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HomeMy WebLinkAbout7.1 Approve the accompanying amended Employment Agreement by and between the Village of Mount Prospect and Michael J. Cassady.VILLAGE OF MOUNT PROSPECT/ MICHAEL J. CASSADY VILLAGE MANAGER EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (hereinafter referred to as "Agreement") made and entered into this day of January, 201'.........: ,,by and between the VILLAGE OF MOUNT PROSPECT, an Illinois municipal corporation located in Cook County, Illinois (hereinafter referred to as "VILLAGE"), and Michael J. Cassady (hereinafter referred to as "MANAGER"), an individual residing at 1480 W. Lonnquist Blvd., Mount Prospect, Illinois. WITNESSETH: WHEREAS, the VILLAGE desires to continue to retain MANAGER as the Village Manager of the VILLAGE and the MANAGER desires to continue to be employed by the VILLAGE, pursuant to the covenants, terms and conditions set forth in this Agreement; and, WHEREAS, the MANAGER hereby accepts such continued employment and engagement, and covenants hereby to continue to perform the functions and duties of the Village Manager specified in the Municipal Code of the VILLAGE and in Article V of the Illinois Municipal Code (65 ILLS 511 1-1 et seq.), and in accordance with all applicable Ordinances and Statutes, and to perform such other legally permissible and proper duties and functions as the Village Board shall from time to time assign; and, NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, the Parties hereto agree as follows: 1. Duties. The Village hereby agrees to continue to employ MANAGER on the terms and conditions set forth herein, to perform the functions and duties specified in the applicable Statutes and Ordinances and to perform other legally permissible and proper duties and functions as the Mount Prospect Village Board ("Board") shall from time to time assign. The Parties agree that the terms of this Agreement will supersede the terms and agreements of the parties that were in effect pursuant to the Employment Agreement that was entered into by these parties on or about September 15, 2015 (the "Original Agreement"). 2. Term of Employment. The Term of Employment, as used in this Agreement, shall be that period of time commencing January 17., 201.:...... , , and continuing for an indefinite term for so long as both parties mutually agree unless terminated sooner subject to Paragraphs #19 and #20 below. 3. Base Salary. The VILLAGE will pay the MANAGER for his services rendered pursuant to this Agreement an annual Base Salary of Two Hundred �Fout-teetl Thousand � .,,,q ""w q � �"^" ' ' . , �ppiiiii � ,,� „. � "� ". �..::� � ",...... °� � � �.. illl ...� "mo �N .':"mm ," � "" .gym' ,� i ...� � ... i.� ... ... iu�., �mi .„ �. �� :: :. i d .'ii 5o) 1. Seg ti Dollars and F iiia �:($2 .. 4, � . )payable m equal installments at the same time as other employees of the VILLAGE are paid during the term of his employment pursuant to this Agreement, effective January 1, 201 81117. 4. Lump Sum Bonus. The VILLAGE agrees to pay the MANAGER a one-time ... Thousand and 00/100 Dollars ,000)um sum performance onus equal to �ty a 1 is\cass employment agreement tracked changes -2018-01-03 (recovered).docx to compensate MANAGER for meeting and exceeding the goals that were established for him during the term of the Original Agreement. 5. Disability, Health, and Life Insurance. A. The MANAGER shall be covered by the same health insurance, dental insurance, life insurance, accident and sickness disability plans on the same basis and to the same extent as such coverage is made available to other similarly situated employees of the VILLAGE in the positon of Department Head. B. The VILLAGE agrees to pay hospitalization, surgical and comprehensive medical insurance for the MANAGER and his dependents and to pay the premiums thereon equal to that which is provided all other similarly situated VILLAGE employees employed in the position of Department Head. C. MANAGER is responsible for any portion of the premium costs, deductible amounts or other costs involved in maintaining coverage in these benefit plans as required of all other similarly situated VILLAGE employees employed in the positon of Department Head. D. The VILLAGE also agrees to reimburse MANAGER for the premium costs he actually incurs to maintain his coverage in the life insurance policy with State Farm Insurance Company in such amounts and subject to the same terms and conditions that were in effect as of July 28, 2016 (Policy: LF -2096-3150). The approximate cost of the expense that will be incurred by the VILLAGE pursuant to this Paragraph #5(D) is equal to Three Thousand, Nine Hundred Dollars and 00/100 Dollars ($3,900) per calendar year as of the effective date of this Agreement. MANAGER agrees and acknowledges that he is responsible for the payment of any taxes and submission of proof of payment of the premium costs as a condition of his receipt of reimbursement under this Paragraph #5(D). 6. Vacation/Sick Leave/Personal Days. MANAGER shall earn and accrue and have credited to his personal account paid vacation days, sick leave and personal days in the maximum amount as available to other Department Heads employed by the VILLAGE effective January 1, 201... ,.- "., subject to the remaining provisions of such benefit programs. At the time of execution of this Agreement, the maximum amount of paid vacation time off available, and subject to the remaining provisions of the VILLAGE policy, is twenty three (23) days per year; the maximum amount of personal time is five (5) days per year; and the maximum amount of sick days is twelve (12) days per year. Twenty-three (23) days of vacation will be available to the Village Manager at the beginning of the calendar year. The Parties agree and acknowledge that, pursuant to VILLAGE policy, Personal and Sick Leave benefits are earned on a pro -rata basis throughout the year and therefore the entire amount of the Personal and Sick Leave benefits will not be fully earned by MANAGER until and unless he remains employed through December 31, 201,71181''. 7. Additional Fringe Benefits. In addition, all paid holiday, leave of absence rights other fringe benefits and working conditions as they now exist or hereafter may be changed by the Board shall also continue to apply to the MANAGER as they would to Department Heads of the VILLAGE, except as otherwise provided for herein. 2 is\cass employment agreement tracked changes_2018_01_03 (recovered).docx 8. Retirement Benefits. MANAGER shall be covered and governed by the same retirement system, the Illinois Municipal Retirement Fund ("IMRF") as other non-public safety Village employees in the position of Department Head. Calculations for retirement contributions shall include all compensation normally reported to the Internal Revenue Service by Employer, except as otherwise provided by IMRF regulations. 9. Deferred Compensation. The VILLAGE also will pay an additional amount of five percent (5%) of MANAGER's annualized Base Salary into a deferred compensation plan for MANAGER (on a pro -rata basis for the remainder of current fiscal year), subject to the remaining terms and conditions of the deferred compensation plan in effect for employees of the VILLAGE. 10. Exclusivity. During the Term of this Agreement, MANAGER shall not directly or indirectly perform any work or services for compensation or otherwise for any other governmental body, business entity or other employer (including self-employment as a consultant, employee or otherwise) without the prior written authorization of the Board. 11. Reiular Hours of Work. It is recognized that MANAGER must devote a great deal of his time outside normal office hours to the business of the VILLAGE and therefore MANAGER will be allowed to vary his regular working hours in the office on a reasonable basis as he shall deem appropriate and consistent with his remaining obligations to the Village. 12. T_. All salary, benefits, reimbursements and other payments to MANAGER under this Agreement shall be subject to all applicable payroll and withholding taxes and deductions required by law. The MANAGER agrees that he shall be responsible for paying any and all of the MANAGER's share of federal, state and local taxes. 13. Automobile Allowance. The MANAGER's duties require that he shall have a means and mode of transportation available for business purposes. Accordingly, at the option of the Board, the VILLAGE will provide MANAGER an Automobile Allowance subject to the remaining provisions of this Paragraph. MANAGER's Automobile Allowance shall be in the amount of Five Hundred and 00/100 Dollars ($500.00) per full calendar month during the Term of this Agreement, exclusive of gasoline pursuant to Paragraph # 17. Said Automobile Allowance is intended to provide for MANAGER's costs to own and operate a vehicle and as such, MANAGER will not be eligible for reimbursement for maintenance or per mile rate allowances in effect from time to time under Internal Revenue Service regulations. MANAGER shall carry all necessary liability, property damage and comprehensive insurance for all of the vehicle(s) for which the Automobile Allowance is used or provided. Upon request, the MANAGER will promptly provide the VILLAGE proof that said vehicle(s) is/are properly insured and that MANAGER possesses a valid driver's license and is otherwise authorized to operate the motorized vehicle for which he receives payment under this Paragraph of the Agreement. As an alternative, and in lieu of providing MANAGER the Automobile allowance referenced earlier in this Paragraph #13, the VILLAGE has the option to continue to provide MANAGER with the use of a VILLAGE -owned vehicle for his business and reasonable personal use while employed by the VILLAGE pursuant to this Agreement. MANAGER's rights and obligations while using this vehicle (including access to the then applicable resources of the VILLAGE's Public Works vehicle maintenance division and applicable vehicle insurance 3 iAcass employment agreement tracked changes_2018_01_03 (recovered).docx policies) will be the same or similar to the rights and obligations of other employees of the VILLAGE who obtain this benefit. The Parties agree that, during such periods in which MANAGER has access to a VILLAGE owned vehicle pursuant to this subparagraph, he will not be eligible for an Automobile Allowance. Additionally, the Parties agree that MANAGER will be responsible for any tax related consequences involved in his receipt of the handling of the benefit (s) and privilege(s) referenced in this paragraph, as required by law. 14. Cellular Communication Device. The VILLAGE shall provide MANAGER with a cellular telephone/communication device as necessary for MANAGER's performance of his job and to maintain communication with the Board. MANAGER is authorized to use the cellular telephone device for his exclusive and reasonable personal use during the term of his employment under this Agreement. The Parties agree and acknowledge that the cellular telephone device will remain the property of the VILLAGE and all communications and records are subject to inspection as necessary pursuant to Village policy and as otherwise may be required by law. 15. Performance Evaluation/Base Salary Adjustment. Generally on an annual basis during the Term of this Agreement, the VILLAGE agrees to periodically evaluate the performance of the MANAGER to determine the extent to which the MANAGER has satisfactorily completed or exceeded the goals and objectives mutually agreed to between the Parties. The VILLAGE agrees to give periodic consideration to the amount of MANAGER'S base salary for potential upward adjustment(s) and/or a potential bonus payment from time to time in such amount(s) and to such extent as the Village President and VILLAGE Board may determine in their sole and exclusive discretion. 16. Performance Goals and Objectives. Generally on an annual basis, the Board and the MANAGER shall meet to discuss and define such goals and performance objectives that they determine necessary for the proper operation of the Village and in the attainment of the Village's policy objectives. The Board shall further establish a relative priority among those various goals and objectives and it is agreed that the goals and objectives will be generally attainable within the time limitations specified and the annual operating and capital budgets and appropriations provided by the Board. 17. General Expenses. The VILLAGE recognizes that certain expenses of a non - personal and generally job -affiliated nature will be incurred by the MANAGER during the course of his employment, and covenants hereby that it shall reimburse or pay such expenses. Accordingly, the VILLAGE is authorized hereby to disburse such monies upon his receipt of expense or petty cash vouchers, receipts, statements, or personal affidavits duly executed and given him by the MANAGER. The MANAGER shall provide, on a monthly basis, an Expense Report detailing all expenses incurred for said period, including the nature of the expense and purpose thereof. 18. Professional Development. The VILLAGE will pay for the reasonable travel and subsistence expenses of the MANAGER to pursue necessary official and other functions for the VILLAGE including his attendance at one National conference and one State conference per fiscal year. The VILLAGE also will pay MANAGER for the membership fees involved in the participation in approved job related professional associations. Reimbursement for MANAGER's attendance at additional professional conferences will be budget dependent. 4 iAcass employment agreement tracked changes_2018_01_03 (recovered).docx 19. Termination. The Term of MANAGER's employment with the VILLAGE and the VILLAGE's obligation(s) under this Agreement shall terminate immediately upon: A. The death of the MANAGER; or A. The permanent or long term disability of MANAGER such that MANAGER becomes unable to perform his essential job functions and duties for the VILLAGE (either with or without a reasonable accommodation) due to sickness, accident, injury or mental capacity which is reasonably expected to continue or does continue for a period of four (4) consecutive months or sixteen (16) consecutive weeks (if longer); or, B. Resignation by the MANAGER. Nothing in this Agreement shall prevent, limit, or otherwise interfere with the right of the MANAGER to resign at any time from his position with the VILLAGE, subject only to sixty (60) days' notice to this VILLAGE and subject to the provisions set forth in this Agreement (or such alternate lesser time agreed to by the Parties); or, C. Termination of the services of the MANAGER by the Village Board. Nothing in this Agreement shall prevent, limit, or otherwise interfere with the right of the Village Board to terminate the services of the MANAGER at any time without hearing, with or without cause, and with notice, subject only the provisions set forth in this Agreement. 20. Severance Pay upon Termination. Except as provided otherwise in this Agreement, in the event the services of the MANAGER are terminated by the Board without "Cause", the VILLAGE shall provide MANAGER six (6) months of advance notice (or severance pay in lieu of notice). A. For purposes of this Agreement, "Cause" means (i) commission by the MANAGER of misfeasance or malfeasance in office, fraud, misappropriation or embezzlement involving property of the VILLAGE, or any other intentional wrongful acts which involve personal gain to the MANAGER; or (ii) commission by the MANAGER of a felony; or (iii) MANAGER's failure to comply with his obligations to relocate to the VILLAGE pursuant to this Agreement; or (iv) commission by the MANAGER of any activity or conduct which could or is reasonably likely to bring dishonor or disrepute to the position of MANAGER or to the VILLAGE, including but not limited to theft, dishonesty, or conviction of a crime involving drug abuse or moral turpitude. Any misfeasance that is fully cured by the MANAGER within thirty (30) days of the MANAGER's being given notice of such by the Village President shall not be deemed to be "Cause" for the purposes of this Agreement. The MANAGER shall have no ability, however, to cure any of the other acts enumerated as constituting "Cause" in this paragraph. B. The Parties also agree that the VILLAGE shall have "Cause" to terminate this Agreement and no obligation to provide notice or pay severance to the MANAGER in the event the employment relationship of the MANAGER and this Agreement is terminated by the MANAGER due to Resignation and/or due to the triggering of the events referenced above in Paragraphs #19(A) or (B). C. If MANAGER is entitled to receive any severance payment under this Agreement, MANAGER agrees to execute and fully comply with the terms of a release agreement releasing the VILLAGE, including all elected officials, employees and representatives in any and all 5 iAcass employment agreement tracked changes_2018_01_03 (recovered).docx capacities (collectively referred to as the "VILLAGE Releases") from any and all causes of action, claims and demands which MANAGER may have against the VILLAGE Releases to the fullest extent of the law through the time of execution of that release agreement. 21. Property of the Village. All business plans, financial data, reports, memoranda, correspondence and all other documents pertaining to the current or prospective business of the VILLAGE are and shall at all times remain the property of the VILLAGE. The MANAGER covenants that, upon the termination of the Term of Employment, the MANAGER shall not retain, and shall return to the VILLAGE, all documents (in any form) pertaining to the current or prospective business activities of the VILLAGE. The MANAGER also covenants that, upon the termination of the Term of Employment, he shall return all clothing, computer equipment or devices, emergency gear and other items of VILLAGE property that were made available to him during his employment. 22. Indemnification. In addition to that required under state and local law, the VILLAGE shall defend, save harmless and indemnify MANAGER against any tort, professional liability or demand or other legal action, arising out of an alleged act or omission occurred in the performance of MANAGER's duties as Village Manager in accordance with this Agreement, other than those arising from MANAGER's own negligence or knowing or willful misconduct. If applicable, the VILLAGE will have the right to compromise and settle any such claim or suit and pay the amount of any settlement or judgment rendered thereon. 23. Confidentiality. The MANAGER acknowledges that the MANAGER will have access to confidential information (hereinafter referred to as "Confidential Information") which is not generally known outside the VILLAGE. Confidential Information shall not include public documents or information which would otherwise constitute Confidential Information but which has become public other than through a breach of this Agreement or other improper means. Said confidentiality shall be subject to any applicable exception of the state or federal Freedom of Information Act. 24. Burden and Benefit. This Agreement shall be binding upon, and shall inure to the benefit of the Parties, and their respective heirs, personal and legal representatives, successors and assigns. The failure of either Party to exercise any right, power or remedy given to it under this Agreement, or to insist upon strict compliance with the terms hereof, shall not constitute a waiver of the terms and conditions of this Agreement with respect to any other or subsequent breach, nor a waiver by any Party of its or his rights at any time to require exact and strict compliance with all of the terms of this Agreement. The rights or remedies under this Agreement are cumulative to any other rights or remedies which may be granted by law. 25. Notice Provisions. Any notice required to be given hereunder shall be deemed given, if in writing and sent by certified or registered mail, return receipt requested, United States postage prepaid, to the last known residence, in the case of the MANAGER, and to the Village Clerk with a copy to the Village President at Village Hall, 50 S. Emerson Street, Mount Prospect, Illinois 60056, in the case of VILLAGE. Alternatively, notices required per this Agreement may be personally served in the same manner as is applicable to civil judicial practice. 6 iAcass employment agreement tracked changes_2018_01_03 (recovered).docx 26. Entire Agreement. This Agreement contains the entire agreement and understanding by and between the Parties with respect to the employment referred to herein, and no representations, promises, agreements or understandings, written or oral, not herein contained shall be of any force or effect. No change or modification hereof shall be valid or binding unless the same is in writing and signed by the Parties. No waiver of any provision of this Agreement shall be valid unless the same is in writing and signed by the Party against whom such waiver is sought to be enforced; moreover, no valid waiver of any provision of this Agreement at any time shall be deemed a waiver of any other provisions of this Agreement at such time or will be deemed a valid waiver of such provision at any other time. 27. Governing Law and Venue. This Agreement shall be construed in accordance with the laws of the State of Illinois. The invalidity or unenforceability of any provision of this Agreement shall not invalidate any other provision. If any provision of this Agreement is capable of two constructions, one of which would render the provision invalid and the other of which would make the provision valid, then the provision shall have the meaning which renders it valid. The Parties agree that, for the purpose of any litigation or proceeding regarding the terms and conditions of this Agreement, venue shall be proper in Cook County, Illinois. The Parties agree to voluntary submit to the jurisdiction of the courts for any such proceeding. IN WITNESS WHEREOF, the VILLAGE OF MOUNT PROSPECT, at a properly convened public meeting and pursuant to authority provided by law, have hereby approved this Agreement by the Village Board, authorizing the execution of said Agreement by the VILLAGE President with an attestation by the Village Clerk, and that Michael J. Cassady has voluntarily executed this Agreement and that the Parties hereto have entered their hands and seals the day and year first above written. VILLAGE OF MOUNT PROSPECT VILLAGE MANAGER Mayor Arlene A. Juracek MICHAEL J. CAS SADY ATTEST: 7 is\cass employment agreement tracked changes_2018_01_03 (recovered).docx VILLAGE OF MOUNT PROSPECT/ MICHAEL J. CASSADY VILLAGE MANAGER EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (hereinafter referred to as "Agreement") made and entered into this day of January, 2018,by and between the VILLAGE OF MOUNT PROSPECT, an Illinois municipal corporation located in Cook County, Illinois (hereinafter referred to as "VILLAGE"), and Michael J. Cassady (hereinafter referred to as "MANAGER"), an individual residing at 1480 W. Lonnquist Blvd., Mount Prospect, Illinois. WITNESSETH: WHEREAS, the VILLAGE desires to continue to retain MANAGER as the Village Manager of the VILLAGE and the MANAGER desires to continue to be employed by the VILLAGE, pursuant to the covenants, terms and conditions set forth in this Agreement; and, WHEREAS, the MANAGER hereby accepts such continued employment and engagement, and covenants hereby to continue to perform the functions and duties of the Village Manager specified in the Municipal Code of the VILLAGE and in Article V of the Illinois Municipal Code (65 ILCS 5/1 1-1 et seq.), and in accordance with all applicable Ordinances and Statutes, and to perform such other legally permissible and proper duties and functions as the Village Board shall from time to time assign; and, NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, the Parties hereto agree as follows: 1. Duties. The Village hereby agrees to continue to employ MANAGER on the terms and conditions set forth herein, to perform the functions and duties specified in the applicable Statutes and Ordinances and to perform other legally permissible and proper duties and functions as the Mount Prospect Village Board ("Board") shall from time to time assign. The Parties agree that the terms of this Agreement will supersede the terms and agreements of the parties that were in effect pursuant to the Employment Agreement that was entered into by these parties on or about September 15, 2015 (the "Original Agreement"). 2. Term of Employment. The Term of Employment, as used in this Agreement, shall be that period of time commencing January 1, 2018 and continuing for an indefinite term for so long as both parties mutually agree unless terminated sooner subject to Paragraphs #19 and #20 below. 3. Base Salary. The VILLAGE will pay the MANAGER for his services rendered pursuant to this Agreement an annual Base Salary of Two Hundred Fourteen Thousand, Nine Hundred Eighty Seven Dollars and Fifty Cents ($214,987.50) payable in equal installments at the same time as other employees of the VILLAGE are paid during the term of his employment pursuant to this Agreement, effective January 1, 2018. 4. Lump Sum Bonus. The VILLAGE agrees to pay the MANAGER aone-time lump sum performance bonus equal to Twenty Thousand and 00/100 Dollars ($20,000) to iAcass employment agreement clean_2018_01_03.docx compensate MANAGER for meeting and exceeding the goals that were established for him during the term of the Original Agreement. 5. Disability, Health, and Life Insurance. A. The MANAGER shall be covered by the same health insurance, dental insurance, life insurance, accident and sickness disability plans on the same basis and to the same extent as such coverage is made available to other similarly situated employees of the VILLAGE in the positon of Department Head. B. The VILLAGE agrees to pay hospitalization, surgical and comprehensive medical insurance for the MANAGER and his dependents and to pay the premiums thereon equal to that which is provided all other similarly situated VILLAGE employees employed in the position of Department Head. C. MANAGER is responsible for any portion of the premium costs, deductible amounts or other costs involved in maintaining coverage in these benefit plans as required of all other similarly situated VILLAGE employees employed in the positon of Department Head. D. The VILLAGE also agrees to reimburse MANAGER for the premium costs he actually incurs to maintain his coverage in the life insurance policy with State Farm Insurance Company in such amounts and subject to the same terms and conditions that were in effect as of July 28, 2016 (Policy: LF -2096-3150). The approximate cost of the expense that will be incurred by the VILLAGE pursuant to this Paragraph #5(D) is equal to Three Thousand, Nine Hundred Dollars and 00/100 Dollars ($3,900) per calendar year as of the effective date of this Agreement. MANAGER agrees and acknowledges that he is responsible for the payment of any taxes and submission of proof of payment of the premium costs as a condition of his receipt of reimbursement under this Paragraph #5(D). 6. Vacation/Sick Leave/Personal Days. MANAGER shall earn and accrue and have credited to his personal account paid vacation days, sick leave and personal days in the maximum amount as available to other Department Heads employed by the VILLAGE effective January 1, 2018, subject to the remaining provisions of such benefit programs. At the time of execution of this Agreement, the maximum amount of paid vacation time off available, and subject to the remaining provisions of the VILLAGE policy, is twenty three (23) days per year; the maximum amount of personal time is five (5) days per year; and the maximum amount of sick days is twelve (12) days per year. Twenty-three (23) days of vacation will be available to the Village Manager at the beginning of the calendar year. The Parties agree and acknowledge that, pursuant to VILLAGE policy, Personal and Sick Leave benefits are earned on a pro -rata basis throughout the year and therefore the entire amount of the Personal and Sick Leave benefits will not be fully earned by MANAGER until and unless he remains employed through December 31, 2018. 7. Additional Fringe Benefits. In addition, all paid holiday, leave of absence rights other fringe benefits and working conditions as they now exist or hereafter may be changed by the Board shall also continue to apply to the MANAGER as they would to Department Heads of the VILLAGE, except as otherwise provided for herein. 2 iAcass employment agreement clean_2018_01_03.docx 8. Retirement Benefits. MANAGER shall be covered and governed by the same retirement system, the Illinois Municipal Retirement Fund ("IMRF") as other non-public safety Village employees in the position of Department Head. Calculations for retirement contributions shall include all compensation normally reported to the Internal Revenue Service by Employer, except as otherwise provided by IMRF regulations. 9. Deferred Compensation. The VILLAGE also will pay an additional amount of five percent (5%) of MANAGER's annualized Base Salary into a deferred compensation plan for MANAGER (on a pro -rata basis for the remainder of current fiscal year), subject to the remaining terms and conditions of the deferred compensation plan in effect for employees of the VILLAGE. 10. Exclusivity. During the Term of this Agreement, MANAGER shall not directly or indirectly perform any work or services for compensation or otherwise for any other governmental body, business entity or other employer (including self-employment as a consultant, employee or otherwise) without the prior written authorization of the Board. 11. Reiular Hours of Work. It is recognized that MANAGER must devote a great deal of his time outside normal office hours to the business of the VILLAGE and therefore MANAGER will be allowed to vary his regular working hours in the office on a reasonable basis as he shall deem appropriate and consistent with his remaining obligations to the Village. 12. T_. All salary, benefits, reimbursements and other payments to MANAGER under this Agreement shall be subject to all applicable payroll and withholding taxes and deductions required by law. The MANAGER agrees that he shall be responsible for paying any and all of the MANAGER's share of federal, state and local taxes. 13. Automobile Allowance. The MANAGER's duties require that he shall have a means and mode of transportation available for business purposes. Accordingly, at the option of the Board, the VILLAGE will provide MANAGER an Automobile Allowance subject to the remaining provisions of this Paragraph. MANAGER's Automobile Allowance shall be in the amount of Five Hundred and 00/100 Dollars ($500.00) per full calendar month during the Term of this Agreement, exclusive of gasoline pursuant to Paragraph # 17. Said Automobile Allowance is intended to provide for MANAGER's costs to own and operate a vehicle and as such, MANAGER will not be eligible for reimbursement for maintenance or per mile rate allowances in effect from time to time under Internal Revenue Service regulations. MANAGER shall carry all necessary liability, property damage and comprehensive insurance for all of the vehicle(s) for which the Automobile Allowance is used or provided. Upon request, the MANAGER will promptly provide the VILLAGE proof that said vehicle(s) is/are properly insured and that MANAGER possesses a valid driver's license and is otherwise authorized to operate the motorized vehicle for which he receives payment under this Paragraph of the Agreement. As an alternative, and in lieu of providing MANAGER the Automobile allowance referenced earlier in this Paragraph #13, the VILLAGE has the option to continue to provide MANAGER with the use of a VILLAGE -owned vehicle for his business and reasonable personal use while employed by the VILLAGE pursuant to this Agreement. MANAGER's rights and obligations while using this vehicle (including access to the then applicable resources of the VILLAGE's Public Works vehicle maintenance division and applicable vehicle insurance 3 iAcass employment agreement clean_2018_01_03.docx policies) will be the same or similar to the rights and obligations of other employees of the VILLAGE who obtain this benefit. The Parties agree that, during such periods in which MANAGER has access to a VILLAGE owned vehicle pursuant to this subparagraph, he will not be eligible for an Automobile Allowance. Additionally, the Parties agree that MANAGER will be responsible for any tax related consequences involved in his receipt of the handling of the benefit (s) and privilege(s) referenced in this paragraph, as required by law. 14. Cellular Communication Device. The VILLAGE shall provide MANAGER with a cellular telephone/communication device as necessary for MANAGER's performance of his job and to maintain communication with the Board. MANAGER is authorized to use the cellular telephone device for his exclusive and reasonable personal use during the term of his employment under this Agreement. The Parties agree and acknowledge that the cellular telephone device will remain the property of the VILLAGE and all communications and records are subject to inspection as necessary pursuant to Village policy and as otherwise may be required by law. 15. Performance Evaluation/Base Salary Adjustment. Generally on an annual basis during the Term of this Agreement, the VILLAGE agrees to periodically evaluate the performance of the MANAGER to determine the extent to which the MANAGER has satisfactorily completed or exceeded the goals and objectives mutually agreed to between the Parties. The VILLAGE agrees to give periodic consideration to the amount of MANAGER'S base salary for potential upward adjustment(s) and/or a potential bonus payment from time to time in such amount(s) and to such extent as the Village President and VILLAGE Board may determine in their sole and exclusive discretion. 16. Performance Goals and Objectives. Generally on an annual basis, the Board and the MANAGER shall meet to discuss and define such goals and performance objectives that they determine necessary for the proper operation of the Village and in the attainment of the Village's policy objectives. The Board shall further establish a relative priority among those various goals and objectives and it is agreed that the goals and objectives will be generally attainable within the time limitations specified and the annual operating and capital budgets and appropriations provided by the Board. 17. General Expenses. The VILLAGE recognizes that certain expenses of a non - personal and generally job -affiliated nature will be incurred by the MANAGER during the course of his employment, and covenants hereby that it shall reimburse or pay such expenses. Accordingly, the VILLAGE is authorized hereby to disburse such monies upon his receipt of expense or petty cash vouchers, receipts, statements, or personal affidavits duly executed and given him by the MANAGER. The MANAGER shall provide, on a monthly basis, an Expense Report detailing all expenses incurred for said period, including the nature of the expense and purpose thereof. 18. Professional Development. The VILLAGE will pay for the reasonable travel and subsistence expenses of the MANAGER to pursue necessary official and other functions for the VILLAGE including his attendance at one National conference and one State conference per fiscal year. The VILLAGE also will pay MANAGER for the membership fees involved in the participation in approved job related professional associations. Reimbursement for MANAGER's attendance at additional professional conferences will be budget dependent. 4 iAcass employment agreement clean_2018_01_03.docx 19. Termination. The Term of MANAGER's employment with the VILLAGE and the VILLAGE's obligation(s) under this Agreement shall terminate immediately upon: A. The death of the MANAGER; or A. The permanent or long term disability of MANAGER such that MANAGER becomes unable to perform his essential job functions and duties for the VILLAGE (either with or without a reasonable accommodation) due to sickness, accident, injury or mental capacity which is reasonably expected to continue or does continue for a period of four (4) consecutive months or sixteen (16) consecutive weeks (if longer); or, B. Resignation by the MANAGER. Nothing in this Agreement shall prevent, limit, or otherwise interfere with the right of the MANAGER to resign at any time from his position with the VILLAGE, subject only to sixty (60) days' notice to this VILLAGE and subject to the provisions set forth in this Agreement (or such alternate lesser time agreed to by the Parties); or, C. Termination of the services of the MANAGER by the Village Board. Nothing in this Agreement shall prevent, limit, or otherwise interfere with the right of the Village Board to terminate the services of the MANAGER at any time without hearing, with or without cause, and with notice, subject only the provisions set forth in this Agreement. 20. Severance Pay upon Termination. Except as provided otherwise in this Agreement, in the event the services of the MANAGER are terminated by the Board without "Cause", the VILLAGE shall provide MANAGER six (6) months of advance notice (or severance pay in lieu of notice). A. For purposes of this Agreement, "Cause" means (i) commission by the MANAGER of misfeasance or malfeasance in office, fraud, misappropriation or embezzlement involving property of the VILLAGE, or any other intentional wrongful acts which involve personal gain to the MANAGER; or (ii) commission by the MANAGER of a felony; or (iii) MANAGER's failure to comply with his obligations to relocate to the VILLAGE pursuant to this Agreement; or (iv) commission by the MANAGER of any activity or conduct which could or is reasonably likely to bring dishonor or disrepute to the position of MANAGER or to the VILLAGE, including but not limited to theft, dishonesty, or conviction of a crime involving drug abuse or moral turpitude. Any misfeasance that is fully cured by the MANAGER within thirty (30) days of the MANAGER's being given notice of such by the Village President shall not be deemed to be "Cause" for the purposes of this Agreement. The MANAGER shall have no ability, however, to cure any of the other acts enumerated as constituting "Cause" in this paragraph. B. The Parties also agree that the VILLAGE shall have "Cause" to terminate this Agreement and no obligation to provide notice or pay severance to the MANAGER in the event the employment relationship of the MANAGER and this Agreement is terminated by the MANAGER due to Resignation and/or due to the triggering of the events referenced above in Paragraphs #19(A) or (B). C. If MANAGER is entitled to receive any severance payment under this Agreement, MANAGER agrees to execute and fully comply with the terms of a release agreement releasing the VILLAGE, including all elected officials, employees and representatives in any and all 5 iAcass employment agreement clean_2018_01_03.docx capacities (collectively referred to as the "VILLAGE Releases") from any and all causes of action, claims and demands which MANAGER may have against the VILLAGE Releases to the fullest extent of the law through the time of execution of that release agreement. 21. Property of the Village. All business plans, financial data, reports, memoranda, correspondence and all other documents pertaining to the current or prospective business of the VILLAGE are and shall at all times remain the property of the VILLAGE. The MANAGER covenants that, upon the termination of the Term of Employment, the MANAGER shall not retain, and shall return to the VILLAGE, all documents (in any form) pertaining to the current or prospective business activities of the VILLAGE. The MANAGER also covenants that, upon the termination of the Term of Employment, he shall return all clothing, computer equipment or devices, emergency gear and other items of VILLAGE property that were made available to him during his employment. 22. Indemnification. In addition to that required under state and local law, the VILLAGE shall defend, save harmless and indemnify MANAGER against any tort, professional liability or demand or other legal action, arising out of an alleged act or omission occurred in the performance of MANAGER's duties as Village Manager in accordance with this Agreement, other than those arising from MANAGER's own negligence or knowing or willful misconduct. If applicable, the VILLAGE will have the right to compromise and settle any such claim or suit and pay the amount of any settlement or judgment rendered thereon. 23. Confidentiality. The MANAGER acknowledges that the MANAGER will have access to confidential information (hereinafter referred to as "Confidential Information") which is not generally known outside the VILLAGE. Confidential Information shall not include public documents or information which would otherwise constitute Confidential Information but which has become public other than through a breach of this Agreement or other improper means. Said confidentiality shall be subject to any applicable exception of the state or federal Freedom of Information Act. 24. Burden and Benefit. This Agreement shall be binding upon, and shall inure to the benefit of the Parties, and their respective heirs, personal and legal representatives, successors and assigns. The failure of either Party to exercise any right, power or remedy given to it under this Agreement, or to insist upon strict compliance with the terms hereof, shall not constitute a waiver of the terms and conditions of this Agreement with respect to any other or subsequent breach, nor a waiver by any Party of its or his rights at any time to require exact and strict compliance with all of the terms of this Agreement. The rights or remedies under this Agreement are cumulative to any other rights or remedies which may be granted by law. 25. Notice Provisions. Any notice required to be given hereunder shall be deemed given, if in writing and sent by certified or registered mail, return receipt requested, United States postage prepaid, to the last known residence, in the case of the MANAGER, and to the Village Clerk with a copy to the Village President at Village Hall, 50 S. Emerson Street, Mount Prospect, Illinois 60056, in the case of VILLAGE. Alternatively, notices required per this Agreement may be personally served in the same manner as is applicable to civil judicial practice. 6 iAcass employment agreement clean_2018_01_03.docx 26. Entire Aureement. This Agreement contains the entire agreement and understanding by and between the Parties with respect to the employment referred to herein, and no representations, promises, agreements or understandings, written or oral, not herein contained shall be of any force or effect. No change or modification hereof shall be valid or binding unless the same is in writing and signed by the Parties. No waiver of any provision of this Agreement shall be valid unless the same is in writing and signed by the Party against whom such waiver is sought to be enforced; moreover, no valid waiver of any provision of this Agreement at any time shall be deemed a waiver of any other provisions of this Agreement at such time or will be deemed a valid waiver of such provision at any other time. 27. Governing Law and Venue. This Agreement shall be construed in accordance with the laws of the State of Illinois. The invalidity or unenforceability of any provision of this Agreement shall not invalidate any other provision. If any provision of this Agreement is capable of two constructions, one of which would render the provision invalid and the other of which would make the provision valid, then the provision shall have the meaning which renders it valid. The Parties agree that, for the purpose of any litigation or proceeding regarding the terms and conditions of this Agreement, venue shall be proper in Cook County, Illinois. The Parties agree to voluntary submit to the jurisdiction of the courts for any such proceeding. IN WITNESS WHEREOF, the VILLAGE OF MOUNT PROSPECT, at a properly convened public meeting and pursuant to authority provided by law, have hereby approved this Agreement by the Village Board, authorizing the execution of said Agreement by the VILLAGE President with an attestation by the Village Clerk, and that Michael J. Cassady has voluntarily executed this Agreement and that the Parties hereto have entered their hands and seals the day and year first above written. VILLAGE OF MOUNT PROSPECT VILLAGE MANAGER Mayor Arlene A. Juracek MICHAEL J. CAS SADY ATTEST: Karen M. Agoranos, Village Clerk 7 iAcass employment agreement clean_2018_01_03.docx