Fillable Printable EMPLOYMENT CONTRACT - Penn State University
Fillable Printable EMPLOYMENT CONTRACT - Penn State University
EMPLOYMENT CONTRACT - Penn State University
EMPLOYMENT
CONTRACT
This Contract is entered by and between The Pe1msylvania State University, organized
and existing under the laws
of
the Commonwealth
of
Pennsylvania and located in University
Park, Pe1msylvania (hereinafter
"Pe1m
State" or "The University") and William 0 'Brien,
residing in Foxborough, Massachusetts (hereinafter
"Coach").
WHEREAS, the University wishes to employ the Coach
as
its Head Football Coach,
and wishes
to
enter this contract with Coach on the terms and conditions set forth in this
Contract; and,
WHEREAS, the Coach also wishes to enter this contract;
NOW, THEREFORE, in consideration
of
the foregoing, the receipt and sufficiency
of
which consideration is hereby acknowledged, the University and Coach hereby agree
as
follows:
1.
EMPLOYMENT. The University hereby agrees
to
employ the Coach pursuant to this
Agreement
as
its Head Football Coach
on
the terms and conditions herein set fmth. Coach
will report
to
the Director
of
Intercollegiate Athletics (hereinafter "Director") and will be
responsible for the coaching, leadership, recruiting, supervision and promotion
of
the
intercollegiate football program at
Penn State during the term
of
this Contract and any
extensions hereof, providing leadership in building and maintaining a competitive, quality
program which will reflect the values and high standards
of
Penn State. Coach hereby agrees
to accept such employment and to devote his attention and best effo1ts, on a full-time basis, to
the performance
of
his duties hereunder, which duties shall include the following, subject
to
the directives, orders, input and advice
of
his superiors:
A.
Administering, managing and leading the intercollegiate football program at
Penn State
in
such a manner as to reflect positively on the image and reputation
of
Penn State at all times, in accordance with the University's mission and pursuant
to
the Statement
of
Principles for Intercollegiate Athletics.
B.
Administering, managing and leading the football program at Penn State
in
such a manner as to allow its football team to effectively compete in National
Collegiate Athletic Association
("NCAA") and Big Ten Conference play.
C.
Hiring and managing the assistant coaches necessary and appropriate
to
assist
Coach in meeting his responsibilities hereunder.
D.
Being knowledgeable of, and assuring and monitoring compliance by all
student- athletes and assistant coaches in the football program with, applicable
governing constitutions, by-laws, rules, policies, interpretations and regulations
of
the
NCAA, the University and The Big Ten Conference or any conference or organization
1
of
which the University is or becomes a member during the term
of
this Contract.
Coach shall immediately advise the
Office
of
Compliance
if
Coach has reason to
believe that violations have occurred or will occur and shall cooperate fully in any
investigation
of
possible NCAA or Big Ten Conference violations conducted or
authorized by
Pem1
State or the
NCAA
or the Big Ten Conference at any time.
E.
Directing the University's intercollegiate athletic activities in football,
including management
of
staff, budget and other resources.
F.
Understanding, observing, upholding and championing Penn State's academic
standards, requirements and policies; and, promoting an enviromnent in which
admissions, financial aid, academic services for student athletes and recruiting can be
conducted consistently with the University's mission and Statement
of
Principles for
Intercollegiate Athletics.
G.
Maintaining and cultivating effective relations with goveming boards,
associations, conferences, committees, institutional alumni, the media, the public,
students, faculty, staff and friends
of
the University with respect to football.
H.
Teaching the mechanics and techniques
of
football to team members, coaching
student-athletes, overseeing daily practices, analyzing and instructing student- athletes
in areas
of
deficiency.
I.
Performing all other duties customarily performed by a Head football Coach
of
commensurate rank serving other NCAA and Big Ten Conference member
institutions.
J.
Performing other duties as assigned by the Director and/or his designee.
2.
TERM. The Coach's employment hereunder shall be for a term beginning on January
6,
2012, and shall continue through January 6, 2017 or until any post-season game(s) is over,
unless terminated earlier pursuant to the terms and provisions hereof.
3.
EXTENSION. On or about January 6, 2016, the University will begin reviewing
Coach's performance and
by
mutual agreement, the parties can extend Coach's contract for an
additional term
of
one, two or three years on the terms and conditions set forth herein. The
University also shall have the option, in its sole discretion, not to extend this Agreement at
that time.
4.
COMPENSATION. The University agrees to pay
to
the Coach as compensation for
the services performed by Coach pursuant hereto, a base salary
("Base Salary")
of
Nine
Hundred Fifty Thousand and No/1
00 Dollars ($950,000) per year, which will be subject to
such withholdings as may be required
by
applicable local, state and federal laws.
a.
For the services
of
Coach, University shall pay to Coach an ammalized
salary
of
Nine Hundred Fifty Thousand and No/1 00 ($950,000) dollars for the period
2
from the commencement date
of
this Employment Contract through June 30,2013.
For the year beginning July
1,
2013 and for each successive year thereafter for the
duration
of
the term
of
this Employment Contract, Coach shall receive base salary
increases in the amount
of
five (5%) percent.
Base salary payments shall be paid to Coach in equal monthly installments, and
such salary payments shall
be
reduced by withholding and other applicable taxes and
retirement contributions.
b.
The University shall contribute, at its normal contribution rate to the
Pennsylvania State Employees' Retirement System, subject to applicable contribution
limitations
of
the Internal Revenue Code and University policy.
c.
Coach shall conduct a reasonable number
of
summer sport camps at the
University
Park campus each year in consultation with the Director, which shall be
administered
in
accordance with summer sp01i camp policies implemented
by
Continuing and Distance Education and Intercollegiate Athletics,
as
the same may be
modified from time to time during the term
of
tllis Contract. Such camps may not run
simultaneously. Coach shall not own, operate or patiicipate in competing summer
sp01i camps within Pennsylvania without the prior written consent
of
the Director.
Use
of
the University's name, logo and marks
by
Coach in connection with
summer sport camps shall be subject to prior written approval
of
the Director.
d.
University shall pay or arrange for others to pay to Coach as additional
compensation the amount
of
One Million and Noll 00 ($1,000,000) Dollm·s during
each fiscal year through June
30,2017,
commencing in the
2012-2013
fiscal year and
payable in two equal instalhnents on December
31
and June 30, if, and only if, Coach
patiicipates, at the direction
of
the Director
in(!)
University-sponsored radio and
television programs relating to the Football Program and (2) a reasonable number
of
public appearances. Although payment under this paragraph 4(d) will be provided to
Coach twice a year, Coach shall be deemed to earn a pro rata amount
of
the annual
payment on a weekly basis during the fiscal year (July 1
-June
30), and Coach shall
be
entitled to any amount earned, but unpaid, upon tennination
of
!lis employment for
any reason.
e.
For the contract year beginning July
1,
2012 and continuing tlu·ongh
Janumy
6,
2017 or the day after the bowl game
in
which Penn State patiicipates
if
after
January
6,
2017, University shall pay to Coach
as
additional compensation the amount
ofTlU"ee Hundred Fifty Thousand and
No/100 ($350,000) Dollars from the proceeds
of
a shoe and apparel contract between the University and Nike, Inc.
University shall pay the above
mnount
of
Three Hundred Fifty Thousand and No/100
($350,000)
Dollars
to
Coach as additional compensation in two equal installments
of
One Hundred Seventy-Five Thousand and No/!
00
($175,000) Dollm·s on December
31
3
and June 30 for the years 2012-2013,2013-2014, 2014-2015, 2015-2016 and 2016-
2017.
Although payment under this paragraph 4(e) will be provided to Coach twice a
year, Coach shall be deemed
to
earn a pro-rata amount
of
the rumual payment on a
weekly basis during the contract year (July 1
-June
30), and Coach shall be entitled to
any
aJllount earned but unpaid, upon termination
of
his employment for any reason.
Coach is required to make no more than five (5) personal appearances on behalf
of
Nike
as
required under the current Nike Contract, which appearances may include, but
not be limited to, photo shoots for posters, brochures or in-store displays, production
sessions related
to
fihning commercials and/or video productions and/or advertising,
retail store appearances, trade shows, speaking engagements, appearances at sports
clinics, celebrity events and other public appearances. The
pruiies may mutually agree
on
additional appearances
as
may be requested by Nike.
f.
It
is understood and agreed that Coach shall not receive additional
compensation for public speaking engagements required by the Director, but that with
the appropriate written consent as provided in paragraph 6 hereof, Coach shall have
the right to earn supplemental income from other speaking engagements.
g.
Coach shall have the same rights and privileges as any other employee
to
pruiicipate
in
the employee benefit plans
of
University, including without limiting
the generality
of
the foregoing, the option
of
a vehicle through the Dealer Car Program
or an automobile stipend in the amount
of
Five Thousand and Noll 00 ($5,000) Dollars
per year, and health, dental and vision coverage. University agrees to provide
insurance for the vehicle
which Coach obtains through the Dealer Car Program. Only
Coach and Coach's spouse shall be authorized drivers
of
said vehicle. Upon
termination
of
the Employment Contract for any reason, Coach shall immediately
return the vehicle(s) to University. Coach shall also have the option
of
receiving an
adapted handicapped van for the use
of
his handicapped son.
h.
University shall reimburse Coach for all reasonable relocation expenses
in
accordance with University policy. University shall provide temporary housing for
Coach and
his family for a period
of
not to exceed
tln·ee
(3) months from the date
of
this Employment Contract.
1. All cash payments made to Coach other than base salary,
if
applicable,
pursuant
to
pru·agraph 4 shall
be
subject to withholding and other applicable taxes, but
not retirement contributions.
5.
INCREASES IN BASE SALARY. Commencing on July
1,
2012, and on July I
of
each year thereafter throughout the term
of
this Contract and any extensions hereof, Coach's
Base
Salary shall be the sum
of
(a) Coach's Base Salaty for the immediately preceding year
and (b) an
aJllount equal to five percent (5%)
of
the Coach's per annum Base Salary for the
4
immediately preceding year.
6.
OUTSIDE INCOME. Coach shall devote substantially all his business time, service
and best efforts exclusively to the affairs
of
University and shall not directly or indirectly
render any substantial services
of
a business, commercial, professional or governmental nature
to any other person or organization, whether for compensation or otherwise, without the prior
written consent
of
the Director, or without the prior written consent
of
the President
of
the
University, where such consent is required by the NCAA, the Big Ten Conference or
University policy.
Subject to University's prior written consent on a case by case basis for each
endorsement, which consent shall not be unreasonably withheld, Coach shall have the
opportunity to earn outside income from endorsements that in the University's judgment: (i)
do not directly
or
indirectly conflict with the University's existing endorsement contracts; (ii)
do not directly
or
indirectly conflict with any rules, regulations or policies
of
the NCAA, Big
Ten Conference or University; (iii) do not directly or indirectly associate the University with
the subject
of
Coach's endorsement; and (iv) do not reflect adversely on the good name and
reputation
of
the University. Beginning with the effective date
of
this Employment Contract,
Coach shall disclose mmually on or about June
30 to the Director, sources and amounts
of
athletically related benefits.
University shall have the right, in its sole discretion, to use Coach's name and likeness
in connection with promotion
of
The Pennsylvania State University, promotion
of
the
University's intercollegiate athletics program and promotion
of
the Football Program. In
addition, Coach hereby grants permission to the University for its use
of
Coach's name and
likeness during the
tetm
of
this Employment contract in cotmection with the University's
endorsement contracts; provided however, that the University will not associate Coach's name
and likeness with any person, thing or activity that in Coach's reasonable judgment may be
deemed to be lewd, immoral tasteless, lascivious, grotesque or otherwise offensive, including
without limitation alcohol, tobacco, gambling, sex and firearms, without Coach's prior written
consent. Except as otherwise provided in this paragraph, University shall not use Coach's
nmne and likeness for any other purpose.
7.
ANNUAL PERFORMANCE INCENTIVES.
A. In addition to the compensation described herein, including but not limited to his Base
Salary, his appearance compensation and his automobile/entertainment compensation, the
University agrees to pay to Coach in each year
of
the Contract the following performance
incentives, not to exceed a maximum
of
$200,000 cumulatively, based upon achievement
of
the following:-wim1ing the division (5%
of
Base Salaty), the Big Ten Championship
Gmne(8%
of
Base Salary), patticipation in a post-season bowl game
(II%
of
Base Salary)and
winning the
BCS Championship Game(9%
of
Base Salary).
5
I) Any supplemental compensation payable under this Paragraph will
be
subject
to
applicable local, state and federal withholding taxes and will
be
paid to Coach on or
about June
30
of
the respective Contract Year.
2)
The amount under this Paragraph in each Contract Year will be earned by and
payable
to
Coach only
if
Coach
is
employed
as
the University's Head football Coach
on the day
of
the event that
is
the basis for the University paying the amount.
1
Cunently the BCS bowls are the Sugar Bowl, Orange Bowl, Rose Bowl,
and Fiesta Bowl. The parties recognize that the BCS may be discontinued or revised,
such that these four bowls may not continue
to
constitute BCS bowls. In such
event, it is the intention
of
the parties to replace this bonus criterion with
an
equivalent bowl criterion.
6
The University shall not be required to make contributions to the 403(b) plan or any other pension
plan based on the amount
of
additional compensation. The University's obligation under this
Paragraph shall terminate upon termination
of
this Contract for any reason
or
at the end
of
the
term, except that University shall pay a pro rata amount
of
the additional compensation up to the
date
of
termination.
The Coach agrees to refrain from any efforts to, and to waive his right to, enter into separate
contracts for apparel, footwear, hats, uniforms or other items, coaches radio or television shows,
personal appearances or speaking engagements or product endorsements or any other contracts.
Contracts for athletic equipment and apparel shall be either between the university and vendor or
tripartite arrangement between the university coach/suppmi personal and vendor. The university
must be a
patiy
to
agreements entered into between coaches and/or support persormel and
vendors.
The Coach hereby agrees that Coach will promptly
repmi to the Director and the President
of
the
University in writing, annually
or
more fi·equently
if
requested by the University from time to
time, all athletically related income and/or benefits Coach receives from sources outside the
University during the term
of
this Contract and will turn such amounts over to the University
unless the University has authorized such payment
fi·om
such outside source. The University shall
have reasonable access to all records
of
the Coach necessary to verify such reports and Coach's
compliance with
tllis provision.
8.
TERMINATION
BY
COACH
A. Resignation.
(I)
Coach may tetminate this Contract for any reason upon written notice to University.
(Coach will be deemed to have terminated this Contract in the event Coach dies or Coach
becomes disabled or incapacitated and is continuously unable to
perfmm any or all
of
Ills
obligations under tills contract for a period
of
at least six (6) months).
If
such termination (other
than by reason
of
death, disability, or incapacity) occurs during the term
of
tills contract or any
extension hereof, Coach will pay University as liquidated damages an amount equal to the
product
of
(i) Coach's Base Salary and Additional Compensation at the time
of
termination,
multiplied by (ii) the number
of
years remaining under this Contract at the time
of
termination. In
the case
of
partial years, the amount will be pro-rated by the number
of
months left in the partial
year. This amount will be in lieu
of
any and all other legal remedies available to University
pursuant to this paragraph.
(2) Any payment due under this Paragraph will be made within thi1iy
(30) days
of
the
effective date
of
Coach's termination
of
the Contract. The parties acknowledge that the
University will incur administrative, recruiting, resettlement and other costs in obtaining a
replacement coach in addition to potentially increased compensation costs and loss
of
ticket,
broadcast'or other revenues, which damages are impossible to detetmine with certainty and
7
accordingly agree to this liquidated damages provision. The parties further agree that the
liquidated damages provided for herein are reasonable
in
amount and not a penalty.
(3)
In
calculating the amount
of
liquidated damages under this Paragraph, it will be assumed
that
Coach's
per ammm Base Salary and Additional Compensation
on
the date
of
termination
would remain in effect for the remaining stated
term
of
tllis Contract.
(4)
In
the event
of
termination by Coach under this Paragraph, University will be obligated to
pay
to Coach the Annual Performance Incentives provided for in Paragraph 7 earned to the date
of
such termination but will
not
be obligated to reimburse Coach for any expenses incurred by
coach prior to termination toward presentation
of
any summer camp.
9.
TERMINATION
BY
UNIVERSITY.
A. Termination Without Cause.
(1) University shall have the right, in its sole discretion, to terminate this Contract at any time
for any reason by giving sixty
(60)
days'
prior written notice to Coach.
In the event University terminates the employment
of
Coach, pursuant to this Paragraph 9.A. for
any reason other than cause, death or disability
on
or
before January 6, 2017, University shall
pay
to Coach as liquidated damages
an
amount
of
Coach's
Base Salary in Paragraph 4(a) for the
remaining term
of
the Agreement. In addition to said payment, Coach shall receive any
compensation, additional compensation, bonuses and other benefits earned, but unpaid, through
the date
of
Coach's
termination. The amount payable hereunder shall be paid within sixty (60)
days
of
the date
of
notice
of
termination.
If
the University shall terminate this Employment
Contract pursuant to this
Paragraph and makes the applicable payment to Coach set fmih above,
the right to future compensation, additional compensation, bonuses and other benefits provided in
Paragraph 4
of
this Employment Contract shall cease immediately and University shall have no
further obligation
or
liability to Coach under this Employee Contract.
(2)
In
addition to the payment
of
liquidated damages as provided above in the event
of
a
termination under this
Paragraph 9.A., University will be obligated to
pay
to Coach the Annual
Performance Incentives provided for in Paragraph 6 earned to the date
of
such termination and to
reimburse Coach for reasonable, substantiated expenses
incuned
by
Coach,
if
any, prior to
termination toward presentation
of
the next summer camp. Other than outlined in this Paragraph
9.A., the University shall have no other obligation to the Coach. Specifically the University shall
not be obligated to
pay
anything under Paragraph 9 hereof nor armual incentives other than those
earned
at
the date ofte1mination
or
any other amounts whatsoever.
(3) The parties have bargained for this liquidated damages provision, giving consideration to
the following. This is a contract for personal services. The
pmiies recognize that a termination
of
this Contract by University prior to its natural expiration would cause Coach to lose his salary,
special compensation, supplemental compensation, fringe benefits, ce1iain other University-
8
provided benefits, and possibly other income and benefits provided by third parties which
damages are difficult
to
determine with certainty. Similarly, the pmiies recognize that Coach in
the absence
of
this provision generally would have had a duty to obtain other employment in
mitigation
of
any damages sustained
by
virtue
of
the tennination
of
this Contract.
(4) In the event
of
termination under this Paragraph 9.A., all fringe benefits furnished by the
University will terminate on the date
of
termination
of
this Contract except for medical, dental
and vision coverage which will terminate thirty (30) days thereafter, and the University will not
be liable to Coach for any collateral business opportunities, personal service contracts, or other
benefits associated with Coach's position as Head football Coach.
B. Termination for Cause.
If
the University shall terminate the employment
of
Coach for Cause (as hereinafter defined), the
right to future compensation, additional compensation, bonuses and other benefits provided in
paragraphs 4 and 9(A)
of
this Contract shall cease immediately and University shall have no
further obligation
or
responsibility to Coach, other than
to
pay Coach any compensation,
additional compensation, bonuses and other benefits eamed, but unpaid, through the date
of
Coach's
termination.
(1) Cause. The University may te1minate this Employment Contract for Cause.
Cause" as
used in this Employment Contract includes,
but
is not limited to the following:
a.
Deliberate and serious violations
of
the duties
of
the Head Football Coach which
are outlined under Employment, or refusal
or
unwillingness to perform such duties
or
comply
with directions
of
the
President or Director
in
good faith and to the best
of
the
Coach's
abilities.
Material breach
or
violations by Coach
of
any
of
the other
tenus
and conditions
of
this
Employment contract, including without limitation paragraph 9(B)
b. Willful misconduct by Coach,
c.
A deliberate
or
serious violation
of
a rule
of
the
NCAA
or
Conference by Coach
or
any
employee under Coach's supervision or direction which could result
in
any sanction being
imposed upon University, including being placed
on
probation by the NCAA, a finding
of
a lack
of
institutional control, loss
of
grants-in-aid, loss
of
post -season play, or loss
of
revenue;
d. Multiple secondary violations
of
the rules
of
the
NCAA
or
conference in or related
to
the Football
Team
which could result in any sanction being imposed upon University,
including being placed on probation
or
in a finding
of
a lack
of
institutional control, loss
of
grants-in-aid, loss
of
post-season play,
or
loss
of
revenue'
e. A violation
of
any policy
of
the
Board
ofTmstees
of
University involving
9
dishonesty, moral tnrpitude, or conflict
of
interest, or conviction
of
any law involving dishonesty,
moral tmpitnde, or conflict
of
interest, or any other personal conduct that impairs Coach's ability
to fulfill assigned duties or reflects adversely on Coach's fitness to serve as head coach; and
f.
Any other action or conduct which reflects adversely on the good name and
reputation
of
the University, including but not limited to:
1.
Material violation
of
NCAA Legislation
by
Coach or a failure to repmt a
violation
of
NCAA Legislation;
2.
Material violation
of
NCAA Legislation relating to the Football Program
by an assistant coach, coordinator or Football Program student-athlete, and either (i) the
violation occurs or continues to occur after Coach knew or should have known that
it
was
about
to
occur or was
occurr-ing,
or (ii) the Coach failed to establish and maintain
reasonable policies and procedures for the Program to prevent violations
of
NCAA
Legislation;
3.
Engaging in conduct which is unlawful, results in Coach's conviction
of
a
crime, or displays a continual or serious disrespect or disregard for the character or
mission
of
the University,
or
causes notorious and public scandal;
4.
Refusing or failing to perfonn any duties reasonably related to Coach's
position, or failing to perform the same to the best
of
Coach's ability, after notice to the
Coach
of
the University's expectation;
5. Committing material or repeated violations
of
any provision
of
this
Contract or any policy
of
the University;
6.
Engaging in conduct that constitntes moral turpitnde or breaches the high
moral and ethical standards applicable to the Head football Coach as a visible
representative
of
the University; or
7.
Prolonged absence from the University without its consent.
In addition, University shall have the right to suspend Coach, with or without pay, for any
deliberate or serious violation
of
any mles
of
the NCAA
of
the Big Ten Conference.
C.
Death.
In the event
of
the death
of
Coach, the salary payments pursuant to Paragraph 4( a) shall cease
after the next monthly salary payment. Amounts
duet,
if
any, to Coach pursuant to paragraphs
4(c), (d), (e) and (g) and shall be paid to the Estate or Coach within sixty
(60) days
of
the date
of
death if, but only if, earned by Coach prior to his death.
D.
Disability. "Disability" shall be defined as the inability
of
Coach, by reason
of
health,
10
accident, or other cause, to continue his service as Head Coach, as contemplated herein,
if
such
disability persists for greater than
90 days. In the event that Coach suffers a "Disability",
University
may terminate Coach for this reason, and the salary payments pursuant to Paragraph
4(a) shall cease after the next monthly salary payment. Amounts due,
if
any to Coach pnrsnant to
Paragraph 4(c), (d), (e), and (g) shall be paid to Coach within sixty (60) days
of
the date
of
termination if, but only if, earned by Coach prior
to
his disability.
(2) In the event
of
any such termination for
just
cause, the Coach's salary and other benefits,
as set forth above, shall terminate at the end
of
the month in which such termination occnrs, and
the
University shall not thereafter be liable
to
Coach for any damages, unless Coach is otherwise
entitled thereto under applicable state or federal statutory law. This provision shall include but
not be limited to the following: the payment
of
any salary, or benefits under this Contract or any
other compensation or benefit
of
any kind, or any installment thereof, that accrues following the
end
of
the month in which termination occurs.
(3)
Pursuant
to
NCAA By-Laws 11.2.1 and 11.2.1.1,
if
Coach is found in violation
of
NCAA
regulations, then Coach shall be subject to disciplinary
or
conective action by the University as
set forth in the provisions
of
the NCAA enforcement procedures. In addition, Coach may be
suspended for a period
of
time, without pay, or the Coach's employment may
be
terminated,
if
the Coach is found by the University
to
have been involved in deliberate and serious violations
of
NCAA legislation.
10. REPRESENTATIONS BY COACH. Coach hereby represents, which
representations Coach understands are material facts upon which
University has relied in reaching
its decision to employ Coach, the following with respect to his background, credentials, education
and past employment, to the best
of
his knowledge and information:
a.
that Coach has never been convicted
of
a misdemeanor or felony in any
jurisdiction;
b.
that Coach has never been disciplined, reprimanded or sanctioned by the
NCAA or any athletic conference;
c.
that Coach has never provided an improper benefit, as defined by the rules and
regulations
of
the NCAA, to any student athlete at any time;
d.
that to the best
of
Coach's knowledge, while serving as the coordinator or assistant
coach, he did not violate any rules or regulations
of
the
NCAA
or any athletic conference;
e.
that while serving as coordinator or assistant coach
of
a football program, he was
not disciplined, reprimanded or sanctioned by the
NCAA
or any athletic conference;
f.
Misrepresentations made in Coach's bio, a copy
of
which is attached hereto as
Exhibit
"A," are
tme
and accurate; and
g.
that Coach has never engaged
in
any other action or conduct that would reflect
adversely on the good name and reputation
of
the University
or
that could cast the University in a
negative light.
Any misrepresentation with respect to the foregoing shall constitute conduct which allows the
University
to
terminate this Employment Contract for Cause.
11
