EMPLOYMENT CONTRACT FOR SUPERINTENDENT OF SCHOOLS

This Employment Contract for Superintendent of Schools (“Contract”) is made and

entered into as of the date written below, by and between the Board of School Trustees for the
South Bend Community School Corporation (“Board”) and Dr. C. Todd Cummings
(“Superintendent”). By mutual consent of the parties and in the manner permitted by I.C. 20-
28-8-6, this Contract shall be treated as and considered to be an addendum to the Regular
Teacher’s Contract for the employment of the Superintendent by the Board.

I. TERM AND GENERAL CONDITIONS OF EMPLOYMENT

A. The Board employs the Superintendent and the Superintendent agrees to be employed
by the Board as the Chief Executive Officer of the South Bend Community School
Corporation (“SBCSC”) for an initial two (2) year term beginning on July 1, 2019, and
concluding on June 30, 2021, subject to the terms of this Contract.
B. The parties agree that the Superintendent shall provide services to the Board on two
hundred and sixty (260) days during each school year. These work days shall be scheduled
and worked by the Superintendent in order to ensure the full and competent
performance of the duties established by the terms of this Contract. These work days
shall be inclusive of paid leave provided under the terms of this Contract.

II. DUTIES OF SUPERINTENDENT

A. The Superintendent agrees faithfully to perform the duties of the position
Superintendent of Schools as set forth in SBCSC Policy 1210 (Board — Superintendent
Relationship) and SBCSC Policy 1230 (Responsibilities of the Superintendent), which are
incorporated by reference as if fully set out herein and may be amended from time to
time; to act as technical advisor to the Board and to ensure the Board is provided
sufficient information regarding the school corporation's past practices, its policies, and
any legal implications associated with items recommended for Board action; to keep the
Board informed as to the operations of the school corporation; to administer the schools
in accordance with the laws of the state of Indiana and SBCSC Bylaw 0120 (Powers and

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 Philosophy), which is incorporated by reference as if fully set out herein and may be
amended from time to time; and to administer, comply with, and faithfully and
impartially enforce all other SBCSC Bylaws and Policies now or hereafter in force. The
Superintendent's duties may be revised at any time by the mutual agreement of the
parties.
B. Consistent with the relevant terms of Indiana law, the Board agrees to review the
Superintendent's job performance at least once each year and to present the results of
this review to the Superintendent in writing at a conference with the Board. The
Superintendent's performance evaluation shall be in writing and completed by the Board
not later than sixty (60) days following the end of the employment year for which his
performance is being evaluated. The Board will use the superintendent’s evaluation tool
suggested by the Indiana School Boards Association for purposes of conducting this
performance evaluation.
C. The Superintendent agrees that his duties as Superintendent represent full time
employment and he will not accept outside employment, perform work as an
independent contractor, or engage in any other business pursuit involving his personal
services, if any of these activities interfere with his performance of his duties as
Superintendent.
D. The Superintendent agrees that at all times while he is employed by the Board under the
terms of this Contract, he will fully meet the minimum qualifications in Indiana for the
position of Superintendent, which include maintaining the license from the Office of
Educator Licensing and Development in the Indiana Department of Education required
for the position of Superintendent. A failure to maintain such a license shall result in the
cancellation of this Contract pursuant to its terms.

III. COMPENSATION AND BENEFITS

A. Annual Salary. The Board will pay to the Superintendent an annual salary of One
Hundred Eighty-six Thousand and 00/100 Dollars ($186,000.00) during each employment
year. The Board retains the right to increase the salary of the Superintendent during the

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 term of this Contract. Any increase in salary made during the life of this Contract shall be
in the form of an amendment and shall become a part of this Contract, but it shall not be
considered that the Board has entered into a new contract with the Employee or that
the termination date of this contract has been extended solely as the result of the salary
increase. The Employer may, by specific and separate action, extend the termination
date of the Contract.
B. General Administrative Benefits. The Superintendent, during the term of this Contract,
shall receive all annual benefits approved by the Board for administrative/management
employees, except as expressly otherwise provided by the terms of this Contract,
including but not limited to, group medical insurance, dental insurance, vision insurance,
disability insurance, family illness/sick days, leaves of absence, and personal leave,
subject to applicable waiting periods, terms and conditions, and as amended from time
to time. To the extent that benefits for other administrative/management employees
vary from a benefit provided pursuant to this Contract, the benefit provided by this
Contract shall be the benefit provided to the Superintendent. The Superintendent shall
be responsible for paying any employee premiums associated with the above-referenced
group insurance policies, except that the Board shall pay on behalf of the Superintendent
one hundred percent (100%) of the premium related to the group medical insurance
coverage.
C. Deferred Compensation. In addition to the other compensation and benefits provided
to the Superintendent pursuant to this Contract, the Board shall provide the following
annual deferred compensation benefits:
1. The Board will contribute into the Indiana State Teacher’s Retirement Fund
Annuity Savings Account for the Superintendent’s benefit the maximum amount
permitted by law.
2. The Board shall make contributions on behalf of the Superintendent to the
Internal Revenue Code Section 401(a) plan and the Voluntary Employees
Beneficiary Association (“VEBA”) plan sponsored by SBCSC. Specifically, the Board
shall contribute an amount equivalent to one percent (1%) of the

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 Superintendent’s annual salary to the 401(a) plan and an amount equivalent to
one percent (1%) of the Superintendent’s annual salary into the VEBA plan. The
Superintendent shall be considered to be fully vested in any such contributions
that the Board has made on behalf of the Superintendent to date and will be fully
vested in any further such contributions the Board makes under the terms of this
Contract when each contribution is made.
3. In addition to any other compensation provided for under the terms of this
Contract, the Board will make an additional contribution into the 401(a) plan on
behalf of the Superintendent in an amount equivalent to any amount that the
Superintendent contributes to his 403(b) account. The Superintendent shall be
considered to be fully vested in any such contributions that the Board makes
under the terms of this Contract when each contribution is made.
4. The Superintendent must complete all necessary forms to make the contributions
under this section.
5. The Board’s contribution of the additional dollars provided for under this section
will be characterized as wages for purposes of the Social Security Act and the
Federal Insurance Contributions Act (“FICA”) and as compensation for purposes
of calculating the Superintendent’s “average of annual compensation” by the
Indiana State Teacher’s Retirement Fund.
6. Nothing established by the terms of this section paragraph or elsewhere in this
Contract is intended to constitute deferred compensation that would be subject
to Section 409A of the Internal Revenue Code of 1986, as amended. To the extent
Section 409A of the Internal Revenue Code may apply, the parties agree that the
terms of this Contract shall be administered in accordance with the applicable
requirements, and to the extent in conflict with such requirements, shall be
deemed amended to comply with Section 409A and regulations issued
thereunder. The Superintendent shall nevertheless be responsible for any taxes
incurred as a result of the operation of the terms of this section.

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D. Car Allowance. The Board shall provide the Superintendent a car allowance in the
amount of Seven Hundred Fifty and 00/100 Dollars ($750.00), which shall be paid
monthly by the Board to the Superintendent. The Superintendent acknowledges that this
allowance will be reported as wages for social security, FICA, Medicare, federal and
Indiana income tax purposes, and for contributions to the Indiana State Teachers'
Retirement Fund. The Board will reimburse the Superintendent for mileage (at the rate
established by the Board) incurred in the performance of his duties as Superintendent
that requires out-of-town travel.
E. Technology Reimbursement. The Board shall provide the Superintendent with a cell
phone and laptop computer for purposes of conducting business on behalf of SBCSC.
F. Business and Professional Expenses. The Board expects the Superintendent as a
condition of his employment to continue his professional growth and education through
participation in appropriate meetings and activities, such as (but not limited to)
membership and participation in Indiana and national professional organizations for
educational administrators, attendance at seminars and courses, and meetings of the
State Superintendent and State Board of Education, The Board agrees to pay all
reasonable expenses related to the Superintendent's attendance and participation in
these organizations and/or conferences, seminars and meetings, including registration
fees, travel, and food. In addition, the Board expects that the Superintendent will incur
reasonable and necessary expenses on behalf of SBCSC, such as meals, entertainment,
travel, professional books and supplies, and similar expenses. The Board shall reimburse
the Superintendent for such reasonable and necessary expenses, provided that records
of such expenses are submitted to the Board in a form and manner acceptable to the
Board.
G. Holidays. The Board shall provide the Superintendent the following ten (10) holidays as
paid days: New Year's Day; President's Day; Memorial Day; July 4th; Labor Day;
Thanksgiving (and the day following); Christmas Eve; Christmas Day; New Year's Eve; and
one (1) floating holiday to be determined at the discretion of the Superintendent. If any

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 of the above holidays fall on a weekend, a preceding or succeeding weekday shall be
considered the paid holiday for the purposes of this provision.
H. Vacation Days. The Board shall provide the Superintendent with twenty-five (25) paid
vacation days during each school year. The Superintendent shall be entitled to carry
forward to the next school year a maximum of five (5) unused vacation days without
forfeiture. The Superintendent shall notify the Board President of the dates during which
he intends to be on vacation. At the time of his separation from employment with the
Board, the Superintendent shall be entitled to compensation for any accrued, yet unused
vacations days, with the amount of this compensation to be calculated at the
Superintendent’s then applicable per diem rate.
I. Term Life Insurance. The Board shall provide the Superintendent, as the owner and
named insured, with a fully paid term life insurance policy with a face value equal to
Three Hundred and 00/100 Dollars ($300,000.00). The Superintendent shall be entitled
to designate the beneficiary of said life insurance policy.
J. Performance Incentive Pay. The Superintendent shall qualify to receive Performance
Incentive Pay during the term of this Contract as follows:
1. A one-time lump sum payment in the amount of Ten Thousand and 00/100
Dollars ($10,000.00) in the event that SBCSC receives during the 2020-2021
school year an overall corporation grade of “B” under the A-F metric then
established by the Indiana State Board of Education (based upon academic
achievement that occurs during the 2019-2020 school year).
2. A one-time lump sum payment in the amount of Twenty-five Thousand and
00/100 Dollars ($25,000.00) in the event that SBCSC receives during the 2020-
2021 school year an overall corporation grade of “A” under the A-F metric then
established by the Indiana State Board of Education (based upon academic
achievement that occurs during the 2019-2020 school year).
3. A one-time lump sum payment in the amount of Twenty-five Thousand and
00/100 Dollars ($25,000.00) in the event that SBCSC is successful in passing a

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 general fund and/or operating fund referendum at any time during the term of
this Contract.
4. The sum total of the Performance Incentive Pay received by the Superintendent
will not exceed Twenty-five Thousand and 00/100 Dollars ($25,000.00) during the
term of this Contract.
5. As a prerequisite to the receipt of the Performance Incentive Pay, the
Superintendent must have received an overall performance evaluation rating of
at least Effective for the contract year in question. The Board will contribute the
Performance Incentive Pay into the 401(a) plan on behalf of the Superintendent
in a lump sum within forty-five (45) days of the end of the applicable contract
year.
6. In the event that the Superintendent qualifies to receive Performance Incentive
Pay in the amount of Twenty-five Thousand and 00/100 Dollars ($25,000.00), the
Board will reduce this contribution to the 401(a) plan in the amount of Five
Thousand and 00/100 Dollars ($5,000.00), which the Board will instead pay to the
SBCSC Education Foundation in order to advance their mission and operations.
K. Severance. The Board will pay to the Superintendent severance pay and supplemental
benefits upon retirement on the same basis as provided in the Administrator Severance
Pay, Retirement and Supplemental Benefits manual, a copy of which is incorporated by
reference as if fully set out herein, based on the Superintendent's years of service, with
the exception that capped final salary restriction shall not apply. The Board shall use the
Superintendent's final salary to calculate the severance pay and supplemental benefits.
The Superintendent shall qualify for these retirement benefits only if he meets the
Indiana State Teachers’ Fund retirement requirements (not including any vesting
requirement that may legally be waived).
L. Sick Leave Days. The Board shall credit the Superintendent with any and all sick leave
days that he had accrued in his sick leave bank at the time of separation from his previous
employment with the Fort Wayne Community School Corporation (“FWCSC”), as well as
any sick leave days that he has subsequently accrued, but not used, during his

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 employment with SBCSC. The Board shall be entitled to take such steps as are necessary
in order to confirm the actual number of the sick days accrued by the Superintendent at
the time of his separation from employment with FWCSC, which is believed to be one
hundred fifteen (115). In the event that the Superintendent does not otherwise qualify
for the severance benefit set out above at the time of his separation from employment
with the Board, the Superintendent shall be entitled to compensation for any accrued,
yet unused sick days, with the amount of this compensation to be calculated at the
Superintendent’s then applicable per diem rate.

IV. PROFESSIONAL LIABILITY

A. The Board agrees that it shall defend, hold harmless, and indemnify the Superintendent
from any and all demands, claims, suits, actions and legal proceedings brought against
the Superintendent in his individual capacity or in his official capacity as agent and
employee of the Board, provided the incident arose while he was acting within the scope
of his employment and excluding criminal charges or litigation, and that such liability
coverage is within the authority of the Board to provide under state law. In no case will
individual Board members be considered personally liable for indemnifying the
Superintendent against such demands, claims, actions and legal proceedings.

V. AUTOMATIC EXTENSION OF CONTRACT TERM

A. The parties agree that this Contract shall automatically be extended for an additional
period of one (1) year from the termination date established in Section I (A) above, or
any subsequent extended termination date, unless on or before December 31st of each
year the Board notifies the Superintendent in writing that this Contract will not be
renewed. The parties agree that the operation of this section shall result in a continuous
two (2) school year contract unless the Board provides timely written notice pursuant to
this section or the Contract is otherwise cancelled pursuant to the terms of this Contract.
All provisions other than the length of the Contract shall remain the same upon extension

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 by operation of this section unless the parties specifically agree in writing to the
modification of a term in addition to the modification of the length of the Contract,
B. The Board shall have the option to terminate this Contract for reasons other than those
listed in Section VI below by notifying the Superintendent in writing that the Board
desires to end the employment relationship. Should the Board choose to exercise this
“buy-out option,” and consistent with the terms of I.C. 20-28-8-6(b)(2), the Board shall
be obligated to pay to the Superintendent the lesser of one (1) year of the
Superintendent’s then current annual salary under the terms of this Contract or the sum
of Two Hundred Fifty Thousand Dollars ($250,000.00).

VI. CONTRACT TERMINATION

A. This Contract may be terminated by:
1. Mutual agreement of the parties:
2. Voluntary resignation of the Superintendent;
3. Discharge for cause, consistent with the terms of I.C. 20-28-8-7;
4. Death or incapacity of the Superintendent; or
5. Normal expiration of the term of this Contract in accordance with its provisions.

VII. MISCELANEOUS TERMS

A. The parties agree that each has had the availability and/or assistance of counsel in the
process of negotiating the terms of this Contract and sufficient time to consider and
understand the terms of this Contract and that this Contract therefore contains all the
agreed terms of employment of the Superintendent by the Board, when read and
interpreted in conjunction with the Superintendent’s underlying Regular Teacher’s
Contract. However, to the extent that this Contract is inconsistent with the
Superintendent's Regular Teacher’s Contract or any prior contract between the parties,
the terms of this Contract shall control. This Contract will not be modified except in
writing by making specific reference to the provision or provisions to be modified.

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 Modifications to this Contract shall be approved by both parties in the same manner that
this Contract was approved.
B. The parties acknowledge that this Contract is a public record, consistent with the terms
of the Indiana Access to Public Records Act (I.C. 5-14-3) and I.C. 20-28-6-2.
C. This Contract shall be construed and interpreted according to the substantive laws of the
State of Indiana.
D. If during the term of this Contract it is deemed by a court of competent jurisdiction that
a specific clause of the Contract is illegal or otherwise unenforceable under federal or
state law, the remainder of the Contract not affected by such a ruling shall remain in
force.

[SIGNATURE PAGE TO FOLLOW]

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IN WITNESS WHEREOF, the Board of School Trustees for the South Bend Community School
Corporation has caused this Contract to be executed by _____________, President of its Board
of School Trustees, and attested by ______________, Secretary of the Board, in duplicate, and
the Superintendent has executed the same in duplicate, all on the date set out below.

BOARD

By: _______________________ Date: _______________

, President

By: _______________________ Date: _______________

, Secretary

SUPERINTENDENT

________________________ Date: _______________

Dr. C. Todd Cummings

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