Employment Agreement with Joseph CentorinoEMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into this/4 day of
~ 2019, by, and between JOSEPH M. CENTORINO ("Mr. Centorino") and the CITY OF
MIAMI BEACH, FLORIDA (the "City") (each, a "Party" and collectively, the "Parties").
WHEREAS, on October 16, 2019, the Mayor and City Commission appointed Mr.
Centorino as Inspector General of the City of Miami Beach ("Inspector General); and
WHEREAS, on October 30, 2019, the Mayor and City Commission adopted Resolution
No. 2019-3/ O 1 2 , approving this Agreement, for a term of four (4) years, as provided in
Section 2-256(b)(3) of the City Code, commencing November 1, 2019, and ending on October
31, 2023; and
NOW, THEREFORE, the Parties agree as follows:
1. Recitations. Parties agree that the recitations above are true and correct and are
incorporated as if fully set forth here.
2. Employment The City agrees to employ Mr. Centorino as its Inspector General
and Mr. Centorino agrees to be so employed. Mr. Centorino will devote his full working time to his
duties as Inspector General and will not accept or perform any other employment, paid or unpaid,
while he is employed as Inspector General except as expressly set forth herein or expressly
agreed to by the City Commission by resolution and modification of this Agreement according to
its terms. However, nothing in this Agreement shall prohibit Mr. Centorino from occasional other
work, such as teaching, writing, community activities, pro bono work, or civic or charitable
activities as is appropriate to this position of Inspector General, provided, however, that such work
shall not interfere with Mr. Centorino's duties as Inspector General and shall not in any way reflect
unfavorably on the City. Mr. Centorino shall at all times apply his best efforts to the performance
of his duties as Inspector General.
3. Employment At Will. Mr. Centorino is employed at will and serves at the pleasure
of the City Commission. This Agreement and his employment may be terminated by the City
Commission at any time and for any reason or for no reason, subject only to the express
Termination provisions of this Agreement.
4. Duties. Mr. Centorino will perform the duties of the office of Inspector General as
set forth in the Charter of the City of Miami Beach, Florida, and in the Code of the City of Miami
Beach, Florida, and all such duties customary and appropriate to this position of Inspector General
and such other appropriate duties as may be assigned by the City Commission or its designee
from time to time.
5. Effective Date. This Agreement shall become effective November 1, 2019 (the
"Effective Date").
6. Term. The Agreement shall have a term of four (4) years, commencing at 12.01
a.m., November 1, 2019 (Commencement Date), and expiring at midnight, October 30, 2023,
unless terminated earlier or renewed as set forth herein.
7. Compensation. Mr. Centorino shall receive compensation for performing the duties
of Inspector General as set forth in this Section 7. Nothing other than those items set forth in this
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S e c t io n 7 s h a ll b e c o n s id e r e d o r tr e a te d a s c o m p e n s a t io n , w a g e s , s a la ry , e a rn in g s o r
r e m u n e r a t io n to M r . C e n t o r in o fo r a n y p u r p o s e w h a t s o e v e r , in c lu d in g p e n s io n o r fo r p u r p o s e s o f
S e c tio n 4 4 8 .0 8 , F lo r id a S t a t u t e s , o r in a r b it r a t io n .
a . S a la ry . T h e C it y s h a ll p a y M r . C e n t o r in o a b a s e s a la ry a n n u a liz e d a t $2 1 0 ,0 0 0 t o b e e a rn e d
a n d to b e a c c r u e d b i-w e e k ly . T h is s a la ry s h a ll b e p a id b i-w e e k ly a c c o r d in g to th e u s u a l p a y ro ll
p r a c t ic e s o f th e C it y a p p li c a b le to u n cl a s s ifi e d g e n e r a l e m p lo y e e s . N o tw it h s t a n d in g th e
p r e c e d in g s e n t e n c e , t h e P a rt ie s a g r e e a n d a c k n o w le d g e t h a t M r . C e n t o r in o s h a ll b e e n t itl e d
to a n d s h a ll c o n t in u e to re ce iv e th e e m p lo y e e b e n e fi t s p a c k a g e s c u s t o m a r ily r e c e iv e d b y
u n c la s s if ie d e m p lo y e e s . M r . C e n t o r in o w ill b e e n t it le d to p a rt ic ip a t e in t h e S e c tio n 4 5 7
d e f e rr e d c o m p e n s a t io n p la n (t h e P la n ). S t a rt in g o n t h e C o m m e n c e m e n t D a t e , a n d o n e a c h
o n e y e a r a n n iv e r s a ry th e r e a ft e r d u r in g th e T e rm o f th e A g r e e m e n t , th e C it y s h a ll m a k e a lu m p
s u m c o n t r ib u t io n o n Mr . C en t or i n o's b eh al f in t o (i) t h e P la n , in t h e a m o u n t o f $2 5 ,0 0 0 ,
a c c o r d in g to th e te rm s o f t h e P la n a n d a p p lic a b le la w s , w it h s u c h c o n t r ib u t io n s u b je c t to a n
a u t o m a t ic a n n u a l in c r e a s e to th e m a x im u m a m o u n t p e r m itt e d b y a p p lic a b le la w ; a n d (ii) a n
IRA a c c o u n t s e le c t e d b y M r . C e n t o r in o , in t h e a m o u n t o f $7,0 0 0 , or s u c h le s s e r a m o u n t a s
m a y b e r e q u ir e d b y a p p lic a b le la w .
T h e C it y a g r e e s to r e v ie w t h e a n n u a l s a la ry a n d /o r o t h e r b e n e fit s o f M r . C e n t o r in o a t t h e tim e
o f e v a lu a t io n o f p e rf o r m a n c e a s p r o v id e d in S e c t io n 7 .d . a n d m a k e a d j u s t m e n t s a s t h e C it y
m a y d e t e r m in e .
b . In s u r a n c e . T h e C it y w il l p a y th e f u ll a m o u n t o f p r e m iu m s fo r t h e C it y -o ff e r e d g ro u p m e d ic a l,
a n d g r o u p d e n t a l p la n s e le c t e d b y M r . C e n t o r in o , fo r h im s e lf a n d h is e li g ib le d e p e n d e n t s , if
M r . C e n t o r in o e le c ts to p a rt ic ip a t e in a C it y -o ff e r e d p la n . T h e C it y w ill p a y t h e f u ll a m o u n t o f
p r e m iu m s fo r th e C it y -o ff e r e d lif e in s u r a n ce p o lic y o n M r . C e n t o r in o . M r . C e n t o r in o m a y (o r , if
p a rti ci p a ti o n is m a n d a t or y , shal l) participate in other City-offered insurance and benefits for
which he is eligible on the terms applicable to unclassified general employees.
c. Leave. Mr. Centorino will be eligible to accrue, use, and convert leave hours to the extent and
on the terms applicable to unclassified general employees. The City shall waive the three-
month waiting period regarding use of annual leave, and shall advance or credit Mr. Centorino
40 hours of annual leave on the Commencement Date (with the credit subject to settlement
or "zeroed" out as annual leave is accrued).
d. Annual Performance Evaluation. Mr. Centorino's performance as Inspector General shall be
evaluated by the City Commission at least once annually, including salary and benefits review
(the "Evaluation"), within 45 days prior to or following the anniversary of the Commencement
Date, or at any other time the City Commission may determine. At such time, the City
Commission shall review Mr. Centorino's annual salary and/or benefits, and shall make
adjustments in such amounts and to such extent as the City Commission may determine that
it is desirable to do so.
8. Non-Compensation Expenses and Reimbursements. The City will pay for,
reimburse or otherwise provide for the items set forth in this Section 8. These items are paid for,
reimbursed or otherwise provided because they inure to the benefit of the City and do not
constitute compensation, wages, salary, earnings or remuneration to Mr. Centorino for any
purpose whatsoever, including pension or for purposes of Section 448.08, Florida Statutes, or in
arbitration.
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a. Information and Communications Technology Expenses. The City will
provide to Mr. Centorino adequate and reasonable information and communications
hardware, software, and services to support him in the performance of his duties as
Inspector General.
b. Subscriptions, Memberships and Fees. Mr. Centorino may include, as an
expense item in the budget of the Office of the Inspector General, an amount to be used
to pay for such reasonable subscriptions, memberships, and fees and other similar costs,
such as travel and lodging, as may be incurred for development and advancement related
to, in support of, and inuring to the benefit of the City. No payment authorized hereunder
may be made to an entity that illegally discriminates on the basis of race, color, gender,
religion, national origin, age, disability, marital status or sexual orientation.
c. Vehicle. The City will pay to Mr. Centorino a vehicle allowance in the
amount of $9,600 annually, paid in proportionate bi-weekly installments to reimburse him
for the use of his personal vehicle for the benefit of the City.
d. Mobile Telephone Allowance. The City will pay to Mr. Centorino a mobile
telephone allowance in the amount of $2,600 annually, paid in proportionate bi-weekly
installments to reimburse him for the use of his personal vehicle for the benefit of the City.
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9. Renewal and Non-Renewal. The City Commission may renew or extend the
original term of this Agreement by resolution for succeeding periods as specified by the City
Commission on the same terms and conditions as then set forth in this Agreement or on such
modified terms and conditions to which it may agree with Mr. Centorino. Should the City
Commission not renew or extend the original or any succeeding term, this Agreement shall expire
at the end of such original or succeeding term. Mr. Centorino's employment shall simultaneously
end with the expiration of the original or succeeding term or period. Should the City not renew this
Agreement, it will either give Mr. Centorino 90 days' notice of intent not to renew or, if no notice
is given, the City shall, commencing upon the end of his employment, pay Mr. Centorino an
amount equivalent to 12 weeks of the salary amount set forth in Section 7. a. (the "Separation
Payments"), along with all payments due for work performed through the date of termination and
other payments due, if any, upon termination on the same terms and conditions applicable to
unclassified general employees and shall have no further liability to him whatsoever. The
Separation Payments will be paid bi-weekly according to the City's usual payroll practices. Should
Mr. Centorino accept other employment prior to the expiration of 12 weeks after the date of
expiration of the original or succeeding term, the Separation Payments shall immediately cease
and the City shall have no obligation to make Separation Payments then remaining unpaid.
1 O. Termination by Mr. Centorino.
a. With Notice. Should Mr. Centorino terminate this Agreement by giving
notice not less than 90 days prior to termination, the City shall pay him in like manner as
if the Agreement were not renewed pursuant to Section 9 herein.
b. Without Notice. Should Mr. Centorino terminate this Agreement by giving
notice less than 90 days prior to termination, the City shall pay him any payments due for
work performed through the date of termination and other payments due, if any, upon
termination on the same terms and conditions applicable to unclassified general
employees and shall have no further liability to him whatsoever.
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11. Term ination by the City. The City Commission may terminate this Agreement and,
thereby, Mr. Centorino 's em ploym ent, at any time, without or without notice, and for any reason
or for no reason, by a 5/7ths vote of the City Commission, in accordance with Section 9.01 of the
City Charter.
a. Without Cause. Should the City terminate this Agreement without Cause,
as defined in Section 11.b., it shall pay Mr. Centorino an amount equivalent to 20 weeks
of the salary amount set forth in Section 7.a. (the "Severance Payment"), along with all
payments due for work performed through the date of term ination and other payments
due, if any, upon termination on the same terms and conditions applicable to unclassified
general employees and shall have no further liability to him whatsoever. Should Florida
law be changed to permit a Severance Payment greater than that permitted under law at
the time of the execution of this Agreement, the City Commission will review the amount
of the Severance Payment set forth in this Agreement. In the event the City at any time
during the term of this Agreement reduces the salary or other financial benefits of Mr.
Centorino in a greater percentage than an applicable across the board reduction for all
employees of the City or in the event the City refuses after written notice to comply with
any other provision of this Agreemen t ben efitting Mr. Centorino, or if the City Commission,
by a 5/7ths vote in a public meeting, requests that Mr. Centorino resign, then Mr. Centorino
may, at his option, be deemed to be terminated at the date of such adverse action by the
City, as applicable within the meaning and context of this Section 11.a.
b. With Cause. Should the City terminate this Agreement with Cause, as
herein defined, it shall pay Mr. Centorino any payments due for work performed through
the date of termination and other payments due, if any, upon termination on the same
terms and conditions applicable to unclassified general employees and shall have no
further liability to him whatsoever, including no obligation to pay the Severance Payment
as defined in Section 11.a. Cause is defined as one or more of the following: material
breach of this Agreement; conviction of any felony; admission of conduct that would
constitute any felony; conduct that would constitute a violation of any applicable code of
ethics or professional conduct; conduct that would constitute malfeasance or misfeasance
in office as those terms are interpreted under Section 112.3187, Florida Statutes; or other
similar conduct that the City Commission reasonably determines merits termination.
12. Pensi on. Mr. Centorino shall become a member of the Miami Beach Employees
Retirement Plan as a condition of his employment pursuant to the governing ordinance of the plan
(which plan, at the time of the execution of this Agreement, includes an accrual factor of 2.5
percent for unclassified general employees).
13. Bonds. The City shall bear the full expense of any fidelity or other bond required
of Mr. Centorino in his capacity as Inspector General under any statute, ordinance or regulation.
14. Indem nification . The City shall indemnify and defend Mr. Centorino or, at its option,
provide a defense to Mr. Centorino against claims arising out of and in the course and scope of
his employment or function, consistent with and to the extent of Florida law under Chapter 111,
Florida Statutes, and a public official's right to a defense against claims arising from their
performance of their public duties performed while serving a public purpose under the common
law of Florida.
15. Notice. Any notice hereunder shall be effective if made by delivery, postage paid,
to the United States Postal Service or by a manner valid for personal service under the Florida
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Rules of Civil Procedure or by public statement on the record during a meeting of the City
Commission in the presence of the party to whom notice is to be given. Notice, for purposes of
this Agreement, is to be given to:
City: Mayor Dan Gelber (or successor)
City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
and
City Attorney Raul Aguila (or successor)
City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
Mr. Centorino: Joseph M. Centorino (or heirs)
Office of Inspector General
1130 Washington Avenue
Miami Beach, Florida 33139
16. No Assignment or Delegation; No Third-Party Beneficiaries. The services provided
by Mr. Centorino are considered unique and personal to him. Accordingly, Mr. Centorino may not
delegate or assign any duty, obligation, or benefit attaching or accruing hereunder. This
Agreement is entered into and intended for the benefit solely of the City and of Mr. Centorino and
not for the benefit of any other person or entity.
17. Entire Agreement, Severability, Modification, Waiver. The provisions of this
Agreement constitute the entire· agreement between the Parties on its subject matter and this
Agreement supersedes any other agreement, understanding, representation, or promise
whatsoever. Mr. Centorino agrees that he has relied solely upon the express language of this
Agreement in determining whether to enter into this Agreement and not upon any other
understanding or communication of any kind, whether written or oral. Should a court or arbitrator
of competent jurisdiction determine that any provision or portion thereof of this Agreement is
illegal, invalid, or unenforceable, the remaining provisions or portions thereof shall remain in full
force and effect. This Agreement may be modified only by a writing signed by both Parties and
approved by the City Commission by resolution. Waiver of any right or of any breach of this
Agreement by either party in any instance or instances shall not constitute or be construed as a
waiver in any other instance.
18. Construction, Governing Law, Headings. This Agreement shall be construed
according to its express language and not strictly for or against either Party, regardless of
authorship. This Agreement shall be governed by and according to the laws of the State of Florida.
Section headings are for convenience only and shall have no legal effect.
19. Arbitration. The Parties agree that any claim or dispute arising from this
Agreement, its interpretation, its renewal or its breach shall be settled in final and binding
arbitration by a single arbitrator under the Arbitration Policies and Procedures of the Federal
Mediation and Conciliation Service. A panel of arbitrators may be requested by either Party and
the Parties will select an arbitrator by alternative strikes. The first Party to strike will be determined
by agreement or coin flip. Each Party may one-time reject a proposed panel of arbitrators and
request another. The party requesting any panel shall bear the expense of the request. The
Parties shall bear equally the expense of the arbitrator and the location of the arbitration hearing.
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The Parties shall each bear their own litigation costs, including attorney's fees, court reporter fees,
and witness fees, if any. The arbitrator shall apply a preponderance of the evidence standard of
proof. The party asserting a claim or affirmative defense shall have the burden of persuasion as
to that claim or affirmative defense. The arbitrator shall not have authority to make any award of
attorney's fees or the costs of the arbitration. The arbitrator shall confine himself or herself strictly
to the language of this Agreement and shall have no authority to add to, subtract from, or modify
any term or provision of this Agreement. The arbitrator shall have no authority to construe any
law, regulation, rule, principle of law, decision, or provision or provisions of this Agreement or to
make any award that would result in or obligate the City, directly or indirectly, to incur any debt,
cost, expense, or liability in excess of the amount initially budgeted, approved, and appropriated
for the funding of this Agreement. Any such purported construction or award will be null and void.
The arbitrator's award shall be subject to enforcement or vacation by the Circuit Court according
to law. Moreover, and without waiving the preceding limitation, in no case shall the City be liable
for any punitive, consequential, indirect or incidental damages whatsoever.
20. Counterparts, Electronic Signatures. This Agreement may be executed in one or
more counterparts, each of which shall be deemed an original and all of which together shall
constitute a single instrument. Execution and delivery of this Agreement by electronic exchange
bearing the copies of a Party's signature shall constitute a valid and binding execution and delivery
of this Agreement by such Party. Such electronic copies shall constitute enforceable original
documents.
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W H E R E F O R E , th e P a rt ie s , aft e r fu ll co n s id e ra tio n , in c lu d in g co n s u lta tio n w ith
in d ep en d e nt co u n sel , d o kn o wi n g ly , vol u n tar ily , an d int en di ng to b e le g a lly bo u n d , her eb y e n ter
in to this A g ree m e nt du ly exe c ute d o n th e d a te s w ritt e n be lo w .
1..r6 day of ~e.;?).~/. 2019.
Print Name 1..J c » Wéss Signature
Print Name
APPROVED AS TO
FOI NGUAGE
XECUTION
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