EMPLOYMENT AGREEMENT BY AND BETWEEN THE SOUTH GLENS FALLS CENTRAL SCHOOL DISTRICT AND DR. MICHELE L. WHITLEY AGREEMENT, made this _(day of May, 2026, by and between THE BOARD OF EDUCATION OF THE SOUTH GLENS FALLS CENTRAL SCHOOL DISTRICT, South Glens Falls, New York (hereinafter, the "Board") and Michele L. Whitley, Ed.D. (hereinafter, the "Superintendent"). WHEREAS, the Board of Education of the District (hereinafter "the Board") at a meeting duly held on May 6, 2026 passed a resolution appointing Michele L. Whitley, Ed.D. as Superintendent of Schools of the District for a period of three (3) years from July 1, 2026, through June 30, 2029 and the District wishes to employ the Superintendent in such capacity; and WHEREAS, the Superintendent has accepted the Board's offer of employment upon the terms and conditions set forth herein; and WHEREAS, it is the parties' belief that a written contract fully specifying the terms and conditions of the Superintendent's employment by the District will promote effective communication and true understanding between the parties; and WHEREAS, the parties have mutually agreed upon the following terms and conditions relative to the Superintendent's employment by the District. NOW, THEREFORE, in consideration of the agreements hereinafter set forth, and other good and valuable consideration, the parties agree as follows: ARTICLE I TERM OF EMPLOYMENT AND WORK YEAR I. The Superintendent's term of employment shall be for three (3) years, commencing on July 1, 2026, and terminating on June 30, 2029, unless further extended or sooner terminated as hereinafter provided. 2. The Superintendent's work year shall be twelve (12) months, from July l to June 30. ARTICLE II DUTIES AND RESPONSIBILITIES OF SUPERINTENDENT AND BOARD l. The Superintendent shall have charge of the schools of the District under the direction of the Board; she shall be the chief administrative officer of the District and shall perfonn all the duties and possess all the powers and authority now or hereafter imposed upon or granted to a superintendent of schools under the provisions of the Education Law or other applicable statutes, laws, rules and/or regulations and those duties and/or responsibilities established by the Board pursuant to such statutes, laws, rules and regulations. 2. During the term of this agreement, the Superintendent shall faithfully, diligently and in accordance with accepted professional standards perform and discharge the duties and responsibilities of Superintendent of Schools of the District as the same are set forth in the Education Law and other applicable statutes, laws, rules and/or regulations and the duties and/or responsibilities established by the Board pursuant to such statutes, laws, rules, and/or regulations. 3. Without limiting the foregoing, the Superintendent shall have the specific and exclusive authority, right and responsibility to: a. organize and reorganize the faculty and staff, including instructional and non­instructional personnel, in a manner which in the Superintendent's judgment best serves the District; b. make recommendations to the Board of Education as a prerequisite to either the appointment or the tennination of employment of both instructional and non-instructional personnel; c. supervise, direct and evaluate associate, assistant and other Superintendents, directors, supervisors, principals, teachers and all other persons employed in either the business management or the instructional activities of the District; d. transfer teachers and administrators from one school to another, or from one grade of a course of study to another grade in such course, subject to the terms of any relevant collective bargaining agreements; e. with respect to their relationships to one another and the determination of their respective powers and duties, the parties acknowledge that they are both subject to the laws of the State of New York and applicable rules and regulations of the Board of Regents and the Commissioner of Education of the State of New York. f. promptly disclose any conflicts or potential conflicts of interest in all District-related matters including but not limited to matters relating to the appointment of personnel. 4. The Board may, from time to time, prescribe additional or different duties and responsibilities for the Superintendent, provided, however that the Board shall not, without the Superintendent's written consent, adopt a policy, by-law or regulation which impairs or reduces the duties and authority specified above; and, provided further, that all additional duties and responsibilities prescribed by the Board are consistent with those normally associated with the position of Superintendent of Schools in the State of New York. This provision shall continue in full force and effect during any period of suspension. 5. During the tenn of this Agreement, the Superintendent shall devote her full time, skills, labor and attention to the performance and discharge of her duties and responsibilities; provided, however, that the Superintendent may undertake consultation work, speaking engagements, writing, lecturing or other professional duties, obligations and activities, with or without remuneration, so long as such activities do not materially affect the performance and/or discharge of the Superintendent's duties and/or responsibilities under this Agreement. 6. The Superintendent represents that she will, throughout the term of this Agreement, hold a valid certificate to act as a Superintendent of Schools in the State of New York and that proof of such certification will be furnished to the District Clerk upon request. It is expressly understood that failure to hold and maintain such certification shall be cause for the immediate termination of this agreement and of the employment of the Superintendent. 7. The Superintendent shall be notified of and shall have the right to attend all meetings of the Board, including executive sessions of the Board, except that the Board may exclude the Superintendent from any portion of a meeting during which they are discussing her performance, evaluation(s), or salary. 8. The Board, individually and collectively, shall promptly and discretely refer to the Superintendent, in writing, for her study and recommendation, any and all criticisms, complaints, suggestions, communications or comments regarding the administration of the District or the Superintendent's performance of her duties. 9. Consistent with and pursuant to Education Law section 211-b(5)(a), the Superintendent is required to and shall cooperate fully with any distinguished educator appointed by the Commissioner. ARTICLE III COMPENSATION 1. The Superintendent shall be paid, as salary, for the year July 1, 2026, through June 30, 2027, the sum ofTwo Hundred Thousand Dollars ($200,000). 2. For each subsequent twelve-month period of employment, the Superintendent's salary shall be determined by negotiations between the Board and the Superintendent based upon the Board's evaluation of the Superintendent's performance during the prior school year. However, in no event shall the Superintendent's base salary for any twelve-month period of employment be less than the amount of base salary received during the preceding twelve-month period. 3. The Superintendent's compensation for each subsequent twelve-month period of employment shall be determined by the Board no later than June 15 in each year. 4. All compensation, less deductions required by law or authorized by the Superintendent, shall be paid in equal installments in the same manner as salary is paid to other certified employees of the District or as may be mutually agreed to by the parties. IV. ANNUAL GOALS, OBJECTIVES AND EVALUATION 1. Within a reasonable time after the commencement of her employment and, thereafter, on or before August l of each subsequent school year of this Agreement, the Superintendent shall provide to the Board a written statement of the annual goals and objectives which the Superintendent intends to concentrate on during the upcoming school year. The Board shall review said goals and objectives and if the Board concurs with the Superintendent's written statement of goals and objectives, the Board's concurrence will be noted on said written statement via execution by the Board President. If the Board does not agree with the Superintendent's written statement of goals and objectives, it shall meet with the Superintendent to form mutually acceptable goals and objectives. If the Superintendent fails to provide such goals and objectives to the Board in accordance herewith, then the Board may determine such goals and objectives and shall provide same to the Superintendent by October 1. 2. The Board will conduct a mid-year assessment of the Superintendent's progress towards achieving the goals and objectives on or before December 31. The Superintendent will be notified, in writing, of any changes or modifications which the Board would like and the Superintendent shall concentrate on those areas. 3. The Board shall conduct an annual evaluation of the performance of the Superintendent during each year of this Agreement and shall provide the Superintendent with a written evaluation to be discussed in an executive session of the Board, no later than May 31. The Board shall base its evaluation upon the Superintendent's performance and progress towards the goals and objectives established by the Superintendent and the Board as set forth above, as well as on the general performance of the Superintendent in carrying out her required duties and responsibilities. The form of the written evaluation shall be mutually agreed upon between the parties. A sample copy of the form shall be attached to this agreement. The Superintendent shall be provided with a copy of the written evaluation at least ten (10) days prior to the executive session of the Board scheduled to discuss such evaluation. 4. The Board may use the mid-year assessment and the end of the year evaluation to infonn the Superintendent of any concerns it may have or any concerns it has received from others. The Board should inform the Superintendent of any complaints or concerns on an ongoing basis as they occur. 5. Any assessment or performance evaluation prepared pursuant to this paragraph shall be confidential and shall be kept so by the Board and individual Board members. ARTICLE V BENEFITS A. Sick Leave: 1. The Superintendent shall be credited with thirty-six (36) days of sick leave upon the commencement of her employment with the District. Thereafter, the Superintendent shall be credited with eighteen ( 18) days of paid sick leave per school year, which shall be credited on July 1 of each school year. Sick leave may be used for illness or injury to the Superintendent or a member of her immediate family. "Immediate family" shall be defined as spouse, children, or parents. 2. Unused sick leave days may be accumulated by the Superintendent from year to year, if unused, without limit. B. Bereavement Leave: l. The Superintendent shall be entitled to five (5) days of paid leave due to a death in her immediate family. "Immediate family" is defined as spouse, children, parents, grandparents, brother, sister, father-in-law, mother-in-law, son-in-law, daughter-in-law, brother-in-Jaw, sister­in-law, or any relative or person living in the Superintendent's household. 2. The District may grant additional bereavement leave days in circumstances where it determines that such additional leave is necessary and justified. C. Personal Leave: 1. The Superintendent shall be credited with four (4) days of personal leave each year for the purpose of conducting business which cannot be conducted at any other time. 2. Any unused personal leave will be added to the Superintendent's accumulated sick leave. D. Vacation Leave: The Superintendent shall be credited with twenty (20) days of paid vacation leave each school year, exclusive of holidays, credited on July 1st of each year. Up to five (5) days of unused vacation leave may be carried over, up to a maximum accumulation of twenty-five (25) days, inclusive of the current year's allotment. Therefore, the Superintendent can never have more than twenty-five (25) vacation days to her credit. The Superintendent may cash in up to five (5) days of unused vacation leave each year at 1/240th of her then current rate of pay for each vacation leave day. Accumulated vacation leave may be used during any subsequent year of employment. E. Conferences and Other Expenses: With prior approval of the Board of Education, the Superintendent shall be entitled to attend professional conferences at the local, state and national level, with the expenses of such conferences paid by the Board. The Superintendent is authorized to incur other reasonable and necessary expenses, up to the approved budgeted amount in the discharge of her duties. Any items requiring expenditures beyond the budgeted amount shall require additional prior Board approval. F. Holidays: Provided that school is not in session, the Superintendent shall be entitled to paid holiday leave on the following days (examples follow): Independence Day (July 4) New Year's Day Labor Day Martin Luther King Day Columbus Day President's Day Veterans Day Good Friday Thanksgiving Day (and the day after) Memorial Day Christmas Eve Juneteenth Christmas Day (and the day after Christmas) Asian Lunar New Year G. Insurance: 1. Health Insurance -The Superintendent shall be entitled to coverage under the District's health insurance plan under the WSWHE BOCES Consortium HRA, with prescription drug and optical coverage, for the Superintendent, spouse and her dependents. The District shall pay eighty percent (80%) of the cost of such coverage. 2. Life Insurance -The Board shall reimburse the Superintendent of Schools up to $1,700 per year for the cost of life insurance premiums for the Superintendent. 3. Dental Insurance -The Superintendent shall be entitled to coverage under the District's dental insurance plan for the Superintendent and her dependents. The District shall pay I 00% of the cost of such coverage. 4. Insurance in Retirement -Upon her retirement from the District, after seven (7) years of employment with the District, under the rules of the New York State Teachers Retirement System, and upon six (6) months prior notice to the Board of her intent to retire, the Board will provide health and dental insurance coverage for the Superintendent and her spouse, for the remainder of their lives; the District shall pay eighty percent (80%) of the HRA Plan through the WSWHE Consortium, or other comparable platinum insurance plan chosen by the District. However, the Superintendent's spouse and eligible dependents shall only be eligible for such coverage so long as they remain married and shall only be eligible for coverage at eighty percent (80%) premium contribution, should he survive her. The District shall not make any payments toward Medicare Part B for the Superintendent or her spouse in retirement. This paragraph shall survive the term and be enforceable after the termination of this agreement but shall only be available for so long as the Superintendent remains retired. During the term of this Agreement, the Superintendent shall perform her duties during a "professional workday", whether in-District or, as required, out-of-District. It is the expectation of the Board that, except for duties that relate to her employment or authorized leave, the Superintendent will be present at school or a reasonable amount of school-related events while students and teachers are present and may be required to work earlier or later hours depending on the needs of the District. H. Physical Exams: Upon direction by the Board of Education, the Superintendent will have a comprehensive medical examination performed by a duly licensed physician of her choice and to file a statement from the examining physician certifying her physical competency to perform her duties with the Clerk of the Board. Such statement will be treated as confidential information and shall not be discussed or released by any member of the Board of Education. Any cost for such medical examination not covered by the District sponsored health insurance plan shall be paid by the Board. I. Mileage Reimbursement: The District shall reimburse the Superintendent for mileage at the IRS rates when she is required to use her personal car in the performance of her official duties as Superintendent. J. Association Dues: The District shall pay l 00% of the Superintendent's annual membership fee for the Superintendent's membership in the New York State Council of School Superintendents and the New York State Association for Women Administrators and local civic organizations (subject to prior approval of the Board of Education). The Board shall also pay for a professional coaching program (subject to prior approva] of the Board of Education). K. Other Expenses: The District will provide and pay for a District-owned cell phone and other appropriate technology for professional use. ARTICLE VI AGREEMENT RENEWALS I. No later than June 30th in each year of this Agreement, or in any extension hereof, the Board shall meet to consider extending the tenn of the Superintendent's employment for an additional period. At such time, a motion to extend the term of this Agreement for an additional period will be moved, seconded and voted upon by the Board. If the Board fails to so act by June 30, the Superintendent may request that it do so at its next regularly scheduled Board meeting. 2. Any extension of the term of the Superintendent's employment shall be in the form of an amendment to this Agreement; and shall be upon the same terms and conditions as herein set forth unless otherwise agreed in writing by the parties. ARTICLE VII AGREEMENT TERMINATION 1. This Agreement may be terminated at any time, without cause, by mutual agreement, in writing, between the Superintendent and the Board; or by the Superintendent's written resignation on sixty (60) days' notice to the President of the Board. 2. The Superintendent's employment during the term of this Agreement may only be terminated for just cause, in accordance with the procedures set forth below. 3. Hearing Procedures (a) Charges against the Superintendent may only be brought by the Board and all such charges shall be in writing. The Superintendent shall be entitled to a fair hearing on said charges, upon at least thirty (30) days' notice, before an independent hearing officer who shall be an attorney at law. The hearing shall be in executive or public session, at the option of the Superintendent. The hearing officer may be selected by mutual agreement between the Superintendent and the Board or, in the event no such agreement is reached within fifteen (15) days after the Superintendent's receipt of the written charges, a request shall be made to the American Arbitration Association, by either party for a list of Arbitrators. Any suspension of the Superintendent during this process shall be with full pay and benefits. (b) The Superintendent shall be entitled to due process protection at such hearing, including but not limited to the right to elect a public or private hearing; to be represented by counsel, to present, cross-examine and subpoena witnesses, to subpoena documents, papers, letters or other tangible evidence, to have all testimony given under oath, to receive without cost an accurate written transcript of the proceedings; and to receive written findings of fact and conclusions oflaw. The District, at its expense, shall provide a certified shorthand or court reporter who will transcribe all proceedings. (c) Any criticisms or complaints which have not been previously forwarded to the Superintendent in accordance with the provisions of Article II, paragraph "8" of this Agreement or charges based upon any allegation which was made known in writing to the Superintendent by the Board more than eighteen (18) months before the charge is filed, shall not be admissible at such a hearing against the Superintendent. The hearing officer shall strike from the written charge or charges any such charge made against the Superintendent. (d) The hearing officer shall, upon the conclusion of the hearing, prepare and submit a written decision, which decision shall include findings of fact and a disposition of each charge. Both the Board and Superintendent shall be bound by the decision of the hearing officer. Both parties shall, however, retain their right to appeal the decision of the hearing officer to any forum with jurisdiction. ARTICLE VIII DISABILITY 1. The Board reserves the right, during the Superintendent's term, in the event of her absence, illness, injury or other disability, to appoint an Acting Superintendent of Schools who shall temporari]y perform the duties of Superintendent at the pleasure of the Board. In the event of such illness, injury or disability, the Superintendent shall cause her physician(s) to make a written report to the Board of her condition, and shall, at the Board's expense, submit to an examination by the Board's physician(s) designated for that purpose, at such reasonable time or times as the Board shall request. 2. In the event that by reasons of illness, accident or other cause beyond her control, the Superintendent shall be incapacitated from rendering the services required for a period of six (6) months beyond the ex:piration of her accumulated and unused leave entitlements, the Board may at its option and upon written notice to the Superintendent, terminate this contract. In such event the compensation provided for herein shall be paid to the Superintendent for a period of three (3) months beyond the month in which this contract shall have been so terminated. ARTICLE IX INDEMNIFICATION The District agrees, as a further condition of this employment contract, that it shall defend, hold harmless, and indemnify the Superintendent from any and all demands, claims, suits, actions, and lega] proceedings brought against the Superintendent in her individual capacity, or in her official capacity as agent and employee of the District, provided the incident arose while the Superintendent was acting within the scope of her employment or under the direction of the Board, including but not limited to all uninsured financial loss arising out of any proceeding, claim, demand, suit or judgment by reason of alleged negligence or other conduct resulting in bodily or other injury to any person or damage to the property of any person. ARTICLEX MISCELLANEOUS 1. The validity or enforceability of any particular provision of this Agreement shall not affect its other provisions and this Agreement shall be construed in all respects as if such invalid or unenforceable provision has been omitted. 2. This Agreement shall be construed and enforced in accordance with the laws of the State of New York. 3. The failure of either party at any time to require the perfonnance by the other of any of the terms, provisions or agreement hereof shall in no way affect the right thereafter to enforce same and shall not constitute the waiver of either party hereto of any breach of any of the tenns, provisions or agreement or be construed as a waiver of any succeeding breach. 4. The original of this Agreement shall be filed with the Clerk of the Board of Education. 5. This Agreement constitutes the entire contract between the parties and contains all the agreements between them with respect to the subject matter hereof. This shall supersede all prior agreements and/or resolutions in regard to the employment of the Superintendent. IN WITNESS WHEREOF, the parties have caused this Agreement to be subscribed on the day and year first above written. signature of BOE president John Farrell Superintendent's signature