Here's the ridiculous contract Tennessee was prepared to give Greg Schiano

[gunner]

Schiano's agent has had several clients with $100,000+ contracts with UT. Even Butch had recently switched to Sexton.

Additionally, it's not a legally binding contract unless its signed by all parties involved. That much is inferred by the contract itself.

The fact that there are signature lines for 3 UT Officials but only one signature is very telling. It tells me that Currie acted on his own accord and tried to leverage the other UT Officals into this agreement.

 

[37620VOL]

Additionally, it's not a legally binding contract unless its signed by all parties involved. That much is inferred by the contract itself.

The fact that there are signature lines for 3 UT Officials but only one signature is very telling. It tells me that Currie acted on his own accord and tried to leverage the other UT Officals into this agreement.

Currie acted on his own? Are you saying Currie wrote the mou and not UT's lawyers? That's not how I think it went down.

 

[Brasszilla]

Currie acted on his own? Are you saying Currie wrote the mou and not UT's lawyers? That's not how I think it went down.

I think its easy to surmise with all the strings the Haslams were pulling at the time that UTs lawyers probably even have Haslam connection. I'm willing to be they gave curry the contract directly.

 

[wrangler]

Schiano being ignorant of UT's publicly-accessible contract policy is not grounds to sue UT for not signing the MOU.

If you want to reach that conclusion, you'll have to address, and get past, apparent authority of an agent.

 

[ru4real-really?]

the only way Schiano wins the unsigned contract argument is if the parties finish out the terms specified. So, after five years, it can be assumed that the parties had agreed...even though it was not signed by all parties. If he works under the terms of the MOU for five years and UT pays him, then unsigned makes no difference.

It the terms were never started, then he has a problem.

At least, that is what I see in some case law!

 

[BeardedVol]

If you want to reach that conclusion, you'll have to address, and get past, apparent authority of an agent.

You are arguing the point as if UT doesn't have a stated policy on the process for entering into a non-delegated contract with the University entails, but it does, and regardless of Currie being an agent of the University at the time, the MOU still required the signatures of the Chancellor and the CFO to be 'fully exectued'.

Schiano might have had a legal case if UT deviated from their expressed policy on contract execution, but they did not, and as such, there was no formal agreement between him and the University. He can argue that he and Currie had an understanding, but that means less-than-nothing in the scrutiny of a courtroom.

 

[37620VOL]

I think we have a lot of wishful thinking going on. The only points in our favor are the ones that Beardy has made:

1. UT's signature policy is publically available.
2. Sexton is so connected to UT that he knew or should have known the UT policy and thus his client knew or should have known.

I'm sure that is what we will argue if it goes to court, but we wrote the MOU so any ambiguity will be held against us. I don't see it as any better than 50/50 in our favor.

Best chance would be to get a jury trial in Knoxville. lol

I'd be curious if we have any attorneys in here willing to offer their opinion.

 

[VolArmy74]

It's another bargain bin contract for a ridiculous candidate. Sound familiar? It's what we do here. Money is made in huge piles, money isn't spent. I was hopeful that it would be this search but apparently those were lies the administration let slip to placate people while we got the mess that unfolded.

 

[wrangler]

You are arguing the point as if UT doesn't have a stated policy on the process for entering into a non-delegated contract with the University entails, but it does, and regardless of Currie being an agent of the University at the time, the MOU still required the signatures of the Chancellor and the CFO to be 'fully exectued'.

Schiano might have had a legal case if UT deviated from their expressed policy on contract execution, but they did not, and as such, there was no formal agreement between him and the University. He can argue that he and Currie had an understanding, but that means less-than-nothing in the scrutiny of a courtroom.

It's exactly the opposite. I mentioned apparent authority of an agent because it comes into play in precisely this situation, where an agent may have exceeded his actual delegated authority. That argument has to be addressed.

 

[wrangler]

I think we have a lot of wishful thinking going on. The only points in our favor are the ones that Beardy has made:

1. UT's signature policy is publically available.
2. Sexton is so connected to UT that he knew or should have known the UT policy and thus his client knew or should have known.

I'm sure that is what we will argue if it goes to court, but we wrote the MOU so any ambiguity will be held against us. I don't see it as any better than 50/50 in our favor.

Best chance would be to get a jury trial in Knoxville. lol

I'd be curious if we have any attorneys in here willing to offer their opinion.

There's more than that, as I mentioned.

 

[BeardedVol]

It's exactly the opposite. I mentioned apparent authority of an agent because it comes into play in precisely this situation, where an agent may have exceeded his actual delegated authority. That argument has to be addressed.

It's the very definition of a non-delegated contract per UT's bylaws; it's not binding unless the Chancellor signs it, and then the CFO signs it.

Even if Currie were empowered to act as the sole representative of the university in this matter, the CFO would still have to sign the MOU for it to be fully executed. The CFO didn't sign, and as such, did not agree to intend to be legally bound by an employment contract with Schiano.

That's literally the entire point of an MOU, is to agree in principal on terms of a legally binding contract to be entered into. If the MOU is never fully executed, the employment contract is never fully executed, then there is literally zero burden of compensation under terms of the contract, because none was ever entered into.

 

[37620VOL]

It's the very definition of a non-delegated contract per UT's bylaws; it's not binding unless the Chancellor signs it, and then the CFO signs it.

Unfortunately, contract law is governed by the laws of the State of Tennessee, not the bylaws of the University of Tennessee. Even the MOU says as much, see paragraph 6(c).

The MOU does not state that it must be signed by all parties to be considered valid, so we are wide open due to the ambiguity.

If a company had an agreement with me that their attorney's drafted, their VP signed, and I signed, then they tear it up as I'm flying down to act upon the agreement, I'd pursue them for every dime I could get due to their stupidity. An extra signature line at the bottom doesn't mean much to me since they failed to address how many signatures were required in the agreement.

 

[37620VOL]

There's more than that, as I mentioned.

Not sure where you think we disagree. I looked back over your posts and don't see anything I would disagree with. :hi:

Points against us:
1. Apparent Authority. Bad.
2. We drafted the document so ambiguity will be held against us. Bad.
3. Failure to define validity and execution. Horrible.
4. When I see an entity draft a contract, have a highly placed individual sign the contract, then deliver the contract to the other party, it seems reasonable that when the other party signs then we have a valid contractual agreement. Nail in coffin?

There are some technicalities we can throw out there to try to get out of it, but I'm not optimistic.

 

[ru4real-really?]

Unfortunately, contract law is governed by the laws of the State of Tennessee, not the bylaws of the University of Tennessee. Even the MOU says as much, see paragraph 6(c).

The MOU does not state that it must be signed by all parties to be considered valid, so we are wide open due to the ambiguity.

If a company had an agreement with me that their attorney's drafted, their VP signed, and I signed, then they tear it up as I'm flying down to act upon the agreement, I'd pursue them for every dime I could get due to their stupidity. An extra signature line at the bottom doesn't mean much to me since they failed to address how many signatures were required in the agreement.

Don't you think listing three names with three lines for their signature implies that those three should sign to complete the contract providing no words to the contrary are included in the contract?

And if you happen upon a contract that has a line for a Notary with date it was notarized, then that too becomes part of executing that document?

 

[wrangler]

It's the very definition of a non-delegated contract per UT's bylaws; it's not binding unless the Chancellor signs it, and then the CFO signs it.

Even if Currie were empowered to act as the sole representative of the university in this matter, the CFO would still have to sign the MOU for it to be fully executed. The CFO didn't sign, and as such, did not agree to intend to be legally bound by an employment contract with Schiano.

The point of an agent's apparent authority is that an agent can sometimes bind his principal to a contract that he doesn't have authority to make. That's the law, and UT policy and requirements don't change the law.

Not sure where you think we disagree. I looked back over your posts and don't see anything I would disagree with. :hi:

Points against us:
1. Apparent Authority. Bad.
2. We drafted the document so ambiguity will be held against us. Bad.
3. Failure to define validity and execution. Horrible.
4. When I see an entity draft a contract, have a highly placed individual sign the contract, then deliver the contract to the other party, it seems reasonable that when the other party signs then we have a valid contractual agreement. Nail in coffin?

There are some technicalities we can throw out there to try to get out of it, but I'm not optimistic.

If you read what I wrote, and you don't think we disagree, we probably don't. I was just mentioning that I listed more arguments than the 2 points in your post that I responded to.

I think consideration is due to the fact that additional signature lines were placed in the document. One should think that there was a reason for that.

Don't you think listing three names with three lines for their signature implies that those three should sign to complete the contract providing no words to the contrary are included in the contract?

And if you happen upon a contract that has a line for a Notary with date it was notarized, then that too becomes part of executing that document?

Yes, to the first, I think it's a point that should be addressed.

No, on the Notary. It's not important unless the law requires it for that type of document, or the contract explicitly calls for it, for the contract to be valid, which I've never seen. Remember that the Notary is simply a special type of witness, not a party to the contract, or other document, notarized.

 

[vols-1]

Don't you think listing three names with three lines for their signature implies that those three should sign to complete the contract providing no words to the contrary are included in the contract?

And if you happen upon a contract that has a line for a Notary with date it was notarized, then that too becomes part of executing that document?

On the contracts I write we check a box that specifies the number of people needed to sign the contract to be valid. It just seems to make sense to remove any ambiguity. I read on a similar case that Kentucky settled with Billy Gillispie for $3 million although he never signed a formal contract because the MOU details were vague.

 

[wrangler]

On the contracts I write we check a box that specifies the number of people needed to sign the contract to be valid. It just seems to make sense to remove any ambiguity. I read on a similar case that Kentucky settled with Billy Gillispie for $3 million although he never signed a formal contract because the MOU details were vague.

So easy to do, and critical with mult-party contracts.

 

[BeardedVol]

Unfortunately, contract law is governed by the laws of the State of Tennessee, not the bylaws of the University of Tennessee. Even the MOU says as much, see paragraph 6(c).

The MOU does not state that it must be signed by all parties to be considered valid, so we are wide open due to the ambiguity.

If a company had an agreement with me that their attorney's drafted, their VP signed, and I signed, then they tear it up as I'm flying down to act upon the agreement, I'd pursue them for every dime I could get due to their stupidity. An extra signature line at the bottom doesn't mean much to me since they failed to address how many signatures were required in the agreement.

Contract law in Tennessee, is relatively straghtforward, as are UT's bylaws and published contract policies.

Davenport didn't sign the MOU, Miller didn't sign the MOU, a formal employment agreement was not drafted and signed by all parties, so there's literally no agreement between the University and Greg Schiano.

He can file suit and try to sue the University on the grounds that they intended to hire him, but with John Currie being relieved of his duties due to his handling of the coaching search, it would be an uphill battle, especially so given that the Chancellor and the CFO did not endorse the MOU, and as such did not support Schiano's employment in an official capacity.

 

[Vol0725]

Contract law in Tennessee, is relatively straghtforward, as are UT's bylaws and published contract policies.

Davenport didn't sign the MOU, Miller didn't sign the MOU, a formal employment agreement was not drafted and signed by all parties, so there's literally no agreement between the University and Greg Schiano.

He can file suit and try to sue the University on the grounds that they intended to hire him, but with John Currie being relieved of his duties due to his handling of the coaching search, it would be an uphill battle, especially so given that the Chancellor and the CFO did not endorse the MOU, and as such did not support Schiano's employment in an official capacity.

Exactly. Well put.

 

[wrangler]

Contract law in Tennessee, is relatively straghtforward, as are UT's bylaws and published contract policies.

Davenport didn't sign the MOU, Miller didn't sign the MOU, a formal employment agreement was not drafted and signed by all parties, so there's literally no agreement between the University and Greg Schiano.

He can file suit and try to sue the University on the grounds that they intended to hire him, but with John Currie being relieved of his duties due to his handling of the coaching search, it would be an uphill battle, especially so given that the Chancellor and the CFO did not endorse the MOU, and as such did not support Schiano's employment in an official capacity.

Still didn't address apparent authority of an agent.

EDIT: FWIW, it's the arguments that you don't prepare for that can rise up and smite you in court.

 

[Boca Vol]

Schiano is going to get something out of this. Currie was representing UT...and you can bet Davenport was fully aware that Currie was in the process of signing Schiano. If UT's intent was to have Schiano as it's coach then UT is on the hook for some $$$$$.

A formal contract doesn't have to be signed. Cuonzo (sp) Martin went about a year without a formal agreement with UT. Both partied operated under the MOU.

If Schiano reached out to potential assistants as UT's head coach (after signing the MOU) then I would say he was, at least in his own mind, doing work as UT's head coach.

 

[glhal2814]

Some technical notes on this MOU. This isn't a paper document that was signed. Its electronic.

You'll notice on the top that there is statement about a DocuSign Envelope ID. This is a DocuSign document. DocuSign is an electronic signature company. You'll also note that Greg Schiano's signature says DocuSigned around his signature. That means he open a link to this, usually sent by email, typed in his name, and the signature you see is generated. By law that's the same as typing you name - I deal with these things at work semi-regularly, and its clear that's a legal signature.

Currie's signature is hard to tell on. There is not a DocuSigned statement around it. That said, it lines up nearly perfect. I suspect the contract was generated by lawyers, signed by John Currie in some other electronic medium, then embedded as an image when it was generated by DocuSign. Everything is centered too well for him to have signed a manual copy of this thing. Generally physical signing and scanning results in tilts in formatting. This is perfect centering, computers do that, not people. Again, still Currie's signature legally however it was placed there.

Beyond that, it also means Schiano might have received this with some other document or email text in conjunction with this that stated the UT contract policy. He might not have. You can't tell from this. Dates, times executed, other linked documents, etc. could all be tied to this thing. Main point being there may be more directly and demonstrably connected to this thing than what you are seeing here that could easily be used in a court case to support or negate some of the debate going on regarding its validity. The lawyers would have to weigh in on that. Mainly wanted it to be clear this thing has Metadata and maybe additional data not visible.

One last consideration. Because its a DocuSign, there is the possibility of a multi-step electronic routing sign off that automatically kicks to Davenport, CFO, etc. via an electronic approval process. Again, you wouldn't see it here. That magic DocuSign electronic Envelope section might have it though.

 

[BeardedVol]

Still didn't address apparent authority of an agent.

EDIT: FWIW, it's the arguments that you don't prepare for that can rise up and smite you in court.

Having authority to sign a contract as the AD, does not negate the stated signatory requirements that UT adheres to in contractual matters. Any non-delegated contract requires the signatures of Davenport and Miller to be legally binding, regardless of who negotiated it in the first place.

 

[glhal2814]

. . .
A formal contract doesn't have to be signed. Cuonzo (sp) Martin went about a year without a formal agreement with UT. Both partied operated under the MOU.

If Schiano reached out to potential assistants as UT's head coach (after signing the MOU) then I would say he was, at least in his own mind, doing work as UT's head coach.

Thing about that is people reach out to potential assistants even during their interview process. Not sure that would be a smoking gun from that perspective.

 

[BeardedVol]

Some technical notes on this MOU. This isn't a paper document that was signed. Its electronic.

You'll notice on the top that there is statement about a DocuSign Envelope ID. This is a DocuSign document. DocuSign is an electronic signature company. You'll also note that Greg Schiano's signature says DocuSigned around his signature. That means he open a link to this, usually sent by email, typed in his name, and the signature you see is generated. By law that's the same as typing you name - I deal with these things at work semi-regularly, and its clear that's a legal signature.

Currie's signature is hard to tell on. There is not a DocuSigned statement around it. That said, it lines up nearly perfect. I suspect the contract was generated by lawyers, signed by John Currie in some other electronic medium, then embedded as an image when it was generated by DocuSign. Everything is centered too well for him to have signed a manual copy of this thing. Generally physical signing and scanning results in tilts in formatting. This is perfect centering, computers do that, not people. Again, still Currie's signature legally however it was placed there.

Beyond that, it also means Schiano might have received this with some other document or email text in conjunction with this that stated the UT contract policy. He might not have. You can't tell from this. Dates, times executed, other linked documents, etc. could all be tied to this thing. Main point being there may be more directly and demonstrably connected to this thing than what you are seeing here that could easily be used in a court case to support or negate some of the debate going on regarding its validity. The lawyers would have to weigh in on that. Mainly wanted it to be clear this thing has Metadata and maybe additional data not visible.

One last consideration. Because its a DocuSign, there is the possibility of a multi-step electronic routing sign off that automatically kicks to Davenport, CFO, etc. via an electronic approval process. Again, you wouldn't see it here. That magic DocuSign electronic Envelope section might have it though.

DocuSign documents do not generate multiple iterations of the same document depending on when/if additional signatures are placed in them electronically; there's still only a single electronic document.

The MOU that was obtained by 247 sports was obtained from UT via an open records request, and unless Schiano can produce a different document with Davenport's and Miller's signatures, then this is a fancily-worded piece of paper with John Currie's autograph, and Greg Schiano's e-signature on it, and not a legally binding agreement with the University of Tennessee.