the interim
City Man~.ger's progress and performance.
~c} To ensure that .the Interim City Manager receives such feedback,
during this challenging interim period, the City Council shall
conduct an evaluation of the Interim City Manager's performance
every six months, in order to provide such feedback and for the
purpose ofmid-course corrections.
~d} The Interim City Manager and the City Council shall create goals
and outcome measures that will provide the basis for performance
success during this interim management period.
fie} The City Council and the Interim City Manager shall define such
goals and performance objectives as they mutually determine are
necessary for the proper operation of the City for the attainment of
the City Council's policy .objectives, and the City Council and the
Interim City Manager shall further establish a relative priority
among those goals and performance objectives to ensure that
expectations are both reasonable and feasible.
~~ The review and evaluation shall be in accordance with specific
criteria developed jointly by the City Council and the Interim City
Manager. Such criteria may be added to or deleted as the City
Council may from time to time determine in consultation with the
Interim City Manager.
4. C4MPENSATIQN The City agrees to provide the following compensation to the
Interim City Manager during the term of the agreement:
A. Compensation and Required Employer Costs
The salary far the position of contract Interim City Manager shall be
$250,000 annually. City shall pay this salary in bi-weekly payments of
$ , in accord with the City's regular payroll practices, and subject to
withholding required by law., The Interim City Manager shall be
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compensated for any City holiday occurring during the term of this
Agreement.
2. Required Employer Costs
(a) Federal Insurance Contributions Act (FICA).
~i} old Age Survivor and Disability Income ~DASDI}.
~11} Medicare.
(b) Unemployment Compensation
(c)
(d)
B. Basic Benefits
California Public Employees Retirement System ~CaIPERS}. The
City contracts with Ca1PERS for retirement benefits. The City
shall pay the employer's contribution for participation in CaIPERS
and the interim City Manager shall pay the employee's
contribution reported as tax deferred contributions paid by the
employee~Employee Pick-up"under IRC Section 414~h}~2}}.
The cost of any fidelity or other bonds required by law for the
Interim City Manager.
~i} The cost to defend and indemnify the Interim City Manager
as provided in Section 7.E below.
iii} workers Compensation.
1. The Interim City Manager is a temporary employee and, therefore, shall
not receive any medical, dental, long term disability or life insurance
benefits during the term of this Agreement.
2. The Interim City Manager shall receive up to $2,500 reimbursement on an
annual basis for her attendance at necessary off cial and other functions
for the City and such other national, regional, state and local governmental
. groups or committees on which the Interim City Manager may serve as a
.member.
3. Leave Allowance
~a} The Interim City Manager shall be given twelve hours of vacation
for use a.s family leave, vacation or rest and recuperation each
month, to be accrued on a bi-weekly basis and used only during the
term of this Agreement. No ~ unaccrued leave shall be paid at the
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termination of this Agreement. Eighty hours of this leave shall be
credited at the date of execution of this Agreement, for use by the
Interim City Manager as necessary and appropriate. Bi-weekly
accrual shall begin aver the first SO hours would have been earned.
fib} The Interim City Manager shall be given sick leave at the rate of
eight hours per month, accrued on a bi-weekly basis, to be used as
needed during the term of this Agreement.
5. SEPARATION
A. Resignation
The Interim City Manager may resign at any time with 90 days advance written
notice of the effective date of the resignation.
B. Termination and Removal
~ 1 } Interim City Manager is an at-wi11 employee serving at the pleasure of the
City Council under the authority of Charter Section 2-2~A}.
~2} The City Council may remove the Interim City Manager at any time, with
or without cause, by a majority vote of its members. Notice of contract
termination shall be provided to the Interim City Manager with 90 days
advance notice to ensure a successful transition to either a subsequent
Interim or permanent City Manager. The Interim city Manager shall
remain on payroll for the 90 day period and receive full pay and benefits.
~3} Failure to provide a 90-day advance notice in writing will~require a 90-day
payment-in-lieu of notice.
C. Involuntary Resignation
~l} "Involuntary resignation" as used in this Section means Interim City
Manager's discharge or dismissal by the City, or her resignation following
a request by the City Council, approved by a majority vote of the entire
City Council, that she resign. The termination and removal provisions of
Sections 5 B ~2} and 5 B ~3} apply to an "involuntary resignation."
~~} Involuntary resignation does not include Interim City Manager's death,
incapacity due to injury ar illness physical or mental}, dismissal for
willful misconduct, malfeasance, dishonesty for personal gain, or
fallowing conviction of a felony, or misdemeanor affecting her ability to
be covered under a ~.delity bond, nor Interim City Manager's resignation
for any reason other than so stated in this Section.
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D. ~ Separation for Cause
~~} Notwithstanding the provisions of Section b.D, the Interim City Manager
may be terminated for cause. As used in this section, "cause" shall mean
only one or more of the following:
~a} Conviction of a felony, or a misdemeanor affecting her ability to
be covered under a f delity bond.
fib} Abuse of drugs or alcohol that materially affect the performance of
the City Manager's duties; or
~c} Repeated and protracted unexcused absences from the Interim City
Manager's office and duties.
~2} In the event the City terminates the Interim City Manager for cause, then
the City may terminate this Agreement immediately, and the Interim City
Manager shall be entitled to only the compensation accrued up to the date
of termination, and such other termination benefits and payments as may
be required by law
6. MISCELLANEOUS PROVISIONS
A. Provisions that Survive Termination
Only the sections of this Agreement that by their terms are-reasonably intended to
survive the termination of this Agreement shall survive the termination of this
Agreement.
B. Amendments
This Agreement may be amended at any time by mutual agreement of the City
Council and the Interim City Manager. Any amendments are to be negotiated and
adopted by the City Council in writing.
C. Conflict of Interest
~ I } The Interim City Manager shall not engage in any business or transaction
or have a financial or other personal interest or association, direct or
indirect, which is in conflict with the proper discharge of official duties or
would tend to impair independence of judgment or action in the
performance of official duties. Personal as distinguished from financial
interest included an interest arising from blood or marriage relationships
or close business, personal, or political associations. This section shall not
serve to prohibit independent acts or other forms of enterprise during those
hours not covered by active City employment, providing such acts do not
constitute a conflict of interest as defined herein.
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~2} The Interim City Manager shall also be subject to the conflict of interest
provisions of the California Government Code and any conflict of interest
code applicable to the Interim city Manager's City employment.
~3} The Interim City Manager is responsible for submitting to the City Clerk
the appropriate Conflict of Interest Statement at the time of appointment,
annually thereafter, and at the time of separation from the position.
D. Indemnification
~ 1 } To the full extent of the ,law as provided by the California Torts Claims
Act Government Code Section 814 et. seq.} and the indemnity provisions
of this Agreement, whichever shall provide the greatest protection to the
Interim City Manager, the City shall defend and indemnify the Interim
City Manager against and 'for all ~ loses sustained by the Interim City
Manager indirect consequences of the discharge of the Interim City
Manager's duties on the City's behalf for the period of the Interim Cit
Y
Manager's employment.
~~} The City shall defend, hold harmless and indemnify the Interim City
Manager against any tort, 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 Interim City Manager's
duties as Interim City Manager. The. City may compromise and settle any
such claim or suit and pay the amount of any settlement or judgment
rendered thereon.
~3} whenever the Interim City Manager shall be sued for damages arising out
of the performance of the Interim City Manager's duties, the City shall
provide defense counsel for the Interim City Manager in such suit and
indemnify the Interim City Manager from any judgment rendered against
the Interim City Manager; provided that such indemnity shall not extend
to any judgment for damages arising out of any willful wrongdoing. This
indemnification shall extend beyond termination of employment and the
otherwise expiration of this Agreement to provide protection for any such
acts undertaken or committed in the Interim City Manager's capacity as
Interim City Manager, regardless of whether the notice of filing of a
lawsuit occurs during or following employment with the City, This
indemnity provision shall survive the termination of the Agreement and is
in addition to any other rights or remedies that the Interim City Manager
may have under the law.
~4} The City and all parties claiming under or through it, hereby waives all
rights of subrogation and contribution against the Interim City Manager,
while acting within the scope of the Interim City Manager's duties, form
all claims, losses and liabilities arising out of or incident to activities or
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operations performed by or on behalf of the city ~or any party affiliated
with or otherwise claiming under or through it, regardless of any prior,
concurrent, or subsequent active or passive negligence by the Interim City
Manager.
~5} In the event that the Interim ~ City Manager shall serve as the chief
executive of other city-related legal entities as provided in Section
3.A~1}~c} above, then each provision of this Section 7.E shall be equally
a .licable to each Cit -related le a1 entit ~ as thou set forth in an
pp y g Y ~
indemnity agreement between the Interim City Manager and that legal
entity. The City hereby guarantees the performance of this indemnity
obligation by the City-related legal entity, and shall indemnify and hold
the Interim City Manager harmless against any failure or refusal by City-
relatedlegal entity ~to perform its obligations under this Section 7.E.
E. Severability
If any clause, sentence, part, section, or portion of this Agreement is found by a
court of competent jurisdiction to be illegal or unenforceable, such clause,
sentence, part, section or portion so found shall be regarded as though it were not
part of this Agreement and the remaining parts of this Agreement shall be fully
binding and enforceable by the Parties hereto.
F. Jurisdiction and Venue
This Agreement shall be construed in accordance with the laws of the State of
California, and the Parties agree that venue shall be in the City of Alameda,
California
G. Entire Agreement
This Contract represents the entire agreement of the Parties, and no
representations have been made or relied upon except as set forth herein. This
Contract may be amended or modified only by a written, fully executed
agreement of the Parties.
H. Notice
Any notice, amendments, or additions to this Agreement, including change of
address of either party during the term of this Agreement, which the Interim City
Manager or the City shall be required, or may desire, to make shall be in writing
and shall be sent by prepaid first class mail or hand-delivered to the respective
Parties as follows:
l0ofI1
City .
Office of the Mayor
2263 Santa Clara Ave.
Alameda, CA 945x1
7.
By:
E~ECUTIGN
"City„
CITY OF ALAMEDA
A Municipal Corporation
Beverly J. Johnson, Mayor
Date
ATTEST:
By:
Lara V~eisiger, City Clerk
Date
APPRGVED AS T4 FGRM:
By:
City Attorney Date
Interim City Manager:
Ann Marie Gallant
2263 Santa Clara Ave., Suite 320
Alameda, CA 84501
"Interim City Manager"
Ann Marie Gallant Date
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Attachment #~