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06/29/1993 - Packet ` TIGARD WATER DISTRICT 8777 S.W.BURNHAM ST. P.O.BOX 230000 TIGARD,OREGON 97281-1999 PHONE(503)639-1554 TIGARD WATER DISTRICT BOARD OF COMMISSIONERS Agenda 5:30 p.m., June 29, 1993 Call to Order 1. Minutes for June 17 meeting Recommendation: Approve the minutes as written 2. Ordinance 3-93 adopting Interim Intergovernmental Agreement 3. Intergovernmental Agreement for Supply of Domestic Water 4. Resolution 10-93 authorizing severance pay for Jeri Chenelle 5. Appoint Randy Volk Acting Administrator at annual salary of$64,700 6. Resignation of Audrey Castile, position#5 Appointment of Bev Froude to fill position#5 Swearing in 7. Resignations of Clarence Nicoli, position#4 and John Haunsperger, position #2. Appointment of John Haunsperger to fill term#4 Swearing in 8. Other Business 9. Executive Session The Tigard Water District will go into Executive Session under the provision of ORS 192-660(1)(e), (h) and (j) to discuss real property transactions, public investments and possible litigation. Adjournment TIGARD WATER DISTRICT BOARD OF COMMISSIONERS Minutes (Draft) 5:30 p.m., June 17, 1993 Commissioners Present: Bob Wyffels, Hill Hampton, John Haunsperger, Clarence Nicoli Staff Present: Jeri Chenelle, Administrative Director; Randy Volk, Operations Manager; Lorry Christian, Administrative&Human Resource Coordinator; Mike Miller, Senior Management Analyst and Leslee Gemmill, Office Assistant. Visitors: Beverly Froude and Liz Haunsperger Chair Wyffels called the meeting to order at 5:32 p.m. 1. Minutes for June 8 meeting Commissioner Haunsperger made a motion to approve the minutes as written. Commissioner Nicoli seconded the motion. Hearing no discussion, a voice vote was called. The motion was approved unanimously. 2. Visitors Chair Wyffels welcomed the visitors and thanked them for coming. 3. Proposed Rate Increase Second Reading by title of Ordinance 2-93 amending Ordinance 2-92, Appendix II water rates of the Rules, Rates and Regulations for water service in the Tigard Water District. The motion was made by Commissioner Nicoli to read by title only. The motion was seconded by Commissioner Haunsperger. Hearing no discussion, a voice vote was called. The motion was unanimously approved. 4. Other Business Administrative Director Chenelle distributed copies of the latest version of the Interim Intergovernmental Agreement and summarized the revisions. A special board meeting was scheduled for Tuesday, June 29 at 5:30 p.m. to consider the agreement. Ms. Chenelle also read a portion of a draft letter to the Washington County Board of Commissioners explaining the situation and requesting the County Board of Commissioners fill one vacancy on Tigard Water District Board of Commissioners from a list of interested candidates. At this time, discussion followed regarding possible interested parties. • 6/18/93 Minutes,Tigard Water District Board of Commissioners 1411.0 Chair Wyffels said the draft looked good and indicated it covers all the raised concerns. Commissioner Haunsperger made a motion that Mrs. Froude and Administrative Director Chenelle contact the individuals proposed as possible candidates for the TWD Board and Ms. Chenelle send the names to the Washington County Board of Commissioners. Chair Wyffels seconded the motion and the vote was unanimous. The meeting was adjourned at 6:00 p.m. by Chair Wyffels. TIGARD WATER DISTRICT Ordinance 3-93 An ordinance adopting an Interim Intergovernmental Agreement for creation of a Joint Water Agency and declaring an emergency. Whereas, Tigard Water District (the "District") is a domestic water supply district existing under ORS 264 which provides domestic water service to residences and businesses located in Tigard, Durham, King City, and certain unincorporated areas of Washington County; and Whereas, Tigard, Durham and King City have enacted ordinances withdrawing their respective territories from the District; and Whereas, Tigard, Durham, King City and the District are currently evaluating the most efficient long term structure for providing domestic water service and wish to continue this evaluation after July 1, 1993; and Whereas, to provide interim governance of the water supply system, Tigard, Durham, King City and the District desire to form a joint water agency pursuant to ORS 190.003, et seq. Now, therefore, the District ordains as follows: 1. The Interim Intergovernmental Agreement for Creation of a Joint Water Agency, attached hereto as Exhibit A, is approved. The Chair of the District is hereby authorized and directed to execute and deliver the Agreement on behalf of the District. 2. The Board of Commissioners of the District declares that a state of emergency exists and directs that this ordinance be effectively immediately upon its approval. Chair of the Board ATTEST: Administrative Director INTERIM INTERGOVERNMENTAL AGREEMENT FOR CREATION OF A JOINT WATER AGENCY BETWEEN: TIGARD WATER DISTRICT, (the "District") OREGON AND: CITY OF TIGARD, OREGON ("Tigard") AND: CITY OF DURHAM, OREGON ("Durham") AND: CITY OF KING CITY, OREGON ("King City") Recitals: A. The District is a domestic water supply district existing under ORS 264. The District provides domestic water service to residences and business located in Tigard, Durham, King City and certain unincorporated areas of Washingtin County. ,.,, B. Tigard, Durham and King City (Collectively, the "Cities") have enacted ordinances pursuant to ORS 222, effective July 1, 1993, withdrawing their respective territories from the District(the "withdrawal"). C. Tigard, Durham, King City and the District are currently evaluating the most efficient long-term structure for providing domestic water service and wish to continue this evaluation after July 1, 1993. Pending completion of this evaluation, Tigard, Durham, King City and the District desire to provide an interim form of governance for the provision of water service. D. To provide interim governance of the water supply system, Tigard, Durham, King City, and the District (individually, a "Party" or collectively, the "Parties") desire to form a joint water agency (the "Agency") pursuant to ORS 190.003 et seq and this Intergovernmental Agreement ("Agreement"), to provide domestic water service for a period of six months, effective July 1, 1993, to businesses and residences currently served by the District and to ensure that such businesses and residences receive equitable service regardless of where they are located. Agreements: "'40 The parties therefore agree as follows: 1. Purpose The purpose of the Agency is to deliver supplies of domestic water to residences and businesses within the boundaries of the Agency. 2. Term The term of the Agreement shall be July 1, 1993 through December 31, 1993, unless terminated by the unanimous agreement of the Parties. This Agreement may be renewed by unanimous agreement of the parties. Further, the parties agree that they shall produce a draft final agreement within 60 days of the effective date of this Agreement. 3. Boundaries The initial boundaries of the Agency shall be the same as the boundaries of the District existing on June 30, 1993. 4. Governance A. Composition of Board of Directors The Agency shall be governed by a seven(7) member Board of Directors (the "Board") appointed by, responsible to and, acting on behalf of Tigard, Durham, King City and the District. Each of the parties shall appoint the following number of directors to the Board: Tigard 4 Directors Durham 1 Director King City 1 Director District 1 Director The directors may be private citizens, elected officials or appointed officials of the Party making the appointment. Each director shall serve at the pleasure of the Party appointing that director. No more than two of the appointments made by Tigard shall be appointed officials of the City of Tigard. Two of the Directors appointed by Tigard shall be selected from the members of the Board of the District serving as of June 15, 1993. The Board shall have a Chair and a Vice-Chair who shall be selected by a vote of the members of the Board in accordance with subsection C of this section. B. Terms of the Directors The directors shall serve a term from July 1, 1993 through December 31, 1993. *0104 2 C. Ouorum/Votes A quorum of the Board shall be five (5) directors. All actions of the Board shall require five votes. D. Powers of the Board of Directors On behalf of the Agency the Board shall have all powers, rights and duties relating to the Purpose of the Agency that are vested by law in each of the Parties to this Agreement, and their officers and agencies. The Board shall also have the power to adopt all rules necessary to carry out the powers and duties of the Agency under this Agreement. 5. Asset Ownership/Water Rates/Revenues A. Generally If, during the term of this Agreement, any assets (both real and personal property) of the District are received by Tigard„ Durham and King City from the District as a result of the Withdrawal, those assets shall be contributed to and utilized by the Agency for Agency operations. The District shall also contribute its property to the Agency for Agency operations. B. Division of Assets �.. Each Party acknowledges the rights of the other Parties to a division of assets pursuant to ORS 222.540. The parties desire to avoid such a division and agree not to seek such a division during the term of the Agreement. C. Use of Assets/Revenues for Non-Water Purposes The assets and revenues of the Agency shall not be used for non-water related purposes. (i) Revenues may not be utilized for the general fund purposes of any Party to this Agreement. Water rate payers shall not be required by the Agency or any Party to this Agreement to pay a frenchise fee or other assessment. (ii) The restriction set forth in this section shall be sufficiently flexible to permit consolidation of some functions, (e.g. functions related to water and sewer service) to achieve efficiencies. D. Uniform Rates The rages charged by the Agency for providing water service to residences and businesses shall be uniform within the boundaries of the Agency. Notwithstanding the foregoing, the Agency may impose higher rates for providing water service to residences and businesses when the cost of providing such service is greater due to unusual circumstances, including but not limited to additional costs to pump water uphill to reach customers. Any higher rates imposed for providing water service shall be limited to covering the actual additional costs of providing such service. 3 ,.rrri► 4410. E. Use and Location of Assets The assets of the Agency shall be used to ensure a uniform level and quality of service for all residences and businesses within the boundaries of the Agency. Consistent with sound operating practices, all newly acquired fixed assets of the Agency shall be equitably located within the boundaries of each of the Parties. Notwithstanding the foregoing, assets shall be placed in the location which will produce the greatest efficiency and highest quality of service for the residences and businesses served by the Agency. Furthermore, nothing in this Agreement shall preclude placing the Agency's fixed assets in a location outside the boundaries of the Agency, provided that such a location results in greater efficiency and quality of service than any other location within the boundaries of the Agency. 6. Agency Budget The expenses and revenues of the Agency shall be budgeted and accounted for as provided by Local Budget Law. 7. Apportionment of Debt The debts, liabilities and obligations of the Agency incurred during the term of this Agreement shall be,jointly and severally, the debts, liabilities and obligations of the Parties to this Agreement. 8. Indebtedness of the District A. Channes in Tax Coordination The Withdrawal of the Cities results in changes in tax coordination with respect to the outstanding general obligation indebtedness and the liabilities of the District. The Parties shall within 90 days of the effective date of this Agreement determine their respective share of the indebtedness and liabilities and shall reach agreement among themselves and with the Washington County Assessor for continued payments on such indebtedness and liabilities. B. The Parties have previously determined that assumption of their respective portions of the District's outstanding bonded indebtedness will not bring the total of their individual obligations above any Constitutional or statutory debt limitation applicable to such Parties. 9. Employee Benefits/Personnel All Employees of the District shall become employees of the Agency. The Agency shall accept such employees with all existing benefits and salary, including, but not limited to, health, retirement, disability insurance, wages, vacation and compensatory time. Nothing in this subsection is intended to limit the Agency's authority to alter benefits or salary except as such authority is otherwise limited by this Agreement or by the provisions of ORS 236.605 to 236.650. If, during the term of this Agreement, the Agency proposes to lay off transferred employees of the District, such employees shall vrrtif be entitled to a minimum of six(6) months advance written notice before the effective date of the layoff 4 10. Exnenditures The Parties acknowledge that the withdrawals by Tigard, King City and Durham will significantly impact the operations of the District. During the term of this Agreement, the Parties desire to maintain the District as a viable unit of government. Accordingly, the Parties agree that the Agency will fund all reasonable and necessary expenses of the District and shall provide such staff assistance as is reasonably necessary. 11. Ordinance Ratifvinm this Agreement Prior to the effective date of this Agreement, each of the Parties shall enact an ordinance ratifying the creation of the Agency. The ordinance shall declare that it is the intent of the governing body of the Party enacting the ordinance to create the Agency by this Agreement; specify the effective date of this Agreement; set forth the public purposes for which the Agency is created; and describe the powers, duties and functions of the Agency. Not later than thirty(30) days after the effective date of this Agreement the parties shall file with the Secretary of State copies of the ordinances together with a statement containing the name of the Agency, the parties to this Agreement, the purpose of this Agreement and the effective date of this Agreement. 12. Effective Date The effective date of this Agreement is July 1, 1993. yaw DATED this day of , 19 . TIGARD WATER DISTRICT, OREGON by: Attest: CITY OF TIGARD, OREGON by: Attest: CITY OF DURHAM, OREGON by: Attest: CITY OF KING CITY, OREGON by: Attest: slow 5 INTERGOVERNMENTAL AGREEMENT FOR SUPPLY OF DOMESTIC WATER BETWEEN: TIGARD WATER DISTRICT, (the "District") OREGON AND: JOINT WATER AGENCY (the "Agency") Recitals: A. The District is a domestic water supply district existing under ORS 264 . The District provides domestic water service to residences and business located in certain unincorporated areas of Washington County. Until June 30, 1993 the District also provided domestic water service to all areas presently served by the Agency. B. The cities of Tigard, Durham and King City (collectively, the "Cities") have enacted ordinances pursuant to ORS 222 , effective July 1, 1993 , withdrawing their respective territories from the former boundaries of the District. C. The Cities and the District are currently evaluating the most efficient long-term structure for providing domestic water service and wish to continue this evaluation after July 1, 1993 . Pending completion of this evaluation, the Cities and the District desire have agreed to an interim form of governance for the provision of water service by creating the Agency through an intergovernmental agreement pursuant to ORS 190. 003 et seq. D. The District has negotiated water supply contracts with the cities of Portland and Lake Oswego (collectively, the "Agreements") , whereby those two cities supply water to the District for domestic purposes. A copy of the Agreements is attached hereto as Exhibit 1. The Agency presently does not have any agreements in place to obtain supplies of domestic water. E. The District has offered to provide to the Agency supplies of domestic water that the District receives, and the District has further offered to permit the Agency to use all of the facilities of the District in order to deliver the water to the businesses and residences within the boundaries of the Agency, on the terms of this Interim Intergovernmental Agreement For Supply of Domestic Water (the "Water Supply Agreement") . Agreements: The parties therefore agree as follows: INTERGOVERNMENTAL AGREEMENT - PAGE 1 3 IWO 1. Supply of Water. The District hereby agrees to provide to the Agency supplies of domestic water that the District receives from the cities of Portland and Lake Oswego through the Agreements. The Agency agrees to pay to the District all of the costs, fees and expenses charged to the District by the cities of Portland and Lake Oswego resulting from use of water received under the Agreements. The Agency further agrees to comply with all terms and conditions imposed upon the District by the Agreements. 2 . Use of District Facilities. The District hereby agrees to make all of the District's facilities (the "Facilities") available to the Agency for the purpose of delivering supplies of domestic water received under the Agreements to the businesses and residences located within the boundaries of the Agency. The facilities of the District shall be used to ensure a uniform level and quality of service for all residences and businesses within the boundaries of the Agency. Title to the Facilities shall at all times remain with the District. 3 . Maintenance of Property by the Aaencv. The Agency agrees that it will, at the Agency's own cost and expense, maintain, preserve and keep the Facilities in good repair and working order. The District shall have no responsibility to maintain, repair or make improvements or additions to the Facilities. Should the Agency fail to maintain, preserve and keep the Facilities in good repair and working order and if requested by the District, the Agency will enter into maintenance contracts for the Facilities in form approved by the District and with approved providers. 4. Liens, Taxes, Other Governmental Charges and Utility Charaes. The Agency shall keep the Facilities free of all levies, liens and encumbrances. The parties to this Agreement contemplate that the Facilities will be used for a governmental or proprietary purpose of the Agency and, therefore, that the Facilities will be exempt from all property taxes. The Agency will take such actions necessary under ORS 307. 112 to obtain said exemption. Nevertheless, if the use, possession or acquisition of the Facilities is determined to be subject to taxation, the Agency shall pay when due all taxes and governmental charges lawfully assessed or levied against or with respect to the Facilities. The Agency shall pay all gas, water, steam, electricity, heat, power, telephone, utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities. The Agency shall pay such taxes or charges as the same may become due; provided that, with respect to any such taxes or charges that may lawfully be paid in installments over a period of years, the Agency shall be obligated to pay only such installments as accrue during the then current fiscal year of the Lease Term. 5. Insurance. At its own expense, the Agency shall maintain (i) casualty insurance insuring the Facilities against INTERGOVERNMENTAL AGREEMENT - PAGE 2 f:\79\790026\2\supply.agt loss or damage by fire and all other risks covered by the standard *"' extended coverage endorsement then in use in the Agency's state and any other risks reasonably required by the District in an amount equal to at $ 5, 165 , 000 .00 , and, (ii) liability insurance that protects the District from liability in all events in an amount satisfactory to the District and (iii) worker's compensation insurance covering all employees working on, in, near or about the Facilities; provided that, with the District's prior written consent, the Agency may self-insure against such risks. All insurance proceeds from casualty losses shall be payable as hereinafter provided in this Agreement. The Agency shall furnish to the District, at the District's request, certificates evidencing such coverage. All such insurance shall be with insurers that are authorized to issue such insurance in the State of Oregon, shall name the District as an additional insured and shall contain a provision to the effect that such insurance shall not be canceled or modified materially and adversely to the interest of the District without first giving written notice thereof to the District at least ten (10) days in advance of such cancellation or modification. Such changes shall not become effective without the District's prior written consent, which consent shall not be unreasonably withheld. All such casualty insurance shall contain a provision making any losses payable to the District and the Agency as their respective interests may appear. 6. Inspection. The District shall have the right at all reasonable times during business hours to enter into and upon the Facilities for the purpose of inspecting the Facilities. 7 . Indemnification. The Agency hereby agrees to indemnify and hold harmless the District from and against any and all claims, losses, liabilities (including without limitation strict liability) , suits, obligations, fines, damages, judgments, injuries, administrative orders, consent agreements and orders, penalties, actions, causes of action, charges, costs and expenses, including without limitation attorneys' fees and consultants' fees ("Indemnified Loss") arising out of or in any way relating to a. ) personal injury, property damage, or any Indemnified Loss occurring thereby as a direct or indirect result of the Agency's use and operation of the Facilities, and b. ) personal injury, property damage, or any Indemnified Loss occurring thereby as a direct or indirect result of the Agency's employees' , guests' , or invitees' use of the Facilities. 8. Term. The term of the Agreement shall be July 1, 1993 through December 31, 1993, unless sooner terminated by the unanimous agreement of the Parties. 9 . Uniform Rates. The rates charged by the Agency for w providing water service to residences and businesses shall be INTERGOVERNMENTAL AGREEMENT - PAGE 3 f:\79\790026\2\supply.agt AIM\ uniform within the boundaries of the Agency. Notwithstanding the 101110 foregoing, the Agency may impose higher rates for providing water service to residences and businesses when the cost of providing such service is greater due to unusual circumstances, including but not limited to additional costs to pump water uphill to reach customers. Any higher rates imposed for providing water service shall be limited to covering the actual additional costs of providing such service. 10. Effective Date. The effective date of this Agreement is July 1, 1993 . DATED this day of , 19 TIGARD WATER DISTRICT By: Attest: JOINT WATER AGENCY Attest: By: vori INTERGOVERNMENTAL AGREEMENT - PAGE 4 f:\79\790026\2\supply.agt TIGARD WATER DISTRICT Resolution 10-93 A resolution to pay severance pay to Jeri L. Chenelle in accordance with terms of her employment agreement with Tigard Water District. Whereas, the Tigard Water District entered into an employment agreement with Jeri L. Chenelle on January 22, 1993, and Whereas, the agreement states that in the event of a transfer, consolidation or change in some governance structure, any successor or group of successor public bodies party to an ORS Chapter 190 agreement shall ratify and agree to be bound by the terms of this agreement by signing a letter of intent presented by the District prior to the effective date of any transfer, consolidation or dissolution, and Whereas, the City of Tigard, as a party to the 190 agreement creating the Joint Water Agency, chose not to ratify the agreement, Now, Therefore, be it resolved that the employment of Jeri L. Chenelle has been terminated without cause by the City of Tigard's decision not to continue her employment per the terms of the agreement. Be it further resolved that funds in a lump sum amount of$64,700 shall be paid to Jeri L. Chenelle on June 30, 1993, and $6,470 shall be deposited in her deferred compensation account effective June 30, 1993. Chair of the Board ATTEST: Administrative Director Now �. • /"4,0000 CITY OF TIGARD OREGON June 28, 1993 Mr. Bob Wyffels, Chair Tigard Water District Board P. O. Box 230000 8777 S.W. Burnham Tigard, OR 97223 Re: Water District Administrator's Contract Dear Chair Wyffels: For your information, the City Council of the City of Tigard %r.., decided not to affirm the administrator's contract at its meeting of June 24 , 1993 . Council stipulated that the term of the contract and the severance provision were unacceptable. Sincerely, Pa r ck J. Reilly Cit Administrator prc0628.93 fir.►' 13125 SW Hall Blvd., Tigard, OR 97223 (503) 639-4171 TDD (503) 684-2772 Ntiwe AGREEMENT PARTIES : Tigard Water District (A public body) and Jeri L. Chenelle RECITALS : 1 . The District desires to employ Jeri L. Chenelle as Administrator and to establish by this Agreement the tezms and conditions of her employment . 2 . Jeri L. Chenelle desires to accept employment as Administrator for the Tigard Water District . 3 . The parties desire to create an agreement which provides an inducement for Chenelle to remain in employment, to establish regular process for evaluating performance, and to provide a just means for ending the employment relationship at such time as she should become unable to discharge her duties due to some intervening event or condition or because the District desires to otherwise end the employment relationship. IT IS AGREED: 1 . Duties . The District shall continue to employ Jeri L. Chenelle as Administrator, to perform the functions and duties specified in the policies and procedures, rules and regulations of the District, as hereinafter set forth, and as prescribed or signed by the Board of Directors periodically. The Board of Directors vests in the Administrator day-to-day operational control of District operations, including primary responsibility for all aspects of employment relations, and reserves to the Board of Directors sole policy making authority and exclusive control over all matters of fiscal policy, budget and financial matters, including economic aspects of employment and labor relations . The authority of the Administrator, consistent with state law, shall include but not be limited to overall management, administration and direction of District operations; the hiring, disciplining and discharging of District employees; the negotiation, execution and administration of District policies within budget appropriations pursuant to District policy and ordinance or resolution; policy advice to elected officials and open communication with the community so as to foster responsive l'r""' and courteous public service. The Board of Directors agrees to a principal of noninterference in District administration necessary to the orderly and efficient implementation of District policy as established by the Board of Directors . The Board of Directors f-\I flflCA R\I(WAACA 117 eI"140 shall ensure that individual members will direct their concerns and communications to District employees through the Administrator. The Administrator shall respond promptly to all inquiries from members of the Board of Directors, whether made individually or collectively. 2 . Term of Agreement . Chenelle' s employment commenced on June 10 , 1992 . The term of this Agreement is indefinite. Unless the District notifies the Administrator to the contrary in writing thirty (30) days before the start of each remaining agreement year, it shall be deemed that the District has renewed this Agreement for one (1) year beyond the tei111 of that current Agreement . Unless the Administrator notifies the District to the contrary in writing at least thirty (30) days before the start of the remaining agreement year, the Administrator agrees to accept renewal of this Agreement as heretofore stated. If the term of the Agreement has not been exceeded in a particular year, it shall be allowed to reach its existing effective ending date . a. The foregoing paragraph shall take full effect upon execution of this Agreement and, absent notice as provided above to the contrary, shall automatically renew annually for the succeeding agreement year, which shall extend from July 1, 1993 to July 1, 1994 , and during like period each year thereafter. *00 b. The Administrator may resign at any time, subject only to the provisions of this Agreement relating to Notice . 3 . Outside Employment . The Administrator will not become employed by any other municipal employer, except a successor to the District, without consent of the Board. As used in this paragraph, the term "employed" shall not be construed to prevent occasional teaching, writing or consulting work, or employment which does not interfere with the Administrator' s ability to effectively discharge her assigned duties and responsibilities, or any activity engaged in with the prior written approval of the Board of Directors . 4 . Termination and Severance. a. Termination Without Cause. This Agreement may be terminated if authorized by paragraph 4 by the District, or by the Administrator for any reason whatsoever, upon the giving of thirty (30) days written notice to the other party. b. Termination For Cause . This Agreement may be terminated immediately in the sole discretion of the District if Employee shall be guilty of fraud, dishonesty, misappropriation of funds, embezzlement, or other act of misconduct in the rendering of the services on behalf of the District, or if Employee willfully and continuously fails or refuses to comply with the policies, standards and regulations of the District as are established periodically. 2 J:\LGI\CAB\10944CAB.AGM c. Severance Upon Termination. In the event Administrator is involuntarily terminated by the District before the expiration of the term of employment and during such time as the Administrator is willing and able to perform assigned duties, then in that event the District agrees to pay the Administrator a lump sum equal to twelve (12) months' pay (computed based upon current annual salary) , payable on a monthly basis at the same rate as provided for in this Agreement until such benefits are exhausted. However, if the Administrator is convicted of any illegal act involving personal gain to him, then the District shall have no obligation to provide for or pay severance payments . d. Severance Under Other Circumstances . If the District reduces the salary or financial benefits of the Administrator, or if the District refuses a written request that the District comply with any provision benefiting the Administrator in this Agreement, or if the Administrator resigns following public suggestion that she do so whether formal or informal by a majority of the Board of Directors, then the Administrator may, at her option, deem the Agreement to be involuntarily terminated at the date of such reduction or refusal to comply or resignation, and the severance pay Now provision under subparagraph (c) of this section shall apply. e. Vacation Payoff. Termination or resignation in good standing shall entitle the Administrator to a lump sum payment equivalent to all accrued vacation leave. f. Severance Upon Non-Renewal . Expiration of the Agreement term due to non-renewal by the District shall entitle the Administrator to severance as provided for in the event of involuntary termination. g. Voluntary Resignation. If the Administrator voluntarily resigns her position with the District before the expiration of the term of employment, then she shall give the District at least 30 days' notice in advance . 5 . Salary. Commencing on the effective date, the District agrees to pay the Administrator for services rendered in a work week of at least 32 hours an annual base salary of $61, 914, payable in installments at the same times as District employees are paid. In addition, the District agrees to review the base salary and other benefits of the Administrator at the annual performance review, which will be conducted in April of each year. The District will exercise good faith in attempting to increase the Administrator' s wages in an amount which keeps the salary level \vo' competitive in the local labor market . The District will maintain a salary differential for the Administrator in relation to the next highest paid employee of the District of at least 150, compounded hourly (currently $61, 914 . ) 3 1\I.Gl\CAR\10944CAR AGM 6 . Paid Time Off . The Administrator shall be entitled to paid time off (holidays, sick leave and vacations) with accrual , accumulation, and limitations consistent with District policies applicable to other executive employees of the District . The Administrator may request and the Board of Directors may approve paid compensation each year for up to fifty percent (500) of unused paid leave. 7 . Hours of Work. The parties recognize that the Administrator must devote a great deal of time outside of normal office hours to District administration. The Administrator is entitled to take management time off to such an extent as the Administrator deems necessary and proper during business hours, and otherwise, provided that time off taken does not interfere unduly with the performance of the Administrator' s duties . In addition, the compensation provided for in this Agreement is for a four day work week. The parties recognize, however, that the Administrator shall devote whatever time is necessary to accomplish her responsibilities . 8 . Automobile . The District shall provide the Administrator with a vehicle which may be used for reasonable personal use and for home/job travel . Mileage expenses will be reimbursed at the IRS rate. NIS 9 . General Expenses . The District shall reimburse the Administrator for expenses of a non-personal and generally job- related nature which are incurred, upon receipt of expense vouchers, receipts, statements or personally written justification request. The Administrator is authorized to expend District funds in the execution of District business and in representing the District at conferences and otherwise, to purchase materials for recognition of employees or volunteers, and to incur travel and lodging expenses in the conduct of District business . 10 . Dues and Subscriptions. The District will reimburse the Administrator for professional dues and subscriptions appropriate for her full participation in appropriate associations and organizations necessary and desirable for professional participation, growth and advancement, and to improve her performance of duties as Administrator. 11 . Professional Development . In accordance with District policy, the District shall budget and pay registration, travel and subsistence expenses of the Administrator for professional and official travel , meetings, and occasions deemed necessary or desirable to continue the professional development of the Administrator and to pursue official functions of the District . 12 . Fringe Benefits . The Administrator shall receive the same fringe benefits as other District non-bargaining unit w_" employees . These include disability, health and life insurance, retirement benefits, and other benefits paid for by the District 4 1 \LGI\CAB\10944CAB AGM for its executive employees, including at least 106- contribution to the District' s deferred compensation plan. 13 . Annual Goal Setting and Performance Evaluation. The Board of Directors shall be encouraged to periodically identify its concerns to the Administrator either by informal discussions with her, or by more formal means during executive sessions . The Board of Directors shall meet with the Administrator at least annually for the purpose of setting District goals and priorities . The Board of Directors and the Administrator shall meet at least annually to evaluate and assess the performance of the Administrator in meeting or progressing toward the goals formally adopted by the Board of Directors . Evaluations shall be in closed executive session. The salary and performances review shall be conducted in April of each fiscal year. In the event the Board of Directors determines that the performance of the Administrator is unsatisfactory in any respect or needs significant improvement in any ares, the Board of Directors shall describe these concerns in writing and in reasonable detail or with specific examples as to be objective and positive in nature. As provided in section 5 of this Agreement, the Administrator' s salary shall be reviewed at least annually after the performance evaluation has been communicated. 14 . Amendments . Amendment to this Agreement shall be in writing and signed by both parties . 15 . General Provisions . This Agreement shall be binding upon and inure to the benefit of the heirs-at-law and executors of the Administrator. If any provision of this Agreement is held to be invalid or unenforceable, the remainder of this Agreement shall be deemed severable and shall not be affected but shall remain in full force and effect . This Agreement shall bind the District and is intended to bind any successor of the District . In the event of a transfer, consolidation or change in some governance structure, any successor or group of successor public bodies party to an ORS Chapter 190 agreement shall ratify and agree to be bound by the terms of this Agreement by signing a letter of intent presented by the District prior to the effective date of any transfer, consolidation or dissolution (unless the ORS 190 agreement in general terms obligates the successor to be bound to the terms of the agreement) . In the event the District' s successor (s) does (do) not agree to be bound to the teLms of this Agreement, then this Agreement shall be deemed terminated without cause and District assets shall be set aside in an amount adequate to guarantee payment of the District' s obligations hereunder. 5 1:\LG1\CAB110944CAB.AGM 16 . Effective Date. This Agreement shall be effective commencing on -cbruary 1, 1993 . 3C--- 9-0-An. 993 . 3C-- . 1. , 1993 • gRj- Dated this _ day of January, 1993 . TIGARD WATER DISTRICT CeA:U g I 1 , 0 Of A4-(Ak- (A_ (A) Viii,/L/ Jer L. Chenelle Robert G. WyffelV Board Chaiiman 6 1:\LGI\CAB\10944CAB.AGM ( ( ( t TIGARD WATER DISTRICT BOARD OF COMMISSIONERS Steps for Resignations and Appointments June 29, 1993 Position Now 6/29 Step 1. 6/29 Step 2. 6/29 Step 3. 6/29 Sten 4. 1 Hill Hampton Hill Hampton Hill Hampton Hill Hampton Hill Hampton 2 John Haunsperger John Haunsperger *JH resigns 3 Bob Wyffels Bob Wyffels Bob Wyffels Bob Wyffels Bob Wyffels 4 Clarence Nicoli Clarence Nicoli *CN resigns Appoint John Haunsnereer John Haunsperger 5 Audrey Castile *AC resigns Appoint Bev Froude Bev Froude Bev Froude Robert C. Wyffels Chair, Board of Commissioners Tigard Water District 8777 SW Burnham Street Tigard, Oregon 97223 Dear Chair Wyffels: It has been my pleasure to serve as a member of the Board of Commissioners of the Tigard Water District. In order to facilitate the change in membership of the Board which will occur July 1, 1993, I am resignin my position as Commissioner of the Tigard Water District effective June 2 1993, at r°°/S. 'Noy Sincerely, larence Nicoli Robert C. Wyffels Chair, Board of Commissioners Tigard Water District 8777 SW Burnham Street Tigard, Oregon 97223 Dear Chair Wyffels: It has been my pleasure to serve as a member of the Board of Commissioners of the Tigard Water District. In order to facilitate the change in membership of the Board which will occur July 1, 1993, I am resigning my position as Commissioner of the Tigard Water District effective June - 1993, at %'t\DS,\& `4000 Sincerely, Audrey Castile Robert C. Wyffels Chair, Board of Commissioners Tigard Water District 8777 SW Burnham Street Tigard, Oregon 97223 Dear Chair Wyffels: It has been my pleasure to serve as a member of the Board of Commissioners of the Tigard Water District. In order to facilitate the change in membership of the Board which will occur July 1, 1993, I am resigping my position as Commissioner of the Tigard Water District effective June 29, 1993, at , I . Sincerely, ,--- `'oMr .�l, QGvYf John T. Haunsperger P