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HomeMy WebLinkAboutRes 08-60 Approving an Employment Contract of the President Texas Student HousingTOWN OF WESTLAKE RESOLUTION NO. 08-60 APPROVING THE APPOINTMENT OF A PRESIDENT TO SERVE ON AN INTERIM BASIS FOR, AND APPROVING THE TERMS OF AN EMPLOYMENT AGREEMENT OF THE PRESIDENT FOR THE TEXAS STUDENT HOUSING AUTHORITY, THE TEXAS STUDENT HOUSING CORPORATION, THE TEXAS STUDENT HOUSING CORPORATION — SAN MARCOS PROJECT, THE TEXAS STUDENT HOUSING CORPORATION — DENTON PROJECT, THE TEXAS CHARTER SCHOOL CORPORATION — LTTS CHARTER SCHOOLS, INC. PROJECT, THE TEXAS CHARTER SCHOOL CORPORATION — NEW FRONTIERS CHARTER SCHOOL, INC. PROJECT, AND RESOLVING RELATED MATTERS. WHEREAS, the Texas Student Housing Authority, the Texas Student Housing Corporation, the Texas Student Housing Corporation — San Marcos Project, the Texas Student Dousing Corporation — Denton Project, the Texas Student Housing Corporation — College Station Project, the Texas Charter School Corporation — LTTS Charter Schools, Inc Project, and the Texas Charter School Corporation — New Frontiers Charter Schools, Inc. (collectively, these entities shall be referred to as the "Texas Student Housing Entities"), which have been created by the Town of Westlake (the "Town") pursuant to Chapter 53 of the Education Code, the Higher Education Authority Act, as amended (the "Act"), to act on behalf of the Town as its duly constituted authority and instrumentality, within the meaning of the Internal Revenue Code of 1986, as amended, for the purpose of aiding institutions of higher education, accredited primary or secondary schools, or authorized charter schools, as those terms are defined in the Act, in providing educational facilities and housing facilities and facilities incidental, subordinate or related thereto or appropriate in connection therewith; WHEREAS, on behalf of the Town, The Board of Aldermen hereby approves the appointment of Pete Ehrenberg to serve as President of each of the Texas Student Housing Entities on an interim basis; WHEREAS, on behalf of the Town, the Board of Aldermen hereby approves the terms of the Employment Contract of the President of each of the Texas Student Housing Entities in the substantially form attached hereto as Exhibit "A". WHEREAS, the meeting at which this resolution has been considered was open to the public as required by law, and public notice of the time, place, and subject of the meeting has been given in accordance with Chapter 551, Government Code; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN TO THE TOWN OF WESTLAKE, TEXAS: SECTION 1. the findings and declarations contained in the preamble of this Resolution are hereby incorporated as part of this Resolution. SECTION 2. This Board of Aldermen hereby approves the appointment of Pete Ehrenberg as President of each of the Texas Student Housing Entities on an interim basis. SECTION 3. This Board of Aldermen hereby approves the terms of the Employment Agreement of the President in substantially the form attached hereto as Exhibit "A". SECTION 4. This Resolution shall take effect immediately upon its adoption. PASSED AND APPROVED ON THIS 27 DAY OF OCTOBER 2008. Laurd Wheat, Mayor ATTEST: 4e __r- —I, im;Su er TRMC, Town Secretary Thomas E. Brymer, ow Mana or APPROVE AS TO RM: L. anton L T ttorney TEXAS STUDENT 1IMSI G ENTITIES i villaple Circle. Suite: X0? Wcttlake, Tanis 70262 Toleph(uie 817-431-041)l Nix:87 +f} ; 12 t nta�t� t£�c�Rh,31-'iF. tl i —t.,1 � Septe€ mer 16,2008 Mr. Peter Ehrcobertt 21 a? !'t€rt.„t-ood Wi Fi. Worth. TX 76179 Re. Consulting Agrec€hent Deaf Mr. Ehrenlierg. 'Me Texas Studem Housing Emit es tcollectivcly, the "Silks-' or indiviJuallx a 7 SHL "j, inchWbi14 tile TeNar,; Stt€dtv Housing. Authority. the Texas Student Housing C'nrptare€t on the Teas ;ttrc3tnt FfouSing Corporation - San \iarcDs Prt}jt t_ rhe Texas Student Housing Corporation - Dentorr Pr-r,ject the Texas SWdent Housing Corporation - Coltcge Station Pro Iect. the Texas Charter School Corporation - I.,17S Char keg School. Inc. Project, and the 'I"ext€s Charter School Corporation - New Frontiers Charter School, Inc. PrajecL are Pleased to contract for the services of Deter Ehrerli€crg to serve as President for each of the Texas Student Flousing Etitidee oil thL terms contained in this Employment Agit anent (the "Agreement" ). NIr. Fhrcuberg Shall be referred to in this Agreement as tilt”. " Prtsident." Duties cif the President € With respect to ear h TSHF. the Presidkmt shall be re. ipunsible for the overall €'nanatiemeal and operation of each of the TSHES and for Performing the duties as follows, tt€> If.tlte TSF E. has oversight responsibilhles, including, but not limited to. ,approval of budge s. monitoring the perforrna€ ce of t:ho TSFIL `s propeltv auallage •(S) (af anyj, obtaining insumance. and other related mailers, fr r ars,,, project that the 'C5l{ mhws financed aril or o%w-n%, the 13resicleni, With respuct to the: provisions that art i ranlaitted in the docu€nems governing the acguishiml, financing, operations and manazgeincrti ofth, prujccl (coBlectivth such docurnents� shall be referred to a.�, file `Project Administration ()u-:umcnts" i. Sha11 CZrtii'�, in %vi -icing to Tile Board rrf Dhecrors ar east once c<jcfi c Icndar cfararjc3� the tollow,mg: (i) theI"SI1['. r4 in compliance with all €rimerial requirements applicarhie to the T'S1 tE. that are 4onnained in the l'rofc.c.t \dirt:€tisir itiozi Documvrtts. €:iii Ille prcticct is king managed by clic TSHF-'s property in ma- v:s) in Compliance with the Project Administration DoumTients. peto lr 1:13rt €'whir (i60 the budget #'tar tite lar;je t hall.: ta- cra tilnotY wbanittcd to tiara Board of Dir,-.cior, and is in conipiiit, ice with erre Project Adminis€Dation t7murnunts, and (iv) such ea€her masters as nta be rutlucMed by the Chaairmun and or the Boy ;rd (13) If tl€e President is unable we xrfif�it) the matters referred to in paragraph lils)16 above, the Preskhmt shall paovidc a wTitts n sGaternrnt to the Chairman stating it! rca UTsabie detail tree reasons thai the Prsesidew cannot n€alit: such cetlifmitioll, ;i'F vrct leci!s than rill da,,s pricrto the beointiirt=-ofeach calendar 5°ear. ;Ile Presidunt s wil prepare: a con>.attlidating annual bud_.:t uht< Consolidating Budgu" t aril€;r acri ities of each csi'il€e s Si IE; in a f rr€rs acce:ptablc tri the Chainnan for all TSIAEs retread€a4 all revcnues anti expenses for the riscaal : ear for Consideration t). the Board.of Directoroftar,b TSiil . and no Ic, s '.han truce• each catcn&r quarter, the president shall update. based ort actual dwa. the Ccosolidatiw� Biideet and present to the Roard of Direc•tom a s4rternera,. e%plaining all varimicea ire such detail ass the lChairrnan sheep require. (0) With rNpQ' t to any prt�Je; l buds et requir irapz I30'ar d of Di€eeton" appryal' die President deal€ make w iticu rs:crymmundadons to the Board cafDir€ dors regarding the budges.. (f) The President shall provide to the Board of Dirccter and the Bdard or Akdormen a mora Ftly €ransaclitan rcport shvevir€,fall Tneome r;:ccived and cNpenscs baits during, eaacl� 4.alerldar month for - c: icl3 TY -IL and nn a consolidated basi�. UJPoll the request of the Chairman or u majority of telt Bmird trl'Directors cr'f a TSI:ii-:_ the Pmidcnt shall pro idc any financial apart on. the fin<an6al conn idon of <any 'I'SlJE Of all of the "l SHE's. €r ih ettc€at mzsonahl� possibly to the Board of Director-, of Clic T81 -IF and the Board ol'A Idcrmen. (g) Will, respect to the scholat-Aiip program ol'the TS11'Es. the President SN'll prep a; e sttch reports tared puroj-m such thetics las the- Chairman ant€ the Boaml or Directors of each TS] I L shall direct. ;h in pinrfwening the dudes ass -1 _;ned to the presicl;:*tat. the President ma cs refer vvith each tel the tidier coisultants remi teff b� the TSHE' to tilt e tertr ilte Prl:- Jdeln bclie4 ch tlstit crar sUitatirrrr appropriate to to :assura 03a( tbcc duti:-s oftlic President e=% Il 3r perfta€mcd prop4srt.v. ri) "flit 1'rc:>i,;s. at sh<a11 perform :s;acfa additional dutioi a� wi, sp. i"wd Ca•om €enc io rime iia alae la,, lav,,,'; Cf<t TS Il; send or specified by IN. Chair man care'f'SI-fl ; provided the Chairman and tile 'I it shall not provide &3j-to-dv supervision of the .President. i ta, I rz.'iicr�.,t u)€L;11€r_ the: nmnther t>fal)-o -uf'(, V ,icb Petcr Elirenberg Pnoc a. The President herelry ackrRowleilgts th t he ht reviewed the [rrla vs ofeach 'l -SHE and agrees tee pi;rCorrn (lie dirties uttlte President ns stated in the bylaws, for cath TIMF and a� stated in €Itis A:„rc�eincttt. Full -Timer No irrterf rrnce (a) `F`lai l'm*ident shrall devLAie tall -time during husincss hours to the 'IS) ILs. (b) The President niust not umiettakc.an." actitiities that laerrvry Nvith the PrCsidellfs performance uflos duties. Ae€•ountability of Preaidenl The President shall report to the (Chairman of each TSi- E and sltall he accountabk to the Board orDiretto s and the Board ol'Aldcrmen ofihe Tr,wn of 4.'ectkal e. "i"exa Compensation As compensation for this performance of his eludes, the Pr(sz-deni �hult be entitled to vompi in.5atiusi its foilcows: At thc rate of.$ 75,DOO por annum plus at additional S 1,000 per nion€h. on an interim basis until sucli time a pvrmariontmplaccinent is apaperinted. which salary shall be payable twice r7tort lil, on the last day of each moat and the T 5th day of tach M0ntii (V&,!:tu n9 the 1 5th of Scptcmber. '_tom$, In addition the President acknowledges }}es th&i #Itis payment includes 2.1 allo'<vance in lied of all (hinge benefits. '. At the €irne a perrr�'7nzrtt raplacernei t is aplxrinte d, Mr. Elia rer a all revert #'o his duties as f'iratartce %latnager at an annuat sad iry of $75.00(). Reim bitrsentent for Expense=s Pie Presittent shall be entitled to rtintbursenie it for ajw rear{Stt' ble actual oui-of-pockt't expenses. including irti� 1 and iodghtzg e`ponscs. inctirreci i.ia ct}nits c turn a. itli tla preriorntatnc€tifhis duties criacier this f� rc.cnyerti_ 1t itlt tesltec to automobiles expetases, the President shall be reinibuised at the some r=ite per mile as is authori:�ctl undercurrent Irateittaal Revenue Service Reg€t12tions, Peur Chrc€ bee, Page 4 Vacation and Holidays 'llte President shall ae rrvt : Ow', da,. per munih, "I he President shall mat be P_sid for ncerned bw untAcri �sc.aliat� The Preui&,wdtall be enii:lled VI the Smile holid:3 ; as ernplo4 ec of the 'Fawn tat Wcu lakt 11he °"isr, n"i rlrceive, Cooflicts of Ittt.eresa Sas The Pvc:sk,n€ must not envatvgc in an, that coWd ra;at on abl; he forexevwcs> ateaan� conflict-Ofinterestitt3,eenthepresidentand.ant of°tile T'Stl".scrtile 'Iov€l (0) 'Ilic TS11F.s and the Prcaident undvrt;umd and acknowleduc that the President small be .free to advise tl€c Town as lie d(r ems appropriate and may iake any action a,,may ire dine ied la; th€: 'fc)v,•n. Terra The Prean s€€t is empl .ved at will iry the TSf3Cs. T#tis Agrernium shall ht: Lffsctive as « f September J6. 2008: pro, ided that, this Agreemcni ma.Y be terminated ithout cause at anytirn if eM r the President Ct: a TSIM, prof. irks v, ritwtI notice of'tm—nictation to tl€e other part: This Ar::reetncnt shall terminate on the i 5th day= ttfler r€Once ot'tt ri€ai€a ticta€ is provided lay cath£>rparty li•terrminated under this Agreement. thea Yresident.shaill be cntided to t•ompensatlon €art€i: alvough the l: st date ofumplor r€lent uid riaimbarcemeaal for a . outstanding? e.Nipenses Bindino an Eiaoh of the Tr as Stut€e I—Iousim-Y E mities The Board ol'Directors urea,.) ul'thtTSH& has aulfivriza:d rfas C'hairnlan toenti-r lac?,>a:ad l ax elect€nd lis flim Agmement, and each or the TSHE,,S are jciinth. atti w -wally liable under this Agrecincnt.. Ma F.1irviNm Sepleniber 16, 2008 Best RcrgardK James P. Carter Chairman: Texas Student I lousing Authority Toms Student Housing Corporation -San Marcos Projcct Texas Student Housing C orporation-Dent oil Prqject C, Accepted and Agreed By: I" - Peter Ehrenberg September 164009