21-2181ORDINANCE NO. 21-2181
AN ORDINANCE OF THE CITY OF DENTON APPOINTING A CITY ATTORNEY;
AUTHORIZING THE MAYOR TO EXECUTE AN EMPLOYMENT AGREEMENT SETTING
THE COMPENSATION AND TERMS FOR THE CITY ATTORNEY; PROVIDING FOR THE
EXPENDITURE OF FUNDS; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, the City Council desires to employ Mack Reinwand as the City Attorney, and
he desires to accept employment with the City of Denton as the City Attorney; and
WHEREAS, the City Council finds that the appointment of Mack Reinwand as the City
Attorney and that approval of the attached Employment Agreement are in the best interest of the
City of Denton; NOW, THEREFORE:
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The findings and recitations contained in the preamble of this ordinance are
incorporated into the body of this ordinance.
SECTION 2. The City Council hereby approves the appointment of Mock Reinwand as
City Attorney for the City of Denton.
SECTION 3. The City Council hereby authorizes the Mayor to execute an Employment
Agreement setting forth the compensation and terms for the City Attorney on behalf of the City.
SECTION 4. The City expenditures provided for in the Agreement are hereby authorized.
SECTION 5. This ordinance shall become effective immediately upon its passage and
approval.
The motion toy approve this ordinance was made by / r� and
seconded by !t Sir `f%�i��rs�i , the ordi ance was passed and approved by
the following vote [.5' - -0j:
' e
Gerard Hudspeth, Mayor:
Vicki Byrd, District 1:
Brian Beck, District 2:
Jesse Davis, District 3:
Alison Maguire, District 4:
Deb Armintor, At Large Place 5:
Paul Meltzer, At Large Place 6:
PASSED AND APPROVED this the
ATTEST:
ROSA RIOS, CITY SECRETARY
APPROVED AS TO LEGAL FORM:
Abstain Absent
day of , 2021.
Z— ": � /-, //7 - - 7 �
GERARD HUDSPETH, MAYOR
CATHEE CLIFTO CITY ATTORNEY
BY:
Employment Agreement
Table of Contents
Section1: Licensure......................................................................................................................1
Section2: Term................................................................................................................................1
Section3: Duties.............................................................................................................................1
Section4: Compensation..............................................................................................................1
Section 5: Health, Disability, and Life Insurance and Other Benefits ..........................2
Section 6: Vacation, Sick, and Military Leave.......................................................................2
Section7: Automobile.................................................................................................................. 2
Section8: Retirement................................................................................................................... 3
Section 9. General Business Expenses.................................................................................... 4
Section 10. Involuntary Termination..................................................................................... 5
Section11. Severance.................................................................................................................... 5
Section12. Resignation................................................................................................................ b
Section13. Hours of Work..........................................................................................................7
Section 14. Ethical Commitments.............................................................................................. 7
Section15. Outside Activities.................................................................................................... 8
Section16: Indemnification.......................................................................................................8
Section17: Bonding...................................................................................................................... 8
Section 18: Other Terms and Conditions of Employment ............................................... 8
Section19: General Provisions................................................................................................. 9
Section 20. Performance Evaluation....................................................................................... 9
Employment Agreement
This Employment Agreement (this "Agreement"), made and entered into this the 4t" of
October, 2021 (the "Effective Date"), by and between the City of Denton, a Texas
municipal corporation (hereinafter called "Employer"), and Mack Reinwand (hereinafter
called "Employee"), both of whom understand and agree as follows:
Section 1: Licensure
Employee warrants and agrees that Employee is licensed to practice law in the State
of Texas without limitation. Employee must maintain Employee's license to practice
law in good standing throughout the term of this Agreement as a condition of
employment. Should the Employee no longer be authorized to practice law in Texas,
this Agreement will terminate immediately for good cause.
Section 2: Term
This Agreement shall remain in full force and effect from the Effective Date until
terminated by the Employer or Employee as provided in this Agreement.
Section 3: Duties
A. Employer employs the Employee as City Attorney to perform the duties specified in
the City of Denton Charter ("Charter") and City of Denton Code of Ordinances
("Ordinances") and the job description, and to perform other legally permissible and
proper duties and functions of the position.
B. It shall also be the duty of the Employee to hire, direct, assign, reassign, evaluate,
and terminate, as appropriate, employees of the City Attorney's Office consistent
with policies, Ordinances, Charter, state and federal law.
C. All duties assigned to the Employee by the governing body shall be appropriate to
and consistent with the professional role and responsibility of the Employee.
Section 4: Compensation
A. Base Salary; Employer agrees to pay Employee an annual base salary of Two
Hundred Thirty Thousand and no1100 Dollars ($230,000.00) and as set year to year
by the City Council in the future, payable in installments at the same time that the
other employees of the Employer are paid.
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B. This Agreement shall be automatically amended to reflect any salary increases that
are provided or required by the Employer's compensation policies to include all
salary increases on the same basis as applied to (a) other Council appointees, and
(b) cost of living adjustments to full-time non -civil service employees.
C. In addition, consideration shall be given on an annual basis to an increase in
compensation.
Section 5: Health, Disability, and Life Insurance and Other Benefits
A. The Employer agrees to make available medical, vision, dental and other benefits
and working conditions for the Employee and his/her dependents on the same basis
as which such benefits are made available to other full-time employees of the City
of Denton, in addition to any benefits specifically enumerated in this Agreement for
the benefit of Employee.
B. The Employer agrees to provide term life insurance for the Employee on the same
basis of base salary percentage as it provides to the City Manager. The Employee
can name the beneficiary of the life insurance policy.
Section 6: Vacation, Sick, and Military Leave
Employee shall accrue sick leave and vacation leave on an annual basis, at a
minimum, at the same rate as other regular full-time non -civil service employees of the
City of Denton, except that Employee will receive an additional 40 hours of paid
vacation leave. There shall be no cap on accruals of either sick leave or vacation
leave, and all accrued, unused vacation leave and sick leave shall be paid to Employee
at Employee's then -current rate upon separation or retirement. The Employee shall be
entitled to military reserve leave time pursuant to applicable law and policy.
Section 7: Automobile
The Employer agrees to pay to the Employee, during the term of this Agreement and
in addition to other salary and benefits herein provided, the sum of Four Thousand
Eight Hundred Dollars ($4,800) per year, payable monthly, as a vehicle allowance to
be used to purchase, lease, or own, operate and maintain a vehicle. The Employee
shall be responsible for paying for liability, property damage, and comprehensive
insurance coverage upon such vehicle and shall further be responsible for all expenses
attendant to the purchase, operation, maintenance, repair, and regular replacement of
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said vehicle. The Employer shall reimburse the Employee at the IRS standard mileage
rate for any business use of the vehicle beyond the greater DFW area. For purposes
of this Section, use of the car beyond the greater DFW area is defined as travel to
locations outside a fifty (50) mile radius of the City of Denton limits.
Section 8: Retirement
Employee will continue enrollment in the Texas Municipal Retirement System
("TMRS"). Employer agrees to make all TMRS contributions on the Employee's behalf,
including the amount normally deducted from the wages of an employee as well as the
Employer's share.
In addition to the base salary paid by the Employer to Employee and the amount paid
to TMRS on behalf of Employee, Employer agrees to pay an amount (consistent with
the IRS regulations) as determined by the Employer, but equal to at least six percent
(6%) of Employee's base salary into a retirement plan offered by the City of Denton
and designated by the Employee on the Employee's behalf. From time to time, at the
Employer's sole discretion as it deems necessary and appropriate (consistent with IRS
regulations), the Employer may increase the amount paid into a retirement plan offered
by the City. However, if six percent (6%) exceeds the allowable contribution for the
Employee under law, the Employer shall contribute an amount that is equal to
maximum contribution under law and the remainder shall be paid to the Employee in a
lump sum as taxable compensation. The Employer shall adopt a qualified 401(a)
defined contribution plan for the Employee. The 401(a) plan shall be established as an
employer -paid plan with contributions by the Employer. The 401(a) plan shall be
established under a written plan document that meets the requirements of the IRS
Code and such document is hereby incorporated herein by reference. The funds for
the 401(a) plan shall be invested in such investment vehicles as are allowable under
the IRS Code and the Employee shall make the sole determination as to how the funds
are invested.
Employee may participate in the 457 deferred compensation plan to the same extent
as all other employees.
If Employee retires pursuant to a qualified retirement plan, Employee shall be permitted
to continue to participate in the City's health insurance plan on the same basis as other
retirees from the City are permitted to do so, or, if such other retirees are not permitted
to do so, at the cost of Employee.
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Section 9. General Business Expenses
A. Employer agrees to budget and pay for licensing fees or charges that are required
of lawyers to practice law in the State of Texas and professional dues, including but
not limited to joining the International Municipal Lawyers Association, and
subscriptions of the Employee necessary for continuation and full participation in
national, regional, state, and local associations, and organizations necessary and
desirable for the Employee's continued professional participation, growth, and
advancement, and for the good of the Employer. Employer further agrees to pay
reasonable expenses associated with participation at the functions of such
organizations.
B. Employer agrees to budget and pay for travel and subsistence expenses of
Employee for professional and official travel, meetings, and occasions to
adequately continue the professional development of Employee and to pursue
necessary official functions for Employer, including but not limited to national,
regional, state, and local governmental groups and committees in which Employee
serves as a member.
C. Employer also agrees to budget and pay for distance learning programs and travel
and subsistence expenses of Employee for short courses, institutes, and seminars
that are necessary for the Employee's professional development and maintenance
of the Employee's required CLE obligations and for the good of the Employer.
D. Employer recognizes that certain expenses of a non -personal but job-related nature
will be incurred by Employee, and agrees to reimburse or to pay for those general
expenses. These expenses may include meals where Employer business is being
discussed or conducted and participation in social events of various organizations
when representing the Employer. These expenditures are subject to annual budget
constraints as well as state and Employer ethics and purchasing policies. The
finance director is authorized to disburse moneys to pay these expenses as a per -
diem amount in accordance with GSA rates or upon receipt of duly executed
expense or petty cash vouchers, receipts, statements or personal affidavits.
E. The Employer acknowledges the value of having Employee participate and be
directly involved in local civic clubs or organizations. Accordingly, Employer shall
pay for the reasonable membership fees and/or dues to enable the Employee to
become an active member in local civic clubs or organizations.
F. The Employer shall provide the Employee with all equipment customary and
necessary for performance of his or her employment, including computer, internet
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service, and mobile telephone, at the sole cost and expense of the City. Except for
de minimis use, Employee may use the equipment only as provided by Employer's
applicable policies.
Section 10. Involuntary Termination
A. For the purpose of this Agreement, involuntary termination shall occur when:
1. The majority of the governing body votes to terminate the Employee at a
properly posted and duly authorized meeting of the governing body.
2. If the Employer, citizens or legislature acts to amend any provisions of the
Charter pertaining to the role, powers, duties, authority, responsibilities of the
Employee's position that substantially changes the form of government or the
duties of the Employee, the Employee shall have the right to declare that such
amendments constitute involuntary termination.
3. If the Employer reduces the base salary, compensation or any other financial
benefit of the Employee, unless it is applied in no greater percentage than the
average reduction of all department heads, such action shall constitute a breach
of this Agreement and will be regarded as a termination.
4. If the Employee resigns at the request of the Employer, whether formal or
informal, then the Employee may declare an involuntary termination as of the
date of the request.
B. The Employer may terminate the Employee with or without good cause, at any time.
C. For purposes of this Agreement the term "good cause" is defined as follows:
1. Conviction of a felony;
2. Knowingly falsifying records or documents related to the Employer's activities;
or
3. Loss of license to practice law in the State of Texas.
Section 11. Severance
Employer must pay severance as described below to the Employee when employment
is involuntarily terminated without good cause.
A. Employer shall provide a minimum severance payment equal to all amounts then
due and owing to the Employee, plus twelve (12) month's salary at the then current
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rate of pay, less customary payroll deductions. This severance shall be paid in a
lump sum or in a continuation of salary on the existing biweekly basis, at the
Employee's option.
B. The Employee shall also be compensated for all accrued vacation leave and sick
leave.
C. If Employee elects to receive severance in a continuation of salary, insurance and
other benefits set forth in Section 5, leave accruals set forth in Section 6,
contribution to retirement in accordance with Section 8 shall continue for the same
period that salary is continued.
D. If Employee elects to receive severance in a lump sum, the Employer agrees to
make a contribution to the Employee's deferred compensation account on the value
of this compensation calculated using the then current annual salary of Employee
at the date of termination divided by two thousand and eighty (2080) hours. If the
amount of the contribution under this Section exceeds the limit under the Internal
Revenue Code for a contribution to the Deferred Compensation plan, the remainder
shall be paid to the Employee in a lump sum as taxable compensation.
E. If Employee elects to receive severance in a lump sum, for a minimum period of
one year following termination, the Employer shall pay the cost to continue the
following benefits:
1. Insurance and other benefits for the employee and all dependents as provided
in Section 5, after which time, Employee will be provided access to health
insurance pursuant to the Consolidated Omnibus Budget Reconciliation Act
("COBRA") or, if employee is eligible, as a retiree.
2. Any other available benefits to which the Employee is entitled under this
Agreement.
F. If the Employee is terminated for good cause, then the Employer is not obligated to
pay severance under this section but may be required to recognize and pay benefits
that have vested and to which Employee is entitled under the Employer's personnel
policies, state law or federal law.
Section 12. Resignation
Nothing in this Agreement shall prevent, limit or interfere with the right of the Employee
to resign at any time. In the event the Employee desires to resign employment, the
Employee shall give written notice to the Employer at least thirty (30) days prior to
separation. The Employer shall have no obligation to pay Attorney any further
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compensation after the expiration of the notice period. Upon the effective date of
resignation, the Employer shall pay to the Employee all accrued vacation leave and
other leave to which Employee is entitled under this Agreement or to which the City
Manager or any senior executive would be entitled if the City Manager or other senior
executive resigned. Failure to give the required thirty -day notice constitutes a waiver
and forfeiture of pay for all accrued vacation leave and other leave.
Section 13. Hours of Work
The Employee acknowledges the proper performance of the duties of the Employee
will require the Employee to generally observe normal business hours and will also
often require the performance of necessary services outside of normal business hours,
and to that end Employee shall be allowed to establish an appropriate work schedule.
The Employee agrees to devote such time as is necessary for the full and proper
performance of the Employee's duties and that the compensation herein provided
includes compensation for the performance of all such services. However, the
Employer intends that reasonable time off be permitted the Employee, such as is
customary for exempt employees so long as the time off does not interfere with the
normal conduct of the office of the Employee.
The Employee will devote full time and effort to the performance of the Employee's
duties, and shall remain in the exclusive employ of the Employer during the term of this
Agreement; provided that, with the prior consent of the Employer, the Employee may
accept temporary, outside professional employment which will not in any way interfere
with the performance of, or the Employee's availability for the performance of, the
Employee's duties hereunder. The term "outside professional employment" means
professional services provided to third parties for which the Employee is compensated
and which are performed on the Employee's time off. The Employer encourages the
Employee to accept invitations to speaking engagements, writing or other opportunities
to communicate with the community, subject to the rules regarding confidentiality and
attorney client privilege to make use of and share data and information with relevant
persons and groups, and encourages the Employee to participate in pertinent
seminars, groups, associations and organizations, as well as in informational meetings
with those individuals whose particular skills, expertise, or backgrounds would serve to
improve the capacity of the Employee to perform the Employee's Duties.
Section 14. Ethical Commitments
Employee shall not endorse candidates, make financial contributions, sign or circulate
petitions, or participate in fundraising activities for individuals seeking or holding
elected office in the governing body, nor seek or accept any personal enrichment or
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profit derived from confidential information, or holding office, or misuse of public time.
Employer shall support Employee in keeping these commitments by refraining from
any order, direction or request that would require Employee to undertake any of the
aforementioned activities. Specifically, neither the governing body nor any individual
member thereof shall request Employee to endorse any candidate, make any financial
contribution, sign or circulate any petition, or participate in any fund-raising activity for
individuals seeking or holding elected office, nor to handle any matter involving
personnel on a basis other than fairness, impartiality and merit.
Employee must abide by the standards of ethical conduct as set out in Texas
Disciplinary Rules of Professional Conduct and enforced by the State Bar of Texas,
and advises Employer of the contents of the Texas Lawyer's Creed — a Mandate for
Professionalism, as adopted by the Texas Supreme Court on November 7, 1989,
Section 15. Outside Activities
The employment provided for by this Agreement shall be the Employee's primary
employment. Recognizing that certain outside consulting or teaching opportunities
provide indirect benefits to the Employer and the community, the Employee may elect
to accept limited teaching, consulting or other business opportunities with the
understanding that such arrangements must neither constitute interference with nor a
conflict of interest with the Employee's responsibilities under this Agreement. Any
outside consulting or business opportunities shall be subject to prior approval by the
Employer.
Section 16: Indemnification
Employer shall provide legal defense and indemnification to Employee in accordance
with Chapter 2, Article VIII, of the City of Denton Code of Ordinances, as amended.
Section 17: Bonding
Employer shall bear the full cost of any fidelity or other bonds required of the Employee
under any law or ordinance.
Section 18: Other Terms and Conditions of Employment
The Employer, upon agreement with Employee, may fix other terms and conditions of
employment, as it may determine from time to time, provided such terms and conditions
are not inconsistent with or in conflict with any provisions of law.
Employer has appropriated, set aside, and encumbered, and does hereby agree to
budget and appropriate, set aside, and encumber, available and unappropriated funds
of the municipality in an amount sufficient to fund and pay all financial obligations of
Employer pursuant to this Agreement, including but not limited to the severance,
indemnification, and other benefits set forth in this Agreement.
Section 19: General Provisions
A. Merger. This written Agreement contains all the terms and conditions agreed upon
by the parties, and no other agreement, oral or otherwise, regarding the subject
matter of this Agreement shall be deemed to exist or to bind either of the parties, or
to vary any of the terms contained in this Agreement.
B. Amendments. The Employer and Employee by mutual written agreement may
amend this Agreement. Such amendments shall be incorporated into and made a
part of this Agreement.
Employer shall seek independent legal counsel to conduct an independent review
of changes to this Agreement during the course of the employment relationship.
C. Assignment. This Agreement may not be assigned by either party without the
written consent of the other party.
D. Severability. If this Agreement contains any unlawful provision not an essential part
of this Agreement and which shall not appear to have been a controlling or material
inducement to the making of this Agreement, the unlawful provision shall be
deemed of no effect and shall, upon agreement by the parties, be deemed stricken
from this Agreement without affecting the binding force of the remainder.
Optional Section 20. Performance Evaluation
A. Employer should annually review the performance of the Employee during the time
set aside each year for the performance review of other Council appointees subject
to a process, form, criteria, and format for the evaluation which shall be mutually
agreed upon by the Employer and Employee. Annually, the Employer and the
Employee shall define such goals and performance objectives which they
determine necessary for the proper operation of the Employer's organization in the
attainment of the Employer's policy objectives, and the Employer and the Employee
shall further establish a relative priority among those various goals and objectives
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to be reduced to writing. The annual performance reviews and evaluations shall be
reasonably related to the Employee's written job description and shall be based, in
whole or in part, on goals for the Employee's performance that are jointly developed
and adopted by the Employer and the Employee.
B. Unless the Employee expressly requests otherwise in writing, the evaluation of the
Employee shall at all times be conducted in executive session of the governing
body, unless Employee requests that the evaluation be open, and shall be
considered confidential to the extent permitted by law. Nothing herein shall prohibit
the Employer or Employee from sharing the content of the Employee's evaluation
with their respective legal counsel.
C. In the event the Employer determines that the evaluation instrument, format and/or
procedure are to be modified by the Employer, such modifications shall be adopted
by the Employer at least 9 months before being used to evaluate the Employee's
performance.
CITY OF DENTON
By:
Gerard Hudspeth, Mayor
MACK REINWAND
Signature:.�f,4
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A T.•
CITY SECRETARY
^1TYofDENTON, TEXAS