Remember that football coach we once had? Took us to the mountain top and then, at a later date, everybody hated him? John Tidfund, I think his name was. Maybe it was Jack Toddfrank. I can understand why people would hate somebody named Jack Toddfrank. I wouldn't trust anybody with two first names for a last name. Get a real last name, bub!
Either way, we had a recent development in his case (TNH Note: This was written at a time when it was a recent development, but then everything ever happened, so this post kept getting bumped). He was fired. Awkward. But, before that happened, we wrote a post looking at his contract. Why? Just to get further information regarding his so-called buy out. What was the conclusion of that post? Don't ask me, because I forgot (true story). So, let's just look at the post itself.
But before we do that, let me bottom line you. I'm gonna bottom line you right here right now...........the conclusion to this piece is that Tedford now is owed 5.4 million over 3 years (down from a supposed 6.9 million), but it can be decreased based on certain factors. Those factors are more in Tedford's favor now then they were before. And he doesn't have to get a job if he doesn't want to.
So, let's break it down.
1. 1.5 mil paid to Tedford in Deferred Compensation Plan. But this money already exists and does not need to be raised.
2. A max of 6.32 mil paid out over time to 2015 for base fees, talent fees, retention bonuses, and accomplishment fees. However, this amount can be lowered all the way potentially to $0.00 depending on factors. I would be surprised if Coach Tedford had any problem getting a job as a assistant coach in the NFL or college ranks. Head coach at another college school is also potentially likely. NFL head coach seems very unlikely. So, this number could easily be decreased quite substantially. Additionally, the amount does not appear to have to be raised immediately, so there is time to wait and see.
3. If the talent fee is the bulk of the payment and Nike *does* pay for it as theorized, how much is Cal actually (potentially) on the hook here? I genuinely have no idea.
So, Cal has probably already paid him 1.5 in deferred compensation from previous years (i.e. money he was supposed to have been paid previously, but agreed to defer until termination) and would have to pay an amount that we perceived to be 6.32 million in monthly installments from here until 2015. However, it could be decreased depending on what, if any, type of job Coach Tedford gets.
There is some uncertainty here. How much will Cal have to pay him and when? To help alleviate this uncertainty, Cal and Tedford negotiated a contract addendum (i.e. contract amendment) to the original 2001 contract. We'll call it the 2013 addendum. It basically gets rid of the duty to mitigate his damages. The duty to mitigate your damages here means Tedford has to take good-faith steps to get another coaching job and lower the amount of money Cal would pay him.
And we have a copy of this 2013 addendum. So, let's take a look at it. I want to analyze it in the context of his previous contract addendums as linked above.
2013 CONTRACT ADDENDUM
The first half page is a bunch of "WHEREAS"es. What does this mean? This is sort of the series of facts that leads Cal and Tedford to make this new addendum. It is what I outlined above, except for one thing.
I was wrong about the 6.32 million. Well, I guess there is a first time for everything. Or a 1,000th time. I blame FiatSlug and OhioBear! The 2013 contract addendum flatly states that previous to the agreement of the 2013 contract addendum Cal would be on the hook (potentially) for 2.3 million dollars to Tedford for 2013, 2014, and 2015. That comes out to 6.9 million dollars total instead of 6.32. It also refers solely to paragraph 21 of the 2009 addendum as being the justification for the 2.3 million annual payments. There is no mention of the 2011 addendum. Note that I do not have either the 2009 or 2011 addendums. Those do not appear to be public. I do have, however, UC Regents notes that refer to the two addendums (and in some places appear to quote it).
The real teeth of the 2013 contract addendum are fairly brief. So, let's go through it one section at a time.
Cal shall pay Tedford as follows:
1.65 million dollars on or before April 1, 2013
1.8 million dollars on or before April 1, 2014
1.95 million on or before April 1, 2015
Simple and easy, right? This totals 5.4 million instead of 6.9 million. However, there are still some potential reductions that could lower the overall payment here to Tedford.
Section 1a includes one of the potential reductions. If Tedford gets any job (it doesn't seem to specify any particular job here, so we are offering him a spot as a Jahvidtician here at CGB!) between 2013-2015 and gets paid for it, the 2015 payment can be lowered up to $150,000.00 based on his salary for that job. He appears to get a reduction of 50% of the first $300,000.00 that he makes during that 3 year time period.
So, if he only makes $200,000.00 between 2013-2015, Cal would pay him just 1.85 million on April 1, 2015. The least Cal could pay him on April 1, 2015 would be 1.8 million.
This provides another potential means of reducing the 5.4 million owed to Coach Tedford. The payment shall be reduced 50% of every dollar earned above 1.5 million between 2013-2015. This is only for money earned as a head coach at the collegiate level or a head/assistant coach at the NFL level.
If Coach Tedford gets a job as an asst coach with a NFL team and makes 2 million dollars total from 2013-2015, Cal would reduce the payment $250,000.00. The reduction is because 2 million minus 1.5 million is $500,000.00 and then Cal can reduce the payments for 50% of that. I know that that math seems incredibly basic, but I just wanted to be as clear as possible here.
However, presumably, you would have to include both the 1a reductions and the 1b reductions. So, if Coach Tedford gets 2 million as an asst coach in the NFL, the reduction would actually be $400,000.00. There would be the reduction of $150,000.00 for 50% of the first $300,000.00. Then, there would be the reduction of $250,000.00 for the $500,000.00 above 1.5 million.
That is sort of the extent of the teeth here. Section 1c says that Tedford understands he has to pay taxes on the payments. Section 1d says that the payments will be made to Tedford, no matter what, even if he is disabled or dies. CalBear81, who has a significant amount of employment law experience, told me that Section 1d could also be interpreted as removing the duty to mitigate damages. Normally, if Tedford was operating under a duty to mitigate damages and became disabled or died, Cal would no longer have a duty to pay him (or his estate) money. Section 1d changes this, presumably due to getting rid of the duty to mitigate damages.
Then, the latter half of page 2 through the end of page 5 is boilerplate. Delicious, delicious boilerplate! For those who do not have a lot of knowledge about legal contracts, boilerplate is the dense legalese that nobody really reads that are put into every contract. It is put in there so that attorneys can get paid to put it in there. I do not know really why they are called boilerplate, but they are rarely specific to the actual contract. And there is a lot of boilerplate here.
The boilerplate mostly relates to a mutual release of claims. This means that Cal can't sue Tedford and Tedford can't sue Cal. The release relates to claims associated with the contract itself. So, if Tedford were to trip and fall on Cal property, he could still potential sue Cal.
Section 2f is interesting insomuch as it relates to waiving any claims associated with the Older Workers Benefits Protection Act. Basically, here, Tedford is waiving his ability to sue Cal for age discrimination. It is wildly unlikely that Tedford would ever do that, but I'm sure Cal wanted him to waive anything and everything he could potentially sue Cal over (at least that relates to the contract itself). Note here that it says he is entitled to wait 21 days after receiving the document to sign. Then, it says that even after he signs he has 7 days to still revoke the contract. He signed the contract on February 1, 2013, so he could revoke it up to February 8, 2013.
CalBear81 indicated to me that this basically exists to protect the elderly against themselves in a condescending and contradictory manner. It is condescending, because no other protected group (by race, religious, gender etc) gets this sort of special treatment. Basically, the legislature is saying "Old people need more time to understand all this complexities here! Let's give them 21 days and then give them 7 days for a second chance to reconsider just in case they didn't REALLY understand the first time."
Also, as CalBear81 pointed out to me, if the legislature thinks that old people are so confused about their rights they should basically be given 28 days of review time, doesn't that mean they shouldn't be working in the first place? If it takes them 28 additional days to figure all this out, maybe working isn't for them.
Finally, Coach Tedford is apparently represented by a LA area attorney. C'mon, bro, a Northern California attorney ain't good enough?????
So, is this a better deal for Cal or for Coach Tedford? I think it is a better deal for Coach Tedford than Cal. Yes, it provides greater certainty for Cal. However, it, in my view, kind of lets Coach Tedford off the hook a bit. Cal could have sat back and Tedford would have been forced to try to get a job at the collegiate or NFL level. My guess is that he would not have had that much of a problem getting an assistant NFL job or even a head coaching job at a lower prestige college. I know people might disagree with me on that given his hard landing with Cal football. But he has 11 years of moderate to great success at a Power 6 conference school. He basically had 2 Rose Bowl worthy teams that were screwed due to the inane vagaries of the college football system. I am sure that many college teams would have loved for Jeff Tedford to be their coaches.
So, even though he was owed 6.9 million dollars, I suspect that the actual amount would have been substantially less than that when everything was said and done. Additionally, before, it was a dollar for dollar decrease. So, if Coach Tedford made 1 million dollars a year, it'd be 1 million dollars fewer for Cal to pay. Now, it is a 50% decrease, so Cal is disadvantaged by that.
Tedford could basically take a three year nap (which he may need) and wake up 5.4 million dollars richer. A nice life if you can get it (as long as you are willing to put up with the insane sacrifice that is the previous 20 some odd years).
Perhaps Cal wanted to show some loyalty to the man who resurrected the football program and put it back on the map. Coach Tedford definitely left some money on the table on several occasions during his 11 year tenure with Cal. He could have bolted for greener pastures many times, but never did. Having said that, every dollar Cal pays Tedford going forward is a dollar they can't use somewhere else. I know it is highly likely that the money will come from some donors here or there and no tax payer dollars will be used, but still.
People always said I was the biggest sunshine pumper around and I may be missing additional unknown facts here, but this seems like a real sweetheart deal for Coach Tedford. Congrats to him, though. And can I have a loan???