separation agreement for david hamilton

8/18/2019 Separation agreement for David Hamilton

1/8

SEPARATION

AGREEMENT

This

Separation Agreement

( Agreement )

is

made

between

the

Baldwinsville Central

School

District,

23 East Oneida

Street, Baldwinsville,

New

York

13027

( Districf')

and David

Ilamilton

( Dr.

Hamilton ).

As

used

in

this

Agreement,

the term

District

shall

mean

and

include the

Baldwinsville

Central

School

District,

its

Board of Education,

all

former

and current

individual Board

members, ail former

and

current

employees,

and agents

(in

their

individual

and

representative capacity);

the

termooDr. Hamilton

shall inciude David

Hamilton

and

his

heirs,

executors,

administrators, and

assigns.

R.ECITALS

A. Dr. Hamilton

and the District are

parties

to an

Employment

Agreement,

dated

June 2, 2014,

providing

that

Dr. Hamilton will

be

employed

as the District's Superintendent

for

the

term of July

1,2014

through

June 30, 2017.

The Employment

Agreement

also

provides

at

Section 20(a)(iii) that

it

may

be

terminated upon

such

written

terms and conditions

mutually

agreed

upon

by

the

Board

and

the Superintendent.

B. The Board of

Education

has

determined that

the

Distict

should move in a

different direction

with respect

to

instructional leadership.

C.

Dr.

Hamilton

has decided to resign from

his

employment

with

the

District.

Dr.

Hamilton

and the

District

have agreed that Dr.

Hamilton will

separate

from his

employment

with

the

District

pursuant

to the terms

of

this Agreement.


2/8

AGREEMENT

1.

Separation Date.

Dr.

Hamilton's

last day

of

employment

with the

District

will

be

April 4,2016.

Upon

execution of this

Agreement,

Dr.

Hamilton

will execute and

submit to

the District

the letter

of resignation

attached

to this Agreement

as Attachment

A

effective at the

close of

business

on April 4,2016.

2.

Nullification

of

Employment

Asreement.

It

is agreed

that the Employment

Agreement,

dated

June

2,

2014, entered

into

between the

District

and Dr. Hamilton, will become

null

and void,

and superseded by

this Agreement,

upon

the effective date of this Agreement.

Following

his

separation from

employment

on

April

4,2016,

Dr. Hamilton

will

not be

eligible

for

any

palments

or benefits from the District

except

those expressly

provided

for

in

this

Agreement.

3. Separation

Benefits.

In

consideration

for the terms

of this

Agreement, the

District

agrees

to

provide

Dr. Hamilton

with the following

separation benefits:

a.

The

District

will

make

gross

monthly

payments

to Dr. Hamilton in the

amount

of

Thirteen

Thousand Four Hundred

Sixty Nine and

201100

Dollars

($

13,469.20)

on

Aprrl29,20l6,May

27,2016 and June23,2016

minus applicable New

York

State

and Federal

income

tax and other withholdings.

For the

period

July 1, 2016

through December 31, 2016, the

District

will

make monthly

payments,

corresponding

with

the last

payroll

date of

each

month,

in

the

gross

amount of Fourteen Thousand Five Hundred

Ninety One 671100

Dollars

($

14,591 .67)

minus applicable

New

York

State and Federal income tax and other

withholdings.

This sum

represents

the

amount that

Dr. Hamilton would

have

been

paid

under the terms of the

employment

agreement from

Julyl,

2016 through December 31,

2016.In

the

event

that

Dr.

Hamilton is not otherwise employed on January

L,2017

and

through the

period

ending June

30,

2


3/8

2017,

the

District

shall make

monthly

payments,

corresponding

with

the last

payroll

date

of each

month,

in

the

gross

amount

of

Fourteen

Thousand

Five Hundred

Ninety One 671100

Dollars

($

14,591.670)

representing the

amount

that

Dr. Hamilton

would have been

paid

under the terms

of

the

employment

agreement

for

those

months.

In

the

event that

Dr. Hamilton

is employed

from January

1,2017

through

June 30, 2017, the amount

paid

to Dr. Hamilton

under

the

terms

of

this Agreement shall

be reduced

by

the amount otherwise

earned by Dr.

Hamilton.

The

District

may

request

and Dr.

Hamilton

agrees

to provide payroll

information for

the

period

January

1,

2017

through

June 30,2A17.

b. The

District

agree

to

pay

Dr.

Hamiiton Eight Thousand Three Hundred

Ninety

Dollars

and 11/100

($8,390.i7)

minus applicable

withholdings representing

accrued

unused vacation

days. Such

payment

shall

be made

in a

separate

check

with

in thirty

(30)

days

from

the date

of

resignation.

c. Provided Dr. Hamilton elects COBRA coverage, the

District

will

pay

Dr.

Hamilton's

COBRA

premiums

to

provide

Dr.

Hamiiton

with

family

coverage

in the

District's

group health

insurance

plan that is available

to

other

District

employees,

for

a

maximum

period

of ending June 30,

2017,or

until Dr.

Hamilton

becomes

eligible

for

comparable

insurance

coverage, whichever is

sooner. This continued health

insurance

benefit

will

be

at

the same

cost-

sharing arrangement

in

place

in

Dr.

Hamilton's

Employment Agreement

and

at

the

same

cost

as

paid

by

District

employees enrolled at the same

time in the

same

coverage. ln the

event the

District

provides payment

of

COBRA

premiums

after salary

continuation

payments

cease, Dr.

Hamilton

will be

responsible for

pay.rnent

of his

cost-sharing

portion

of

the

premiums

in order

to

maintain

coverage.

For

purposes

of this

Agreement, the

District's

group

health insurance

plan is

defined

as

medical

insurance

and dental

insurance.

If,

prior

to June 30,2017

,

Dr.

Hamilton

3


4/8

becomes

eligible

for insurance

coverage that

is not

comparable

in

cost to the

District's

coverage

and comparable in

benefits

( comparable

benefits

is

defined as medical, dental and

optical

coverage) at the

same time, the District

will

pay

the difference

in

costs and/or will

provide

comparable benefits

until June 30,2017.

d. No Other Palrments.

There

are

no other

payments

of income or benefits

required

under this separation

agreement and Dr.

Hamilton

expressly waives any such

entitlements for the

payment

of any

sums of money

for

accrued

vacation, sick

or

personal

leave

contained

in

his employment

agreement or

as

available

to other departing employees

of

the

District

pursuant

to any

District

Policy

regarding same.

4.

Indemnification.

The Board shall

provide

legal

counsel

and

indemnify Dr,

Hamilton

against any

and all reasonable

costs and expenses, as well as all cost and damages

adjudged against him,

arising out of any

proceeding,

claim,

demand, suit, or

judgment

as

provided

in

section 3 8

1 1

and

3

028 of

the Education

Law, including

but

not limited

to,

by reason

of alleged negligence

or other conduct resulting

in

bodily

injury

or other

injury

to any

person

committed

while

Dr.

Hamilton

acted within

the

scope

of

his

employment

or

at the direction

of

the

Board;

provided

Dr. Hamilton

gives

written notice to the Board

within

ten days

after

commencement

of

any

such action or

proceeding.

If

a conflict

exists

as regards the defense

of

such claim between the legal

position

of

Dr.

Hamilton

and the legal

position

of the District,

the

Superintendent may

engage in

counsel

in which event the District shall indemnify

Dr.

Hamilton

Hamilton

for

the cost of legal

fees.

5. Release by

Dr. Hamilton.

a. Dr. Hamilton,

for

and

in consideration

of the agreements

made by

the

District, as set

forth herein,

and

other

good

and

valuable consideration, unconditionally

releases

4


5/8

and discharges

the

District

to the

fullest

extent

permitted

by

law from any and all

causes

of

action,

suits, damages,

claims,

proceedings,

and

demands that he may have against the

District,

asserted

or unasserted,

directly

or indirectly,

whether

known or unknown,

including

but

not

limited

to,

those

arising

out

of

or

related

in

any

way,

to

his

employment

with

the

District

or

his

separation

from employment,

including, but not

limited

to, any and all

claims

arising

under

the

Age

Discrimination

in

Employment

Act,

the

New

York

Human

Rights Law, the Family and

Medical

Leave Act, the

Americans

with

Disabilities

Act,

Title

VII

of

the Civil

Rights

Act,

and

any and

all local, state, and federal statutes,

breach

of contract

claims, tort claims,

any claims

in

law

or

equity,

and all claims

for

attorneys'

fees,

disbursements, and costs

with

the exception

of

a

claim or suit

to enforce this agreement.

This Release covers

all claims

that Dr. Hamilton

has

against the

District as of

the

date of the signing of

this Agreement, whether

asserted

or

unasserted,

directly

or

indirectly,

or

known

or

unknown.

b. Dr.

Hamilton

understands

that

nothing

in.this

Release or this

Agreement

generally prevents

him

from

filing

a

Charge

(including

a

challenge

to

the validity

of this

Agreement)

with

the Equal

Employment Opportunity

Commission

( EEOC )

or

participating

in

any investigation

or

proceeding

conducted

by the EEOC.

However,

Dr. Hamilton

understands

and

agrees

that

he

is waiving

any right

to recover

any monetary

relief as

a

result

of

any such

EEOC

proceeding

or any

subsequent

legal

action brought

by

the EEOC

or

any

other

agency

or entity on his

behalf.

c. Dr.

Hamilton

acknowledges

that he

fully

understands

and agrees

that

this

Separation

Agreement

may be

pled

by

the District

as a

complete

defense

to any

and

all claims

for damages,

including

affomeys'

fees,

that

he may

be entitled

to as a

result of

his employment

with

the

District

with

the

exception

of

a

claim

or suit

to enforce

this

agreement.

5


6/8

6.

Acknowledsments.

Dr, Hamilton

further

acknowledges:

a. he

has

read,

understands, and has

knowingly and

voluntarily

entered into

this

Agreement;

b.

he

has

been

afforded

twenty-one

(21)

days

to

consider

and

review

the

terms

of

this Agreement before executing

it and understands

he may waive

a

portion

or all

of

the

twenty-one

(21)

days

afforded

to him;

c.

he has been afforded an

opportunity to

consult with

an

attomey

prior

to

executing this

Agreement

and he

has consulted

with

Jacinda

Conboy,

Esq. regarding the terms

of this Agreement; and

d. he has seven

(7)

days

following

his execution of this Agreement

to

revoke the Agreement, and the Agreement

will

not

become

effective

or enforceable until

the

seven

(7)

day

period

has expired.

Revocation will

be

effective

if

written notice

of revocation

is delivered

within

seven

(7)

days of Dr.

Hamilton's

execution

of

this Agreement to

Victor

Jenkins,

President, Board of Education, Baldwinsville Central

School

District,

29 East Oneida

Street,

Baldwinsville, New

York

L3027.

7.

Release

bv

District.

The

District, for

and

in

consideration

of

the agreements

made

by Dr. Hamilton,

as set

forth herein,

and other

good

and

valuable

consideration,

hereby

releases

and forever

discharges,

and

by this

instrument

does

release and forever

discharge

Dr.

Hamilton

of and

from

all actions,

causes of

action,

suits,

charges, complaints,

proceedings,

grievances,

obligations,

costs, losses, damages,

injuries,

attorneys' fees, debts,

dues, sums

of

money, accounts,

covenants,

contracts,

controversies,

agreernents

and

promises

of any

form

whatsoever

(collectively

referred

to as

claims )

including,

but not

limited

to, any

claims

in

law,

equity,

contract,

tort

or those claims

which

were or could

have been

alleged

up

until

the

6


7/8

date of execution

of this Agreement,

or

any claims

arising

under any and

all

federal,

state,

county

or

local

statutes,

laws,

rules

and regulations

pertaining

to

employnent,

as well as any

and all claims

under

state

or federal contract

or

tort law

against

Dr. Hamilton,

known or

unknown claims,

excluding

any claims

which

arise

from

any

criminal

act,

receipt

of

monies,

or any other

act

involving

the

illegal

or unauthorized

receipt

of monies or

things of value

of

the District by Dr. Hamilton,

by his

own

acts.

8. Letter of Refqrence.

The

District

agrees

to

provide

Dr. Hamilton

with the

letter

of

reference

attached to

this Agreement

as Attachment

B, which

will

contain his

dates

of

employment

with

the District, the

position

held

and

his

annual salary as it

was

paid

on the date

of

his

resignation.

The

letter

will

also

indicate

that

Dr.

Hamilton voluntarily

resigned. In

response to an employment

inquiry, the

District

will only

provide

information

which

is

consistent with the attached

letter of

reference.

The

Parties

have

agreed upon

the

public

statement

annexed to

this

Agreement

as

Attachment

C.

9.

No-Ad.mission,of

Wronsdoins.

This Agreement

shall not

constitute

or

be

construed

as

an

admission by the Board

of

Education or

Dr. Hamilton

of

any wrongdoing,

error or omission whatsoever,

or with

respect

to their respective relationship

or any legal

obligations or

authority

regarding

same.

10.

Non-Disnarasement.

Dr. Hamilton

and the District's Board of Education agree

that they will not make

or

publish

any

written

or oral false

statement or

remark,

including, but

not limited

to,

derogatory

mmors,

allegations, negative reports

or comments,

which

are

disparaging, deleterious, or damaging

to the integrity, reputation, or

goodwiil

of

the

District,

or

Dr.

Hamilton.

In

response

to

any

inquiries the

District will be

limited

to its

public

statement

and

letter of reference attached

hereto.

It

is

understood that

Dr. Hamilton

will

be

actively

7


8/8

pursuing

future employment and may

respond to

inquiries

from future ernployers regarding

the

reasons

he left employment

with

the

District.

11.

Return

of

District Prope{$y.

Dr.

Hamilton

agrees

to return to

the

District

all

District

equipment, records,

and

property in

his

possession

by no later than

April

4,

2016.

12.

Governins

Law.

This Agreement

shall be construed and

enforced in

accordance with and

govemed

by the laws

of the State of New York.

13.

Entire Aereement.

This

Agreement

represents

the entire

agreement

and

understanding

of the

parties

and

supersedes

all

prior

agreements or understandings, whether

oral

or written.

The

parties

acknowledge

that

no representation,

promise,

inducement,

or

statement

of

intention has been made

by

any

party

to

this AgreemenJ that is not

embodied in the

Agreement and agree that no

party

should be

bound

by,

or

liable for,

any alleged

misrepresentation,

promise,

inducement,

or statement of intention not

set

forth in

this

Agreement.

14.

Construction

and

Severabilify.

Other

than

paragraph

5(a),

the

invalidity

of any

one

or more

provisions of

this Agreement

or

any

part thereof shall not

affect

the

validity

of

any

other

provisions

to this Agreement;

in the

event that

one

or

more

provisions

contained herein

shall

be invalid,

as

determined

by a court of

competent

jurisdiction,

the court shall have

authority

to modify

such

provision

in a

manner that most closely reflects

the intent of

the

parties

and

is

valid.

In

the event that any terms

or

part

of

paragraph

5(a) are

found to

be

invalid, the

entire Agreement

shall be void.

15. Amendment.

This

Agreement

may

not be amended or

modified except

in

writing signed

by both

parties.

I

separation agreement for david hamilton

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