Loading...
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. 2fi1U 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 2 C, {f\ e-, (j 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 3 gfrlu 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. 4 BNl~ 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 5 8/Y10 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 6 o(rt c/ 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 7