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EXHIBIT 1 <br />City Council is not required to provide a notice of causes or reasons for termination and is not <br />required to provide any type of hearing regarding termination. <br />9.2 Termintign - �ige in Form of Government <br />If any of the governing policies pertaining to the role, power, duties, authority, or <br />responsibilities of City Manager are amended to substantially change City's form of government, <br />either by action of the City Council, a duly passed initiative measure or state legislation, City <br />Manager shall have the right to terminate the Agreement. <br />9.3 Reduction of Salary or Benefit.- <br />If <br />enefits <br />If the City Council reduces the Annual Salary or any other financial benefit of the <br />City Manager in a percentage that is greater than the average reduction of base salary for all <br />executive directors of the City, the City Manager shall have the right to terminate this <br />Agreement. <br />9.4 Resignation <br />City Manager may voluntarily terminate this Agreement, after giving City at least <br />sixty (60) days written notice prior to the effective date of such resignation, unless such notice is <br />waived in whole or part by the City Council. In the event the City Manager resigns from her <br />employment with City, the City Manager shall not be entitled to any pay or benefits with <br />exception of those which have been lawfully accrued and are payable under the City's existing <br />policies. <br />9.5 Mutual Agreem nt <br />This Agreement may be terminated without regard to Section 1(B) upon mutual <br />agreement in writing by the Parties. <br />9.6 T r=Watioi n for Cause <br />Notwithstanding any provision of this Agreement or the Santa Ana City Charter to the <br />contrary, City may terminate City Manager's employment for cause at any time and without <br />prior notice. "Cause" shall include the following reasons: <br />(a) Conviction of a crime, whether misdemeanor or a felony, involving moral turpitude. <br />For purposes of this paragraph, a plea of nolo contendere shall also be considered a conviction. <br />(b) City Manager is determined by a court of competent jurisdiction or the State of <br />California Fair Political Practices Commission to have knowingly and unlawfully participated in <br />a governmental decision in which he had a conflict of interest as defined in Government Code <br />Section 87100, et seq. or Government Code Section 1090 et seg. <br />(c) Failure to follow a lawful directive of the Council after written notice of said failure <br />is provided to City Manager approved by four (4) or more affirmative notes of its seven (7) <br />members. <br />(d) Continued abuse of drugs or alcohol that materially affects the performance of the <br />6 <br />25D-8 <br />