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CLERK OF THE BOARD OF COMMISSIONERS EMPLOYMENT AGREEMENT

This CLERK TO THE BOARD OF COMMISSIONERS EMPLOYMENT AGREEMENT (herein


"Agreement”) between The Buncombe County Board of Commissioners, (herein
"Employer" or “BCBC”), and Dewayne Lamar Joyner (herein "Employee") is effective as of
June 4, 2018 (the "Effective Date").

WITNESSETH:

WHEREAS, Buncombe County’s current Clerk to the Board is retiring June 29, 2018;

WHEREAS, pursuant to N.C. Gen. Stat. 153A-111, the Board of Commissioners shall
appoint or designate a clerk to the board;

WHEREAS, Employer is of the opinion that Employee possesses the requisite knowledge,
experience and qualifications to serve as Clerk to the Board, and desires to appoint
Employee to the position;

WHEREAS, the current Buncombe County Personnel Ordinance (herein “BCPO”) stipulates
that the position of Clerk to the Board is not subject to the BCPO as it relates to hiring,
disciplinary actions including, but not limited to, suspension without pay, dismissal,
grievances and appeals as such officer holds the office at the pleasure of the appointing
board; and

WHEREAS, Employee and Employee desire to enter into an employment agreement


specifying the terms and conditions of Employee’s employment with the Board of
Commissioners;

NOW THEREFORE, in consideration of the foregoing and of the mutual promises contained
herein and of other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, the parties hereto hereby agree as follows:

1. EMPLOYMENT TERM. Employer shall employ Employee, and Employee accepts


employment by Employer, upon the terms and conditions set forth in this Agreement,
until the termination of Employee's employment in accordance with Section 8 below (the
"Employment Term").

2. POSITION & DUTIES. During the Employment Term, Employee shall serve as
Employer's Clerk to the Board. As Clerk to the Board, Employee shall have such duties,
authorities and responsibilities commensurate with the duties, authorities and
responsibilities assigned to Employee in Chapter 153A of the General Statutes of North
Carolina, including, but not limited to, the duties set forth in NCGS § 153A-111 as
amended, and other duties as set forth in the job description attached as Exhibit A of this
Agreement and incorporated herein. During the Employment Term, Employee shall use his
best efforts to perform faithfully and efficiently the duties and responsibilities assigned to
Employee hereunder and devote a plurality of Employee's business time (excluding
periods of vacation and other approved leaves of absence) to the performance of
Employee's duties with Employer. Employee will comply with the Personnel Ordinance as
it relates to his supervision, either direct or indirect, of Buncombe County employees
covered by the Personnel Ordinance. This includes working in consultation with the
Human Resource Director, County Attorney and County Manager to ensure compliance
with Buncombe County Personnel Ordinance. In addition, Article III, Section 5,
Subparagraphs A through D are not applicable to Employee. Finally, Employee shall be
required to complete the City and County Clerks Academy and Institute courses offered by
the UNC School of Government to the satisfaction of its instructors before the end of
calendar year 2019.

3. BASE ANNUAL SALARY. Employer agrees to pay Employee a base annual salary
(the "Base Annual Salary") at an annual rate of $ 80,000.00, less applicable taxes and
withholdings, payable in accordance with the regular payroll practices of Employer. The
base annual salary as determined herein from time to time shall constitute "Base Salary"
for purposes of this Agreement, and base annual salary has the same meaning as defined
for purposes of longevity pay in the Buncombe County Personnel Ordinance. Employee
shall be entitled to Longevity Pay, the annual CPI adjustment and other benefits as set
forth in the BCPO to the extent that the benefit is available to all covered employees.

4. BENEFITS AND EXPENSES.

(a) BENEFIT PLANS. Employee shall receive all benefits that apply to a covered
employee as set forth in the BCPO.

(b) VACATION. Employee shall receive all leave benefits that apply to a covered
employee as set forth in the BCPO.

(c) YEARS OF SERVICE. Employee shall retain his “aggregate service” as defined
by the BCPO and tracked by the County’s Human Resources Department.

(d) EDUCATION. Employer shall be responsible expenses associated with the


City and County Clerks Academy and Institute courses. Employer will also pay the
reasonable expenses related to annual clerks' association meetings and advanced
certifications as approved in advance by the Employer.

(e) PERSONAL TIME OFF. In addition to the standard Personal Time Off ("PTO")
as provided in Article IV, Section 33 of the BCPO, Employee shall be entitled to an
additional five days of PTO to assist in his transition and moving to the area. This
additional PTO will be effective through and including June 30, 2019, and any unused part
of this PTO shall be forfeited after that date. All other terms of Article IV, Section 33 of the
BCPO shall apply.

5. RETURN OF INFORMATION AND PROPERTY. Upon termination of Employee's


employment, or at any other time as Employer may request in writing, Employee agrees to
deliver to Employer any and all property of Employer and any and all documents, materials,
data and information (in whatever form, whether hardcopy, electronic or otherwise, and in
whatever medium) relating to the business of Employer, including without limitation all
such items that constitute or contain Confidential Information, documents, computer files,
keys, corporate credit cards and Employer provided computers, automobiles or other
equipment. All such property will be returned promptly and in good condition except for
normal wear.

6. CONFLICT OF INTEREST. Employee agrees to abide by all Conditions of


Employment, and specifically as same relate to personal conduct as a County employee.
Employee further agrees to comply with all laws regarding conflicts of interest, including
but not limited to, the provisions of NCGS § 14-234. In addition, during Employee's
employment, Employee will not acquire any financial interest in, accept gifts or favors
from, or establish any relationship other than on behalf of Employer with, any customer,
supplier, distributor, or other person who does or seeks to do business with Employer,
unless Employee has disclosed the financial interest, gift, favor, or relationship to the
County Manager, with copy to the Internal Auditor, in writing and has received written
approval for that activity or transaction; provided, however, that this restriction does not
apply to casual and normal social/business relationships that do not involve exchange of
money, gifts or favors other than those allowed by law. If any member of Employee's
family engages or proposes to engage in any relationship or activity that would be covered
by the preceding sentence if engaged in by Employee, Employee will immediately disclose
that proposed or actual relationship or activity as provided above.

7. COMPLIANCE WITH LAWS. Employee shall comply with all federal, state and local
laws.

8. TERMINATION. Employee's employment and the Employment Term shall


terminate on the first of the following to occur:

(a) BY EMPLOYER. Nothing in this Agreement shall prevent, limit or otherwise


interfere with Employer’s right to terminate the service of Employee at any time, subject
only to the provisions of Section 9(a) and 9(b) of this Agreement.

(b) BY EMPLOYEE. Nothing in this Agreement shall prevent, limit or otherwise


interfere with the right of the Employee to resign or retire at any time from his position
with Employer subject only to the provision in Section 9(c) of this Agreement.

9. CONSEQUENCES OF TERMINATION.
(a) In the event that Employee is terminated by Employer, and Employee is
willing and able to perform his duties under this Agreement, Employer shall pay Employee a
lump sum cash payment equal to one-half (1/2) year of Base Salary as set forth in Section 3
above (hereafter “Severance Pay”), provided however, that in the event that Employee is
terminated for cause, Employee shall not be entitled to Severance Pay. “Cause” hereunder
shall include, without limitation, the following:

(1) failure to full-fill the duties and responsibilities imposed upon him as
“Clerk to the Board” by the General Statutes of this State;

(2) unacceptable personal conduct or unsatisasfactory job performance


as defined in the BCPO;

(3) the commission of an act involving moral turpitude, dishonesty, theft


or conduct that impairs or injures the reputation of the Employer or for
which there is a reasonable and adverse relationship between the underlying
conduct and the continuing ability of the Employee to perform his
professional duties in an effective manner; and

(4) the death of the Employee or the Employee’s inability to perform the
essential job functions of his position by reason of illness, accident, incapacity
or disability for a period of more than nintey (90) days.

(b) In the event Employer, at any time, reduces the salary or other financial
benefits of Employee in a greater percentage than any applicable across the board
reduction for all covered employees, or in the event Employer refuses, following written
notice, to comply with any other provision benefiting Employee herein, Employee may, at
his option, be deemed to be terminated by Employer at the date of such reduction or such
refusal by the Employer thereby entitling Employee to the Severance Pay set forth in
Section 9(a) above.

(c) In the event the Employee voluntarily resigns his position with Employer or
files for retirement with the State of North Carolina, then Employee shall give Employer
sixty (60) calendar days’ notice in advance unless the parties agree otherwise. Employee
shall not be eligible for any payment or benefit under this section beyond compensation
and benefits accrued as of his last day of employment (hereafter “Accrued Amounts”).

10. CONDITIONS. Prior to receiving any payments or benefits made or provided


pursuant to Section 9 (other than Accrued Amounts), Employee must do each of the
following:

(a) Deliver to Employer an executed waiver and general release of any and all
known and unknown claims, and other provisions and covenants, in the form acceptable to
Employer (which shall be delivered to Employee within five (5) business days following the
termination date) (the "General Release") within 21 days of presentation thereof by
Employer to Employee (or a longer period of time if required by law), and permitting the
General Release to become effective in accordance with its terms.

(b) If Employee fails to complete the conditions set forth in this Section 10,
Employee shall not be entitled to any payment set forth in Section 9 other than the Accrued
Amounts.

(c) Notwithstanding the due date of any post-employment payments, any


amounts due following a termination under this Agreement (other than Accrued Amounts)
shall not be due until after the expiration of any revocation period applicable to the General
Release without the Employee having revoked such General Release, and any such amounts
shall be paid or commence being paid to Employee within fifteen (15) days of the expiration
of such revocation period without the occurrence of a revocation by Employee. Nevertheless
(and regardless of whether the General Release has been executed by the Employee), upon
any termination of Employee's employment, the Employee shall be entitled to receive any
Accrued Amounts, payable after the date of termination in accordance with Employer's
applicable plan, program, policy or payroll procedures.

11. TAXATION. Employee agrees that Employer has not provided Employee with any
advice regarding the tax consequences of any of the payments made pursuant to this
Agreement. Employee agrees to be responsible for any and all necessary taxes as a result of
the payments made and/or benefits received pursuant to this Agreement.

12. PRIOR AGREEMENT. This Agreement shall be effective immediately and shall govern
the relationship between the Employee and Employer from and after the Effective Date,
and, as of the Effective Date, supersedes and terminates all previous agreements and
understandings with respect to such relationship, including the Prior Agreement.

13. ASSIGNMENT. Because of the unique and personal nature of the Employee's duties
under this Agreement, neither this Agreement nor any rights or obligations under this
Agreement shall be assignable by Employee. This Agreement shall be binding upon and inure
to the benefit of Employer and its successors, assigns and legal representatives. Any such
successor or assign of Employer will be deemed substituted for Employer under the terms of
this Agreement for all purposes. For this purpose, "successor" means any person, firm,
corporation or other business entity which at any time, whether by purchase, merger or
otherwise, directly or indirectly acquires all or substantially all of the assets or business of
Employer.

14. NOTICE. For the purpose of this Agreement, notices and all other communications
provided for in this Agreement shall be in writing and shall be deemed to have been duly
given (a) on the date of delivery if delivered by hand, (b) on the first business day following
the date of deposit if delivered by guaranteed overnight delivery service, or (c) on the
fourth business day following the date delivered or mailed by United States registered or
certified mail, return receipt requested, postage prepaid, addressed as follows:

If to Employer: Buncombe County, c/o Buncombe County Human Resources


Director, 200 College Street, 3rd Floor, Asheville, NC 28801

If to Employee: To the most recent address of the Employee set forth in the
personnel records of Employer or to such other address as either party may have
furnished to the other in writing in accordance herewith, except that notices of
change of address shall be effective only upon receipt.

15. SECTION HEADINGS; INCONSISTENCY. The section headings used in this Agreement
are included solely for convenience and shall not affect, or be used in connection with, the
interpretation of this Agreement. If there is any inconsistency between this Agreement and
any other agreement, plan, program, policy or practice (collectively, "Other Provision") of
Employer the terms of this Agreement shall control over such Other Provision.

16. SEVERABILITY. The provisions of this Agreement shall be deemed severable and the
invalidity of unenforceability of any provision shall not affect the validity or enforceability of
the other provisions hereof.

17. COUNTERPARTS. This Agreement may be executed in counterparts, each of which


shall be deemed to be an original but all of which together will constitute one and the
same instruments. One or more counterparts of this Agreement may be delivered by
facsimile, with the intention that delivery by such means shall have the same effect as
delivery of an original counterpart thereof.

18. WITHHOLDING. Employer may withhold from any and all amounts payable under
this Agreement such federal, state and local taxes as may be required to be withheld
pursuant to any applicable law or regulation.

19. AGREEMENT OF THE PARTIES. The language used in this Agreement will be deemed
to be the language chosen by the parties hereto to express their mutual intent, and no rule
of strict construction will be applied against any party hereto. No agreements or
representations, oral or otherwise, express or implied, with respect to the subject matter
hereof have been made by either party which are not expressly set forth in this Agreement.
Neither Employee nor Employer shall be entitled to any presumption in connection with
any determination made hereunder in connection with any arbitration, judicial or
administrative proceeding relating to or arising under this Agreement.

20. INTEGRATION. This Agreement contains the complete, final and exclusive
agreement between the parties relating to the terms and conditions of Employee's
employment and the termination of Employee's employment, and supersedes all prior and
contemporaneous oral and written employment agreements or arrangements between the
parties, including but not limited to the Prior Agreement.

21. AMENDMENT. This Agreement cannot be amended or modified except by a written


agreement signed by Employee and a duly authorized director or officer of Employer.

22. WAIVER. No term, covenant or condition of this Agreement or any breach thereof
shall be deemed waived, except with the written consent of the party against whom the
wavier is claimed, and any waiver or any such term, covenant, condition or breach shall not
be deemed to be a waiver of any preceding or succeeding breach of the same or any other
term, covenant, condition or breach.

23. CHOICE OF LAW. This Agreement shall be construed and interpreted in accordance
with the laws of the State of North Carolina without regard to its conflict of laws principles.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement, effective as of
the date first written above.

BUNCOMBE COUNTY

By:__________________________
Brownie Newman
Chairman, Buncombe County Board of Commissioners

Attest

__________________________
Clerk to the Board

EMPLOYEE

_____________________________
Dewayne Lamar Joyner
PRE-AUDIT STATEMENT:

This instrument has been pre-audited in the manner required by Local Government Budget
and Fiscal Control Act.
________________________
Tim Flora,
Finance Director
STATE OF NORTH CAROLINA
COUNTY OF BUNCOMBE

I, Notary Public of the County and State aforesaid certify that Kathy Hughes personally
came before me this day and acknowledged that she is the duly appointed Clerk to the Board of
Commissioners of the County of Buncombe, and that by authority duly given and as the act of
the body corporate and politic the foregoing instrument was signed in its name by its said
Board Chairman, sealed with its corporate seal and attested by herself as its Clerk.
Witness my hand and notarial seal this ____ day of May 2018.

{Seal}
_________________________________
Notary Public
My Commission Expires: _____________

STATE OF NORTH CAROLINA


COUNTY OF BUNCOMBE

I, Notary Public of the county and State aforesaid, do hereby certify that Dewayne
Lamar Joyner personally appeared before me this day and voluntarily acknowledged the
due execution of the foregoing instrument.

Witness my hand and notarial seal this ____ day of May, 2018.

{Seal}
_________________________________
Notary Public
My Commission Expires: _____________