Winning Employment Contracts

Transcription

1 ACWA/Joint Powers Insurance Authority 2012 Fall Conference Winning Employment Contracts Presented by: Neal Meyers and Golnar Fozi Meyers Fozi, LLP December 4, 2012 Manchester Grand Hyatt San Diego, California

2 11/27/2012 ACWA-JPIA FALL CONFERENCE 2012 Executive Employment Contracts Presented by: Meyers Fozi, LLP Neal Meyers and Golnar Fozi 1 Presentation Overview Nature and purpose of the executive employment agreement Elements of a common agreement Statutory restrictions and limitations Brown Act meeting and disclosure issues 2 Nature and Purpose Typically, an agency executive is an at-will employee who serves at the pleasure of the appointing political board or body. Examples County Water District- Water Code The General Manager shall each receive compensation determined by the board and shall serve at the pleasure. Water replenishment Districts- Water Code the board shall appoint by majority vote a general manager define their duties and fix their compensation, and shall serve at the pleasure of the board. Irrigation Districts- Water Code The board shall: (a) Employ agents, officers and employees as required. (b) Prescribe their duties and fix their salaries. 3 1

3 11/27/2012 Pleasure Employment Pleasure Employment means that such employment is subject to termination without cause. The courts will rarely interfere with the discretion given to the legislative branch to determine which at-will employees an agency decides to retain. The courts will generally refrain from any attempt to substitute their own judgment for that of responsible legislative officers. (Bogacki v. Bd. Of Supervisors of Riverside (1971) 5 Cal.3d 771) Court intervention for non-executive public employees given vested due process rights established by internal policies, collective bargaining agreements, personnel rules, civil service rules, etc. (Skelly v. State Personnel Board (1975) 15 Cal.4 th 194) 4 Seeking Security A agency executive such as a general manager may commonly leave a secure job at another agency or take a promotion from a secure lower level position. One purpose of executive agreements is the executive s desire to seek some form of severance pay in a political environment where his or her job may hinge on a single vote or the latest election. 5 Agreements Not Required By Law An agency may choose not to enter into a written agreement with its executive. Compensation, benefits and duties may simply the conferred by resolution. No form of termination security is legally required. The issue will be whether the quality and pool candidate will suffer. Business decision 6 2

4 11/27/2012 Key Agreement Elements and Terms At-Will acknowledgement Term Compensation Pension Merit Increases Duties Benefits Insurance, vacation, automobile Evaluations Termination with and without cause GC Section clause Indemnification 7 At-Will Acknowledgement At-will pleasure appointment acknowledgement The contract must avoid language which could be construed as creating due process rights in an at-will setting.. Lucas v. Santa Maria Public Airport District (1995) 39 Cal.App.4 th 1017 PUC code conferred District the right to employ an GM at its pleasure. (Pleasure appointment) District entered into GM contract providing that the District can terminate the GM for any reason the Board determines in their discretion to be just with severance pay based on the number of months left on the contract term, up to 18 months. A taxpayer sued, claiming that entering into any form of written agreement was inconsistent with the pleasure employment requirement Court disagreed since the contract properly reserved in the Board the right to terminate for any reason at their discretion. But it had not. Lesson: The agreement should contain an affirmative acknowledgement that the agreement is not intended to alter the executive s at will pleasure appointment 8 At-Will Acknowledgement Sample Language It is expressly understood that Employee, in his capacity as District General Manager, is an at-will employee serving at the pleasure of the Board, subject to termination at any time, with or without cause, and with no right to any hearing, including any so-called Skelly hearing. Nothing in this Contract shall prevent, limit, or otherwise interfere with the right of theemployeeorthedistricttovoluntarilyterminate this Contract. 9 3

5 11/27/2012 Term: G.C : Contractual provision regarding maximum cash settlement (a) All contracts of employment between an employee and a local agency employer shall include a provision which provides that regardless of the term of the contract, if the contract is terminated, the maximum cash settlement that an employee may receive shall be an amount equal to the monthly salary of the employee multiplied by the number of months left on the unexpired term of the contract. (b) However, if the unexpired term of the contract is greater than 18 months, the maximum cash settlement shall be an amount equal to the monthly salary of the employee multiplied by Term 53261: Inclusion of health benefits in cash settlement The cash settlement specified in Section shall not include any other noncash items except health benefits, which may be continued for the same duration of time as covered in the settlement, pursuant to the same time limitations as provided in Section 53260, or until the employee finds other employment, whichever occurs first. 11 Term Page v. Miracosta College Wrongful termination suit filed by former District President and Superintendent. After contentious litigation, the parties settled at mediation for amounts intended to include damages for employment related claims. Taxpayer sues. Claims the settlement was a gift of public funds and unenforceable because the amount exceeded the 18 month severance limitation. HELD: The settlement violated section and it was unenforceable. Lesson: Cannot use a cash settlement in a wrongful termination suit to circumvent the 18 month limitation. 12 4

6 11/27/2012 Compensation Limitations for Executives After January 1, 2012, any contract executed or renewed between a local agency and a local agency executive shall not provide for the following: (a) An automatic renewal of a contract that provides for an automatic increase in the level of compensation that exceeds a cost-of-living adjustment. (b) A maximum cash settlement that exceeds the amounts determined pursuant to [Section 53260]. Government Code section Which Elements of Compensation Are Involved? Government Code section : "Compensation" means: Annual salary Stipend Bonus 14 What Cost of Living Standard Is Used? AB 1344 measures automatic compensation increases against the Consumer Price Index for Urban Wage Earners and Clerical Workers as calculated by the Department of Industrial Relations ( This is not necessarily the same as the revenue limit COLA assessed by the State, which is based on the implicit price deflator for goods and services published by the U.S. Department of Agriculture 15 5

7 11/27/2012 Severance With and Without cause provisions Elements Cause Remember: Cause in executive contracts does NOT relate to cause for termination. Termination must remain at-will or it is likely unenforceable. Rather, cause relates to the executive s right to severance and other benefits. If cause- No severance right Without cause-severance right (Statutory limitations) Without Cause-Sample Language Without Cause. At any time during the Term of this Agreement, the [Agency] may remove and terminate Manager without cause upon notice delivered in writing. However, in case of removal or termination without cause, Manager shall be entitled to all benefits of [severance provision], below, as allowed by law. 16 Cause - General Example One of a general Cause clause-- 1. Acts in bad faith and to the detriment of the District; 2. Refuses or fails to act in accordance with any specific direction or order of the Board of Directors; 3. Exhibits in regard to his employment: a. Unfitness for service b. Misconduct c. Dishonesty d. Negligence, or e. Incompetence. f. Is convicted of a crime involving dishonesty, breach of trust, or physical or emotional harm to any person; or g. Breaches any material term of the Agreement. 17 Cause -Specific At any time the [Agency] may remove and terminate Manager for cause, which for purposes of this Agreement shall be defined as follows: 1. Loss of mental capacity for more than six consecutive months as determined by a court of competent jurisdiction; 2. Habitual or willful neglect of duty; 3. Willful destruction or misuse of [agency] property; 4. Habitual intoxication on duty, whether by alcohol or nonprescription drugs; 5. inexcusable absence without leave; 6. willful political activity involving the support of candidates for [agency]; 7. willful violation of the Federal, State or [agency] discrimination laws or policies concerning race, religious creed, color, national origin, ancestry, physical handicap, marital status, sex or age concerning either members of the general public or [agency] employee(s) while acting in the course and scope of employment, and while acting without the prior approval or direction of the [agency]; 18 6

8 11/27/2012 Cause - Specific 8. Willful and unlawful retaliation against any other [agency]officer or employee or member of the general public who in good faith reports, discloses, divulges, or otherwise brings to the attention of any appropriate authority any facts or information relative to actual or suspected violations of any law occurring on the job or directly related thereto; 9. Willful violation of any conflict of interest or incompatibility of office laws; 10. Performance of material outside business interests that conflict directly with the activities and duties as [agency] Manager, but not including educational or professional training programs conducted by Manager whether for personal financial gain or not; 11. refusal to take or subscribe any oath or affirmation which is required by law; 12. conviction of a felony or conviction of a misdemeanor involving moral turpitude (a conviction following a plea of nolo contendere is deemed a conviction); and 13. failure to maintain primary residence in the [agency boundary] unless the [agency] approves Manager's residence outside the [agency]. 19 Name Clearing Hearing Unique due process right depending on nature of cause. Example Language: In the event the termination is for Cause, the [Agency] shall provide Manager with a written statement describing the Cause and shall offer Manager a name-clearing hearing before the [Agency Board] at reasonable time upon reasonable notice. 20 Statutory Cause-AB Reimbursement of cash settlement upon conviction of crime involving office or position On or after January 1, 2012, any contract of employment between an employee and a local agency employer shall include a provision which provides that, regardless of the term of the contract, if the contract is terminated, any cash settlement related to the termination that an employee may receive from the local agency shall be fully reimbursed to the local agency if the employee is convicted of a crime involving an abuse of his or her office or position. 21 7

9 11/27/2012 Statutory Cause Reimbursement of cash settlement upon conviction of crime involving office or position An abuse of office or position includes, but is not limited to: (1) waste, fraud and violation of the law under the color of authority; or (2) a crime against public justice, including but not limited to those defined under specified provisions of the California Penal Code. (Gov. Code ; see Penal Code ) 22 AB Reimbursement AB 1344 also mandates that if a governing board enters into or renews a contract with a local agency executive that provides for: (1) paid leave for the official pending an investigation; (2) funds for the legal criminal defense of the official, or (3) any cash settlement related to the official s termination, the contract must include a provision that such sums be fully reimbursed by the official to the local public agency if the official is convicted of a crime involving abuse of his or her office or position. In addition, AB 1344 provides that if a local public agency provides these types of payments absent a contractual obligation, such sums must be fully reimbursed by the official to the agency if the official is convicted of a crime involving abuse of his or her office or position. (Gov. Code ) 23 PUBLIC MEETING ISSUES 24 8

10 11/27/2012 Brown Act Compensation Approval AB 1344 amended Government Code section 54956(b). This section: Prohibits the legislative body of a local agency (e.g., a governing board) from calling a special meeting regarding the salaries, salary schedules, or compensation paid in the form of fringe benefits to a local agency executive. Accordingly, new contracts and contract renewals must be acted upon during a regularly scheduled meeting of the governing board. 25 Deliberations and Disclosure The Board shall deliberate in the closed session of a regular meeting about the terms of an employment contract for a General Manager, Department Heads or other agency executive. (Government Code 54957). Any such employment contract shall be ratified by the Board during an open session of a regularly scheduled Board meeting and reflected in the Board's minutes. Copies of the contracts shall be available to the public upon request. (Government Code 53262) 26 Questions and Discussion 27 9

11 Water District Employment Agreement with General Manager This Agreement is entered into as of the, 2012, by and between Water District, a public agency ( District ), and, an individual who agree as follows: 1. Recitals. The District selected as the General Manager of the District, commencing on. The District and now desire to amend the employment agreement originally executed and last amended. 2. Employment. The District hereby continues employment as General Manager (and including the duties of ) of the District originally commencing on, subject to the terms and conditions of this Agreement. hereby accepts such employment on the terms and conditions of this Agreement. In accordance with the provisions of section of the Government Code, this Agreement is subject to ratification in an open session of a meeting of the Board of Directors of the District. 3. Term. This Agreement will remain in effect for a term that terminates on June 30, The term of this Agreement is subject to extension beyond its term upon agreement of the District and 4. Duties. duties under this Agreement will be those assigned to the office of the General Manager and, as described in the job description for the General Manager position, as adopted and amended from time to time by the District Board of Directors, including the duties specified in sections 30579, and of the California Water Code, and such other duties and responsibilities as may be assigned by the District Board of Directors. The current job description for the General Manager is attached as Exhibit A to this Agreement. will be the chief executive officer of the District and work under the direction of the District Board of Directors. 5. Work Hours. will devote his full time, attention and energies to his duties, and will be available to work at such times as necessary to fully and competently perform the duties of General Manager, regardless of the number of hours involved. acknowledges that the duties of General Manager may require an average of more than forty hours per week, and that some day-to-day work hours may vary. will not be compensated for overtime hours worked or otherwise earned, or be entitled to compensatory time off for hours worked in excess of eight hours per day or forty hours per week. will not engage in any conduct or other employment or business that would interfere with his responsibilities and duties to the District or that would reflect unfavorably on the interests of the District. So that the Board of Directors may be assured of the extent of any other demands upon time and attention, will disclose in confidence to the Board of Directors the nature and scope of any other business activities during the term of this Agreement. 6. Compensation. For all services to be rendered by under this Agreement, the District will provide to the following salary and benefits: a. During the term of this Agreement, will be paid a salary in the amount of per month (i.e., per year; "Base Salary"), retroactive to, provided that, the Base Salary will be subject to increase, as of March 1 each year during the term of this Agreement by (1) the amount of any cost-of-living increase approved by the Board of Directors for the General Manager; and/or (2) the amount of any merit salary increase approved by the Board of Directors for the General Manager. Page 1 of 8 EXAMPLE ONLY-SEEK LEGAL COUNSEL FOR ANY AGREEMENT

12 b. The District Board of Directors may, at any time during the term of this Agreement, increase Base Salary. The Board of Directors will conduct an annual review each year of job performance, and consider a merit salary increase. c. During the term of this Agreement, the District will pay an amount of each month in addition to Base Salary as a vehicle allowance to compensate for use of his personal vehicle for District purposes ("Vehicle Allowance"). d. will be entitled to receive all other employee benefits (including vacation and sick leave, accrual of vacation and sick leave, retirement system membership and employer contributions, deferred compensation investment opportunities, and employee and dependent coverage on health, dental and other group insurance programs) as provided in the District Personnel Manual (as amended from time to time by the Board of Directors) and as otherwise provided to other regular full-time District employees, but not including overtime or compensatory time off benefits, and provided that, will be entitled to (1) per year of vacation instead of the amount of vacation time provided for in the District Personnel Manual; and (2) t days per year of administrative leave, provided that, any amount of accrued vacation in excess of forty days and any amount of accrued administrative leave in excess of twenty six days will be purchased by the District in accordance with the provisions of the Personnel Manual; and (3) will be entitled to vest with 100% District paid postretirement health benefits (health, dental, vision, etc.) after a total of five years of service. The parties agree that has exceeded five years of service and is now fully vested in postretirement health benefits for himself, his spouse and dependents. The amount of vacation time provided to may be increased from time to time by the Board of Directors. e. will be entitled to be reimbursed for the reasonable amount of his actual and necessary expenses incurred in carrying out his duties as General Manager to the extent that his expenses have been properly documented in conformance with the District Personnel Manual and the Internal Revenue Service s requirements for an Accountable Plan. Reimbursement for travel-related expenses incurred by as General Manager for travel outside of the State of California will require the prior approval of the Board of Directors, except for travel to attend conferences, seminars and related events sponsored by the American Water Works Association, the Chamber of Commerce, the American Society of Civil Engineers, the Water Environment Federation and the National Groundwater Association. 7. Other Terms and Conditions of Employment. employment also will be governed by the District Personnel Manual, and the District and will comply with all applicable provisions of the Personnel Manual. If any term or condition of this Agreement is inconsistent or in conflict with a term or condition of the Personnel Manual, the provisions of this Agreement will govern. acknowledges that the position of General Manager is one requiring frequent and highly-visible contact and involvement with members of the public and the community, and that in many respects the General Manager is the spokesperson and representative of the District. will not engage in any conduct within or outside the scope of his employment with the District that reflects unfavorably on or discredits the District, its Board of Directors, or other employees. 8. Termination. This Agreement may be terminated in any one of the following ways: a. By mutual agreement of the parties, expressed in writing. b. By upon giving to the District not less than 30 days prior written notice of his election to terminate. Page 2 of 8 EXAMPLE ONLY-SEEK LEGAL COUNSEL FOR ANY AGREEMENT

13 c. By the District, for cause, upon giving to written notice of immediate termination. The written notice of termination will specify (1) the particular cause(s) and the facts and circumstances justifying the termination of the Agreement for cause, and (2) the opportunity of to be heard before the District Board of Directors on the reasons for his termination. If requests a hearing, the hearing will be held at the Board's earliest convenience in a closed session, unless requests an open session hearing. After the hearing, the Board may affirm, modify or reverse its decision to terminate for cause. For purposes of this Agreement, the following will justify termination for cause: willful breach of duty; habitual neglect of duty; gross insubordination; conviction of a crime involving moral turpitude; conduct that makes it impossible or impracticable to perform the duties under this Agreement, or that seriously impedes District operations; conduct that tends to bring discredit to the District, or conduct unbecoming an employee in public service; mishandling of District funds; any intentional misrepresentation or fraud in connection with the performance of his duties; or, theft of District property. d. By the District, without cause, upon giving to written notice of immediate termination and payment of severance pay in an amount equal to then monthly salary multiplied by either (1) six months, or (2) the number of months or portions thereof between the effective date of termination of employment and the end of the term of this Agreement, whichever is less, consistent with the provisions of Government Code sections through Notwithstanding the provisions of any District rule, regulation, policy, procedure or practice to the contrary, upon termination of employment, whether as a result of refusal to renew/extend the term or of mid-term termination, and whether with or without cause, will not be entitled to any compensation, damages or other monetary award except as specifically authorized by this Agreement. 9. Indemnification and Defense. To the full extent and manner provided for public employees by applicable law, the District shall indemnify, defend, and hold harmless from any against all demands, claims, suits, actions and legal proceedings brought against him in his official or personal capacity and arising out of events within the scope of his employment with the District. 10. Entire Agreement. This writing constitutes the sole, entire, integrated and exclusive contract between the parties respecting employment by the District, and any other contracts, contract terms, understandings, promises or representations not expressly set forth or referenced in this writing are null and void, and of no force and effect. This Agreement supersedes in full the Employment Agreement With General Manager between and the District. 11. Notices. Any notice to be given to will be sufficiently served if given to him personally, or if deposited in the United States Mail, regular pre-paid mail, addressed to him at his most recent residence address as shown on the District payroll records. Any notice to be given to the District will be addressed and delivered or mailed to the District Board of Directors at the District office. 12. Successors and Assigns. This Agreement is personal to He may not transfer or assign the Agreement or any part of it. Subject to this restriction on transfer and assignment, this Agreement will bind, and inure to the benefit of, the successors, assigns, heirs and legal representatives of the parties. Page 3 of 8 EXAMPLE ONLY-SEEK LEGAL COUNSEL FOR ANY AGREEMENT

14 13. Amendments. This Agreement may be amended only by a subsequent writing approved and signed by both parties. Any amendment by the District must be approved by the District Board of Directors at a public meeting. Individual Board members do not have the authority, express or implied, to amend, modify, waive or in any way alter this Agreement or the terms and conditions of employment. 14. Waiver. The waiver at any time by either party of its rights with respect to a default or other matter arising in connection with this Agreement will not be deemed a waiver with respect to any subsequent default or matter. 15. Construction and Interpretation. The parties agree and acknowledge that this Agreement has been arrived at through negotiation, and that each party has had a full and fair opportunity to revise the terms of this Agreement. Consequently, the normal rule of construction that any ambiguities are to be resolved against the drafting party will not apply in construing or interpreting this Agreement. Water District General Manager By: President, Board of Directors Date: Page 4 of 8 EXAMPLE ONLY-SEEK LEGAL COUNSEL FOR ANY AGREEMENT

15 Exhibit A District Classification Specification Job Class: FLSA Status: Supervisor: General Manager Exempt Board of Directors Effective Date: October 19, 2009 Definition/Distinguishing Characteristics Under broad policy and general administrative direction from the Board of Directors ( the Board ), the General Manager plans, organizes, directs, and reviews the overall administrative activities and operations of the District; advises and assists the Board; and represents the District s interests at local, regional, State and Federal levels. The position is employed under contract as the Chief Administrative or Executive Officer for the District, which is the highest-level position in the organization, and also currently serves as the District Secretary. Broad Duties The broad duties of the General Manager are set forth in the California Water Code as follows: Section The General Manager shall: (a) Have full charge and control of the maintenance, operation, and construction of the water works or water-works system of the District. (b) Have full power and authority to employ and discharge all employees and assistants at pleasure. (c) Prescribe the duties of employees and assistants. (d) Fix and alter the compensation of employees and assistants subject to approval by the Board. Section The General Manager shall also: (a) Perform other duties imposed by the Board. (b) Report to the Board in accordance with the rules and regulations as it adopts. Examples of Duties The following duties are typical for this position. Depending upon the assignment, the position may not perform all of the listed duties and/or may be required to perform additional or different duties from those set forth below to address business needs and changing business practices. The Board retains the right to add, remove, or change duties at any time. Serves as the Chief Administrative or Executive Officer of the District. Directs the development and implementation of District goals, objectives, policies and procedures; approves new or modified programs, systems and administrative/personnel actions. Coordinates District activities between divisions and with outside agencies and organizations. 06/20/11 Page 5 of 8 EXAMPLE ONLY-SEEK LEGAL COUNSEL FOR ANY AGREEMENT

16 Provides consultation, advice and recommendations for the Board s consideration and adoption; provides staff assistance to the Board. Represents the District by engaging in a high level of involvement and interaction with federal, state and local agencies and elected officials, other special districts, and professional groups and committees. Monitors and provides direction for media and public relations; insures the District s interests are represented with customers, stakeholders, governmental agencies, the financial community and the general public. Directs and oversees the development of Board agendas. Directs and oversees the development, presentation and administration of the District budget; makes recommendations to the Board on final expenditure levels; reviews budget requests for approval or disapproval. Confers with and directs the management team and individual managers concerning administrative and operational issues. Confers with outside counsel on legal issues affecting the District. Maintains awareness of operations practices and recommends changes which increase the efficiency and economy of District operations. Reviews and authorizes District contracts, leases, agreements with other agencies, and other legal and financial documents. Insures the District s human resource administration function is properly executed in a fair and equitable manner. Researches, prepares and presents technical and administrative reports and studies to the Board and a variety of committees. Establishes and maintains cooperative working relationships with co-workers, the Board, outside agencies, and the public. Mental and Physical Requirements The conditions herein are representative of those that must be met by an employee to successfully perform the essential functions of this job. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential job functions. Travels by airplane and automobile in conducting District business. Communicates frequently with the Board of Directors, Assistant General Manager, staff, representatives from other agencies and the public in one-to-one and group settings. Regularly uses telephone for communications. Regularly uses computer, keyboard and mouse. Uses office equipment such as copier and fax machines. Sits for extended time periods. Hearing and vision within normal ranges with or without correction. Occasionally walks in uneven terrain, in an outdoor environment, making inspections of District facilities and construction projects. Qualifications Knowledge of: Public water system operations. Principles and practices of public administration, including administrative analysis, fiscal planning, and control, and policy and program development. 06/20/11 Page 6 of 8 EXAMPLE ONLY-SEEK LEGAL COUNSEL FOR ANY AGREEMENT

17 Laws, rules, ordinances, and legislative processes controlling District functions, programs, and operations. Organization, operations, and problems of special districts. Research and evaluation methods. Budgeting principles and practices. Cost estimating and contract administration. Public personnel administration and employer-employee relations. Principles and practices of personnel administration. Ability to: Plan, organize, coordinate, and direct the work of staff to achieve efficient operations and meet program goals. Prepare and administer a District budgeting and fiscal control process. Collect, organize, and analyze data on a variety of topics. Prepare concise and comprehensive reports. Oversee the preparation of Board agendas. Communicate well during public presentations. Exercise leadership, authority, and supervision tactfully and effectively. Evaluate and make recommendations on improvements to existing District operations, programs, and services. Provide advice and consultation to the Board of Directors on the development of ordinances, regulations, programs, and policies. Pass pre-employment physical, drug and alcohol examination, and background check. Education, Experience, Licenses and Certifications: Required: A Bachelor s Degree in Business Administration, Public Administration, Civil Engineering or a related field from an accredited college or university. Valid California Driver s License issued by the California Department of Motor Vehicles. Proof of good driving record as evidenced by freedom from multiple or serious traffic violations or accidents for at least two (2) years duration. The driving record will not contribute to an increase in the District s automobile insurance rates. Individuals who do not meet this requirement due to a physical disability will be considered for accommodation on a case-by-case basis. Desirable: Any combination of education and experience which would likely provide the necessary knowledge and abilities is acceptable. A typical way to obtain the knowledge and abilities would be: Eight (8) or more years of broad and extensive experience in a management or administrative position responsible for the formulation and implementation of programs, budgets and administrative operations with at least six (6) years in a management or supervisory capacity. 06/20/11 Page 7 of 8 EXAMPLE ONLY-SEEK LEGAL COUNSEL FOR ANY AGREEMENT

18 Eight (8) or more years of progressively responsible technical, supervisory and administrative duties in the design, construction, operation and maintenance of a modern urban water and/or wastewater system. Eight (8) or more years of professional civil engineering experience in the planning, design, construction and inspection of water supply projects, including at least four (4) years in a supervisory or lead capacity. Possession of a Certificate of Registration as a professional engineer in the State of California and a Masters Degree in Public Administration, Business, Civil Engineering or a related field. Possession of State of California Water Distribution Operator Certificate Grade D3 or higher. Possession of State of California Water Treatment Operator Certificate Grade T2 or higher. 06/20/11 Page 8 of 8 EXAMPLE ONLY-SEEK LEGAL COUNSEL FOR ANY AGREEMENT

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