OFFICE OF THE CITY COUNCIL

PRESS RELEASE

Contact: Kerry L. NelsonCity Council President

Phone: (810) 766-7418Date: February 26, 2016

FLINT CITY COUNCIL LETTER TO GOVERNOR RICK SNYDER

In a letter dated February 23, 2016, to Governor Rick Snyder, the Flint City Council addressedthree points:

1. The restoration of all powers of Flint city government per Flint City Charter, possibly by wayof a Receivership Financial Review Commission (similar to the system currently in place inDetroit, Michigan) or the restoration to Flint City Council of the same level of power andauthority as previously granted to Mayor Karen Weaver via the Receivership TransitionAdvisory Board (see attached);

2. That the State of Michigan provide the monies necessary to meet the obligations of theemployee contract for the termination of City Administrator Natasha Henderson (seeattached); and

3. That the State of Michigan not engage in any communications, planning or negotiations withthe City of Flint (Mayor or designees) without the presence of at least two members of CityCouncil and that the State not engage the services of any company providing services foror about the City of Flint without consultation and or approval of the Flint City Council(notwithstanding which branch of government is paying for, or intending to pay for, theseservices).

Contact Council President Kerry L. Nelson for more information at 766-7418, Ext. 3161.

Attachments (3)--######--

MUNICIPAL CENTERFLINT. MICHIGAN 485021101 S. SAGINAW STREET (810) 766-7418 FAX (810) 766-7032

OFFICE OF THE CITY COUNCIL

February 23, 2016

Dear Governor Rick Snyder: (snyderli (~michigan.gov)

As the Legislative Body of the City of Flint, we are writing to you to express our desires for your actions on behalf ofFlint.

It is Flint City Councils belief that it is incumbent on you, as the Governor of the State of Michigan, having restored tothe mayor of Flint some or all powers authorized in the Citys Charter, to now restore the same level of power andauthority to the City Council.

Despite Public Act 436 of 2012, City Council believes that the restoration to only one part of an (intended) co-equalbranch of City Government is most likely a violation of both the U.S. Constitution and State of Michigans Constitutionregarding separation of powers, and certainly violates our nations most revered concepts of a Check and Balancesystem of government. Without restoration of City Council powers to confirm appointments, we are powerless torespond to the Mayors Appointments; and/or any other actions she may take without City Councils knowledge.

STATEMENT OF REQUEST #1:It is the express intent of the Flint City Council to call for the State to immediately: I) either fully restore allpowers of Flint City Government per Flints City Charter, (perhaps) incorporating a Receivership FinancialReview Commission (similar to the system currently in place in Detroit, Michigan); or, 2) restore the samelevel of power and authority to the City Council (as legally mandated by Flints City Charter, and in fullaccord with their prescribed role as a co-equal branch of city government) as per what has been previouslygranted to Mayor Karen Weaver via Receivership Transition Advisory Board for the City of Flint IRTAB]Resolution 2016-1.

Additionally, by issuance of Receivership Transition Advisory Board for the City of Flint [RTABJ Resolution 2016-1,the Governors actions have created a fiscal burden on the City of Flint by apparently leading Mayor Karen Weaver tobelieve she did not have to adhere to a Civil Employment Contract, prepared by the Governors appointedEmergency Financial Manager (Darnell Early) on behalf of City Administrator Natasha Henderson. Please seeenclosed contract and the termination clause which requires the approval of the Mayor AND the City Council ANDthe RTAB for contract termination. Mayor Weaver acted on her own initiative without consulting or notifying City

MUNICIPAL CENTERFLINT. MICHIGAN 485021101 S. SAGINAW STREET (810) 766-7418 IAXASIO) 766-7032

Governor Snyder February 23, 2016 Page 2

Council and (perhaps) the RTAB. This has created a situation where the City of Flint is now obligated to pay Ms.Henderson in excess of Seven Hundred Thousand Dollars ($700,000.00). Instead of stabilizing Flints fiscalsituation, the State has added to the financial burden and fiscal instability.

The States and Mayor Weavers actions are a direct violation of the Emergency Managers Order No. 20, 4(al -2)regarding The Mayor and City Council shall implement all of the following financial best practices with the city anddo all the following:.. by causing the city to be obligated to pay Henderson in excess of Seven Hundred ThousandDollars ($700,000.00). Although the repeal of 4(b4) which required the approval of the RTAB, Mayor Weaver stillviolated the Employment Contract Termination clause of Hendersons contract. City Council does not believeanything in Public Act 436 or any subsequent resolutions to or by the RTAB board supersedes the contractualobligation. (Note: there is no money in Flints budget to pay for another City Administrator). Flint City Council hasvoted to NOT terminate Natasha Hendersons contract (see enclosed). It is for this reason that we make Statementof Request #2.

STATEMENT OF REQUEST #2:It is the request and expectation of Flint City Council that the State of Michigan will provide the moniesnecessary to meet the obligations of City Employee Contract for Termination of City Administrator, NatashaHenderson.

Furthermore, City Council has no way to keep our constituents informed since the City Administrator (NatashaHenderson) was the only individual in Flint City Government to relay information to Flint City Council about the Statenegotiations (i.e., appropriations to counter balance the poisoning of Flints water by State Actions, forgiveness ofRevolving Loans for Sewer & Water Fund, the state of the Water & Sewer fund, and all other information as it relatesto the overall operations of Flint, etc.) Since Mayor Karen Weaver engages in communications about these activitiesWITH the State WITHOUT keeping Flint City Council in the process either informationally, obligatory or otherwise, wemake Statement of Request #3.

STA TEMENT OF REQUEST #3:It is the request, and expectation of Flint City Council that the State of Michigan will not engage in anycommunications, planning, or negotiations with the City of Flint (Mayor or designees) without the presenceof at least two members of Flint City Council designated by our Council President. Additionally, it is the wishof Flint City Council that the State not engage the services of any company providing services for or aboutthe City of Flint without the express consultation and/or approval of Flint City Council (e.g. Rowe);notwithstanding which branch of government is actually paying for, or intending to pay for, these services.

We respectfully submit this communication to you, the Governor of Michigan, and to appropriate officials in the Stateof Michigan on this 23rd day of February 2016. In light of the current crisis, please provide us with a rapid response.

Governor Snyder February 23, 2016 Page 3

Kerry Nelson, Flint City Council President, 3rd Ward

Eric Maya, Flint City Councilperson, 1St Ward

j4tL CQLKate Fields, Flint City Councilperson, 4 Ward

ItHerbert Winfrey, Flint City Councilp~rs~jh Ward

Enclosure: Natasha Henderson - City of Flint Employment Contract

CC: State of Michigan Treasurer Nick Khouri (khourin~michigan.gov)Flint Receivership Transition Board

Frederick Headen (headenf@michigan.gov)Joel FergusonMichael FinneyMichael Townsend

Genesee County Commissioner Jamie CurtisState Senator Jim AnanichState Representative Sheldon NeeleyState Representative Phil PhelpsU.S. Congressman 5th District Dan KildeeU.S. Senator Debbie StabenowU.S. Senator Gary Peters

Jack>fopla(

Wantwaz D City C ncilperson, 5th Ward

Monica Galloway, Flint City Council~?~b~5 Ward

Scott Kincaid, Flint City Councilperson, 9th Ward

CITY ADMINISTRATOR EMPLOYMENT AGRtEMENT

This agreement (hereinafter Agreement) is to set forth the terms and conditions ofemployment of the City Administrator, and is entered into betwee the City of Flint, aniunicipalcorporation (hereinafter City) and Natasha L. Henderson (hereinafter City Administrator);collectively referred to as the Patties.

WHEREAS, the City is empowered though statutory authority conferred by the HomeRule Ctk~ Act, MCL 117.1, et seq., and the Local Financial Stability and Choice Act, MCL141.1541, et seq., and Flint City Charter 4401, to appoint and retain a City Administrator, andhereby appoints the City Administrator for the effective and efficient operation of the City; and

WHEREAS, the City Administrator has agreed to accept employment as the CityAdministrator, subject to the terms, conditions and provisions ofthis Agreement.

THEREFORE, in consideration of the mutual covenants contained herein, theconsideration ofwhich is hertby stipulated to, the Parties agree as follows:

LTERM

1.1 The City Administrators appointment shall be for a term of five (5) years, commencingon ~et~p~Lv ~. -, 2Cfl 5 (the Commencement Date~ and shall continue up to andincluding t~4tJI tI-1 2020.

IL EMPLOYMENT2.1 DUTIES. The City Administrator shall serve the City at the direction of the EmergencyManager, Mayor, and City Council, as set forth by applicable law and ordinance (the CityAdministrators Duties).

The City Administrator shall perform the City Administrators Duiies with reasonablecare, diligence, skill and expertise.

2.2 CITY COUNCIL MEETINGS. Except to the extent prohibited by or in materialconflict with applicable laws and authorities, the City Administrator shall attend, and shall bepermitted to attend, all meetings of the City Council, both public and closed, with the exceptionof those closed meetings devoted to the consideration of any action or lack of action on, orpursuant to, this Agreement, or any amendment thereto, or the City Administrators evaluation.

2,3 CRITICISMS, COMPLAiNTS, AND SUGGESTIONS. The City Council,individually and collectively, shall refer in a timely maimer all substantive criticisms,complaints, and suggestions called to the City Councils attention to the City Administrator forstudy and/or appropriate action, and the City A4ministramr shall refer the matter(s) to theappropriate City employee or shall investigate such matter(s) and inform the City Council of the

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results of such efforts.

2.4 INDEMNIFICATtON. To the extent it may be permitted to do by applicable law, theCity does hereby agree to defend, hold harmless, and indemnit& the City Administrator from anyand all demands, claims, suits, actions, judgments, expenses arid attorneys fees incurred in anylegal proceedings brought against the City Administrator in the. City Administrators individualor official capacity as an employee and as City Administrator, providing the incident(s), which is(are) the basis of any demand, claim, suits, actions, judgments, expenses and attorneys fees,arose or does arise in the future from an act or omission of the City Administrator, as anemployee of the City, acting within the course and scope of the City Administratorsemployment with the City; excluding, however, any demand, claim, suits, actions, judgments,expenses and attorneys fees for those claims or any causes of action where the CityAdministrator committed official misconduct, or committed a willful or wrongful act oromission, or an act or omission constituting gross negligence, or acted in bad faith; andexcluding any costs, fees, expenses or damages that wculd be recoverable or payable under aninsurance contract, held either by the City or by the City Administrator. The provisions of thisParagraph 2.4 shall survive the termination, expiration or other end of this Agreement and/or theCity Administrators employment with the city.2.5 APPROPRIATION. The City has appropriated, set aside and encumbered, and doeshereby appropriate, set aside, and encumbei~ available and otherwise unappropriated funds of theCity in an amount sufficient to fund and pay all financial obligations of the City pursuant to thisAgreement.

2.6 ROIJRS OF WORK. The City Administrator acknowledges the proper performance ofthe City Administrators Duties require the City Administrator to generally observe normalbusiness hours and will also often require the performance of necessary services outside ofnormal business hours. The City Administrator agrees to devote additional time as is necessaryfor the full and proper performance of the City Administrators Duties and that the compensationherein provided includes compensation for the performance of all services. However, the Cityintends that reasonable time off be permitted the City Administrator, as is customary for exemptemployees, so long as the time off does not interfere with the normal conduct of the office of theCity Administrator. The City Administrator will devote full time and effort to the performanceof the City Administrators Duties, and shall remain in the excLusive employ of the City duringthe term of this Agreement.

Ill. COMPENSATION

3.1 SALARY. The City shall provide the City Administrator with an annual salary in thesum of One Hundred Forty Thousand Dollars ($140,000.00). This annual salary rate shall bepaid to the City Administrator in equal installments on the schedule of Mayoral appointees andshall be paid net of any applicable withholding or deductions required by the law. Bqsed uponthe annual Performance Evaluation set forth in Paragraph 5.1, the City Administrators salarymay be increased up to five percent (5%) annually, in the discretion of the City, and with consent

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of any other necessary parties, including but not limited to the Receivership Transition AdvisoryBoard.

3.2 PAID LEAVES - PAID rIME OFF (PTO) AND HOLIDAY. The City Adminisfltormay take, at the City Administrators choice, the same number of hours of PTO authorized fornon-represented employees of the City, the PTO to be in a single period or at different tunes.The PTO taken by the City Administrator will be taken at such time or times as will [eastinterfere with the performance of the City Administrators Duties. The City Administrator shallobserve the same legal holidays as provided by the City for its non-represented appointees. Parpurposes of this subsection, the City shall recognize City Administrators time accrued in formersimilar positions.

3.3 BENEFITS - GENERAL. Unless expressly provided otherwise in this Agreement, inaddition to those benefits specifically set forth herein, the City Administrator shall be entitled tothe same benefits that are enjoyed by other non-represented employees of the City, as maychange from time to time.

3.4 INSURANCE .- HEALTH. The City agrees to pay the premiums for health,hospitalization, vision, dental and comprehensive medical insurance for the City Administrator atthe same levels provided to other non-represented employees of the City, as may change fromtime to time, as currently set forth in Emergency Manager Order No. 24.

3.5 LIFE INSURANCE. The City shall provide the City Administrator with lifeinsurance in an amount equal to one (1) year of salary as adjusted pursuant to the Agreement.3.6 DEFINED CONTRIBUTION PROGRAM. The City Administrator shall beentitled to participate in the City of Flint Defined Contribution Plan as set forth in Flint CityCode 35-1, which currently requires a four percent (4%) employee contribution to obtain aneleven percent (11%) contribution from the City; however, the City Administrator shall beexempt from any vesting requirements of that program. The City Administrator is expresslyexcluded from participation in any City defined-benefit retirement programs.

3.7 AUTOMOBILE ALLOWANCE: The City shall pay to the City Administrator a carallowance of Five Hundred Fifty Dollars ($550.00) per month, City Administrator shallmaintain liability, property damage, and comprehensive insurance coverage for the operation,use, and maintenance of said automobile, at the cost of the City Administrator.

3.8 COMMUNICATION ALLOWANCE: The City shall pay to the City Administratora communication allowance of One Hundred Twenty-Five Dollars ($125.00) per month.

3.9 RELOCATION EXPENSES: The City shall reimburse the City Administrator tbrrelocation expenses in an amount not to exceed two thousand five hundred dollars ($2,500).Payment shall be based upon invoices and receipts submitted to the City for services including

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movement of normal and reasonable household goods, and hotel expenses associated with amaximum of two house-hunting trips.

3.10 EXPENSES. The City shaLl pay or reimburse the City Administrator for reasonableexpenses incurred by the City Administrator in the continuing performance of the CityAdministrators duties under this Agreement. The City agrees to pay the actual costs incurred bythe City Administrator for travel. Such actual costs may include, but are not limited to, gasoline,hotels and accommodations, meals, rental car, and other expenses incurred in the performance ofthe business of the City. The City Administrator shall comply with all procedures anddocumentation requirements.

3.11 CIVIC ACTIVITIES. The City Administrator is encouraged to participate incommunity and civic organizations and activities.

IV. PROFESSIOrga GROWTH

4.1 PROFESSIONa DOES AND SUBSCRIPTIONS. The City agrees to budget for andto pay for reasonable professional dues and subscriptions of the City Administrator necessary forcontinuation and fill participation in national, state, regional, and local associations andorganizations as necessary and/or desirable for the good of the City through the CityAdministrators continued professional participation, growth and advancement.

V. PERFORMANCE EVALUATION

5.1 EVALUATION PROCESS. The City shall review the City Administrators jobperformance at least once annually, unless the Parties agree otherwise. The annual performancereviews and evaluations shall be in writing and in accordance with criteria and format developedjointly by the City and the City Administrator. The City shall provide the City Administrator areasonable and adequate opporthnity to discuss with the City Council and/or respond to the CityAdministrators evaluation.

VI. TERMINATION

6,1 A. The City may terminate, without cause, this Agreement (and the resultantemployment relationship) with the City Administrator before the expiration set forth herein, bymutual agreement of the Emergency Manager, or Mayor, and City CounciL. If there is no longeran Emergency Manager appointed, this Agreement may be terminated by mutual agreement ofthe Mayor and City Council, with the approval of the Receivership Transition Advisory Board.In the event that this Agreement is terminated pursuant to this subsection [6.1 (A)j of theAgreement, the City Administrator shall be entitled to a lump sum payment equivalent to six (6)months salary as set forth herein, as well as accrued PTO.

B. The City may terminate, for Good Cause, this Agreement (and the resultantemployment relationship) with the City Administrator before the expiration set forth herein, bymutual agreement of the Emergency Manager and City Council. If there is no longer anEmergency Manager appointed this Agreement (and the resultant employment relationship) may

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I

be terminated by mutual agreement of the Mayor and City Council for Good Cause, with theapproval of the Receivership Transition Advisory Board. In the event that this Agreement isterminated pursuant to this subsection [6.1(B)] of the Agreement, the City Administrator shall beentitled to accrued PTO.

C. The City Administrator may voluntaTily terminate this Agreement before theexpiration of the term set forth herein by providing thirty (30) days advanced written notice,unless agreed upon otherwise by the Parties. In the event that this Agreement is terminatedpursuant to this subsection [6.1(C)] of the Agreement, the City Administrator shall be entitled toaccrued PTO.

6.2 GOOD CAUSE. For purposes of this Agreement the term good cause is defmed assole proven acts or omissions as follows:

A, Any willful, knowing, grossly negligent, or negligent breach, disregard or habitualneglect of any provision of this Agreement, or any willful, knowing, grossly negligent, ornegligent breach, disregard or habitual neglect of any duty or obligation required to be performedby the City Administrator under this Agreement or applicable law.

B. Any misconduct of the City Administrator involving an act of moral turpitude,criminal illegality (excepting minor traffic violations), or habitual violations of the tr~afflc laws,whether or not related to the City Administrators official duties hereunder.

C. Any willful, knowing, grossly negligent, or negligent misapplication or misuse,direct or indirect, by the City Administrator, of public or other finds or other property, real,personal, or mixed, owned by or entrusted to the City, any agency or corporation thereof, or theCity Administrator in their official capacity.

VII. GENERAL PROVISIONS

7.1 COMPLETE AGREEMENT. This Agreement sets forth and establishes the entireunderstanding between the City and the City Administrator relating to the employment of theCity Administrator by the City. Any prior discussions or representations by or between theParties are merged into and rendered null and void by this Agreement. The Parties by mutualwritten signed agreement may amend any provision of this Agreement during the term of thisAgreement; such amendments shall be incorporated and made a part of this Agreement.

7.2 BINDING EFFECT, This Agreement shall be binding on the City and the CityAdministrator as well as their heirs, assigns, executors, personal representatives and successorsin interest.

7.3 SAVINGS CLAUSE. If any term or provision of this Agreement as applied to anyparty or to any circumstance, is declared by a court of competent jurisdiction hereof to be illegal,unenforceable or void in any situation and in any jurisdiction, such determination shall not affectthe validity or enforceability of the remaining terms and provisions hereof or the validity orenforceability of the offending provision in any other situation or in any other jurisdiction. The

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Parties agree that the court or arbitrator making such determination shall have the power toreduce the scope, duration, area or applicability of the term or provision, to delete specific wordsor phrases or to replace any illegal, unenforceable or void term or provision with a tarn orprovision that is valid and enforceable and that comes closest to cxpressing the intention of theinvalid or unenforceable term or provision.

7.4 CONTROLLING LAW. This Agreement shall be governed by and construed andenforced in accordance with the laws of the State of Michigan and jurisdiction shall rest in acourt of competent jurisdiction within Genesee County, Michigan.

below:WHERE1?ORE, the Parties have executed this Agreement by affixing their signatures

__ __ C!:C

Peter M. Bade, Chief Legal OfficerSMChubbWmployment MsUers\Employment Acreement for City Administrator vLo.dac

Page 6F

CITY OF FLINT:

Date: ~

By: Darnell Earlcy, ICMA-cM, MVIts: Emergency Manage

Date:

APPROVEI) AS TO FORM:

/60014~

PRESENTED: / ? /6ADOPTED: ______________________

BY THE MAYOR:RESOLUTION APPROVING THE TERMINATION OF

EMPLOYMENT OF NATASHA L. HENDERSON AS CITY ADMINISTRATOR

Pursuant to 4-201 of the Flint City Charter, the Mayor may appoint a City Administrator, withCity Council approval, and that individual shall serve at the pleasure of the Mayor; and

To that end, the Mayor has made the decision to terminate the employment of Natasha L.Henderson as City Administrator effective immediately upon approval of this resolution by theReceivership Transition Advisory Board; and

Concurrent with the termination of Ms. Hendersons employment, all funds set aside within theCity Administrators budget for the purpose of wages, salaries and benefits shall be made available tofacilitate the appointment of a City Administrator of the Mayors choosing, with City Councilapproval.

IT IS RESOLVED, that the Mayor and City Council shall, on behalf of the City of Flint,terminate the employment of Natasha L. Henderson, City Administrator, effective immediately uponapproval of this resolution by the keceh~erthip Tiinsition AdSiiso~ Boai~d, and mae available allfunds set aside within the City Administrators budget for the purpose of wages, salaries and benefits,to facilitate the hiring of a City Administrator of the Mayors choosing, with City Council approval.

APP1IOVED AS TO/ORM:

~IL ~---- _____AnthoyW! Chubb, Interim City Attorney

APPROVED AS TO F,INANCE: APPROVED BY CITY COUNCIL:

Kerry Nelson, City Council PresidentPRESENTED TO CITY COUNCIL: 2/22/2016FAILED BY CITY COUNCIL: 2/22/2016

RESOLUTION NO.: CA?J~/72o/c~

FOR THE CITY:

D~i9Kareu W. Weaver, Mayor

TRANSITION ADVISORYBOARD: