HomeMy WebLinkAboutAdam Lincoln - City Manager Employment Agreement
CITY MANAGER EMPLOYMENT AGREEMENT
BETWEEN CITY OF PASCO, WASHINGTON
AND
ADAM R. LINCOLN
This Employment Agreement (“Agreement”) is entered into by and between the City of Pasco,
Washington, a municipal corporation (“Employer” or “City”), and Adam R. Lincoln
(“Employee”), for City Manager services, individually a “party” and collectively the “parties.”
Both parties agree as follows:
SECTION 1: TERM AND AT-WILL EMPLOYMENT
The City Manager shall be an at-will employee who serves at the pleasure of the City Council
and for an indefinite term pursuant to RCW 35A.13.130, as now enacted and hereafter amended,
and may be removed by a majority vote of the City Council consistent with the provisions of
chapter 35A.13 RCW and Sections 9 and 10 of this Agreement.
SECTION 2: DUTIES AND AUTHORITY
Employer agrees to employ Employee as City Manager to perform the functions and duties
specified in chapter 35A.13 RCW, and to perform other legally permissible and proper duties
and functions as agreed to by Employer and Employee. The City Manager is subject to the
provisions of the Pasco Administrative Orders or future employee handbook, incorporated by
reference herein and as hereafter amended, except for any provisions of the orders or handbook
that are inconsistent with this Agreement or state laws regulating the office of City Manager
under chapter 35A.13 RCW. The Employee shall perform all duties with reasonable care,
diligence, skill and expertise.
SECTION 3: COMPENSATION
A. Base Salary. Employer shall pay the Employee an annual base salary of $218,000.
B. Consideration shall be given on an annual basis to increased compensation. Increased
compensation may be in the form of a salary increase, bonus, benefits, or other such
consideration as the Employee and City Council may agree upon. Such consideration will
be based on merit as determined by a performance evaluation consistent with Section 11
of this Agreement.
C. Employer shall adjust the compensation each year by the amount of any COLA granted
to other director-tier employees. The Employer agrees to additional increases necessary
to maintain a 5% salary differential between the City Manager and the next highest paid
salaried subordinate who is also a City of Pasco employee.
D. Employer shall not reduce Employee’s salary or other financial benefits paid to
Employee in a percentage greater than any reduction applicable to all other city non-
represented employees.
E. This Agreement shall automatically be amended to reflect any salary adjustments that are
provided or required by Employer’s compensation policies.
SECTION 4: RETIREMENT AND DEFERRED COMPENSATION BENEFITS
A. Retirement. The Employer shall make required employer contributions on the
Employee’s behalf into the Public Employees’ Retirement System Plan.
B. Deferred Compensation. Employee shall be allowed to participate in the City’s deferred
compensation plan and the City will contribute an amount equivalent to 7% of
Employee’s annual salary in a 401/457 retirement account subject to and in accordance
with the terms of the plan and Internal Revenue Code requirements.
C. Parity with Director-Tier Employees. Employer shall provide all current and future
benefits provided to other director-tier employees in the same manner as provided in the
City’s personnel procedures, unless otherwise specifically addressed in this Agreement.
Such benefits are in addition to the other benefit provisions of this Agreement.
SECTION 5: HEALTH, DISABILITY, AND LIFE INSURANCE BENEFITS
A. Employer shall provide and pay the premiums for medical, dental, and vision insurance
for Employee and his dependents for coverage levels equal to that which is provided to
all other City employees.
B. Employer shall provide Employee with the same life, disability, and other insurance
policies provided to, or as may be provided to all other director-tier employees.
SECTION 6: VACATION, SICK LEAVE, AND PAID HOLIDAYS
A. Vacation Accrual. Employee shall accrue vacation time at a rate of twenty-four (24) days
(192) hours per year. The annual cap for the Employee shall be 288 hours, or as
otherwise provided to all director-tier employees. Additionally, Employee is eligible for
any vacation buy-back that other director-tier employees are allowed.
B. Sick Leave Accrual. Employee shall accrue sick leave at the rate of eight (8) hours per
month of employment, or as may be provided to all other director-tier employees.
C. Paid Holidays. Employee shall receive the same paid holidays as other City employees.
D. Unused Vacation and Sick Time. In the event the City Manager’s employment is
terminated either voluntarily or involuntarily, the City Manager shall be compensated for
all unused vacation time and sick time at the rates that all director-tier employees would
be compensated.
SECTION 7: AUTOMOBILE AND TRAVEL
Employer shall pay to employee an allowance of $500 per month for automobile and travel
expenses effective May 1, 2023, to be applied consistent with City Policy.
SECTION 8: GENERAL BUSINESS EXPENSES
A. Subject to sufficient budget resources and as set forth in the adopted City budget,
Employer shall budget and pay for the following business-related expenses:
1. Professional dues and subscriptions of Employee necessary for continuation and full
participation in national, regional, state, and local associations, and organizations
necessary and desirable for Employee’s continued professional participation, growth,
and advancement, and for the good of the employer;
2. 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 ICMA conferences, state association of cities, and such other national,
regional, state, and local governmental groups and committees in which Employee
serves as a member;
3. Travel and subsistence expenses of Employee for short courses, institutes, and
seminars that are necessary for Employee’s professional development and for the
good of Employer; and
4. Employee’s Technology Needs. Employer requires Employee to have certain
technology, such as laptops, cellphone, tablet, or other devices and software paid for
or reimbursed by Employer. Upon Termination, Employee return the technology to
Employer. The devices shall be used for business consistent with City policies.
B. Employer shall reimburse Employee for normal and customary business expenses
incurred by Employee consistent with the administrative orders or employee handbook.
The City Finance Director is authorized to make such reimbursements after receipt of
duly executed expense or petty cash vouchers, receipts, statements, or personal
declarations.
C. Employer acknowledges the value of having Employee participate and directly involved
in local civic clubs or organizations. Accordingly, Employer shall pay for the reasonable
membership fees, meals, and/or dues to enable Employee to become an active member in
local civic clubs or organizations.
SECTION 9: TERMINATION AND SEVERANCE
For purposes of this Agreement, termination shall not include the voluntary resignation of
Employee pursuant to Section 10 herein. Should Employer terminate this Agreement with
Employee, Employer shall provide Employee with 60 days written notice of termination. Upon
termination of this Agreement pursuant to this Section 9 for any reason other than just cause,
Employer shall provide Employee a lump-sum payment equal to the value of eight (8) months of
Employee’s highest base salary and retirement and health benefits and Employee’s selected
COBRA coverage for Employee and Employee’s family, as well as other benefits to include life-
insurance coverage, and short and long-term disability. The City Manager’s receipt of any
severance is conditioned upon the City Manager executing a release of claims agreement that is
deemed satisfactory by the City Council and Employee.
For purposes of this Agreement, the term “just cause” shall include acts, errors or omissions that
discredit the City, as determined by the majority of the City Council; intentional violation of any
lawful duty; any unauthorized disclosure of any confidential information of the City; any act of
dishonesty, fraud, embezzlement, or theft; conviction of any felony or misdemeanor involving
moral turpitude or a material breach by the City Manager of this Agreement. In the event the
City terminates this Agreement for just cause, no severance will be paid.
SECTION 10: RESIGNATION
In the event that Employee voluntarily resigns his position with Employer, Employee shall
provide a minimum of 60 days written notice unless the parties agree otherwise. In the event that
Employer initiates the early release, it agrees to make payment of a sum equal to the value of pay
and benefits, as set forth in Agreement, for the balance of the sixty (60) day period. In the event
the Employee initiates the early release, he shall not be entitled to payments for the time beyond
his final work date, unless the parties agree otherwise.
SECTION 11: PERFORMANCE EVALUATION
The City Council will initiate meeting with Employee and establish the major goals, objectives,
and specific issues that are to be key priorities of the City Council, from which Employee will
take direction in performing the duties of City Manager. The goals may be amended in writing as
the City Council may from time to time determine in consultation with Employee. The City
Council may grant the Employee additional compensation based on the results of the Employee’s
performance evaluation, and the additional compensation, if any, shall take effect the first regular
salary payment in January of the calendar year following the performance evaluation (for
example, in January 2024 for the performance evaluation conducted in December of 2023). The
City Council shall initiate the formal review and evaluation of the performance of Employee
annually in approximately November/December of each year, based upon the specific written
goals and objectives developed jointly by the City Council and Employee.
SECTION 12: OUTSIDE ACTIVITIES
The employment provided for by this Agreement shall be Employee’s sole employment.
Recognizing that certain outside consulting or teaching opportunities provide indirect benefits to
Employer and the community, Employee after approval by the City Council may elect to accept
limited teaching, consulting, or other opportunities with the understanding that such
arrangements shall not interfere, nor constitute a conflict of interest, with Employee’s
responsibilities under this Agreement.
SECTION 13: BONDING
Employer shall bear the full cost of any fidelity or other bonds required of Employee under any
law or ordinance.
SECTION 14: OTHER TERMS AND CONDITIONS OF EMPLOYMENT
A. Duty to Maintain Confidentiality. Employee’s position is managerial, and occupies a
position of confidentiality involving personnel, labor relations, and legal matters.
B. Indemnification and Insurance. Consistent with Pasco Municipal Codes, the City shall
indemnify, insure, and hold harmless Employee for all acts arising out of scope of
Employee’s employment. During employment as City Manager, Employer shall provide
to Employee separate legal counsel, if the City cannot represent Employee, for any and
all civil legal actions brought against Employee arising from the lawful discharge of
duties and within the scope of employment as City Manager. The City shall provide
professional liability insurance at the City’s sole cost and expense to cover actions taken
by Employee during the course and scope of Employee’s employment.
C. Ethics. Employee shall be bound and shall act in accordance with the ICMA Code of
Ethics as currently written or as amended throughout the Employee’s term as City
Manager.
D. Residency Not Required. Consistent with RCW 35A.13.050, Employee need not be a
resident of the City of Pasco.
SECTION 15: NOTICES
Notice required pursuant to this Agreement shall be given by personal service or upon depositing
in custody of the United States Postal Service, postage prepaid, addressed as follows:
EMPLOYER:
City Council c/o City Clerk. City of Pasco P.O. Box 293, 525 N. 3rd Avenue, Pasco, WA 99301
EMPLOYEE:
Adam R. Lincoln c/o home address in personnel file
The Parties may designate a different address for notice upon written notice to the other party.
Notice shall be deemed given as of the date of personal service or as the date of deposit of such
written notice in the course of transmission in the U.S. Postal Service.
SECTION 16: GENERAL PROVISIONS
A. Integration. This Agreement sets forth and establishes the entire understanding between
Employer and Employee relating to the employment of Employee by Employer. Any
prior discussions or representations by or between the parties are merged into a rendered
null and void by this Agreement. The parties by mutual written agreement may amend
any provision of this Agreement during the term of the Agreement. Such amendments
shall be incorporated and are a part of this Agreement.
B. Binding Effect. This agreement shall be binding on Employer and Employee as well as
their heirs, assigns, executors, personal representatives, and successors in interest.
C. Severability. The invalidity or partial invalidity of any portion of this Agreement shall not
affect the validity of any other provision. In the event that any provision of this
Agreement is held to be invalid, the remaining provisions shall be deemed to be in full
force and effect as if they have been executed by both parties subsequent to the
expungement or judicial modification of the invalid provision.
D. No Third-Party Beneficiaries. The parties enter into this Agreement for their convenience
alone, and there are no third-party beneficiaries to this Agreement.
E. Dispute Resolution. This Agreement has been and shall be construed as having been made
and entered into and delivered within the State of Washington and it is agreed by each party
hereto that this Agreement shall be governed by the laws of the State of Washington.
In the event of a dispute regarding the enforcement, breach, default, or interpretation of
this Agreement, the Project Administrators, or their designees, shall first meet in a good
faith effort to resolve such dispute. In the event the dispute cannot be resolved by
agreement of the parties, said dispute shall be resolved by arbitration pursuant to RCW
7.04A, as amended, with both parties waiving the right of a jury trial upon trial de novo,
with venue placed in Pasco, Franklin County, Washington. The substantially prevailing
party shall be entitled to its reasonable attorney fees and costs as additional award and
judgment against the other.
F. Legal Consultation and Equal Opportunity to Draft. The parties have the opportunity at
their own expense to seek legal assistance and review of all matters connected with this
Agreement. The parties have participated in, and had an equal opportunity to participate
in, the drafting of this Agreement. No ambiguity will be construed against any party upon
a claim that such party drafted the ambiguous language.
G. Effective Date. The effective date of this Agreement is set forth in the parties’ signatures
below.
H. Interim City Manager Agreement Terminated. With the appointment of Adam R. Lincoln
as City Manager, the Interim City Manager Agreement between the parties, dated
November 1, 2022 and supplemented on March 6, 2023, is hereby terminated.
EMPLOYER EMPLOYEE
__________________________________ ________________________________
Blanche Barajas, Mayor Adam R. Lincoln
Date:___04/25/23________________ Date:_____04/25/23________
Attest:
_________________________________
Debra Barham, CMC
City Clerk