Kingsbury 082914

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Contract for Texas Tech head football coach Kliff Kingsbury, effective Sept. 1, 2014.

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EMPLOYMENT CONTRACT
STATE OF TEXAS
COUNTY OF LUBBOCK
This Employment Contract (the "Agreement") is made and entered into on the 29th day
of August, 2014 by and between Texas Tech University ("University") and Kliff Kingsbury
("Coach"). The parties hereby specifically agree that each party has received or shall receive
adequate consideration to supersede the existing Employment Contract between the parties dated
February 18,2013, and such prior Employment Contract shall be and is hereby terminated as of
August 3I,2014. Coach shall be employed upon the terms, conditions, stipulations, covenants
and agreements as set forth herein:
I.
TERM
Both parties hereby mutually agree that for and in consideration of the mutual benefits
and consideration received or to be received by the parties that Coach shall be employed as Head
Football Coach at the University for a term beginning the lst day of September, 2014, and
ending on the 3 1st day of Decemb er,2020 (the "Term"), upon the terms, conditions, stipulations,
covenants and agreements as set forth herein. For purposes of this Agreement, each calendar
year during the Term of this Agreement shall be referred to as a "Contract Year."
The parties agree, however, that in the event that the University's football team is invited
to a bowl game or playoff scheduled within 30 days after the expiration of the Term of this
Agreement, Coach shall continue his duties as specified herein, and the Term shall be extended
accordingly, until such bowl or playoff is completed (the "Extended Term"). During such
Extended Term, Coach shall be entitled to receive any Supplemental Compensation, prorated
Base Salary as set forth in paragraph III. A., and prorated Rights Fees for Outside Athletics
Related Income as set forth in paragraph III.C.3. that would have otherwise been due related to
such bowl game or playoff as set forth in this Agreement if the bowl or playoff had occurred
during a Contract Year.
II.
PRIMARY DUTY ASSIGNMENT
Coach shall be employed as Head Football Coach at University during the period of this
Agreement.
III.
COMPENSATION AND BENEFITS
A. BASE SALARY
Coach shall be paid the following annual Base Salary during the period of this Contract.
Kliff Kingsbury Employment Contract Page 1
September 1,2014 - December 31,2014
January I,2015 - December 31,2015
January I, 2016 - December 3I,2016
January I,20I7 - December 3I,2017
January l, 2018
-
December 3 1, 201 8
January I,2019
-
December 31,2019
January 1"2020
-
December 31.2020
$100,000
$300,000
$300,000
$300,000
$300,000
$300,000
$300,000
B.
Payment shall be in accordance with the payroll policies of the University and subject to
such deductions as may be required by applicable state and federal laws and regulations.
Any change to Base Salary may only be made by a wriuen amendment to this Agreement
which is signed by both parties. All University and State of Texas benefits shall be
derived from, and based exclusively on Base Salary.
HEALTH, RETIREMENT, VACATION AND OTHER LEAVE
Coach will be eligible to participate in the same benefits as all other full-time, benefits-
eligible University employees. Such benefits shall be governed by University policy and
Texas law. Vacation leave shall be taken at such time or times agreed upon between
Coach and the Director of Intercollegiate Athletics. Coach must report all leave time
taken pursuant to University policy.
PERQUISITES
1. Courtesv Automobile: Coach shall receive a courtesy automobile or a car allowance
as may be approved in writing by the Director of Intercollegiate Athletics. Coach shall
be eligibie for an additional courtesy automobile or car allowance if he is married during
the Term.
2. Camps: Coach, acting as an individual or a private legal entity, may offer a camp
using University facilities after first receiving written approval by the Director of
Intercollegiate Athletics. Coach shall report personal vacation time when preparing for
and conducting a private camp, and shall require that all other University personnel under
Coach's supervision also report personal vacation time when preparing for and
conducting such camp. University facilities, equipment and resources may be used
according to the terms and conditions of a separate Facilities Use Agreement. Such
Facilities Use Agreement must be in writing and signed by both parties before
commencement of a camp. Coach shall have permission to use the terms "Texas Tech
University" and "Red Raider Football" in the description and identification of any
Football camp conducted by the Coach, upon prior approval by the Director of
Intercollegiate Athletics or his/her designee. Coach shall ensure that such camp(s) shall
be in compliance with all relevant local, state, or federal laws, regulations, and
ordinances as well as all applicable Texas Tech University and Texas Tech University
System operating policies and procedures.
C.
Kliff Kingsbury Employment Contract Page 2
3. Rishts Fees for Outside Athletics Related Income: The University shall pay the
following amounts to Coach for the rights to Coach's Outside Athletics Related Income
(Rights Fees):
Contract Year
2014 (September I
-
December 31)
2015
20t6
20r7
201 8
20r9
2020
Amount
$1,200,000
$2,800,000
$3,000,000
$3,200,000
$3,400,000
$3,600,000
$3,800,000
University will pay such Rights Fees in equal installments on a monthly basis subject to
such deductions as may be required by law.
It is agreed that Rights Fees for Outside Athletics Related Income of Coach shall include
but not be limited to the following income:
a. Uniform/clothing contracts;
b. Shoe/equipment contracts;
c. Apparel contracts;
d. Television coaches shows;
e. Pre-game, post-game and other radio or internet shows;
f. Speaking engagements arranged through University;
g. Merchandising contracts;
h. Other income received by Coach resulting from or otherwise arising out of
being the Head Football Coach at University, but not including sports
camps.
The following types of income arranged through Coach's agent, or any successor agent,
which do not result from or otherwise arise out of being the Head Football Coach at
University, shall not be considered Outside Athletics Related Income:
a. National speaking engagements and endorsements arranged through agent;
b. National television, radio, and internet commercial contracts arranged through agent;
c. Book contracts; and
d. All other income received by Coach that does not result from or otherwise arise out of
being the Head Football Coach at University.
Coach will neither participate in, nor allow Coach's name to be used in connection with
any particular athletic equipment and/or commercial activity wherein Coach will receive
remuneration for such participation or use unless Coach first shall have received written
consent therefore from the Director of Intercollegiate Athletics, such consent shall not be
unreasonably withheld. Endorsement or consultation contracts with athletics shoe,
L
Kliff Kingsbury Employment Contract Page 3
uniform or apparel, or equipment manufacturers must be reviewed and approved by the
Director of Intercollegiate Athletics before Coach can execute such an agreement.
Coach acknowledges that University has exclusive sponsorship agreements, as well as an
exclusive media and marketing rights agreement with Learfield Sports Properties
(collectively the "University Exclusive Contracts"). Coach specifically covenants and
agrees not to enter into any endorsement or sponsorship agreement or arrangement that
conflicts with these University Exclusive Contracts.
Coach shall participate in Coach's Television and Radio Shows as required by the
Learfield Sports Properties Agreement. Also, Coach will reasonably cooperate with
Learfreld Sports Properties to assist in the fulfillment of its marketing and media rights
responsibilities.
4. Supplemental Compensation: In the event that the University football team
achieves certain accomplishments, Coach shall earn the following payments
(Supplemental Compensation). Supplemental Compensation shall be paid no later than
March 1 following the end of the Contract Year in which earned; provided, however, that
in no event shall Coach be entitled to receive more than a total of One Million, Five
Hundred Thousand Dollars ($1,500,000) per Contract Year as payment for Supplemental
Compensation:
a. Regular Season Wins (non-cumulative):
12 -
$250,000
11- $200,000
10- $175,000
9- $1s0,000
8- $100.000
FBS Total Offense or Defense final National Ranking (non-cumulative):
1"- $50,000
2"d-sfr- $25,ooo
Big 12 Conference Title:
Outright Regular season title -
$750,000
Regular season share of title (win tie-breaker) - $650,000
Regular season share of title or runner-up (lose tie-breaker) -
$500,000
d. Post Season Bowls (All New Year's Day and later bowls shall be applied to
the Supplemental Compensation total for the Contract Year in which the
football team qualifies for the bowl):
Big12lower-tier bowl (currently: Texas/Liberty/Buffalo Wild Wings/Heart of
Dallas/Armed Forces) appearance - $25,000
Big 12 lower-tier bowl win- $25,000
Big 12 higher-tier bowl (currently Alamo and Russell) appearance -
$75,000
Big 12 higher-tier bowl win -
$75,000
b.
Kliff Kingsbury Employment Contract Page 4
college Football Playoff Bowl Series (non-playoff) appearance -
$150,000
College Football Playoff Bowl Series (non-playoff) win -
$150,000
college Football Playoff Bowl Playoff Game appearance -
$250,000
(Cunently there will be four teams in the Playoffs. If that number increases
during the Term, Coach shall be entitled to Supplemental Compensation in the
amount of $250,000 for each such non-Championship Playoff game for which
the football team qualifies.)
College Football National Championship Game Appearance -
$500,000
College Football Playoff Bowl National Champion -
$500,000
e. Final Ranking (non-cumulative):
Top 25 in ESPN/USA Today, AP, or BCS or successor poll - $25,000
Top 10 in ESPN/USA Today, AP, or BCS or successor poll -
950,000
f. Big 12 Coach of the Year Awards (non-cumulative):
AP or Chuck Neinas Big XII Conference Coach of the Year -
$15,000
g. National Coach of the Year Awards (non-cumulative):
AP or Home Depot (ESPN) National Coach of the Year -
$50,000
h. Heisman Trophy Winner -
$250,000
i. Team GPA (non-cumulative
and GPA will be determined after each semester
based on scholarship football student-athletes) :
2.65 or better for fall or spring semesters -
$20,000
2.85 or better for fall or spring semesters - S25,000
3.0 or better for fall or spring semesters - $30,000
j.
Academic Performance Rating (cumulative):
Annual APR: 950 - $20,000
4-year APR average: 950- $10,000
k. Attendance Achievement: If the average paid affendance at home football
games equals or exceeds an average of 95oh of Paid Seating Capacity during a
Contract Year - $50,000. For purposes of this provision, Paid Seating
capacity for football is 60,454. Paid Seating capacity is subject to change
based upon future construction to Jones AT&T Stadium, and will
automatically be adjusted for purposes of this provision upon completion of
any such construction.
The above Supplemental Compensation eamings shall be cumulative unless
specifically noted otherwise as set forth under paragraph IILC.4. Atty
Supplemental compensation related to a bowl game, playoff game or National
Championship will be deemed to have been earned during the Contract Year in
Kliff Kingsbury Employment Contract Page 5
L
which that football season giving rise to that bowl game, playoff game or National
Championship has taken place.
Coach shall not be entitled to receive the foregoing Supplemental Compensation
if Coach terminates this Agreement prior to the Football Team's achievements in
the above-referenced accomplishments. Further, Coach shall not receive the
foregoing Supplemental Compensation in any year in which the Football Team is
either ineligible for postseason competition for a failure to earn the minimum
Academic Performance Rate (APR)
under the NCAA's Academic Performance
Program or has otherwise been penalized by the NCAA for a failure to eam the
minimum Academic Performance Rate (APR)
under the NCAA's Academic
Performance Program.
5. Club Memberships: The University will pay Coach's membership fees, monthly
dues and related assessments in a country club approved in advance by University and
Coach. Coach will also be provided a membership in the Jerry S. Rawls Golf Course and
the Texas Tech Club. It is understood and agreed that such memberships are provided for
business purposes so as to allow Coach to develop and promote interest and support and
sponsorship of the football program and the University. Coach is responsible for all non-
business expenses incurred in regards to such memberships.
6. Football Tickets: The University will provide to Coach the use of a football stadium
suite with up to 40 tickets and reasonable food and beverage for each University home
football game plus 4 season tickets in the stadium bowl at no cost to Coach. The
University will provide Coach up to 20 tickets to each University away football game and
any bowl game in which the University's football team participates during the term of
this Agreement, also at no cost to Coach.
7. Life Insurance: The University will provide to Coach a term life insurance policy in
the amount of $5,000,000 at no cost to Coach during the term of the Agreement.
8. Coach's Apparel: Coach will receive an athletic apparel allocation equal to the
amount of Five Thousand Dollars ($5,000) retail value from the University's team
apparel supplier.
9. Equipment and Team Uniforms: Coach shall have creative license in the design of
the football team's equipment and team uniforms, subject to the University's team
apparel supplier and the football program's budget. All of the above equipment and
uniforms are to be mutually agreed upon between Coach and the Director of
Intercollegiate Athletics. Coach has sole discretion on deciding when the football team
will wear specific uniform combinations. In the event Coach's choice of the football
team equipment and team uniforms exceeds the football program's budget, Coach may
seek donations for such purposes, subject to University policy, and in conjunction and
cooperation with the Texas Tech University System Office of Institutional Advancement.
Kliff Kingsbury Employment Contract Page 6
10. Assistant Coach Salary Pool: The total assistant coach salary pool shall increase
not less than 3%o in each successive year. Coach shall determine the amount to be paid to
each assistant coach, as mutually agreed upon between Coach and the Director of
Intercollegiate Athletics. Upon Coach's request, assistant coaches will be offered
employment contracts which shall include a bonus for bowl participation in an amount
equal to one month of such assistant coach's base salary.
ll. Team Travel: Coach shall have the opportunity to have a maximum of three (3)
guests travel with the University's football team to away football games in which a
charter aircraft is used, including any postseason bowl game. Guests will be responsible
for their own lodging, meals and game tickets.
12. Tax Liabilitv: To the extent there are applicable taxes for any payments, perquisites,
or benefits set forth above, Coach shall be responsible for payment of such taxes.
IV.
PERFORMANCE
Coach's day-to-day supervisor, for purposes of this Agreement, shall be the Director of
Intercollegiate Athletics. All administrative matters pertaining to the operation of University's
Football Program shall be subject to the ultimate direction and control of the Director of
Intercollegiate Athletics. Coach shall not be allowed to hire or terminate Football program
personnel without prior approval from the Director of Intercollegiate Athletics. Without
limitation of the foregoing, Coach, in the performance of his duties, shall conduct himself at all
times in a manner consistent with his position as an instructor of students and as a University
ambassador, representative, and key employee. In this regard, Coach shall not engage in any
behavior, actions or activities that (i) subject either Coach or University to substantial ridicule or
embarrassment; (ii) substantially adversely affects Coach's or University's reputation; (iii)
substantially interferes with or substantially diminishes Coach's standing as a University
ambassador and representative; or (iv) are substantially contrary to the best interests of the
University, its students, or its athletic program ("Objectionable Behavior"). The determination
of whether Coach has engaged in Objectionable Behavior will be in the sole discretion of the
University's President, in consultation with the Director of Intercollegiate Athletics. The parties
agree that, although this Agreement is sports related, the primary purpose of the University and
this Agreement is educative. Thus, the educative pu{poses of the University shall have priority
in the various provisions of this Agreement. Coach will follow all applicable University policies
and procedures. Coach shall not, either directly or indirectly, breach, or countenance the breach,
by anyplayer or coach subjectto his control or supervision, of any of the rules and standards of
the Big 12 Conference, the National Collegiate Athletic Association (NCAA), as well as other
associations or agencies to which the Texas Tech University adheres. Coach understands that he
is presumed to be responsible for the actions of all assistant coaches and other administrators
who report, directly or indirectly to him. Coach shall promote an atmosphere of compliance
within the Football program and shall monitor the activities of all assistant coaches and other
administrators involved with the program who report, directly or indirectly to him. In this
connection, Coach agrees to devote the coach's entire time, labor, effort and attention, in good
faith, to conduct and perform the duties commensurate with the position as Head Football Coach.
Kliff Kingsbury Employment Contract PageT
A.
Breach of such rules and standards, whether willful or through negligence, frzy be subject to
disciplinary action and penalties ranging from termination, suspension, public or private
reprimand or monetary fines or adjustments in compensation or adjustments in the term of this
Agreement as determined by the President following consultation and review with the Director
of Intercollegiate Athletics. The provision of this paragraph shall be without prejudice to any
right the University may have under Section V of this Contract.
V.
TERMINATION
FOR CAUSE
The University specifically reserves the right to terminate this Employment Contract for
Cause. Such Cause shall include but is not limited to the following: material and serious
violation(s) of Section IV above; failure or refusal to perform assigned duties; serious or
major violation or violations of the governing policies, rules, regulations and procedures
of the University, any athletic conference of which the University is a member, or a Level
1 or Level 2 violation or excessive and multiple Level 3 or Level 4 violations of NCAA
rules or countenance of such violations by a member of University's Department of
Intercollegiate Athletics' staff who Coach directly supervises, or failure to report such
violations as set forth in Section IV above; Coach's serious violation of local, state, or
federal laws; Coach's commission of anact of moral turpitude, or Coach's engaging in
Objectionable Behavior. In the event this Agreement is terminated by University for
Cause, the University's sole obligation to Coach shall be to pay his Base Salary until the
effective date of termination in addition to any Rights Fees and Supplemental
Compensation that has been earned as of the date of termination. In no event shall the
University be liable to Coach for the loss of any collateral business opportunities or any
form of consequential damages resulting from or associated with Coach's employment.
INABILITY TO PERFORM
In the event of the inability of Coach to continue to perform his obligations under this
Agreement by reason of a substantial physical or mental illness, injury, or some other
occurrence beyond the control of either party hereto, and such inability to perform has
continued or will continue beyond a period of at least ninety (90) days within a 120-day
period which cannot reasonably be accommodated by the University and which prevents
Coach from being able to perform essential functions of the duties and responsibilities set
forth herein, the University reserves the right to terminate this Agreement. In such event,
all future obligations between the parties hereto shall cease.
TERMINATION WITHOUT CAUSE BY UNIVERSITY
In addition to the provision set forth above, the University specifically reserves the right
to terminate this Agreement without Cause at any time. The parties agree that in the
event University exercises the right to terminate without Cause, the University will pay
liquidated damages to Coach, regardless of his employment status after termination, in an
amount equal to all remaining unpaid Base Salary and Rights Fees for each of the 2014,
2015, and 2016 Contract Years, 75% (Seventy-Five Percent) of the remaining unpaid
Base Salary and Rights fees for each of the2017,2018, atd50Yo (Fifty Percent) of the
B.
C.
Kliff Kingsbury Employment Contract Page B
remaining unpaid Base Salary and fughts fees for each of the 2019 and 2020 Contract
Years. University shall pay Coach the applicable amount for each Contract Year, less all
applicable taxes and other appropriate withholdings, no later than January 5 following
such Contract Year.
Additionally, all Base Salary, Rights Fees, and Supplemental Compensation set forth
under paragraph III.C.4 above which Coach has eamed prior to such termination date
shall be included in Coach's payment following the Contract Year in which such
termination occurs. In the event of termination under this provision, the University shall
not be liable to Coach for any other claims or University benefits or collateral business
opportunities associated with Coach's position as Head Football Coach other than that
specifically set forth above.
D. TERMINATION WITHOUT CAUSE BY COACH
Coach specifically reserves the right to terminate this Agreement without Cause at any
time. In the event that Coach terminates without cause, University will, within thiny (30)
days of termination, pay Coach all Base Salary, Rights Fees, and Supplemental
Compensation that has been actually earned and accrued but unpaid under the terms of
this Agreement as of the date of termination, less all applicable taxes and other
appropriate withholdings. In the event Coach terminates his employment at University
to coach at another NCAA Division 1-A institution or National Football League team
during the Term of this Agreement, Coach shall, within sixty (60) days of termination,
pay University liquidated damages in the following amounts:
Contract Year of termination NCAA
2014
20t5
20t6
2017
2018
20r9
2020
$3,250,000
$2,900,000
$2,750,000
$2,750,000
$2,250,000
$2,000,000
$2,000,000
NFL
$ 1,500,000
$ 1,500,000
$1,500,000
$1,500,000
$ 1,500,000
$1,500,000
$1,500,000
E. MUTUAL AGREEMENT
The parties reserve the right to terminate this Agreement by mutual agreement. In the
event the right to terminate pursuant to this paragraph is exercised, all liability of the
parties shall cease effective the date of termination.
VI.
PUBLIC APPEARANCES
Coach shall make no public appearance, either in person or by means of internet, radio or
television, or willingly allow the use of Coach's name in connection with Coach's relationship to
the University when any such appearance or use of name will result in unfavorable reflection
upon the University.
Kliff Kingsbury Employment Contract Page 9
VIL
REPRESENTATIONS
It is mutually understood that this Agreement contains all of the terms and conditions to
which the parties have agreed and that no other understandings or representations, either oral or
written, unless specifically and unequivocally referenced in the preceding paragraphs, regarding
the subject matter of this Agreement shall be deemed to exist or to bind the parties hereto. Any
modification, amendment or addendum to this Agreement shall only be by written instrument
signed by each party hereto.
VUI.
INTERPRETATION
No provision or part of this Agreement which shall prove to be invalid, void or illegal
shall in any way affect, impair or invalidate any other provision or part, and such other provision
and parts shall remain in fulI force and effect.
IX.
APPLICABLE LAW
This Agreement is made and entered in Lubbock County in the State of Texas; the laws
of Texas shall govern its validity and interpretation and the performance by the parties of their
respective duties and obligations under this Agreement.
Coach has been advised to have this Agreement reviewed by counsel familiar with
employment agreements before agreeing to the terms and conditions contained herein.
Therefore, any ambiguity in this Agreement shall not be construed against the University as
draftor of the Agreement.
Kliff Kingsbury Employment Contract Page 10
IN WITNESS WHEREOF, the parties hereto shall consider this Agreement to be
effective on the lst day of September,2\l4.
7o
r/
. DUANE NELLIS
President
-
Texas Tech'University
Agreed as to Form and Content:
ERIK BURKHARDT
Asent for Coach
Date
KLIFF KINCSBURY
Head Football Coach
IRBY H
legiate Athletics
Kliff Kingsbury Employment Contract Page 11
IN V/ITNESS WHEREOF, the parties hereto shall consider this Agreement to be
effective on the 1st day of September,2014.
KLIFF KINGSBURY
Head Football Coach
Date
KIRBY HOCUTT
Director of Intsrcollegiate Athletics
Date
M. DUANE NELLIS
President
-
Texas Tech Universitv
Agreed as to Form and Content:
Date
Agent for Coach
Kliff Kingsbury Employment Contract Page 11

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