CONTRACT OF EMPLOYMENT BETWEEN THE COVENTRY 3HRE DISTRICT AND PAUL P.

LABBAPTA WHEREAS, this Contract of Employment is made and entered into this the C*. ' day of , 2009, and between COVENTRY FIRE DISTRICT, a chartered quasi municipal corporation doing business at 571 Washington Street^ Coventry, ILL 02816, hereinafter referred to as the "Employer", and PAUL D. LABBADIA, hereinafter referred to as the "Employee", or "Chief and WHEREAS, the Employer desires to obtain the services of the Employee as Fire Chief of the Coventry Fire District because of his experience and knowledge in the field of public safety and firefighting; and WHEREAS, the Employee desires to provide said services as Fire Chief of the Coventry-Fire** District; and WHEREAS, the Employee and Employer believe it to be mutually beneficial to enter into and to execute a Contract of Employment between the Employer and Employee that establishes in writing the conditions of employment as hereinafter described. NOW, THEREFORE, in consideration of the above premises and promises and covenants contained herein the Employer and Employee hereby agree as follows; I. TERM OF EMPLOYMENT

In consideration of the Employer recognizing that the subject Employee has thus far performed and provided professional services in his previous employment in the past and during his current employment as Chief in a manner that has been both satisfactory acceptable, the Employer and the Employee agree that this Contract of Employment shall have a term of five (5) years from the date of this Contract of Employment. At least one year (twelve months) prior to the expiration of this Contract, the Chairman of the Board of Directors shall place the issue of its extension before the Board at a scheduled meeting. Unless the Board, by a majority vote of those in attendance, refuses to extend the Contract, hi which case it will end on its expiration date, the Contract will be extended for five (5) additional years. In such case, the same procedure shall be followed at least one (1) year prior to the end of each five (5) year term for future extensions. It is agreed that the Employee shall become a resident of the Town of Coventry by April 1, 2010 and remain a resident while employed as Chief by the Coventry Fire District

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THE CHAIRMAN SHALL PLACE THE ISSUE BEFORE THE BOARD OF DIRECTORS AS HEREIN PROVIDEJ} AND FAILURE TO DO SO RESULT IN THE CONTRACT BEING AUTOMATICALLY RENEWED UNDER THE SAME TERMS AND CONDITIONS FOR ANOTHER TERM OF FIVE (5) YEARS. H. DUTIES OF EMPLOYEE

It is herewith understood and agreed between the subject parties that It shall be the continuing duties of the Employee to be the Fire Chief of the Coventry Fire District fully answerable to the Board of Directors and that the Employee shall perform all duties assigned to such position to the best of his ability under the Charter, By-Laws, as amended from time to time, established operating policies of the Coventry Fire District and be responsible for and exercise general supervision for the proper and efficient performance of duties of all other employees in accordance with established policies and the collective bargaining agreement in existence from time to time. Furthermore, both parties understand and agree that it is generally the role of the Board of Directors to set policy and to establish and monitor controls for efficient and effective operations and to see that the Employer is providing the best fire protection and rescue to the Citizens and Taxpayers of the Fire District. Both parties agree that the Chief is responsible for the daily operation of the Coventry Fire District including all personnel matters. The Board of Directors agree to limit routine communication to the Employee and will refer any other routine employee or citizen inquiry to the Chief! The Employee hereby agrees to carry out his duties in such a manner that it is in the best interest of the Employer, its employees and Citizens. The Employer agrees that any policy that affects the firefighting ability of the Fire District, the Chief directly or the fire fighters shall be presented to the Chief before consideration by the Directors for bis comment and recommendations. The Chief may present policies or amendment to policies to the Board of Directors for their consideration. HI. CONDITIONS OF EMPLOYMENT

The Employee shall devote all necessary productive time, ability, and attention to the business and affairs of the Coventry Fire District during the Employee's normal workday for the term of this contract of employment. The forgoing requirement does not include holidays, official travel, sick leave or vacation time, but permits such additional work time each week as voluntarily provided by the Employee in additional to such stipulated work time without additional compensation. Both parties do herewith recognize that in order to fully discharge the duties of this unique position of Chief, the workweek cannot be limited to normal work periods. Therefore, it is understood that the Employee will have flexibility in setting his hours due to this situation. The Employee shall devote as many hours and as

many days as required to iulfill the important duties as Chief of the Coventry Fire District and to insure the efficient operation of the Fire Department The Chief is encouraged to participate in community activities, make field inspections of Fire District operations, attend collective bargaining sessions, attend meetings, attend training classes both as a student and as an instructor, respond to emergencies, participate in investigations, and represent the Fire District at various municipal and private functions, any of which may take place on nights, weekends and holidays. During any such activities, the Chief shall be considered to be working on Fire District business. The Chief will be encouraged to take advantage of the latest developments in the field of public safety and firefighting. It is expected that the Chief will become a member of the Rhode Island Fire Chiefs Association, the New England Association of Fire Chiefs, and the International Association of Fire Chiefs. The annual dues of these associations ( and other professional organizations approved by the Board), as well as expenses related to attendance at meetings of such organizations shall be considered as normal business expenses of the Coventry Fire District The time spent in the foregoing activities shall be considered as time worked for the Fire District; however, the Chief recognizes that his primary responsibility is to the Coventry Fire District. The Chairman of the Board of Directors shall be the only Official Spokesperson for the Coventry Fire District concerning financial matters of the District and the Chief shall be the Official Spokeperson for the District concerning all matters relating to firefighting, rescue and safety issues. IV. COMPENSATION AND FRINGE BENEFITS

For and in consideration of the performance and terms of the Contract of Employment, the subject parties hereto agree that said Employee should be compensated for this professional service in accordance with the following terms and conditions: SALARY: The annual base compensation for the Chief shall be $70,000.00, paid in biweekly installments. Effective January 1,2009, the annual base compensation for the Chief shall be $70,000.00. Thereafter, the Chief shall receive an increase in his annual compensation on starting January, 2010, in the amount of three (3%) percent and three (3) percent in 2011 and two and one-half (2.5) percent for 2012,2013. Required-deductions for Federal, State and Town withholding taxes shall be made. BENEFITS: The Chief shall also receive some of the benefits provided by the Coventry Fire District to the Coventry Firefighters' union through the Collective Bargaining Agreement, or by any successor agreements, except as herein modified. Specifically, the benefits that the Chief shall receive are vacations, sick leave, personal leave, clothing, health insurance and life insurance. As to holidays, Employee shall be entitled to those days off at no additional pay.

USE OF VACATION TIME: The parties hereto recognize and acknowledge that due to the responsibilities associated with managing the Coventry Fire District, it may be difficult or impossible for the Chief to utilize all of the annual vacation leave to which he is entitled. Therefore, the Chief may accrue unused vacation leave up to 120 days, which, at the Chiefs option, may be paid to him on an annual basis, or in the alternative, may be paid upon Ms retirement. The Employer shall buy back any accrued unused vacation leave over 120 days at half time. The Chief shall be entitled to thirty (30) days vacation, time each year. USE OF SICK LEAVE: The Chief shall have the option to utilize ten (10) days per, year for sick leave or personal leave time at Ms discretion. FUTURE BENEFITS: Once established benefits, may not be diminished in any way without the CMef s permission, but may be added to at the District's discretion. At the Chiefs option the Chief may decline the receipt of a benefit and instead receive from the Coventry Fire District, a cash payment equivalent to half the value of the same. MERIT INCREASES: The Employer in its sole discretion may give the Employee merit increases and bonus based on the Chiefs performance and budget availability. V. TERMINATION

In the interest of maintaining fundamental fairness to both parties in the employment relationsMp, the following conditions are established regarding termination of the agreement prior to the expiration of its term. 1. TERMINATION BY THE COVENTRY FIRE DISTRICT: The District shall have the right to remove the Chief from his position for insubordination, violation of By-Laws or Charter, misfeasance and malfeasance that do not result in criminal charges and actions that adversely affect the reputation of the Coventry Fire Department, and in such case the Department shall institute removal proceedings in the following manner: a. At least ten (10) days prior to any hearing, as referred to below in paragraph b, the Chief shall be provided with the written charges(s) made against him, and the evidence wMch supports said charges, in such specificity so that the Chief may understand and prepare for his defense, if any. At tMs time the Chief shall be provided with notice of the date, time and place of the hearing, b. No later than twenty one (21) days following delivery of the charges and specifications, as described above, a hearing will be convened before a neutral arbitrator agreeable to both parties. If the parties cannot agree upon a neutral arbitrator, an arbitrator shall be selected by the American Arbitration Association in accordance with the rules of the American Arbitration Association. At this hearing the Chief will be given the opportunity to respond to the charges. The hearing may be public or private, at the discretion of the CMef. The subject matter to be presented at the hearing shall be limited to the charges as specifically detailed in the written notice to the CMef.

c. During the hearing the Chief shall have the right to be represented by Counsel, to question, confront and cross examine witnesses, to introduce evidence and to conduct oral arguments. Either party may request that the hearing be conducted in the presence of a court stenographer so mat a record of the proceedings is available. d. The arbitrator shall render a written decision with twenty (20) days of the conclusion of ! the hearings. In its decision the arbitrator shall consider only those facts which were presented at the hearing and shall make its findings of fact based upon the record of the hearing. The arbitrator shall make written findings which shall be provided to the Chief, and which shall include the relevant facts and the reason for the specific findings. e. The cost of the arbitrator shall be borne by the Coventry Fire District. f. in the event that the charges brought pursuant to this section are not sustained, the Coventry Fire District shall reimburse the Chief for the costs of his defense, 2. ACTIONS BY EMPLOYEE RESULTING IN FELONY CRIMINAL CHARGES: JUST CAUSE: Just cause is hereby defined as misfeasance or malfeasance in office as well as committing a crime of moral turpitude and a crime considered to be a felony as defined under Federal or State Law. 3. ACTIONS OF FIRE DISTRICT FOR INDICTMENT OR CONVICTION OF A CRIME: The Fire District shall suspend the Chief pending the prosecution of a felony. The suspension shall be without pay. Wherever upon an appeal the conviction is reversed or the Chief has been found not guilty after trial the suspension shall terminate and the Chief shall be paid the compensation that would have been paid him during the suspension. Where no appeal is taken and the conviction has become final the Chief shall be removed from Office. 4. TERMINATION BY EMPLOYEE: Should the Chief wish to resign bis position at any time prior to the expiration of the term of this agreement, he shall notify the Board of Directors in writing of his desire to resign and he shah* remain as Chief until the Board hires another Chief. VI. TfiAYEL

It is further understood and agreed between the parties that the Employee shall be reimbursed for all out of city travel expenses in accordance with the travel policy of the Employer. The Employer herewith, agrees to budget and authorize travel expenses up to $1,000.00 for the Employee to attend and participate in official and professional meetings and conferences along with, the holding of official positions in national, and state professional associations and organizations for the purpose of maintaining Employee's professional status, knowledge and advancement for the mutual benefit of the Employer and Employee,

AUTOMOBILE The Chief is considered to be on duty twenty-four (24) hours a day, seven (7) days a week. It is expected that the Chief will respond immediately to the needs and/or emergencies of the Coventry Fire District when necessary or required, For this reason, the Chief shall be provided with a standard Coventry Fire District vehicle for his use in conducting his official responsibilities^ in commuting, and so that he may respond promptly to emergencies and other matters while engaged in non-fire department related activities. This vehicle shall be equipped with a Fire District radio and cellular telephone, so that the Chief can remain in contact with Fire District and local officials; a siren and emergency lighting so that the Chief may respond to emergencies promptly, and other necessary emergency equipment. The costs associated with the operation and maintenance of this vehicle are those of the Coventry Fire District, and it is expressly agreed that this vehicle is provided as a convenience to the Fire District, so that the Fire Chief may respond promptly to emergencies when needed. VIH. CONFIDENTIALITY The Employee recognizes and acknowledges that he will have access to certain confidential information of the Employer and of entities affiliated with the Employer and that such information constitutes special and unique property of the Employer and such other entities. The Employee will not during or after the term of this Agreement, disclose any such confidential information to any person or firm, corporation, association or other entity for any reason or purpose whatsoever, except to authorized representatives or agents of the State or Federal Governments. In the event of such a breach or threatened breach by the Employee of the provisions of this paragraph, the Employer shall be entitled to an injunction restraining the Employee from disclosing, in whole or in part, such confidential information. IX, INSURANCE COVERAGE

The Employer shall provide personal liability coverage for the Chief for all vehicles driven by him in the course of his duties and while driving Employer vehicles in the amount of SljOOOjOGO.QQ per occurrences and $10,000,000.00 for aggregate including uninsured motorist and underinsured motorist coverages. Employer shall also insure the Employee for errors and omissions as well in the amount of $1,000,000,00 per occurrences and SI 0,000,000.00 for aggregate. In the event the Employer fails to provide insurance coverages herein specified it shall indemnify the Employee from all loss and damages sustained by said failure including all legal fees of the Employee. X. FEMA, JUEMA and HJFA ACTIVITIES

Both parties acknowledge and agree thai Chief Labbadia has made longstanding commitments to the Federal Emergency Management Agency (FEMA) Urban Search and Rescue (USAR) Program, the Rhode Island USAR Task Force, and the Rhode Island Fire Academy. Both parties acknowledge that the experience and education that Chief Labbadia

has obtained by virtue of Ms relationships with these organizations, greatly benefits the Coventry Fire District, and that his continued involvement with these organizations shall be encouraged and supported. XI. ARBITRATION

This Agreement shall be governed by the laws of the State of Rhode Island. Should a dispute arise concerning the interpretation of the terms and conditions set forth in this agreement, said parties shall meet at a mutually convenient time and place in an effort to settle the dispute. Should no settlement be forthcoming, the parties may submit the matter to a mutually acceptable, disinterested third party for resolution. If a mutually acceptable, disinterested third party cannot be agreed upon, this matter shall be referred to the American Arbitration Association for resolution in accordance with the Rules of the American Arbitration Association, and judgment upon the award rendered by the Arbitrators) may be entered in any Court having jurisdiction. The matter shall be heard before a single arbitrator and each party shall pay half of the cost of arbitration. Any notices shall be hand delivered or mailed by certified mail to the party. Xn. SERVERABILITY

If any provision in this Contract of Employment, is held by a- court of competent jurisdiction to "be invalid, void or unreasonable, the remaining provisions, shall nevertheless, continue in full-force without being impaired or invalidated in any way.

xm. SURVTVABIUTY

This Contract of Employment shall inure to and be binding upon the successor and assigns of the Employer including specifically any subsequent appointment to the Board of Directors and any entity organized to perform functions now performed by the Employer or any organizations in which the Employer or any organizations in which the Employer may be merged. IN "WITNESS WHEREOF, and in consideration of the mutual agreements, understandings and covenants set out above, the subject parties have setiheir hand and seal to the Contract of Employment, this ^ T day of OX *\.***f*r-^ , 2009, and have executed duplicate originals., each of which shall constitute-an original copy.

This contract of Employment shall be effective as of the , 2009.

day of

EMPLOYER: COVENTRY HRE DISTRICT

ATTEST:

Chairman^Board of Directors

EMPLOYEE:

PAUL D. LABBAD1A