Columbia County Observer

AMENDMENT TO AND RESTATEMENT OF THE EMPLOYMENT AGREEMENT BETWEEN COLUMBIA COUNTY FLORIDA
AND DALE WILLIAMS

 THIS AMENDMENT TO AND RESTATEMENT OF THE EMPLOYMENT AGREEMENT made as of this ______ day of ___________, 20068, between the BOARD OF COUNTY COMMISSIONERS OF COLUMBIA COUNTY, FLORIDA ("County"),  herein sometimes referred to as “Employer,” and DALE WILLIAMS ("Williams”), herein sometimes referred to as “Manager.”

 W I T N E S S E T H:

 WHEREAS, Employer and Manager entered into the Employment Agreement between Columbia County, Florida and Dale Williams dated October 1, 2002 which was amended and restated in April 2006, (“the original Employment Agreement”); and

 WHEREAS, Employer and Manager wish to amend and completely restate the original Employment Agreement dated October 1, 2002as amended and restated, specifying the terms and conditions of the employment arrangement between Employer and Manager as more particularly set forth herein; and

 WHEREAS, the parties to this agreement believe such an amended and restated agreement will be in the best interest of the parties as well as the citizens and residents of Columbia County, Florida; and

 WHEREAS, Employer has heretofore employed Manager as its County Manager, and both parties wish for the Manager to continue to serve the Employer in that capacity upon the terms and conditions set forth herein.

 NOW, THEREFORE, in consideration of the mutual covenants, promises, rights, and responsibilities of the parties hereto, Employer and Manager agree that the Employment Agreement between them shall be amended and restated in its entirety as follows:

 1. The initial term of employment under this agreement shall commence October 1, 20028 and end on September 30January 16, 20105, unless earlier terminated in accordance with the terms and provisions of this agreement.  The County Manager shall serve at the pleasure of the Board of County Commissioners.

 2. Employer shall pay Manager and Manager agrees to accept from Employer, in full payment of Manager's services hereunder, the following compensation:

• a. Base Compensation:
•   (1) As to the fiscal year October 1, 2005 through September 30, 2006, the total base compensation of $96,314.96.
•   (2) For the fiscal year October 1, 2006 through September 30, 2007, the base annual salary compensation of $104,968.76.
•   (3)   For each of the fiscal years beginning October 1, 2007; October 1, 2008; October 1, 2009; and ending September 30January 16, 20105, the annual base salary compensation of $109$120,968000.7600.
• b. Except as otherwise provided herein, all salary payments shall be payable biweekly in accordance with other county employees.  The annual base salary will be automatically adjusted each year to include cost of living raises granted across the board to other county employees. No Later than October 1, 2008, the County will review the Manager’s salary and benefits with those of peers in like and similar counties and discuss adjustments as necessary to provide a competitive salary and benefits package for its manager.
• c. Incentive Compensation:  Based upon his evaluation of Manager, each County Commissioner shall annually vote to pay or not pay Manager an incentive payment to be computed as an amount up to 1% of the prior year’s annual salary.  The total incentive payment will be the sum of the Commissioners’ percentage votes times the prior year’s annual salary.  Manager will become eligible for the Incentive Compensation effective October 1, 2006, and each anniversary date thereafter.  Incentive compensation shall be non-recurring and in addition to other cost of living or other across the board raises given all county employees.  The payment shall not be subject to retirement contribution as provided by the Florida State Retirement System.
• d. Additional Compensation:   In addition to the annual base compensation Manager shall receive at the first pay period after the execution of this Agreement by all parties and in further consideration of the terms and conditions of this Agreement, total compensation in the amount of $8,653.80.  This additional compensation shall be payable to Manager only during the fiscal year beginning October 1, 2005.

• 3. In addition to the foregoing described compensation, Employer will provide Manager the following fringe benefits:

• a. A vehicle allowance is granted in accordance with Section 112.061(7)(F), Florida Statutes.  Subject to the other provisions hereof, the vehicle allowance shall be in the sum not to exceed $300.00 per month to compensate Manager for use of Manager's personal vehicle for all travel within Columbia County.  This allowance shall be paid bi-weekly to Manager.  Such allowance may be changed from time to time, and shall be supported by a signed statement of the Manager in compliance with Section 112.061(7)(F) before the first allowance payment is granted, and at least annually thereafter.  The statement shall show the places and distances for an average typical month's travel on official business, and the amount that would be allowed under the approved rate per mile for the travel shown in the statement, if payment had been made at the statutory mileage rate for travel.
• ba. For all travel by Manager outside of Columbia County, Florida, Manager shall receive reimbursement for expenses, including vehicle mileage, at the same rate and in the same amounts as the per diem amount allowed regular County employees.
• cb. Employer shall provide Manager all other fringe benefits including but not limited to vacation, sick leave, contribution to the Florida State Retirement System at the Senior Management Classification, and insurance coverage in the same manner as provided other employees of the County in accordance with the County Personnel Policy.

• 4. The County Manager shall be head of the administrative branch of County government, and shall be responsible to the Board of County Commissioners for the proper administration of all affairs of the County.  The Manager shall attend all regular and special meetings of the Board, and shall have the right to participate in its discussions.  The Manager shall prepare and submit the annual operating and capital program budgets to the Board of County Commissioners, and execute the budget and capital programs in accordance with appropriations and ordinances enacted by the Board of County Commissioners.  In accordance with the Columbia County, Florida County Charter effective January 1, 2003, as approved by the voters of Columbia County on November 5, 2002, and amended by General Election vote on November 7, 2006, the County Manager shall:

•  a. Administer and carry out the directives and policies of the Board of County Commissioners and enforce all orders, resolutions, ordinances, and regulations of the Board to assure that they are faithfully executed.
• b. Report to the Board on action taken pursuant to any directive or policy within the time set by the Board and provide an annual report to the Board on the state of the county, the work of the previous year, and any recommendations as to actions or programs the administrator deems necessary for the improvement of the county and the welfare of its residents.
• c. Provide the Board, or individual members thereof, upon request, with data or information concerning county government and to provide advice and recommendations on county government operations to the Board.
• d. Establish the schedules and procedures to be followed by all county departments, offices, and agencies in connection with the budget and supervise and administer all phases of the budgetary process.
• e. Prepare and submit to the Board after the end of each fiscal year a complete report on the finances and administrative activities of the county for the preceding year and submit his or her recommendations.
• f. Supervise the care and custody of all county property.
• g. Recommend to the Board a current position classification and pay plan for all positions in county service.
• h. Develop, install and maintain centralized budgeting, personnel, legal, purchasing and other administrative procedures and systems.
• i. Organize the work of county departments, subject to an administrative code developed by the Manager and adopted by the Board, and review the departments, administration and operation of the county and make recommendations pertaining thereto for reorganization by the Board.
• j. Employ, supervise, discharge, or remove any employee under the jurisdiction of the Board pursuant to procedures adopted by the Board.
• k. Negotiate leases, contracts, and other agreements, including consultant services, for the county, subject to approval of the Board, and make recommendations concerning the nature and location of county improvements.  Ensure that all terms and conditions in all leases, contracts, and agreements are performed and notify the Board of any noted violation thereof.
• l. Order, upon advising the Board, any agency under the Manager’s jurisdiction as specified in the administrative code to undertake any task for any other agency on a temporary basis if he or she deems it necessary for the proper and efficient administration of the county government to do so.
• m. Perform such other duties as may be required by the Board of County Commissioners.
• n. These duties shall be performed during normal business hours and at such other times as are necessary and appropriate to the discharge of the Manager’s responsibilities.

• 5. Except as expressly modified by this agreement, the Manager shall be subject to and shall abide by the personnel policies of the County and shall be entitled to the employee benefits and rights as defined by the County personnel policies. In accordance with Section 3.1 of the Columbia County Charter, the Manager shall maintain residency within the County during the term of his employment, and shall not engage in any other business or occupation without the express approval of the County.

 6. Employer may terminate this agreement for cause at any regular or special Board meeting of the Employer, provided that all members of the Board of Employer and the County Manager have received written notice of such intention at least five (5) days prior to such meeting.  Such notice shall set forth the reasons why such termination is being sought, and both parties shall have the right to address the reasons for such action following which the Employer by majority vote may terminate this contract.  The Manager shall receive no severance pay in the event of termination for cause as defined herein.  Employer shall be obligated to pay Manager accrued salary and fringe benefits up to the date of termination for cause.  For purposes of this paragraph, "cause" is defined as conviction of a felony; adjudicated mental incompetence; repeated and demonstrable failure on the part of Manager to perform his material duties, and the failure of Manager to substantially remedy such failures within thirty (30) days of receiving specific written notice of such failure.

 7. The Employer may terminate this agreement for any other reason and without cause at any time by giving written notice to Manager, which notice shall specify the effective date of termination.  In the event of such termination without cause, Manager shall be entitled to severance pay as follows:

• a. Upon such termination, the Manager shall receive twelve (12) months pay in a lump sum within fifteen (15) days after Manager’s termination.
• b. The Manager may, at his option, elect to terminate his employment at a date earlier than the date set forth in the notice of termination without cause.  If Manager elects to do so, he shall give written notice to the Employer of such earlier termination date.  The Manager will not forfeit any right to severance pay by reason of election of earlier date of termination, but shall not be entitled to any regular pay after the date of termination.

• 8. The Manager may terminate this agreement without cause by giving written notice to the Chairman of the Board of County Commissioners at least sixtyninety (6090) days before the planned date of termination, which date shall be specified in such notice.  In the event of termination at the request of Manager, no severance pay shall be made.  The Employer may waive the sixtyninety (6090) day notice period in whole or in part, but in such event shall be required to pay severance pay to the Manager if the period of time from notice to termination is less than the sixtyninety (6090) day period.  Otherwise, Manager shall not be entitled to receive any severance pay when this agreement is terminated as a result of Manager's election to terminate.

 9. This agreement may be terminated at any time by mutual agreement of the Employer and the Manager in which event no notice or severance pay shall be due the Manager, unless otherwise agreed between the parties.

 10. At the conclusion of the initial term of this agreement, September 30, 2010, this agreement shall automatically renew for successive fiscal two-year periods, unless either party notifies the other on or before July 31, of each successive year of that party's intention to terminate the agreement at the end of the fiscal year.  In such event, Manager shall not be entitled to receive any severance pay.  However, if Employer after the initial term hereof elects to terminate this agreement during any renewal year without giving Manager at least ninety (90) days prior written notice, then in such event Manager shall be entitled to receive ninety (90) days severance pay.

 110. No waiver or modification of this agreement or of any covenant, condition or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith.

 121. This document contains the entire agreement between the parties concerning the employment of Williams by the County and supersedes any prior agreements.  The Agreement may be modified only in writing upon mutual consent and agreement of both parties.  Notwithstanding anything herein to the contrary, this agreement shall be governed by and interpreted in accordance with the Columbia County, Florida County Charter effective January 1, 2003, as amended from time to time.

 13 2 . This Agreement shall be binding upon and inure to the benefit of the parties hereto and any successors to the Board of County Commissioners of the County, but neither this Agreement nor any rights hereunder shall be assignable by Manager.  The interpretation of this Agreement shall be governed by the laws of the State of Florida.

 IN WITNESS WHEREOF, the parties have executed this agreement the _____ day of _________________, 20068.

• Signed, sealed and delivered   COLUMBIA COUNTY, FLORIDA

• in the presence of:  

________________________  By: _______________________________

Witness      Ronald WilliamsDewey Weaver, Chairman

• ________________________   Board of County Commissioners  

• Print or type name

• ________________________   “Employer”

• Witness

________________________

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