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OFFICE

November 20, 2016

Dr. Beverly Davenport

Dear Dr. Davenport:

I am pleased to offer you the position of Chancellor of The University of'l'ennessee, Knoxville,
subject to the terms and conditions outlined in this letter and subject to approval by the Board
of Trustees at a special meeting to be called in December 2016.

The effective date of your appointment will be March 1, 1017. Your initial compensation
package as Chancellor consists of the following:

1. Base salary: $48,750.00 per month (annualized salary of 

2. Non-accountable expense allowance: $1,666.67 per month to assist you in meeting
expenses incurred in fulfilling your responsibilities as Chancellor.

3. Housing allowance: $5,000.00 per month for one year from the effective date of your
appointment or until sale of your house in Cincinnati, Ohio, whichever occurs ?rst; after
one year from the effective date of your appointment, the housing allowance will be
$1,666.67 per month. If your house does not sell by one year from the effective date of
your appointment, the President will negotiate with you in good faith at that time
concerning an extension of the $5,000.00 per month housing allowance.

One-time moving allowance: $15,000.00.

5. Potential for an annual performance incentive payment:' Up to $87,775.00 for FY 2017-
18, payable in three installments over three years. 'Beginning July 1, 2017. you will be
eligible to participate in a Board-approved annual performance incentive payment plan
that may be in effect from time to time, with the opportunity to earn an incentive
payment of up to 15% of your base salary for achievement of Board-approved
performance goals.



After you have served one year in of?ce as Chancellor, the President will conduct a review of
your performance consistent with the guidelines for the four-year comprehensive performance
review of Chancellors, including a survey of various constituency groups. Depending on the
results of that ?rst-year performance review, the President may recommend an increase in your
base salary to the Executive and Compensation Committee, to be effective no later than July 1,
2018.

For two months prior to the effective date of your appointment. the University retain you
for professional services to promote an orderly transition in the position of Chancellor, with
compensation of $25,000.00 per month (at total of The University wlii reimburse
you fortravel expenses in accordance with University policy for up to threevisitsto Knoxviile for
house hunting and transition work.

The position of Chancellor is without tenure, without a de?nite term, and at the of the
President. i will seek consideration for tenure as a fuii professor in a full-time faculty
appointment in an appropriate department of The University oiTennessee, Knoxville, without
compensation as long asyou are serving in theChanceilor position. Upon leaving the position of
Chanceiior, your compensation in the fuiiotirne faculty appointment will be $433,750.00 (which
is 75% of your initial base salary as Chancellor of $585,000.00] for four years. Beginning with
year five, your compensation in the full-time faculty appointment be adjusted to the
average base salary of full proienors in the department.

While you serve as Chancellor, the President will review your performance annually and conduct
a four-year comprehensive performance review.

1 ioolr forward to working with you and seeing continuation of the great progress being made at
UT Knoxvilie.

All the best, 

::seph A. DlPietro

President

Cc: General Counsel Catherine Mizeii
Vice President Linda Harig

ACCEPTANCE: I accept the appointment to serve as museum of The University of Tennessee,
Knoxville under the terms and conditions outlined above and with the that the
offer is not binding until the appointment and compensation is approved by the Board of

Trustees
WW
Beverlyi. Da 

DJ. Mb
Date