EMPLOYMENT AGREEMENT

ALBION CITY MANAGER

This agreement, made and entered into this ______ day of __________, 2018,
by and between the City of Albion, State of Michigan, a Municipal Corporation,
hereinafter referred to as "City," and LaTonya Rufus, hereinafter referred to as "City
Manager," herein agree as follows:

Whereas, the City Council and Mayor have been empowered to appoint and
remove the City Manager, as provided by the Albion City Charter; and

Whereas, the City desires to employ the services of LaTonya Rufus as City
Manager for the City of Albion; and

Whereas, it is the desire of the City to provide certain benefits, establish certain
conditions of employment, and to set working conditions of said City Manager; and

Whereas, it is the desire of the City to:

1. Secure and retain the services of the City Manager and to provide inducement
for her to remain employed as such;
2. Act as a deterrent against malfeasance, dishonest or personal gain on the part of
the City Manager;
3. Provide a means for discontinuing City Manager's service at such time as she
may be unable to fully discharge her duties due to disability or when City may
otherwise desire to terminate her employment; and

Whereas, LaTonya Rufus desires to accept employment with the City as City
Manager;

Therefore, in consideration of the mutual covenants contained here, the parties

herein agree as follows:

Section 1. Duties

The City hereby agrees to employ LaTonya Rufus as City Manager of the City to
perform the functions and duties of the office of City Manager as set forth in the
Albion City Charter and Ordinances, as well as the statutes of the State of
Michigan, and to perform other legally permissible duties and functions as the
Albion City Council and Mayor shall from time to time assign by majority vote and
as allowed by law;

The City Manager shall devote her full attention and effort to the office of City
Manager and perform the duties and functions of City Manager as described
above in a professional manner;

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Section 2. Status and Term

a. The City Manager shall serve at the pleasure of the City Council and
Mayor and shall be considered an at-will employee of the City;

b. Nothing in this agreement shall prevent, limit or otherwise interfere with

the right of the City Council and Mayor to terminate the employment of the
City Manager at any time for any reason;

c. Nothing in this agreement shall prevent, limit or otherwise interfere with

the right of the City Manager to resign at any time from her position with
the City;

d. The City Manager agrees to remain in the exclusive employ of the City,
while employed in the capacity of City Manager, and shall neither accept
employment nor become employed by any other employer without the
prior written approval of the City Council and Mayor. The term "employed"
(and derivations thereof) shall include employment by another legal entity
or self-employment;

e. This agreement is for a term not to exceed thirty (30) months, but is
renewable upon the mutual agreement of the parties herein;

Section 3. Administrative Leave

a. The City Council and/or the Mayor, having consulted with the City
Attorney, may place the City Manager on Administrative Leave, with full
pay and benefits at any time during the term of this agreement, in the
Council's and/or the Mayor's complete discretion.

b. Any pay or benefits given by the City during a period of Administrative

Leave shall be counted toward any obligations under the severance
provisions of this Agreement should the City Manager be terminated at the
end of a period of Administrative Leave.

Section 4. Termination and Severance Pay

a. Termination:

i. The City may terminate the employment of the City Manager, at

any time and without severance, if the City Council determines,
through a majority vote, that the City Manager has done any of the
following:

1) Violated any criminal or administrative law of any state,

municipality, or the federal government,

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 2) Engaged in immoral conduct,

3) Engaged in gross negligence of her duties as City Manager,

4) Engaged in any other act which would constitute just cause

for the termination of her employment

The City Manager shall have an opportunity to meet with the City
Council to present her position as to any allegations alleged under
this sub-section, prior to a vote by the Council under this sub-
section.

ii. In the event that the City Manager's employment is terminated for a
reason other than that described in Section 4, subsection (a)(i), the
City Manager shall be entitled to the severance package contained
in Section 4.

b. Except as provided in Section 4, sub-section (a) above, in the event the

City Council and Mayor terminates the employment of the City Manager,
during such time that City Manager is willing and able to perform her
duties under this agreement, then the City shall pay to the City Manager a
severance package as stated in sub-section (c) of this Section 4:

c. In the event the City Manager is terminated by the City under Section 4(b):

i. The City shall pay to City Manager the equivalent of six (6) months
pay of the manager’s salary. The salary rate for purposes of this
sub-section shall be determined as of the date of termination;

ii. Payment of severance shall be in the same interval as all other City
pay, or in a single lump sum payment, in the sole discretion of the
City;

iii. The City shall provide six (6) months of health and medical
insurance, following the date of termination or until such time as the
City Manager secures health and medical insurance through other
employment, whichever comes first. The City shall maintain and
pay for health and medical insurance in such amounts and on such
terms as are provided to other non-union City employees, however
no other benefits shall accrue during this period. The City Manager
remains responsible for the payment of any and all insurance
deductibles;

iv. The City shall pay the value of any unused and accrued Paid Time
Off;

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 d. The severance pay and any benefits beyond those required by COBRA
(Consolidated Omnibus Benefits Reconciliation Act of 1985), are
contingent on the City Manager executing a full release from liability to the
City from any known or unknown cause of action against the City by the
City Manager, including, but not limited to, any and all claims under any
statutory or common law theory, including all claims under the Elliott-
Larsen Civil Rights Act, the Handicapper's Civil Rights Act, the Bullard-
Plawecki Employee Right to Know Act, in addition to claims alleging
wrongful discharge, retaliatory discharge, age discrimination (including the
Age Discrimination in Employment Act and Older Workers Benefit
Protection Act), sex discrimination, racial discrimination, discrimination for
utilizing rights under the Worker's Disability Compensation Act, and any
other claims. The City Manager's severance pay is in consideration for the
release of liability.

e. In the event that the City Manager voluntarily resigns her position, the City
Manager shall give the City written notice at least thirty (30) days prior to
the last work day, excluding vacation time accrued, unless the City
Council and City Manager otherwise agree. Unless there is an agreement
to the contrary, if the City Manager fails to provide the notice required in
this sub-section to the City Council and Mayor, the amount of unfulfilled
notice time shall be deducted from the City Manager's accrued Paid Time
Off;

i. In the event the City Manager voluntarily resigns her position, the
resignation may only be withdrawn or rescinded upon the approval
of the City Council.

f. The City Manager agrees that after notice of termination or resignation,

the City Manager will facilitate an orderly transition of office. Specific
responsibilities during such transition may be specified in a written
separation agreement and release.

Section 5. Disability

a. If the City Manager becomes totally disabled or otherwise unable to

perform her duties due to sickness, accident, injury, mental incapacity or ill
health, she shall be eligible for disability leave upon exhausting all accrued
Paid Time Off if applicable. Disability Leave shall be unpaid and shall be
approved by the City Council and the Mayor for a period of time not to
exceed six (6) months. During that six-month period all other benefits shall
continue. If the City Manager is unable to return to work following the six-
month period, with or without reasonable accommodation, the City shall

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 have the option to terminate the employment of the City Manager, without
liability.

Section 6. Salary

a. The City agrees to pay the City Manager for her services rendered
pursuant to this agreement as follows:

i. For the first six (6) months of her employment, the City will pay the
City Manager, at the same regular intervals as other city
employees, a salary based on ninety-three thousand ($93,000.00)
dollars per year;

ii. For the period of the first seven to twelve (7-12) months of her
employment, the City will increase the annual salary of the City
Manager by three and one-half percent (3.5%) to ninety-six
thousand two hundred fifty-five $96,255.00 dollars per year. This
increase in salary is contingent on the City Manager receiving a
cumulative performance review score of satisfactory (3.0) or better
at the City Manger's six (6) month review;

iii. For the period following the first twelve (12) months of her
employment, the City will increase the annual salary of the City
Manager by three and one-half percent (3.5%) to ninety-nine
thousand six hundred twenty-three ($99,623.92) dollars and ninety-
two cents. This increase in salary is contingent on the City Manager
receiving a cumulative performance review score of satisfactory
(3.0) or better at the City Manger's twelve (12) month review;

b. In addition, the City may increase the salary and benefits of the City
Manager in such amounts and to such an extent as the City may
determine is appropriate on the basis of an annual review of the City
Manager;

Section 7. Performance Evaluation

a. The Mayor and City Council shall review and evaluate the City Manager's
performance at least once annually. This will, generally be done, in
advance of the adoption of the operating budget;

b. The Mayor and City Council shall review and evaluate the City Manager's
performance promptly after the first six (6) months of her employment and
again after the first twelve (12) months of her employment. Thereafter the
City manager's performance shall be evaluated on an annual basis;

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 c. Within the first 45 days of the City Manager’s employment, the Mayor and
City Council shall define such goals and performance objectives for the
City Manager which they determine necessary for the proper operation of
the City in the attainment of the City's policy objectives and shall also
establish a relative priority among the goals and objectives. The goals and
objectives shall be reduced to writing. The goals and objectives shall be
generally attainable within the time limitations as specified and annual
operating and capital budgets and appropriations provided.

d. The City Council shall provide the City Manager with their written
performance evaluations of the City Manager at least seven (7) days prior
to any meeting to discuss the evaluation. The City Council requests that
the City Manager notify the City Council or the City Clerk at least fourteen
(14) days prior to the meeting on the evaluation as to whether the City
Manager is seeking her evaluation in an open meeting or in a closed
session. Nothing in this section shall be construed to abrogate the City
Manager’s right to request a closed or open session outside the fourteen
(14) day time period referenced above as permitted by the Michigan Open
Meetings Act, MCL 15.261, et seq.

Section 8. Deferred Compensation Payments

a. The City and City Manager agree that the City Manager shall not be
entitled to any deferred compensation payments.

Section 9. Retirement

a. The City Manager shall be a member of the City's MERS Defined

Contribution Plan, with the City contributing seven (7%) percent of the City
Manager's annual salary.

b. Paid Time Off and Administrative Time – The City Manager shall receive
both Paid Time Off and Administrative Time, as set forth below. These
forms of leave shall be the only leave time paid directly by the City to
which the City Manager shall be entitled.

c. Paid Time Off – The City Manager shall receive two hundred (200) hours
of Paid Time Off annually upon the anniversary of her employment. Paid
Time Off for the City Manager shall continue to accrue at the same rate
and schedule as other City employees. The City Manager may use Paid
Time Off only in accordance with City policy and must accurately account
for such usage. The City Manager shall be able to carry over up to eighty
(80) hours of unused Paid Time Off from one year (measured by the
anniversary of her date of hire) to the next. At each anniversary of the

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 City Manager's date of hire, the City Manager will be paid for any unused
Paid Time Off, less two-weeks (eighty (80) hours).

d. Administrative Time - The City Manager shall receive sixteen (16) hours of
paid Administrative Time upon commencement of her employment, and
forty (40) hours on January 1 of each year thereafter. The City Manager
may use Administrative Time only in accordance with City policy and must
accurately account for such usage. Administrative time shall not carry
over from one calendar year to the next. There shall be no payment for
unused administrative time and any unused administrative leave
remaining on December 31 of any year shall be forfeited.

Section 10. Life and Disability Insurance

a. The City Manager shall receive a long-term disability insurance plan paid
for by the City. The plan shall be selected in the sole discretion of the City.
b. The City shall provide and pay for life insurance for the City Manager with
a total policy of $50,000.00.

Section 11. Health Insurance

a. The City Manager shall be provided with City health insurance on the
same terms and subjection to the same conditions as other non-union City
employees. Coverage shall take effect at the earliest possible date
allowed by health insurance provider for the City. The City Manager
recognizes that the City is covered by the Publicly Funded Health
Insurance Contribution Act, 15.561 et seq. The City Manager recognizes
that the City has the rights to make certain elections and allocations under
that act, and that the provision of health care to her shall be subject to
those elections and allocations. The City Manager’s deductible shall be
prorated for the 2018 calendar year.

Section 12. Other Benefits

a. The parties herein agree that all applicable provisions of the "Personnel
Policies for Non-bargaining Unit Employees", as may be modified from
time to time by the City, apply to the City Manager except as the terms
and conditions of this Agreement may preclude them or modify them. In
lieu of compensatory time, it is acknowledged that City Manager shall be
entitled to set, subject to the control of the Mayor and City Council, a
flexible work week schedule; and additionally, in recognition of the many
hours worked beyond the normal week, the City Council and Mayor may
from time to time authorize additional paid leave to be taken by the City
Manager, not to exceed five (5) calendar days per year.

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Section 13. Retiree Health Care

a. The City Manager shall be able to participate in the City’s Retirement

Health Savings Plan. The City Manager’s participation in the plan shall be
subject to the provisions of that plan which may be amended by the City
from time to time. The City also reserves the right to terminate that plan at
any time. However, and subject to the City’s rights, the City Manager shall
be required to contribute two (2%) percent of her salary to her retiree
health care plan. The City shall also contribute a matching two (2%)
percent to the City Manager's retiree health care plan. The total collective
annual contributions for the City Manager shall not exceed one thousand
($1,000.00) dollars per Internal Revenue Service Guidelines. The City
Manager shall have no entitlement to retiree health care from the City,
other than participation in the City’s Retirement Health Savings Plan.

Section 14. Residency

a. The City Manager agrees to move within twenty (20) miles of the outer
boundaries of the City within one hundred eighty (180) days of the signing
of this agreement.

b. Should the City Manager establish residency within the City, the City will
pay to the City Manager a one-time sum not to exceed six thousand five
hundred ($6,500.00) dollars for moving expenses. The City Manager will
be issued a check in advance, provide receipts to verify her moving
expenditures, and will refund to the City any unused funds within forty-five
(45) days of the date of this agreement.

c. The City Manager shall notify the Mayor within five (5) days of any change
of address.

Section 15. Vehicle

a. The parties herein acknowledge that the City has no obligation to provide
a vehicle allowance to the City Manager. The City Manager is responsible
for the purchase, maintenance, operation and repair of her own personal
vehicle. The City manager shall have access to a city owned vehicle for
purposes of travel, within the City of Albion, to meetings, as part of her
duties as City Manager. The City Manager must maintain a valid Michigan
Driver’s License in order to operate a city owned vehicle.

Section 16. Technology

a. The City shall provide the City Manager with a laptop computer and a
cellular phone. The cellular phone shall have internet service so as to be
able to provide a mobile hotspot for the City Manager's laptop computer.

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 The City Manager’s use of the laptop and cellular phone shall be subject
to, and conditioned upon, compliance with the City’s policies concerning
the use of technology.

Section 17. Professional Development

a. The City agrees to budget and to pay reasonable amounts for the City
Manager's travel and subsistence expenses for professional and official
travel, meetings and occasions adequate to continue the City Manager's
professional development and to pursue necessary official and other City
functions, including, but not limited to the annual conference of the
International City/County Management Association, winter and summer
MCMA meetings and the Michigan Municipal League annual meeting.

Section 18. General Expenses

a. The City recognizes that certain expenses of a non-personal nature and

generally job-affiliated nature are incurred by the City Manager, and
hereby agrees to reimburse or to pay said general expenses and the duly
authorized agent of the City if hereby authorized to disburse such monies
to the City Manager upon receipt of duly executed expense or petty cash
vouchers, receipts or statements. This authorization is subject to Albion
Code Section 2-384(a) and budget appropriation.

Section 19. Financial Disclosure

a. The City Manager shall report to the City Council and Mayor any
ownership interest in real property within the City of Albion, excluding her
personal residence. Also, the City Manager shall report in writing to the
Mayor and City Council any financial interest in a firm doing work for the
City or from whom the City intends to make a purchase. Such reporting
shall be made in writing in accordance with the procedures described by
state law (MSA 4.1700 (51), et. seq.) promptly after the execution of this
agreement.

Section 20. Suggestions, Concerns, or Complaints

a. The Mayor and the City Council, individually and collectively, shall refer in
a timely manner all suggestions, concerns, or complaints called to their
attention to the City Manager for study and/or appropriate action. The City
Manager shall investigate the matter(s) and inform the council of the
results of the investigation and any action(s) taken.

Section 21. Membership in Other Organizations

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 a. The Manager agrees to seek City Council approval, before joining any
other local, county, or state governmental board or commission. This
provision shall not apply to any boards or commission that the City
Manager is obligated to serve on by ordinance, charter, or state statute.
When serving on any board or commission, whether public, private, or
non-profit, the City Manager shall make best efforts to avoid any conflicts
of interest with her role as City manager. Additionally, the City Manager
shall not represent her individual opinion and/or position as the opinion
and/or position of the City of Albion without the express permission of the
City Council.

Section 22. Communication

a. The City Manager shall make best efforts to regularly communicate with
the City Council and to keep the City updated with information as to city
projects, grants, budgets, and any other information the City Council may
request.

Section 23. Council-Manager Relationship

a. The City Manager agrees to respect and adhere to the Council-Manager

form of government. The City Manager recognizes that the City Council
determines matters of City policy. The City Manager shall execute the
policy as determined and set forth by the City Council and shall not
attempt to influence the policy determinations of the City Council. The City
Manager agrees to abide by the International City/County Management
Association (ICMA) Code of Ethics with Guidelines (adopted June 2018),
which are adopted by reference as though fully set forth herein. Nothing in
this provision shall be deemed to prohibit the City Manager from providing
guidance and information to the City Council on pertinent matters of city
business. Additionally, nothing in this provision shall be construed to
prevent the City Manager from participating in voting as part of the political
process in her individual capacity as a resident of the City.

Section 24. Insurance

a. The City shall provide insurance which will defend, and provide liability
coverage for the City Manager against any action arising out of an alleged
act or omission occurring in the performance of the City Manager's duties
as an employee or officer of the City, other than an action brought by the
City against the City Manager or an action filed against the City by the City
Manager. Such acts shall include, but are not limited to any: tort,
professional liability claim or demand, or other non-criminal legal,
equitable or administrative action. The City shall pay the reasonable
expenses for the travel, lodging, meals and lost work time of the City
Manager, should the City Manager be subject to an action pending or

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 commenced after termination of the City Manager. The City shall be
responsible for and have authority to compromise and settle any action,
without prior consultation with City Manager, and pay the amount of any
settlement or judgment rendered thereon. City Manager shall cooperate
fully with the City in the settlement, compromise, preparation of the
defense, or trial of any such action.

Section 25. Bonding

a. The City shall bear the full cost of any fidelity or other bonds required of
the City Manager under any law or ordinance.

Section 26. Notices

a. Notices pursuant to this Agreement shall be considered given by

depositing in the custody of the United States Postal Service, certified
mail, postage prepaid, addressed to City Hall, 112 W. Cass Street, P.O.
Box 90, Albion, Michigan, 49224-0090, and to the City Manager's home
address on file in this Personnel Office. Alternatively, notices required
pursuant to this Agreement may be personally served or served in the
same manner as is applicable to civil suits in the State of Michigan under
the Michigan Court Rules. Notice shall be deemed given as of the date of
personal service or as of the date of deposit of such written notice in the
course of transmission in the United States Postal Service.

Section 27. General Provisions

a. The text of this agreement constitutes the entire Agreement between the
City and the City Manager.

b. Should either party hereto be forced to resort to legal action to force

compliance of any section of this agreement, the other party shall be liable
for reasonable costs and attorney fees of the prevailing party.

Section 28. Severability

a. If any provision of this agreement, or any portion thereof, is found to be

unconstitutional, invalid or unenforceable, the remainder of this
Agreement, shall be deemed severable, and shall remain in full force and
effect.

Section 29. No Oral Modification

a. This agreement may only be modified upon the agreement of both the City
and the City Manager in writing, after consulting with the City Attorney;

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 Section 30. Litigation Venue

a. The parties herein agree that any and all claims arising out of this
agreement shall be exclusively litigated in the County of Calhoun, State of
Michigan, through the 10th District Court or 37th Circuit Court;

Section 31. Choice of Law

a. This agreement shall be construed and interpreted under the laws of the
State of Michigan;

Section 32. Effective Date

a. This agreement is effective on October 8, 2018, following the signature of

both parties;

IN WITNESS WEREOF, THE CITY OF ALBION has caused this agreement to

be signed and executed on its behalf by its Mayor and duly attested to by its City Clerk,
and the City Manager has signed and executed this Agreement, in duplicate, on the
date indicated below.

__________________________ __________________________
THE CITY OF ALBION LATONYA RUFUS
Garrett Brown, Mayor City Manager

Dated:_____________________ Dated:_____________________

ATTEST: Approved as to Form Only:

__________________________ __________________________
Jill Domingo, Clerk Cullen C. Harkness, City Attorney

Dated:_____________________ Dated:_____________________

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