HomeMy WebLinkAboutJESSE M CARLTON SEVERANCE AGREEMENT RELEASE
SEVERANCE AGREEMENT
AND RELEASE
This agreement between JESSE M. CARLETON (hereinafter referred to as
"EMPLOYEE") and Augusta, Georgia, a political subdivision of the State of Georgia,
(hereinafter referred to as "AUGUSTA"), a term which shall include the Augusta Commission,
its elected officials, its appointed officials, officers, employees, agents, successors and assigns,
WHEREAS, Administrator has approved the resignation of Employee's employment and
the parties desire to provide for the resolution of all matters between them; and
WHEREAS, Employee has been given at least 10 days to consider the form of this
Agreement and Release, and a period of seven (7) days to revoke at Employee's option and
Employee voluntarily waives these periods to the extent Employee executes this agreement
before the end of these periods; and
WHEREAS, Employee was advised in writing to consult with an attorney before signing
this Release, and has elected not to consult with an attorney; and
WHEREAS, Employee acknowledges that the consideration to be provided to Employee
under this agreement, i.e. the severance payment, is sufficient to support this Agreement and
Release; and
WHEREAS, Employee understands that the Augusta regards the representations by
Employee in this Release as material and that the Augusta is relying on such representations in
providing any severance payment to Employee.
NOW, THEREFORE, in consideration for the mutual promises and representations of
Employee, Augusta and the Commission set forth herein, Employee, Augusta and the
Commission agrees as follows:
1. SEVERANCE PAYMENT AND INDEMNIFICATION
In consideration for Employee's release, promises, and covenants not to sue set out in this
agreement, Employee shall be separated and released from his employment and receive the gross
sum of$12,305.20 as complete compensation for severance from employment with Augusta, less
applicable withholding for federal and state taxes and any other deductions, consistent with the
schedule attached hereto and incorporated herein as exhibit "A." said sum shall be in lieu of and
in satisfaction of any and all claims for compensation, and reflects compensation at the
Employee's current rate of compensation and benefits through and including April 13, 2007.
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2. EFFECTIVE DATE
The last date of Employee's employment with or service to Augusta and the Commission
shall be April 13, 2007. ("Effective Date.").
3. WAIVER and RELEASE
On behalf of Employee and Employee's marital community, heirs, executors,
administrators and assigns, Employee expressly waives, releases and acknowledges satisfaction
of all claims of any kind against Augusta, its predecessors, successors and assigns, and all of its
present and former elected officials, officers, directors, owners, employees, agents, trustees,
insurers, representatives, general and limited partners, and attorneys, in their individual and
representative capacities, its predecessors, successors and assigns, and all of its present and
former elected officials, officers, directors, owners, employees, agents, trustees, insurers,
representatives, general and limited partners, and attorneys, in their individual and representative
capacities, and the Employee expressly waives, releases and acknowledges satisfaction of all
claims of any kind against the Commission, its predecessors, successors and assigns, and all of
its present and former elected officials, officers, directors, owners, employees, agents, trustees,
insurers, representatives, general and limited partners (collectively "Released Parties"). This
waiver and release is comprehensive and includes all claims (including claims for attorneys'
fees), damages, causes of action or disputes, whether known or unknown, foreseen or
unforeseen, asserted or unasserted, based upon acts or omissions occurring or that could be
alleged to have occurred on or prior to the Effective Date of this Release. This waiver and
release includes without limitation all matters in any way related to Employee's employment by
Augusta and the Commission, the terms and conditions thereof, and the cessation of Employee's
employment with Augusta and the Commission. This waiver and release includes without
limitation any claims for wages, severance payment, employee benefits, equitable relief, and
damages of any kind arising out of: any contracts, express or implied; any covenant of good
faith and fair dealing; estoppel; misrepresentation; discrimination; harassment; retaliation;
wrongful termination or any legal restriction on the right of Augusta and the Commission to
terminate the employment of Employee; arising from or in any way connected with Augusta's
employment (including but not limited to those rights relating to pay and other terms and
conditions of employment or employment practices of Augusta and the Commission; relating to
the cessation of Employee's employment or the circumstances leading up to or surrounding the
cessation of her employment with Augusta; any foreign, federal, state, or local laws, regulations,
or orders, including, without limitation, Title VII of the Civil Rights Act of 1964, as amended,
the Age Discrimination in Employment Act ("ADEA"), as amended, the Older Workers' Benefit
Protection Act of 1990, the Americans With Disabilities Act, the Equal Pay Act, as amended,
the Fair Labor Standards Act, the Employee Retirement Income Security Act, as amended
("ERISA"), the Family and Medical Leave Act, or any other legal limitation on the employment
relationship and personal tort, O.c.G.A. 9 34-1-2 and any amendments thereto, and any other
similar anti-discrimination, labor or employment law). Excluded from this waiver and release
are any claims that may arise as a result of a breach of Augusta's obligations arising by virtue of
this Release, claims of vested rights under ERISA or other retirement plan of Augusta, or
Employee's right to elect and pay for continuation of his health insurance coverage under
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Augusta's Flexible Benefit Plan and/or pursuant to COBRA, or any other claim that may not be
lawfully released under this Release.
4. ACCORD AND SATISFACTION
The consideration of the severance payment is accepted by Employee as being in full
accord, satisfaction, compromise and settlement of any and all claims or potential claims
described herein, and Employee expressly agrees that Employee is not entitled to, and shall not
receive, any further recovery or remedies of any kind from Augusta, the Commission, or any of
the other Released Parties. Employee agrees that he has no present or future right to
employment with Augusta and the Commission or any other Released Parties.
5. WARRANTY OF CLAIMS
Employee expressly represents and warrants that Employee is the sole owner of the actual
and alleged claims, demands, rights, causes of action and other matters that are released herein;
that the same have not been transferred or assigned or caused to be transferred or assigned to any
other person, firm, corporation or other legal entity; and Employee has the full right and power to
grant, execute and deliver this agreement and release, and undertakings and agreements
contained herein.
6. NON-ADMISSION OF LIABILITY
Employee, Augusta and the Commission agree that their entry into this agreement, and
the agreements contained herein, are not and shall not be construed as an admission of liability
on the part of any party hereto or any parties hereby released or held harmless.
7. COVENANT NOT TO SUE
Employee covenants not to sue Augusta or the Commission or any party released herein
on account of any claim released hereby. Other than potential unemployment compensation,
Employee further covenants not to accept, recover or receive any monetary damages or any other
form of relief which may arise out of or in connection with any administrative remedies which
may be filed with or pursued independently by any governmental agency or agencies, whether
federal, state or local.
8. EMPLOYEE'S FUTURE COOPERATION
Employee agrees to cooperate with Augusta or the Commission and their respective
employees, agents and attorneys in connection with any policy, program, project, investigation,
administrative proceedings or litigation relating to any matter with which Employee was
involved while employed by Augusta, or of which he may have knowledge. Employee agrees to
continuously provide current telephone and address information to Augusta and the Commission
for a period of four (4) years after the effective date of this agreement. Should Employee be
subpoenaed by any person or entity (including but not limited to any government agency) to give
testimony which in any way relates to her employment by Augusta, he shall provide written
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notice of such request to Augusta and the Commission within three (3) calendar days of said
request and will make no disclosure until Augusta and the Commission have had a reasonable
opportunity to contest the right of such requesting person or entity to such disclosure.
9. CONTINUED REPRESENTATION
The County Attorney or his designee will continue to defend Employee in all pending
litigation matters and in any potential lawsuits reasonably related to Employee's employment
with Augusta and/or the Commission which may be filed within the applicable statue of
limitations period, but in any event not after April 13, 2007. Payment of employment-related
settlement or award shall be subj ect to Augusta Code 1-7-1. In the event it is determined that a
conflict of interest exists, substitute counsel shall be selected by the Augusta through its County
Attorney. Substitute counsel, if any, shall not earn fees in excess of those earned by present
counsel. If Employee is required to testify or give depositions relating to any litigation during
the agreed period before June 3, 2007, no additional compensation shall be paid. After April 13,
2007 reasonable expenses of attendance shall be paid as provided by law.
10. RETURN OF PROPERTY BY EMPLOYEE AND BOARD
On or before April 13,2007 Employee shall return all of Augusta's and the Commissions's
property in Employee's possession or control, including without limitation all cell phones, keys,
credit cards, and other personal items or equipment provided by Augusta and the Commission for
use during Employee's employment, together with all written or recorded materials, documents,
computer discs, plans, records, files, drawings or papers, relating to the affairs of Augusta.
Augusta will provide at no charge copies of employees personal contact list now in
electronic form to employee which shall include his resume and persona correspondence. The
Administrator shall allow Employee to remove all personal items from his office on or before
Apri1.13,2007.
Counsel for Augusta and the Commission and counsel for Employee shall decide any
dispute relating to the status of any property as to its ownership by Augusta or the Employee.
11. NEUTRAL REFERENCE
Upon request, Augusta and the Commission will provide a reasonably neutral reference to
potential future employers of Employee.
12. PERMITTED FUTURE SERVICES
During this separation period ending April 13, 2007, Employee will be allowed to accept
employment without any restriction, except he will not be permitted to work as an employee or
agent of Augusta.
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13. EMPLOYER'S REVOCATION RIGHTS
For a period of up to and including seven (7) days after the execution of this agreement,
Employee may revoke it entirely. No rights or obligations contained in this agreement shall
become enforceable before the end of the 7-day revocation period. If Employee decides to revoke
this Agreement, Employee must deliver a signed notice of revocation to the Augusta' s
Administrator, located on the 8th floor of the Augusta-Richmond County Municipal Building, 530
Greene Street, Augusta, Georgia on or before the last day of this 7-day period. Upon delivery of
a timely notice of revocation, this agreement shall be revoked, cancelled and void, and neither the
Employee, Augusta nor the Commission shall have any rights or obligations under this
agreement.
14. REVIEW AND REVOCATION PERIOD
Employee is advised to review this agreement and release with Employee's attorney prior
to executing and delivering it to Augusta and the Administrator. Employee has ten (10) days
from receipt of this Release to consider and execute it, after which time the offer of this
Agreement and Release (i.e. severance payment) shall expire, be rescinded and may no longer be
accepted. Augusta and the Administrator may accept this Release any time before expiration of
the thirty (30) days, but not before the Effective Date, in which case Augusta shall waive the
remainder of the consideration period. To accept, Augusta and the Administrator must execute
and mail the Release to the Employee's currently known address or by delivers it by hand
delivery. Employee has a period of seven (7) calendar days after her delivery of the signed
release to revoke it. To revoke, Employee must deliver a written notice of revocation to the
office of the Augusta's Administrator, located on the 8th floor of the Augusta Richmond County
Municipal Building, 501 Greene Street, Augusta, Georgia. This release shall become effective
on the eighth (8th) day after delivery of this executed Release by Augusta to Employee, provided
that Employee has not revoked the Release, or on the effective date, whichever shall first occur.
15. EMPLOYEE ACKNOWLEDGMENT
Employee acknowledges, warrants and represents that Employee: (i) has carefully read
this Agreement and Release, is familiar with its contents, and finds that it is written in a manner
that Employee understands; (ii) has been advised to consult and has discussed this Agreement
and Release and its effect with her personal attorney or has knowingly and voluntarily waived
the right to do so; (iii) understands he is giving up all claims, damages and disputes that may
have arisen before the date of this agreement and release; (iv) has had ample time to review and
analyze this entire Release; and (v) has signed this Release as Employee's free and voluntary act,
understanding its final and binding effect.
16. ENTIRE UNDERSTANDING
This Agreement and Release constitutes the entire understanding between the parties with
respect to the matters described herein, and supersedes and invalidates any and all prior,
contemporaneous, actual or alleged oral or written agreements or understandings. Employee has
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not relied on any oral statements that are not included in this Release in voluntarily signing this
Agreement and Release.
17. CONSTRUCTION, JURISDICTION, AND VENUE
This agreement and release shall be construed, interpreted and applied in accordance with
the laws of the State of Georgia. The parties submit to the exclusive jurisdiction and venue of
the State and Federal courts located within Richmond County, Georgia for the resolution of any
dispute which may arise hereunder.
18. SEVERABILITY
The provisions of this agreement are severable. If any part is found to be unlawful or
unenforceable, the other provisions shall remain fully valid and enforceable to the maximum
extent consistent with applicable law, unless to do so alters the essential purposes of the
agreement, in which case, the agreement will be reformed as necessary to as closely as possible
achieve its essential purposes.
19. NON-WAIVER OF RIGHTS
Any failure by Augusta and the Commission to enforce their respective rights and
privileges under this Agreement and Release shall not be deemed to constitute waiver of any
rights and privileges contained herein.
20. CERTIFICATION
By signing this agreement and release, Employee certifies that (a) he has carefully read
and fully understands the provisions of this Agreement, including the release and covenant not to
sue contained herein; (b) he has been advised by Augusta and the Commission in writing to
consult with an attorney before executing this agreement; and (c) he agrees to the terms of this
agreement knowingly, voluntarily and without intimidation or coercion.
SIGNATURES APPEAR ON THE FOLLOWING PAGE
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IN WITNESS WHEREOF the undersigned hereunto set their hands and seals to this
agreement on the dates indicated below.
EMPLOYEE:
$~ !t (;" ~~
C:::>J esse M. CarJ..e on' .
Date: '3~ ~/o 7
1, .',
dY.
Notal)' Public, RI~mond County, Georgia
...!!.'1 CommISSIon Expires Sept. 29, 2008 Augusta, Georgia:
Date: J / / V / C 1
Reviewed and approved as to Form:
Vanessa Flournoy
Staff Attorney
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