R-1384 - 07/22/2014 - BOARD - Resolutions Supporting Documents ITEM 1 O.B. t)
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AGENDA ITEM
Regular Board of Trustees Meeting
of
July 22,2014
SUBJECT: Acting Village Manager Appointment Extension
FROM: Gopal Lalmalani,Village President
BUDGET SOURCE/BUDGET IMPACT: 131-5000
RECOMMENDED MOTION: Motion to approve Resolution 2014-BD-VMR-PL-AG-R-
1384, a Resolution approving an amendment to the Letter Agreement Between the Village
and Arthur A. Osten,Jr.
Background/Historv:
Per section E.1 of the agreement,the first term of the agreement was from April 22,2014 to July
2,2014 and provided an automatic extension of an additional 30-day which is set to end on
August 1, 2014.
It is recommended that an amendment be made to the agreement of Interim Village Manager
Services to reflect the dates of April 22,2014 to October 1,2014.
President Lalmalani is recommending the appointment of Art Osten Jr.,as Interim Village
Manager until a permanent appointment is made.
Recommendation:
The Village Board approves Resolution R-1384 approving the amendment to the Letter
Agreement with Arthur A. Osten,Jr.
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RESOLUTION 2014-BD-VMR-PL-AG-R-1384
A RESOLUTION APPROVING AN AMENDMENT TO THE LETTER AGREEMENT
BETWEEN THE VILLAGE AND ARTHUR A. OSTEN, JR.
WHEREAS, the Village entered into a letter agreement ("Agreement") with Arthur A. Osten Jr.
("Mr. Osten") for Mr. Osten to serve as the Interim Village Manager; and
WHEREAS, the Village has not yet appointed a Village Manager; and
WHEREAS, the Village and Mr. Osten desire to amend the Agreement for Mr. Osten to continue
to serve as the Interim Village Manager until the Village appoints a Village Manager; and
WHEREAS, the President and Board of Trustees, being fully advised in the premises, have
determined that it is in the best interests of the Village and its residents to amend the Agreement;
NOW THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF
THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows:
Section 1: Recitals. The foregoing recitals are hereby incorporated into, and made a part
of, this Resolution as the findings of the President and Board of Trustees of the Village of Oak Brook.
Section 2: Approval of Amendment. The President and Board of Trustees hereby approve
the Amendment between the Village and Mr. Osten, which Amendment is attached hereto as Exhibit A.
Section 3: Execution of Amendment. The Village President and the Village Clerk shall be,
and are hereby, authorized to execute and attest, on behalf of the Village, the Amendment after receipt of
the final Amendment fully executed by Mr. Osten.
Section 4: Effective Date. This Resolution shall be in full force and effect from and after its
passage and approval in the manner provided by law.
[SIGNATURE PAGE FOLLOWS]
Resolution 2014-BD-VMR-PL-AG-R-1384
Approval of Amendment to Interim Village Manager Agreement
Page 2 of 5
APPROVED THIS 22nd day of July, 2014
Gopal G. Lalmalani
Village President
PASSED THIS 22nd day of July, 2014
Ayes:
Nays:
Absent:
ATTEST:
Charlotte K. Pruss
Village Clerk
Resolution 2014-BD-VMR-PL-AG-R-1384
Approval of Amendment to Interim Village Manager Agreement
Page 3 of 5
EXHIBIT A
#31458231_v1
Resolution 2014-BD-VMR-PL-AG-R-1384
Approval of Amendment to Interim Village Manager Agreement
Page 4 of 5
AMENDMENT TO
LETTER AGREEMENT
THIS AMENDMENT TO LETTER AGREEMENT ("Amendment') is made as of
this _day of July, 2014, by and between ARTHUR A. OSTEN,JR. ("Mr. Osten"), and the
VILLAGE OF OAK BROOK, ILLINOIS ("Village").
RECITALS
WHEREAS, Mr. Osten and the Village entered into a certain Appointment As Interim
Village Manager Agreement ("Agreement"), pursuant to which the Village agreed to retain Mr.
Osten, and Mr. Osten agreed to serve, as the Interim Village Manager ("Position"), as the
Position is described in the Agreement.
WHEREAS, pursuant to Paragraph E.1 of the Agreement, the First Term of the
Agreement was from April 22, 2014 to July 2, 2014; and
WHEREAS, Paragraph E.1 of the Agreement provided that the First Term would
automatically extend for an additional 30-day term ("Second Term") unless either party
provided written notice terminating the Agreement no less than 14 days prior to the expiration of
the First Term; and
WHEREAS, neither party provided written notice terminating the Agreement prior to the
end of the First Term; and
WHEREAS, the Second Term is set to end on August 1; and
WHEREAS, the Village and Mr. Osten seek to extend Agreement beyond the Second
Term pursuant to the terms of this Amendment;
NOW THEREFORE, for and in consideration of the recitals set forth above and other
good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby
acknowledged, the Parties hereto agree as follows:
A. Extension of Agreement. Mr. Osten and the Village acknowledge and agree that
Paragraph E.1 of the Agreement shall be amended and replaced with the following:
"E. Commencement; Term.
1. Commencement and Term. This Agreement, and your
provision of services, shall commence on April 22, 2014, and shall terminate
on October 1, 2014 ("First Term"), subject to the termination provisions
established herein. The First Term shall automatically be renewed for one
additional subsequent 30-day term ("Second Term") unless either party
provides written notice no less than 14 days prior to the expiration of the
First Term. The parties may extend this Agreement beyond the Second term
upon mutual agreement of the parties, which agreement by the Village may
only be provided in a manner consistent with the Village Code."
Resolution 2014-BD-VMR-PL-AG-R-1384
Approval of Amendment to Interim Village Manager Agreement
Page 5 of 5
B. Effect of Amendment. The Parties acknowledge and agree that this Amendment
modifies and amends the Agreement and the terms and provisions hereof shall supersede
and control over any contrary or conflicting terms and provisions set forth in the
Agreement. The Agreement, as amended by this Amendment, is hereby ratified and
remains in full force and effect.
IN WITNESS WHEREOF, Mr. Osten and the Village have respectively executed
this Amendment to be effective as of the date first above written.
ARTHUR A. OSTEN, JR.
VILLAGE OF OAK BROOK
By:
Gopal Lalmalani, Village President
ATTEST:
By:
Charlotte Pruss, Village Clerk