Item R
FROM :
FAX NO. :8527162
Sep. 02 2004 0~~ 48~J:?_ '__---...
BOARD OJ? CO'UNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date; SCDt. 8, 2004
Division:
DOCC
Bulk Iten1 ~ 'y cs
No-L
Departnlent: IllSTRlCT 5
AGRNDA J~rEM WORDlNG:
Approval of a contract with the new Coonty Administrator,
Thomas .T. Willi.
-
l~rEM BACKGROUND:
PR,EVIOUS RELEV,ANT BO(~C ACrrION:
CONTRAC1'/.AGREEM"ENT (~)lANG'F~S:
ST ^_I~"\F RECOMMENl)A TIONS:
TO~rAL cosrl~:
BUDGR'l'ED: Yes
No
(:OST TO COUNTY:
SOURCJ: OF FUN.OS:
REVENUE PRODUCING: Yes _ No ~._ AMOUNT PER MONTR__ Year
APPROVED BY: County Atty _ _ OMBlPurchasing _ Risk Management_
DIVISION DIRECTOR APPROVAL: ;1t;..~t,'Z/(..~ C...:1!L-~:z.-t)?______._
MA,YOR WIRRA V E. NEI JSON
DOC1,lMENT A l'lON:
Included ~
To Follow-....
Not Required __
AGEN1)A ITE'M #-.
f2-,
DISPOSIl"10N:
FROM
FAX NO. :8527162
Sep. 02 2004 09:48AM P3
EMWLOYMENTAGREE~NT
BETWEEN
MONROE COUNTY, FLORIDA.
AND
THOMAS J. WILLI
FOR POSITION OF
(~OUNTV ADMINISTRATOR
Tms AGREEMEN11 is entered into upon the date last beJow written. by and between Monroe
County, Florida, acting through its Board of County Commissioners ("Board" or "BOeC"), a. political
sul>division of the State of Florida, whose main busin.ess address is 1100 Simonton. Street, K.ey West,
Florida 33040, and THO.MAS J. WILLI, whose present residence address is _. ... .-'
("Administrator';) .
WHEREAS, the current Monroe County Administrator has provided written notice to the BOCC
that h.e will be temrinating lus employment with Monroe County; and
WHEREAS, the BaCe has uti Ii zed the services of a professional recruiting agency to solicit
applicants for the position of Monroe COlmty Administrator; an.d
WHERE.AS, after review of applications, meetillg with selected applicant'), ancl conducting private
and public intervi.ews of four finalists, the BOCC has selected l"HOMAS J. WlLJJJ as its unanin.1ous first
choice to be offered the position of MOllTl')e County Adn1inistrator; and
WHEREAS, negntiations between Monroe County and THOMA.S J. WILLI b.as resulted ill this
m.utually acceptable Elllploym.ent Agreement ("Agreement");
NOW, TIJEREFORE, the BOeC and TliOMAS J. WllJLI hereby agree as tollows:
1. EMPLOYMENT. l"HOMAS J. WILLI is h.ereby employed by the BOCC as County
Administrator for Monroe County, Florida (hereinafter "Administrator").
2. FULL-TIME t~MPLOYMENT. County and Administrator agree that the position of County
Administrator will be a full-time position. Work hours performed, annuallcave, personal leave, and sick
leave hours taken will be documented on a form or forms to be provided by County.
3. DlITIES OF ADMINISTRATOR.
A. Administralor will perform the duties of County Administrator as provided for itl Sect.ions
125.70 through 125.74, Florida Statutes, known as the "Colmty Administration Law of 1974"; a.1.l. duties
required by other ~pplicablc provisions of Florida law; aJ.J duties required by the Monroe County Code ~nd
lawfully adopted Resolutions of the BOCe; and all duties as may be set fbrth in administrative and
personnel policies and procedures adopted by use by the County.
B. Additionally, Adm.inistrator shall perform those dllties, fU.n.CtiOl18, and as~ignnlents which lnay
Page 1 of 10
FROM
F~X NO. :8527162
Sep. 02 2004 09:49AM P4
frOlD time to time he directed by the BOC(~a
Ca Ditties shall be performed in a professional, respectful, and timely marmer and in accordance
with the highest standards of ethical behavior established by th.e Code of Ethics of the International
City/County Manager Association aIId Witll Part lit Cllapter 112t Florida Statutes, enti.tled Code of Ethics
for Pl.lbl1c Officers arId Employees.
:D~ Adnlinistrator understands and agrees his duties under this Agreement will require him to
routinely work var.ied hours in excess of the normal County workday, and the hours worked shall he
consistent with tIle needs of the position.
E. Nothing in this Agreenlent or in the BOee's policies, rules, and procedures will limit the
AdmiIlistrator's right to make passive fi.nancial investments; to participate in charitable service or work
with. charitable organizations and other cOlnmunity activities, including trade and professional
organizations; or to undertake other activities which do not interfere with the performance of the
Administrator's duties ullder this Agreement, it being mutually agreed that the .Admin.istrator~s
participation in such activities is of such benefit to the BOCC and the County.
F. The Administrator will be reasonably available to BOeC members and key County stafftwellty-
fouT (24) hours per day. Such availability will be by telephone or electronic messaging, or in person.
4. SOLE EM.PI~OYMENT. In partial consideration for the agreements to he perforrned hy the
BOCC for the benefit of the Administrator as contained elsewhere in this Agreement, Administrator agrees
that he will not perfolm any work, COllsulting services, or other activities for allY other person or entity,
whether for remuneration or at no charge, wlthout the prior eXllress written approva.1 of the ROC~C~. It 1.S th.e
intent that Administrator's attentions will be devoted solely to County-related duties and obligations.
5. POST-EMPLOYMEN1' RESfl"RlCTIONS. In partial consideration for the agreements to be
performed by the BOCC for the benefit of the Adnlinistrator as contained elsewhere in this Agreement)
Administrator agrees that for a period oftwcnty..follf (24) months from the effective date oftcrmin.atlon or
cancellation of this Agreement, Administrator will not personally appear on. behalf of another persoll or
entity for compensation before the BOCC sitting in its legislative or quasi-judicial capacity, unless
Administrator is appearing on behalf of another governmental agency. Additionally, A.dlninistrator agrees
that for a period of twenty-four (24) months from the effective date of tcnnination OT can.cellatioll of this
Agreement, Administrator will not lobby the BOCC sitting in its legislative or quasi-judicial capacity. l~or
purposes of this section, "lobbies" an.d '41obbyist" will have the same meaning as defined in Section
112.3215(d) and (e), Florida Statutes. This section will survive the tenn.inatioll or cancellation of this
Agreelnellt, but m.ay be waived by a l11ajority vote ortha BOCC at a public meeting.
6. DISCI.JOSURE OF FINANCIAL INTERESTS. Sectioll 112.3145, Florida Statutes, requires
fulaD.cial dlsclosure by a "local ofticer", mId subsection (1)(a)3, defmes local oflicer to include any person
holding one or rnore of the following positions; u.COulltY.umanager; chief administrative employee of a
countyaun. Adnri11istrator agrees to nlake such disclosures on such forms and at such times as may be
required by state law.
Page 2 of 10
FROM
FAX NO. :8527162
Sep. 02 2004 09:49AM P5
7. TERM OF AGREEMENT; TERMINATION; CANCELJ.ATION; GENERAL RELEASE.
A. Normal Term of Agreement. The normal term of this agreement shall be for a period of forty-
eight (48) months, commencing at 8:00 A.M. on the 1 st day of November, 2004, and ending at 5 :00 P.M. on
the 30th day of October, 2008.
B. Extension of Normal Term. This Agreement will automatically renew for periods of one year
unless either the BOCC or the Administrator gives the other notice of its' or his intent to nlodify or
tcnninate the Agreement. Such written notice shall he given not less than ninety (90) days prior to thc
normal cxpirallon date of this Agreement, or sixty (60) days prior to the expiration of any renewal term
year, as applicable. Once either party gives written notice under this section, this Agreement will not he
modified or extended except as may be mutually agreed to by and between the BOCC and the
Administrator.
c. Termination of Agreelnent by BOCC for Cause. This Agreenlent may be terminated by the
BOee only for cause, and only by majority vote of the BOee at a public meeting duly noticed and held.
At least fifteen (15) days prior to the date on which the agenda for the Hoec is prepared that contains the
item of termination to be acted l1pO~ BOeC shall provide to the Administrator a detailed written statclnent
of the reason or reasons for which tennination is being sought. The statemen.t will include, hut not be
limited to, the act or acts, omission or omissions) or default or defaults which fonn the basis for which
termination is sought, alOllg with the relevant date or dates, time or limes, and location or locatio.ns. As
used in this Section 7, "for cause" will mean (a) disllonesty with resllect to the business and operation of
the BOCC; (11) COnf1ffiIed violation of the BOCC's (lrug policy; (c) refllsal to cooperate in an investigation
regarding any aspect of the h'usiness or Ol,eration of the BOCC or Coun.ly, whicll investigation is conducted
by or at the express direction of the BOCC; (d) conviction of a crinle which is classified as a felony or a
crime involving moral turpitude; (e) gross neglect or willful and intentional misconduct; (f) conviction of a
crime directly relating to the powers, duties, or privileges of County Administrator; (g) violation of a
provision of the Monroe COLlnty Code; and (h) breach of any material term or conditlon of this Agreement
by tbe Administrator. 111 the event that the Adnlinistrator prevails in any litigation challenging Iris
tennination for cause, lIe shall receive from the BOCC his reaso11able attorneys' fees, costs of l1tigation,
and related expenses, both at the trial and appellate levels.
D. Termination of Agreement by Administrator for Breach by BOCC. This Agreement may
be temlinated hy Administrator ullon a breach of this Agreement by the BOCC, provided the BOCC has
not cured the breacll within thirty (30) days following the notice of the breach. If the breach has n.ot hecn
cured, tem1inatiolI will be effective on the thirty-first day followin.g receipt of wrilten notice fron1 the
Administrator by the BOCC. Upon. temlination of this Agreen1ent due to breach by the ROCe, the
Adm.inistrator shall be en.titled to receive tlle prospective benefits as if this Agreement had been. cancelled
by the BOCC.
E. Termination of Agreement by Normal Expiration. ".rhis Agreelllellt is teml1nated upon. its
nom1al expiration date as stated in. Sub-section 7.A.
F. Cancellation of Agreement by BOCC. The HaeC may cancel thi.s Agreement wjthout cause,
effective thirty (30) day~ after giving written notice to the Administrator. Such cancellation will be by a
Page 3 of 10
FROM
FAX NO. :8527162
Sep. 02 2004 09:50AM P6
Resolution adopted by a majority vote of the BOCC at a duly noticed public meeting. Upon the effective
date of the cancellation, the Administrator will be entitled to receive from the Board, and within fifteen (15)
days will be paid by the BOeC, a sum equal to the total of the prospective benefits which would have been
earned by the Adm,inistrator as if still employed under this Agreement for the calendar m.onths following
the cancellation of this Agreement in accordance with the following schedule:
1. If cancellation occurs during the first (181) throllgh twelfth (12d1) month of this
Agreement, the entitJenlcnt shall be equal to fifteen (15) months of prospective benefits.
2. If cancellation occurs durulg the thirteenth (13th) through twenty-fourth (24th) month of
this Agreement, the entitlement shall be equal to twelve (1.2) months of prospective benefits.
3. If cancellation occurs during the twenty-fifth (25th) throllgh forty-eighth (48th) month of
this Agreementt the cntitlenlent shall be equal to nine (9) months ofprospcctive benefits.
For purposes of this section, ''prospective benefits" willlD.ean the combined base salary; transportation and
cell phone allowances; dues, fees and costs to be paid under "Professional Memberships" and "IAlcal
IJiaisons~~; the contrib'utions to be made ullder tlle Florida Retirement System.; and all unused sick leave and
annual leave hours.
4. General Release. Upon timely completion by the HoeC of all requirements Ul1dcr Sub-
section 7.0.., the Administrator will execute a general rele~e in favor of all officers, members, an.d
employees of the BOCC and County relating to any cause or causes of action the A{lnlinistrator has, had, or
may have related to the Agreement and the cancellation thereof. The gen.eral release will encompass all
applicable federal, state, and local laws and ordinances relating to claims of illegal discrimination,
intCIltio!18.l. and unintentional tortst whistle blower rights, a.nd all other types of claims wh.ether known or
unknown through tbe date of cancellation. To the extent that it is prohillited by applicable federal, state or
local law, this provision will he deemed void and of no effect
G. Termination of Agreement by Resignation of County Administrator. This Agreement will
be terminated upon the effective date of resignation by the Administrator. In the event that the
Achninistrator does not give at least ninety (90) days written notice to the BOCC of his effective date of
resignatio~ Administrator shall pay to the BOCC an anlOllnt equal to three (3) months of prospective
benefits as that tenn is defined elsewhere in this Agreement. This amount shall not be considered to be a
penalty but shall be considered as a payment to the HaeC to be used at the discretion of the BO(~C for the
costs and expenses of hirillg an interim administJ.~ator or replacement administrator, This section shaH
survive the tem,ination or cancellation of this Agreenlent.
H. Abolishment of .Positlon of County Administrator. If the BOCC takes s'uch action as to
lawfully abolish th.e position of County Administrator during the ~erm of this Agreement, the abolishm.ent
of the position, for the purposes of this Agreement, shall be deemed to be a tennination of this Agreement
by cancellatioll by the BOCC..
8. BASE SALARY. As partial consideration for the agreements and services to be perfom1ed by the
A~ministrator for the benefit of the BOCC an(l County as contained elsewhere in this Agrcernent., the
Page 4 of 10
FROM
FAX NO. :8527162
Sep. 02 2004 09:50AM P7
Bace will pay to the Administrator, for the period commencing on November 1, 2004, through Septemher
30tt\ 2005, the BaCe will pay to the Administrator, as and for a base salary, the sum of ONE HUNDRED
THIRTY THOUSAND DOLLARS (5130,000.00). For 1hc period commencing on October 1, 2005,
through September 30th, 2006, the BOCC will pay to the Administrator, as and for a base salary, the sum of
ONE HU.NDRED FORTY-TWO THOUSAND DOLLARS ($142,000.00) per annum, PROVIDED, that
the Administrator has received a satisfactory written evaluation by the BOCC, with said evaluation to he
completed not later than August 31, 2005. For purposes ofthis Agreement, '"er annwn" will be defined as
the fiscal year which commences on October C and ends on the following September 30th,
A. The salary shall be paid in installments at the same time and in the sanle n.lanner as otller
County employees are paid, and will be subject to all legally required deductions. Currently, payments are
paid in equal biweekly installments (26 pay periods per annum).
B~ The County may, at its option, increase the base salary in such amounts an.d to such an exten.t as
tb.e BOCC may determine, in its sole discretion, based upon the BOCC's evaluation of the pCrfOlIDatl.ce of
the Administrator. Such evaluation sh.all be in the form and manner that the BOeC deems appropriate, and
shall be conducted not .Iater than August 31 st in each calendar year. Both the BOCC and the A(lmlnistrator
agree that nothing in this sub-section shaIJ be interpreted to be a promise, obligation, or duty of the BOCC
to provide for any increase in base sa.hl1~y, and such decision shall be the sole prerogative ofth.e HOeC, but
it is agreed by and between the BOeC and the Administrator that the Administrator ~hal1 receive,
commencillg on October 1, 2005, and thereafter during the term of this Agreement tbe annual percentage
.increase of base salary as recei.ved by other non-union County employees
c. The BOCC agrees that at no time during the tenn of this Agreement will the salary or other
benefits provided to the Administrator be decreased once agreed upon by bOtll parties.
9. TRANSPORTATION. The AdministratoT agrees that he will be responsible for providing his own
motor vehicle for transportation within the limits of Monroe County that may be necessary, required, or
appropriate in fulfill1ng his responslhilitics and duties un.der this Agreement. Th.e Administrator shall be
reimbursed for mileage at the rate provided by applicable provisions of the Monroe County Code~
10. TRA VEIJ REIMBURSEMENT. Th.e BQCe agrees to pay to or reimburse tile .Adnlill1strator tor the
costs of mileage, meals, other expen.ses and lodging iIICU1Ted by the AdministratoT that may be n.ecessary,
required, or appropriate in fulfilling the Administrator's duties and responsibilities under tlns Agreement
Mea1s~ n11leage, other expenses~ and lodging will be pald for or reimbursed at the rates provided for by
applicable Monroe County Code provision.s, and shall be consistent with the provisions of this Agreement.
At its sole discretion, an(! upon request by the Administrator~ the BOCC may authori~e the reimbursement
of the Administrator's actual expenditures where docum.ented evidence is provided detailing the actual
expenses incurred.
11. F140RIDA RET.IREMENT sysr.fEMA The BOCe agrees that the position of County Adnlinistrator
will he a position classi1ied as, and eligible for the benefits provided under, the Senior Management SelVice
Class, itl accordaJ.lce with Section 112.055, .rlorida Statutes. The BOCC will contribute such amounts at
such times ac; is required hy the Florida Retirement System law, and any other applicable law or statute. hl
the event t11at the Administrator's employment is terminated without cause prior to .Ad.mi,nistratoT becolning
Page 5 of 10
FROM
FAX NO. :8527162
Sep. 02 2004 09:51AM P8
vested in the Florida Retirement System, the County shan pay into the Florida Retirement System such
amounts as may be required for the Administrator to achieve vesting equal to six years in the Florida
Retirement System.
11. PROFESSIONAL MEMBERSmpS. The Administrator shaH, as a minimum, maintain membership
in the fonowing professional organizations and interest groups: International City/County Managers
Association and Florida City/County Managers Association. All dues, occupational licenses, fees, and
costs for obtaining and maintaining the memberships delineated above will be paid for by the BOCC,
13. LOCAL '"IAlSONS AND MEMBERSHIPS. The Administrator shall establish and maintain
liaisons with his counterparts in local governmental and public agencies located within the geographical
limits of Monroc County, Ilnd with such agencies of the State of }c'lorida and the fedeTal government as may
be appropriate and desirable. Any reasonable costs, fees, charges, or other expenses incurred in
establishing and maintaining these liaisons shall be reimbursed or paid for by the BOCC. Additionally, the
Administrator is authorized to become a member of civic clubs or organizations deemed to be appropriate
by Administrator, and the costs of membership shan be paid for by the BOCC; provided, however, that the
costs of membership and participation in such civic organizations shall not exceed ONE THOUSAND
,I)QLLARS ($1,000.00) each fiscal year.
14. OFt'ICE SPACE; Oi'TICE STAFF; AND SUPPORTING SERVICES.
A. Office Spaee. The BOCC wilJ provide office space for the AdministratoT at the Historic Gato
Cigar Factory Building at 1100 Simonton Street, Key West, Florida, and this space will be the primary
office for the Administrator.
B. Staff. The .BOCC will provide sufficient qualitled and trained staff to as~ist tile Admillistrator
in efficiently, productively, and professionally meeting the mission, goals and ohjectives of the office of the
County Administrator and the duties of Administrator,
C. Supporting Services. The BOCC will provide suitable utilities, telephone service, computer
hardware and software, electronic research and e-mail services, world wide web and intern.et access, books
and subscriptions, periodicals, office supplies, photocopy equipment, county web-page pTescnce and server
access and storage space, postage, office equipment and furniture, an other similar materials, equipment
and services as may be necessary for the proper, productive, and efficient operation of the County
Administrator's office.
lS. ANNUAL LEAVE; SICK LEAVE; PERSONAL LEAVE; TRANSFER OF LEAVE.
A. The Administrator will earn and be credited with annual leave at a rate per month equal to the
highest rate earned by any other employee or officer of the BOCC. The Administrator may accumulate
annual leave without limit and no unused ann'ualleave shall be forfeited due to non.llse, any provisions of
the Personnel Policies and Procedures M:anua] to tbe contrary notwithstanding; however, dle Administrator
and BOC(~ agree that the Administrator must take ten (10) days of annual leave dllring each fiscal year,
with at least five days being consecutive.
Page 6 of 10
FROM
FAX NO. :8527162
Sep. 02 2004 09:51AM P9
B. The Administrdtor will earn and be credited with sick leave at a rate per month equal to the
highest tate earned by any other employee or officer of the BOCC. The Administrator may accumulate
sick leave without limit and no unused sick leave shaH be forfeited due to nonuse, any provisions of the
Personnel Policies and Procedures Manual to the contrary notwithstanding. Additionally, the
Administrator shull have the option of joining and receiving the benefits of the Monroe County Sick Leave
Pool in accordance with the policies and procedures that are applicable and in effect
c. The Administrator will be credited with five (5) days of paid personal leave each yeart
commencing October 1, 2004. Such leave wilt be credited on October 1 lit of each fiscal year thereafter, and
may be accumulated without limit. Such leave may he used by the Administrator as his discretion after
considering the best interests of the County. Additionally, the BOCC and the Administrator agree that, due
to the nature of the Administrator's duties and the requirements of the position of County Administrator,
interference with the Administrator's family life is to be expected and it is recogni7:ed that the
Administrator may from time to tlnlc absent himself during nonnaI business hours for personal or family
time; provided, however, that the Administrator remains reasonably available to BOCC members and key
County staff by telephone or other electronic means. Sueh personal time or family time will not be
considered not debited against vacation time.
'16. PAR1"I(~IPATION IN EDUCATIONAL AND COUNTY-RELATED EVENTS. The BOCC~
agrees to budget for WId to pay the costs incurred by the Adnlinistrator in attending semin.ars~ continuing
education courses, BOCC and County..rclated events and out-of..county meetings as nlay he necessary or
appropriate to the Administrator's duties and responsibilities under thls Agreement.
17. EMPLOYMENT BENEFltfS.
A. Cell .Phone; Laptop Computer. TIle IJOCC agrees to provide a cell phone of its choice with a
carrier of its choice to the Administrator, and shall provide a laptop computer of its choice to
AdministTalor. TIle costs of acquisition, use; upgrade, and other expenses related to the supplying and use
of the cell phone and laptop computer shall he paid for by tb.e BOCC.
B. Health, Medical, Dental, Vision, and Related Benefits. The BQeC agrees to tna1ce available
to the Adm.inistrator all health, medical, dental, vision, and related benefits as it currently offers to other
non-union County employees, ullder the san1e terms and conditions as offered to other non-union County
employees, and as may be changed, amended~ deleted, or added to from time to time. 1ne BOCC shall pay
the premium.s required for single coverage for the Admillistrator, and the Admin.istrator shall be responsible
for the premiums required for dependent coverage.
c. Holiday Benefits. The .Administrator will receive the sam.e paid holidays as the COUtlty'g 11011-
union employees receive.
D. Other Customary Benefits. The Administrator shall have the right to partlcipate in and receive
the benefits of other employm.ent-related benefits as are available to other non-union COllnty employees.
E. One-time Relocation Expense. As and for partial consideration for this Agreement, the County
agrees to pay to the Administr'~tor a one-time, lump sulll payment of EIGHT THOlTS.AND nOLLARS
Page 7 of 10
FROM
FAX NO. :8527162
Sep. 02 2004 09:51AM P10
($8.000.00) to partially offset the Administrator's expenses associated with moving from Palm B h
County to Monroe County. This payment will be made during the month of October, 2004.
F. DODds. The BOCC will obtain a fidelity bond and any other applicable bonds covering the
Administrator while employed during the tenn of this Agreement, and the costs and expense of obtai · ng
and maintaining such bonds shall be paid for by the BOCC.
G. IndemnificadoD. The BOCC will defend, hold harmless, and indemnify Administrator, t the
extent pennitted by Florida law, from any claim, action, or legal proceedings initiated or brought ag inst
Administrator arising out of or in connection with an alleged act or omission by the Adminisl tor
occurring during the performance. and within the scope, of Administrator's official duties.
H. Disability. In the event that Administrator has been unable to perfonn his duties ror a peri of
twenty-four (24) calcndaT weeks due to a serious or catastrophic health condition, and further provided that
Administrator has exhausted an personal leave hours, annual leave hours, sick leave hours, sick leave (lol
hours to which he is entitled, worker's compensation benefits to whieh he is entitled, and Family and
Medical Leave Act benefits; then and in that event Administrator shall be entitled to receive the ben fits
provided for in Paragraph 7, Section H, above, as if this Agreement was cancelled by the BOCC.
I. Term Insurance. During the term of this Agreement, the Baec shall maintain in full fore and
effect, and shall pay all charges and premiums related to, a policy or policies of term life insurance in a
total aggregate amount of THREE HUNDRED THOUSAND DOLLARS ($300,000.00), whereb the
Administrator is the insured and the beneficiary is Administrator's spouse.
J. Educational Reimbursement.
18. INDEMNIFICATION AND COOPERATION.
A. Indemnification. The BOCC agrees to defend, hold b.am1Iess, and indemnify the Adminis atoT
against any tort, profeRsionalliability, or other legal demand, claim, or action which is related direct y or
indirectly to the Adm.inistrator's action in his capacity as County Administrator.
B. Cooperation. In the event of actual or threatened litigation and/or administrative proeee ings
involved the BOCC or the County which arises out of an action or actions which occurred or are allcg' d to
have occurred while the Administrator was acting in the capacity of County Admjnistrator the
Administrator will cooperate with the BOeC and its cOl\nsel in defending and resolving the litigati n or
proceeding. In such regard, the BOCC agrees to pay the Administrator.s reasonable travel and subh;s cnce
expenses incurred in cooperating with the BOCC and its counsel, including preparation fOT and tual
disoovery, settlement, and trial and hearing of such matters.
1. The Admin.istrator agrees that, unless required by law, he will not cooperate wit.h or
any party, person, or entity who has, had~ or may have, or asserts that he, she OT it has or may hav
claim of any nature against the BOeC or the County, its agen.ts, officers, or enlployees, unless the .Il
or its authorized agent expressly consents in writing to waive this provision. of this Agreement.
Page 8 of 10
FROM
FAX NO. :8527162
Sep. 02 2004 09:52AM P11
2. l~e Administrator will not di~clo8e to any person, party, or entity any confi.den 1a1,
proprietary, time-sensitive, or Don-public information relating to the BOCe, the County, and its operat ons
unless required by law to do su..
3. The restrictions, prohibitions, and conditions set forth in Section I8.B.t and .2 will n
applicahle in instances where one or more governmental entities with jurisdiction over a claim
vi.olation of law are involved.
19. GOVERNING LAW; ATTORNEY'S FEES AND COSTS; VENUE. This Agreement is ma 'In
the State of 11'lorida and will be governed by Florida law. Th.is is the entire agreement between the B CC
and the Administrator and may not be modified or amended except by a written document signed b the
party against whom the enforcement is sought. This Agreement may be signed in more than one
counterpart, in which case each counterpart will constitute and original of this Agreement. Parag aph
headings are for convenience only and are not intended to expan.d or restrict the scope or substance 0 the
provisions of this Agreement. Wherever used herein, the singular will include the plural, the plural ill
include the singular, and pronouns will be read 88 masculine, feminine, or neuter as the conlexl rcqu res.
The prevailing party in any litigation) arbitration, or mediation relating to this Agreement will be entitl to
recover its reasonable expenses and attorneys' fees from the other party fOT all matters, including bu not
limited tOt appeals. M.onroe County, Florida will be the proper venue for any litigation involving this
Agreement..
20.. PERFORMANCE EVALUATION. The BOCC and Administrator shall annually define gala,
performance objectives, relative priorities, an.d time lines for perfonnance which the Bace and
Administrator mutually agree are minimally necessary for the proper operation of county government and
achievement of the BOCC's policy objectives. The mutual agreement shall be memoriali1:ed y a
Resolution or Resolutions of the BOCC, and the Resolution or Resolutions shall become the basi for
review and evaluation of the Administrator's work performance. A review and performance evaluati of
the .Administrator shall be conducted at least once during each fiscal year, and more often as the B CC
may dee.m appropriate. .f)uring the first ninety (90) days of this Agreement~ the BOC(~ and Administ alar
shall mutually agree upon the format and fuml of the evaluation instrunlcnl to be used for the purp sCs
stated in this section.
21. OTHER TERMS AND CONDITIONS.
A.. If any pnlvision. tenn., or portion of this Agreement shan be held to be Wlconstitutional, ill gal,
invalid, or enforceable by a court of competent jurisdiction, the remaining terms, conditions, and po .ons
shall remain in full force and effect as if originally agreed to without the tenn~ condition, or portiOD. tha has
been determined to be uncon8titutional~ illegal, invalid or unenforceable.
B. The waiver by either the RaCe of the Administrator of a breach or violation of any te Or
provision of this Agreement by the other party shall not operate or be construed as a waiver of any
subsequent breach or violation by the other party.
C. This Agreement shall be bin.ding upon and shall inure to the benefit of the lleirs or estate () the
Administrator.
Page 9 of 10
Sep 01 04 02s57p
FAX NO. :8527162
To.n OF Davie
Sep. 02 2004 09:52AM P12
954 791 2061 P 1
FROM :
D. SIK)u1d the AdmiOistnltOr die during the term of this Agrccmenlt the obliptions of the BOC ·
under this Agreement shall immediately terminate except for payment of accrued and unused leu. c
balaneus to the Admtnjsttator's designated beneficiaries of his estate: -payment or all (lutaan6i g
hospita1i7.a1i~ medical, dental. and vision bills in accordance wjth the County's pl~ policies,
proc:cduros; and payment of all liib insurance benefit.~ in aaxlIdancc with the term~ of the Count 'f;
irwurancc policies e,r plans.
F. This Agrc:cmcnt incotpOl'l.tes add includes all prior negotiations. CIOrt'eMpondcnCC. oonvcrsali() S,
agreements, and/or underslaD6in~ applicable to thc mattcn contained herein. It is furthct agreed that th
are no commitmentSa, agreements. or understandings concemil'lg the subject rnatta- of thi~ AgtCCmoot at
are not contained herein. and no deviation from the tcnns hereof shall be predi~tcd upon any P or
representations. offers. promises. ind.ucements, or agreements. whether oral OT writtco, and by whomc ct
rPade. The ted herdn oonstitutefi the entire agreement between the BOCC and the Administrahtt. and ill
agreement cannot be amendOO cx.cept by a written doc\lInoot mutually agreed to and executed with be
same tbrmalitiOl as this Agreement. .
E. Thc BOCC and AdministrateH' ac:knowledgc that each has shared equally in the drafting
preparation of this Agreement and, accordingly, no court or administrative 1\Qatins ot'licer shall oonst e
,.ny ptOvhdun of this Agrcemcat more lItrictly against one party over the other party, and c:vcry
condition. covenun~ and provision of this Agreement shall be construed simply according to its
meaning.
G. 1'bc; rights and obligations of this Agreem~t are penooa1 to the Administrator and cannot be
assigned, tranlferred. or otherWise impaired by the AdminiRtrator.
SIGNED AND SEALltD at Key Wcs~ Monroe County, Florida.. this
---.f 2004 ~
day f
A1'TEST:
DANNY L. KOLHAGE. Clerk
By:
Deputy Clerk.
BOARD OF COUNTY COMMISSIONERS OF
MONROE co1JNTY~ t"'LORlDA
By:~4 C-&~~
Mayor/ChaiT
COUNTY ADMINISTRATOR
- ~ ~ '~~
THOMAS J. WIL~
Dau:: _ 9/ljlJ 1
Witness As To THOMAS J. WILLI
,.'
W~tnad As'r() TIIOMAS J. WILLI
Page 10 of 10