FILED

Electronically
CV19-01713
2019-08-30 02:52:21 PM
Jacqueline Bryant
1 $1425 Clerk of the Court
William E. Peterson (Nevada Bar #1528) Transaction # 7460792 : yviloria
2 SNELL&WILMERrrp
50 West Liberty Street, Suite 510
1
J Reno, Nevada 89501
Telephone: 77 5-785-5440
4 Facsimile: 77 5-785-5441
Email : wpeterson@swlaw.com
5
Attorneys þr P laintiff Traci Davis
6

8
IN THE SECOND JUDICIAL DISTRICT COURT OF THE STATE OF NEVADA
9
IN AND FOR THE COUNTY OF WASHOE
10

11 TRACI DAVIS, an individual

Case No.
T2 Plaintiff,
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vs.
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WASHOE COTINTY SCHOOL DISTzuCT
BOARD OF TRUSTEES; KATY SIMON
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HOLLAND, an individual; DOES I-V,

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l6 individuals,
I7 Defendants
18

t9 COMPLAINT
20 Traci Davis ("Superintendent Davis") complains of defendants, and alleges as follows:

2l 1. Superintendent Davis is an individual who was employed by the defendant

22 Washoe County School District ("District") as its Superintendent under an Employment
23 Agreement ("Agreement") between Superintendent Davis and the defendant Washoe County
24 School District Board of Trustees ("Board"). A true and correct copy of the Agreement is
25 attached as Exhibit 1 and incorporated by reference.

26 2. The defendant District is a political subdivision of the State of Nevada created and

27 existing under NRS 386.010 and may sue and be sued under NRS 386.010(3).

28 3. The defendant Board is a body corporate created and existing under NRS 386.1 l0
 1 consisting of seven elected trustees under and pursuant to NRS 386.120. The District acts through

2 its Board. At all times relevant to this Complaint, Board trustees were the defendant Katy Simon
1
J Holland, Malena Raymond, Ellen Minetto, Scott Kelley, Andrew Caudill, Angela Taylor, and

4 Jacqueline Calvert.

5 4. The defendant Katy Simon Holland is, and at all relevant times was, an elected

6 Board trustee and Board President.

7 5. DOES I-V are employees of the District or members of the Board whose true

8 names and capacities are not presently known to Superintendent Davis so they are named and

9 sued fictitiously in this Complaint. Superintendent Davis will seek leave to amend this

10 Complaint to allege their true names and capacities when they become known. On information

11 and belief, Superintendent Davis alleges that each of the fictitiously named defendants is

T2 responsible in some manner for the wrongful actions alleged in this Complaint and for the
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,z fo¡ãF 15 6. Venue is proper in the Second Judicial District Court, Washoe County, under NRS
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U) l> t6 13.010 et seq. because defendants are located in Washoe County the acts and omissions set forth

T7 below all occurred in Washoe County, and the Agreement between Superintendent Davis and the

18 Board provides exclusively for venue in this court. Exhibit 1, paras. I}(a);17.
T9 7. Superintendent Davis was initially employed by the District in September 2012 as

20 Deputy Superintendent. She served in that capacity until October 2014 when the Board appointed

2I her Interim Superintendent. On July 10, 2015, the Board appointed her Superintendent, effective

22 immediately. ln December 2015, the Board and Superintendent Davis entered into an
23 employment agreement, retroactively effective to July 10,2015. That agreement expired on June

24 30,2018. On June 12,2018, the Board approved the Agreement attached as Exhibit 1.

25 8. The Agreement was effective July 1, 2018 and had a term of two years, until June

26 30,2020, with an automatic extension to a third year, until June 30, 2021, if Superintendent Davis

27 received at least a "meets expectations" evaluation of her overall performance for the 2018-2019

28 school year. Exhibit 1, p. 3,para.4.

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 1 9. Under Paragraph 8 of the Agreement, Superintendent Davis and the Board met

2 quarterly to discuss progress toward annual performance goals adopted by the Board for the

J Superintendent with the Superintendent's annual performance evaluation to take place between

4 November I and December 31 of each year.

5 10. Davis had obtained good or satisfactory performance reviews for the entire tenure

6 of her employment as Superintendent beginning in July 2015. By June 2019, Superintendent

7 Davis had satisfied all the performance metrics for: (1) earning a performance bonus for the 2019

I school year, and (2) an additional year of employment as Superintendent through J:urrre 30,2021
9 per the Agreement.

10 11. On June 13,2019, Superintendent Davis attended the Incline High School

11 graduation. She stayed after graduation at the request of Board President Holland to discuss her

t2 upcoming evaluation and the District's Strategic Plan. Instead, Board President Holland served
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?1 I I 13 Superintendent Davis with formal Notice of a Special Board hearing to be held eight (8) days
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> IHg;* t4 later on June 21, 2019, to "consider your [Superintendent Davis] employment agreement and your
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,z i3,,2i, 15 character, alleged misconduct and/or professional competence." The June 13 Notice also advised
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õr : t6 Superintendent Davis that the Board could take action against her including termination of the

T7 Agreement and her employment with the District.

18 12. When Superintendent Davis asked why the pretense about discussing her
t9 upcoming evaluation and the Strategic Plan, Board President Holland responded that she was

20 following the direction of the District General Counsel.

2I 13. The pretext for the June 13 "Notice" and the June 2l Special Board Meeting was

22 District General Counsel's receipt of documents produced in discovery in the District's pending
23 litigation with a former employee who had been fired by Superintendent Davis. The discovery

24 documents consisted of texts and emails dating primarily from 2017 between the terminated
25 employee and other District employees, some of which allegedly concerned the District's 2017

26 confidential worþlace investigation of the terminated employee and another District employee.

27 14. A copy of the discovery was served on Superintendent Davis along with the June

28 13 Notice. None of the emails or texts in the discovery documents either came from or were

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 1 addressed to Superintendent Davis. None of the emails or texts states, or indicates in any way,
2 that confidential information came from Superintendent Davis or identifies her as a source.

15. The June 13 Notice included 17 separate charges against Superintendent Davis

4 running the gamut from failing to keep the Board informed to failing to provide a safe learning

5 environment to inadequate performance, all more appropriately included as part of the

6 comprehensive annual performance evaluation process provided for by the Agreement. The only

7 factual allegations made in the June 13 Notice as the basis for all 17 charges were that David
I Lasic, one of the participants in the texts and emails, had "received or accessed" confidential

9 information from meetings which Superintendent Davis attended, documents in Superintendent

10 Davis'possession, or emails on which Superintendent Davis was copied.

11 16. There is no claim in the June 13 Notice that Superintendent Davis was the only

t2 person present at any such meetings, the only person in possession of such documents, or the only

C)I 13 person included on the emails. There is also no basis to believe that only those persons attending
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certain meetings or possessing certain documents or included on particular emails had knowledge
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t7 17. The District and the Board had been made aware more than one year prior to the

18 June 13 Notice to Superintendent Davis that leaks of confidential information had occurred and

I9 were occutring in connection with the 2017 investigation. At that time, the District considered an

20 additional investigation into the leaks, but, as part of a settlement with one of the District
2T employees already being investigated, agreed to, and did, close all current and currently

22 contemplated investigations.

23 18. After its receipt of the discovery documents in2019, the District did no further
24 investigation into the source of the allegedly leaked confidential information. No one from the

25 District even asked Mr. Lasic where or how he obtained the confidential information. Instead, the

26 Board accused Superintendent Davis, scheduled a meeting with her on the shortest notice allowed

27 by law, and advised Superintendent Davis that she would have all of twenty (20) minutes to
28 "respond to the information presented, present written evidence, provide testimony and present

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 I specific witnesses" as to all 17 charges.

2 19. Under the Agreement, the employment of Superintendent Davis with the District

J could be terminated by the Board either "for cause" or "without cause.r' If she was terminated

4 "without cause," she was entitled to 90 days' notice and severance pay equal to "one year of Base

5 Salary" in effect as of her last day of employment. If she was terminated "for cause," she would
6 only be entitled to be paid through her last day of employment plus accrued vacation and sick

7 leave.

8 20. As described by the Board, the allegations in the June 13 Notice to Superintendent

9 Davis fall under paragraph (2) of the definition of "cause" in the Agreement which provides as

10 follows:
(2) any act of dishonesty, fraud, embezzlement, theft, unethical
11 conduct, or for gross negligence in the performance of her duties
and responsibilities under this Agreement;
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ç r!- I3 2I. Misrepresenting the discovery documents and creating a false sense of urgency
I niäç t4 about 2017 information leaks that the Board had previously agreed not to further investigate, the
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,z June 13 Notice put the Board and District in position to circumvent the Agreement's provisions
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to I6 both for annual performance evaluations and severance. Aware that it was unlikely that
T7 Superintendent Davis could be terminated for cause based on her annual performance evaluation

18 and unwilling to approve the severance obligation of a termination without cause, Board
t9 President Holland and DOES I-V orchestrated this sham hearing process to force Superintendent

20 Davis out without any severance pay.

2t 22. Superintendent Davis sought additional time. The District agreed to delay the
22 hearing subject to the condition imposed by Board President Holland that Superintendent Davis

23 go on leave of absence until the hearing was completed. Superintendent Davis agreed. Board

24 President Holland subsequently denied her role in the leave of absence and misrepresented to the

25 media and the public that the leave of absence was a voluntary decision by Superintendent Davis.

26 23. Ordinarily, a District employee on leave of absence has continued access to his/her

27 District email accounts without intenuption. When Superintendent Davis went on leave of
28 absence at Board President Holland's insistence, however, access to her District email accounts

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 I was immediately suspended.

2 24. When Board President Holland continued to represent to the public that the leave

J of absence was voluntary, Superintendent Davis advised the District that she would return to her

4 office. The District Offrces were abruptly and unexpectedly closed and District employees were
5 paid not to work in order to deny Superintendent Davis access to her office.

6 25. On June 16,2019, the District, without the approval of the Board, retained a public

7 relations firm in connection with the allegations against Superintendent Davis. A public relations

8 campai gn against Superintendent Davis fo llowed.

9 26. In multiple public appearances and public statements prior to the July I, 2019

10 hearing, Board President Holland told the public through print and television that: (1) "there is

11 conclusive and substantial evidence that Davis is to blame for leaking confïdential information,"

t2 (2) "Davis is guilty of breaching her contract," (3) "Davis should have known about the leaks
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l.;s"x had to be taken without an investígation," (5) "the evidence of Davis' misconduct was substantial
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U)l> t6 evidence exists of substantial misconduct and anyone else doing this would be held accountable."

I7 Like the statement that Superintendent Davis took a "voluntary" leave of absence, none of those

l8 other statements from Board President Holland were true or had any factual basis.

t9 27. The Board scheduled its Special Meeting to "consider the character, alleged
20 misconduct andlor professional competence" of Superintendent Davis for July l,2019. Prior to

2l the meeting, Superintendent Davis provided a written response, denying leaking any confidential

22 information, pointing out the complete absence of any evidence to the contrary, and suggesting

23 questions for the Board to ask before any fair or just decision could be made. A true and correct

24 copy of the response (without attachments) is attached hereto as Exhibit 2 and a true and correct

25 copy of the list of questions is attached as Exhibit 3.

26 28. At the commencement of the hearing, Board President Holland stated that while

27 due process was not required under the Agreement, she and the Board had decided and were

28 going to provide due process. Board President Holland again misstated or misrepresented the

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 1 facts. The Agreement acknowledges that the procedural protections provided in NRS Chapter

2 391 for licensed educational personnel did not apply to the superintendent position, including

J Superintendent Davis, notwithstanding that she was coincidentally a licensed administrator.

4 Licensing was not a prerequisite for the position of superintendent. Superintendent Davis did not

5 waive, in the Agreement or otherwise, any of the applicable procedural protections provided to

6 public employees by state and federal laws, including the Nevada and U.S. Constitutions.

7 29. Board President Holland also misstated the Board's decision to "provide due

8 process." Since terminating the Agreement and the employment of Superintendent Davis with
9 the District required a meeting, the Open Meeting Law applied. Under the language of both the

10 Open Meeting Law and the June 13 Notice to Superintendent Davis, the subject of a hearing on

11 "character, alleged misconduct andlor professional competence" must be allowed "to present

t2 written evidence, provide testimony and present witnesses." All the District/Board/Holland did
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examine any witnesses against her, reverse the ordinary order and require Superintendent Davis
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T6 to documents provided the Board, and declare that "the Board would not be answering questions

t7 or getting into any debate or dialogue," denying, rather than providing, due process.

18 30. Superintendent Davis also asked Board President Holland to recuse herself from

t9 the hearing on the grounds of bias, prejudice and lack of impartiality based on the Board
20 President's public statements which clearly demonstrated that she had already predetermined the

2t matter. Board President Holland refused.

22 3 1. Just before the July t hearing commenced, District Staff provided the Board with a

23 "Fact Sheet" riddled with mistakes of fact along with a hundred or more pages of material under

24 the labels "attorney-client privilege, attorney work product, andlor deliberative process privilege"

25 purportedly supporting the "Fact Sheet." Copies of this additional material were not provided to

26 Superintendent Davis or to the public, notwithstanding the requirements of the Open Meeting
27 Law, precluding Superintendent Davis from even addressing the information, let alone

28 contradicting or countering it.

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 1 32. There was no third party determination that the secret information provided to the

2 Board by District Counsel actually satisfied the self-identified and selÊserving "privilege" labels.
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J In any event, attorney-client privilege, attorney work product, and deliberative process privilege

4 are defensive doctrines in the law available to shield certain information from compelled

5 disclosure; those doctrines are waived when, as here, information allegedly otherwise privileged

6 is used affrrmatively by the person or entity holding the privilege.

7 33. Superintendent Davis made her presentation, denying any involvement in leaking

8 confidential information, and asking the Board to investigate before making any decision. The

9 Board asked Superintendent Davis no questions at all.

10 34. Even a rudimentary investigation would have established that Superintendent

11 Davis did not provide any information to District employee Lasic, that the "preliminary report" of
T2 the worþlace investigation that was the primary focus of the "leaking" allegations against
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Êl .y- 13 Superintendent Davis was not, in fact, leaked or otherwise provided to Mr. Lasic at all, and that
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I6 35. The District called no witnesses and District Counsel made no oral presentation.

T7 The "Fact Sheet" was the District's argument against Davis, provided to the Board with the secret

18 documents, in lieu of witnesses or any oral presentation to preclude any questions from the Board.

I9 36, No member of the Board called on District Counsel or any member of the Staff to

20 answer any of the questions provided by Superintendent Davis. No member of the Board asked

2l what possible incentive Superintendent Davis could have to leak information to support an
22 employee that she had terminated. No member of the Board asked any questions at all during the

23 hearing or made any inquiry whatsoever regarding any of the charges or allegations against

24 Superintendent Davis. The goal was to terminate Superintendent Davis without regard to the

25 facts, the legal rights of Superintendent Davis or the law.

26 37. At the July I hearing, no evidence was provided that Superintendent Davis was the

27 source of any confidential information allegedly possessed by or passed on by employee Lasic.

28 Not a single email, text message, or any correspondence from or to Davis was presented to the

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 1 Board, nor was the Board presented with a single piece of evidence stating or identifying Davis as

2 being the source of any leaked information. Nor was the Board provided with any information, as

J to the method or manner by which employee Lasic allegedly came into possession of such

4 confidential information. The complete and sole basis of the Board's decision to terminate

5 Superintendent Davis "for cause" was that her subordinate, employee Lasic, allegedly possessed

6 confidential information, and allegedly passed it on to Jenny Ricci.

7 38. At the close of the July t hearing, notwithstanding the lack of evidence, the Board
I came to its predetermined conclusion, voting to terminate the Agreement for cause and end the

9 employment of Superintendent Davis with the District.

10 39. Superintendent Davis was wrongfully terminated by the Board in violation of the

11 Agreement and the rights of Superintendent Davis under state and federal law, including the

I2 Nevada and U.S. Constitutions.

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13 40. The Agreement expressly provides that Davis' "sole and exclusive remedy to
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> lgg;$ T4 challenge her termination for Cause shall be through a private action timely commenced by her in
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,á ¡ 3"22i, 15 the Second Judicial District Court for the State of Nevada in Washoe County, to be heard and
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t6 determined by the Court without a jury." Under the Agreement, the court independently decides
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t7 whether the facts presented constituted cause to terminate Davis.

18 4I. Davis's right to continued employment subject to termination for cause constitutes

l9 a property right protected by the due process clauses of the Nevada and U.S. Constitutions.

20 42. Under the law, the District/Board were required to provide Superintendent Davis

2t with actual due process. Lapinski v. City of Reno, 95 Nev. 898, 603 P.2d 1088 (1979) 'Without

22 waiving her right to a determination of cause by this Court under the Agreement, Superintendent

23 Davis alleges that she was wrongfully deprived of her constitutional right to due process by,

24 without limitation:

25 (1) The District's failure and refusal to provide Davis with adequate time to

26 prepare and present evidence and witnesses;

27 (2) The District's failure to present testimony and evidence establishing

28 grounds for termination for cause, thereby precluding Superintendent Davis from any opportunity

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 1 to challenge and traverse the District's evidence and prima facie case;

2 (3) The District's failure to provide a fair and partial tribunal and hearing
1
J officer presiding over the proceedings;

4 (4) The District's decision to shift the burden of proof to Superintendent Davis

5 to prove that she should not be terminated; and

6 (5) The Board's reliance on secret evidence not provided to Superintendent

7 Davis so as to deprive her of the right to counter such evidence.

8 Without more, each of those grounds alone established wrongful termination as a matter

9 of law.

10 43. The provision in the Agreement purporting to limit or eliminate the District and

11 Board's liability in damages for breach of contract and other legal wrongs against Superintendent

t2 Davis violates public policy and is void under state and federal law and is unenforceable under 42
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44. Superintendent Davis has been required to retain attomeys to protect and advance
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15 her interests in this matter, has incurred costs and attorneys' fees in connection with such efforts
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¡o r6 and will continue to incur costs and attorneys'fees into the future. Under Paragraph 14 of the

t7 Agreement, Superintendent Davis is entitled to the recovery of her reasonable attorneys' fees and

18 costs.

l9 45. The acts and omissions of the District, Board and other defendants were done

20 intentionally with malice andlor oppression for the express purpose of inflicting damage and harm

2t to Superintendent Davis and to deprive her of her contract rights and her legal rights under the
22 federal and state law and constitutions.

23 First Claim for Relief

(Breach of Contract against District and Board)
24

25 46. Superintendent Davis realleges as though fully set forth herein the allegations
26 contained inparagraphs 1 through45 above.

27 47. Superintendent Davis fully performed all of the duties and responsibilities, terms

28 and conditions on her part to be performed under the Agreement and did not commit any of the

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 I acts or omissions identified under the Agreement as grounds for termination for cause.

2 48. By virtue of the acts and omissions set forth above, defendants District and Board

J breached the Employment Agreement, which breach proximately caused and resulted in injury

4 and damage to Superintendent Davis in excess of $20,000 in an amount to be proved attrial.

5
Second Claim for Relief
6 (Breach of the Implied Covenant of Good Faith and Fair Dealing against District and Board)

7
49. Superintendent Davis realleges as though fully set forth herein the allegations
8
contained inparagraphs 1 through 48 above.
9
50. There is implied in every contract a covenant of good faith and fair dealing which
10
provides that neither party will commit any act or omission that deprives the other party of the
11
benefits reasonably to be expected under the contract.
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51. By virtue of the acts and omissions set forth above, Defendants Board and District
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E breached the implied covenant of good faith and fair dealing in the Agreement, which breach
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jo¿ì proximately caused and resulted in injury and damage to Superintendent Davis in excess of
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$20,000 in an amount to be proved attrial,
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Third Claim for Relief
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(Violation of the Open Meeting Law against District and Board)
18

t9 52. Superintendent Davis realleges as though fully set forth herein the allegations in
20 paragraphs 1 through 51 above.

2T 53. Under NRS 241.031, a meeting to consider the character, misconduct or

22 competence of a superintendent of a county school district cannot be closed.

23 54. Under NRS 241 .026, a public body must make available to the public copies of
24 any supporting material provided to the members of the public body for an item on the agenda
25 and must post the material to its website.

26 55. There was no authority under the Open Meeting Law for the Board to withhold

27 from the public or from Superintendent Davis "secret" documents or information on which the
28 Board was to rely in making its termination decision.

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 1 56. Superintendent Davis is "a person denied a right" by the Board's failure to comply

2 with the Open Meeting Law and entitled to bring this action under NRS 241.037(2).

J^ 57. This action is timely underNRS 241.037(3Xb) as it is brought within 60 days of

4 the Board's July 1 decision.

5 58. The Board's July I,2019 decision to terminate the Agreement and the employment

6 of Superintendent Davis with the District was made in violation of the Open Meeting Law and

7 entitling Superintendent Davis to the remedies available under law.

8 59. Superintendent Davis is entitled to the recovery of her reasonable attorneys' fees

9 and costs in this action for violation of the Open Meeting Law under NRS 241.037(2).

10
Fourth Claim for Relief
ll (Violation of State Constitutional Rights - against all defendants)

t2 60. Superintendent Davis realleges as though fully set forth herein the allegations in
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13 paragraphs 1 through 59 above.

> IËs;* t4 61. Article I, Section 8(5) of the Nevada Constitution provides that "no person shall be
áiZE¿i ls lì:ior deprived of life, liberty, or property, without due process of law."
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ál å t6 62. In terminating the Agreement and ending her employment with the District
T7 without a fafu hearing, defendants wrongfully, and in violation of the Nevada Constitution's
18 guarantee of due process, deprived Superintendent Davis of her rights as a Nevada citizen and

I9 resident, including her property interest in her employment and her liberty interest in pursuing her

20 occupation and profession.

2l 63. As a direct and proximate consequence of the wrongful acts and omissions of
22 defendants, Superintendent Davis has incurred and continues to incur damages in excess of
23 $20,000 in an amount as to be proved at trial.

24
Fifth Claim for Relief
25 (Section 1983 - Violation of Federal Constitutional Rights - against all defendants)

26 64. Superintendent Davis realleges as though fully set forth herein the allegations in

27 paragraphs 1 through 63 above.

28

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 1 65. Section 1983 of Title 42 of the U.S. Code provides as follows:
Every person who, under color ofany statute, ordinance,
2 regulation, custom, or usage, of any State or Territory or the
District of Columbia, subjects, or causes to be subjected, any citizen
J of the United States or other person within the jurisdiction thereof
to the deprivation of aÍry rights, privileges, or immunities
4 secured by the Constitution and laws, shall be liable to the party
injured in an action at law, suit in equity, or other proper
5 proceeding for redress....

6 66. Defendants are, and each of them is, a'operson" as defined by 42 U.S.C. $1983.

7 67. At all relevant times, defendants acted under color of state law and while acting
8 under color of state law, deprived Superintendent Davis of both her property interest in her public

9 employment and her liberty interest in pursuing her regular occupation and profession without the

10 due process of law guaranteed by the 5th and 14th Amendments to the U.S. Constitution.

11 68. As a direct and proximate consequence of the wrongful acts and omissions of
I2 defendants, Superintendent Davis has incurred and continues to incur damages in excess of
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T4 69. Superintendent Davis is entitled to the recovery of her reasonable attomeys' fees
,z i?,,ti, 15 and costs under 42 U.S.C. $1988 in this action for violation of her federal constitutional rights.
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z t6 Sixth Claim for Relief
T7 (Civil Conspiracy against Board President Holland and DOES I-V)

18 70. Superintendent Davis realleges as though fully set forth herein the allegations

t9 contained in paragraphs 1 through 69 above.

20 7I. Superintendent Davis is informed and believes, and on that ground, alleges that

2I Board President Holland and DOES I-V knowingly and willfully conspired and agreed among

22 themselves upon a plan and scheme riddled with malice, deceit and disinformation, as

23 hereinabove alleged, to wrongfully terminate the Agreement between Superintendent Davis and

24 the Board "for cause" on a pretext without basis in fact and to deny Superintendent Davis her

25 contract rights to a full and complete evaluation process and to a severance package based on a

26 termination without cause.

27 72. Superintendent Davis is informed and believes, and on that ground, alleges that

28 Board President Holland and DOES I-V carried out the acts and omissions set forth above

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 I pursuant to, and in furtherance of, that conspiracy and above-alleged agreement, or otherwise

2 furthered the conspiracy.

J 73. By virtue of the foregoing acts and omissions, defendant Board President Holland

4 and DOES I-V conspired to and did wrongfully deprive Superintendent Davis of her rights under
5 the Agreement, and other property and liberty interests. As a proximate result of the unlawful and

6 wrongful acts alleged above, Superintendent Davis has been injured and damaged in an amount in

7 excess of $20,000, to be proved at trial.

8 74. Superintendent Davis is informed and believes, and on that ground, alleges that

9 Board President Holland and DOES I-V carried out the acts and omissions alleged above
10 maliciously, with willful and conscious disregard for the rights and interests of Superintendent

11 Davis, and to harm, injure and oppress Superintendent Davis, entitling Davis to an award of

T2 exemplary damages against Board President Holland and DOES I-V in an amount sufficient to
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I Wherefore Superintendent Davis prays as follows:
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1. That the Court award damages to Superintendent Davis in excess of $20,000 as
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t7 2. That the Court award exemplary damages to Superintendent Davis and against

18 defendants Holland and DOES I-V in an amount sufficient to punish the defendants and set an
l9 example to deter further such conduct.

20 3. That the Court award Superintendent Davis her costs of suit and reasonable
2l attorneys' fees as provided in the Agreement and pursuant to NRS 241.037(2) and 42 U.S.C.

22 1988.

23 4. That the Court award such other and further relief as Superintendent Davis may be

24 adjudged entitled to in the premises.

25

26

27

28

-14-
 I AF'F'IRMATION
Pursuant to NRS 2398.030
2
The undersigned does hereby affirm that the preceding document does not contain the
J
social security number of any person.
4
Dated: August 30,2019 SNELL & WILMER t-.r..p
5

6
By:
7 o t528
50 V/est Liberty Street, Suite 510
8 Reno, Nevada 89501

9 Attorneys þr Plaintiff Traci Davis

10

11

T2
o
lr
(.)
¿ 13
Ë l-
Ë I

l@ i;ø+
IO T4

,z àà3
bz^ 15
¡C
() Ed
d
U) l= o t6

T7

18

l9
20

2I
22

23

24

25

26

27

28

-15-
 I INDEX TO EXHIBITS

2 Exhibit No. Title of Exhibit No. of Pages

a
J 1. Employment Agreement t4
4 ) June 27, 20 1 9 Davis Response t2
5 J. Questions to Be Asked of Staff J

10

11

t2
t<, I
()l 13

Ë Isæ* t4
ø isi,Ë
I ff¿È 15
'.-
Tl-gj
UDI Z
t6
T7

18

T9

20

2l
22

23

24

25

26

27

28

-t6-
 FILED
Electronically
CV19-01713
EXHIBIT 1
2019-08-30 02:52:21 PM
Jacqueline Bryant
Clerk of the Court
Transaction # 7460792 : yviloria

EXHIBIT 1
 l-oYM E N T Ac RE Hll|l E N r s u P F ql N Iç l-{,p F Ñr gL$.ç Ho L$
î
ËM E p

-
This Employment Agreement $uperintendent of Schools ('Agreement") is
entered into pursuant to NRS 391.110 by and between the BOARD OF TRUSTEES CIF
THE WASHOË CCIUNTY SCHOOL DISTRICT, a "body corporate" created by NRS
386.1 10 (hereafter "Trustees" or "Board") on behalf of the WASHOË COUNTY SCHOOL
DISTRICT, a political subdivision of the State of Nevada created by NRS 38ð.010
(WCSD') and TRACI DAVIS, an individual("Davi$" or "Superintendent") (collectively, the
"Pârtië$") to employ Davis in the position of Superintendent of Schools. lt is made with
reference to the following facts:

RECITALS

A. Davis is
licensed â$ än administrator by the Nevada Department of
Education and is qualified to serve and to be employed as a $uperintendent of Schools
in Nevada. Davis is currently employed by WCSD and serving in the capacity as
Superintendent of $chools.

B. Davis was initially employed by WCSD commencing in September 2012 as

Deputy Superintendent, and served in that capacity until October 2014 when she was
appointed lnterim $uperintendent by the Board. As lnterim Superintendent, Davis was
responsible for and porfonned all the duties for which she would have been responsible
had she been appointed Superintendent in October 2t14.

C. On July 10,2015, the Board voted in an open public meeting to appoint

Davis as Superintendent, effective immediately, subject to negotiation and approval by
the Board of a written Employment Agreement, ln December201S, the Board and Davis
entered in an Employment Agreement, retroactively effectlve to July 1A,2Q15, the date
Davis was appointed by the Board to assume all duties of the position {the "Pricr
Agreement").

D. The Term of the PriorAgreement expires June 30, ?018. On February 13,
2018, the Board voted in an open public meeting to give notice to Davis of its intent to
enter into negotiations with Davis for a new employment agreement, as required by
Section I of the Prior Agreement, subject to negotiation and approval by the Board of an
appropriate written Ëmployment Agreement.
 Ë. Private counsel of Davis' own independent selection on her behalf, and
private Board counsel selected by the Board in an open public meeting on its behalf, have
negotiated at arms-length on behalf of thç Parties and have prepared this written
Agreement memorializing the terms and conditions of the employment of Davis by the
WCSD to serve as Superintendent, subject to consideration and ultimate approval of this
Agreement by the full Board in an open, public meeting.

E. The Parties now wish to enter into this Agreement to describe and set forth
lhe terms and conditions of Davis' employment as Superintendent of Schools for WCSD.

F. On June 12,2018, durlng an open publíc meeting of the Board pursuant to

proper notice under NRS 241.020, the Board took action and voted to approve this
Agreement with respect to the employment of Davis as Superintendent of Schools,

NOW, ïHERËFORË, in light of the foregoing facts and in consideration of the

mutual promises contained in this Agreement, the Parties hereby âgree as follows:

TERMS ANT CON}ITIONS

1. ßççitals lncorporate4. The Recitals setforth âbove are hereby incorporated

and made a part of this Agreement.

2. Exclusive Ëmployment. The Board hereby employs Davie pursuant to NRS

391.1 10 to serve as Superintendent of Schools for WC$D exclusively, and Davis hereby
accepts such employment by the Board according to the Terms and Conditions contained
in this Agreement. Davis agrees to well and faithfully devote all of her professional time
and attention to the sole and exclusive benefit of WCSD, ãnd to or for no other
employment, professional endeavors, or personal business for profit. Notwithstanding
the foregoing, Davis may, from time-totime, accept speaking engagements, lecturing,
writing, and similar professional activities, and may occasionally accept an honorarium
for such service. However, in such ca$es where an honorarium may be paid, Davis shall
provide the îrustees with advance notice in writing of her intent to accept any offered
honorarium so that the Trustees may have an opportunity to object to the engagernent.

3. Ëff_ectivgåate. The 'Effective Ðate" of this Agreement is July 1,2018

2
 4. Term of Aqreement. The Terrn of this Agreement and of Oavis' employment
hereunder as Superintendent cÕmmenced on the Ëffective Date, and shalf continue until
it expires on June 30, 2020 (the "Term"), or unless terminated earlier or extended as
provided in this Agreement. Should Davis receive or exceed a "meels expectations"
evaluation of her overall performance for the 2û18-2019 school year pursuant to
Paragraph B of this Agreement, the Term of this Agreement will be automatically extended
for one additional year, such that this Agreement will expire on June 30, 2021. îhe Term
of this Agreement shall not exceed three years.

5. Consíderation. The consideration for this Agreement consists of: (a) the
monetary compensation to be paid to Davis and the related lringe benefits described in
the following Paragraph 6, the sufficiency of which acknowledged by Davis; and (b) the
mutual promises of the Parties, all as described in this Agreement.

6. Çoqnensation. ln exchange for the full and faithful performance of all of

her duties and responsibÍlities as Superintendent of Schools as described below, Davis
shall be compensated by WCSD as follows:

{a) Fase Salarv, WCSD shall pay Davis the gross annual Base Salary
of $275,514.75 incrementally as i1 ís earned at WCSD's regular payroll intervals, Davis
shall receive and be subject to such annual cost of living adjustments ('COLA') as are
other full-tíme 12-month Administrators of WtSD during the Term"

(b) Performancq.Sonuq. The Eoard may, in its solo and unfettered

discretion, vote to give Davis an additional Performance Bonus for overall exemplary
performance of her duties and responsibilities as Superintendent, as evaluated by the
Board pursuant to Section I of this Agreement, up to a maximum ol 1ãô/ç of her annual
Base Salary in effect at the conclusion of each WCSD fiscal year during the Term of this
Agreement and payable on December 31 in a lump sum minue required withholdings. ln
considering whether to award such a Performance Bonus and the amount of any such
Perfonnance Bonus, the Eoard shall consider Davis' performance as measured by
weighted goals and metrics to be set by the Board in its discretion aTter consultation with
the Superintendent. To the extent the Superintendent reçeives or exceeds a "meets
expectations" evaluätion of her overall performance as measured by the adopted goals
and metrics, the Board shall award a minimurn ol 5o/o up to a maximum 151/o ol Davis'
annual Base Salary. Such Performance Bonus shall not increase the $uperintendent's

3
Base Salary and shall not be included in determíning PERS conlributions. For purpose$
of awarding Davis a Performance Bonus, if any, at the end of the term of this Agreement
for her performance in the final fiscal year of this Agreement, the Board shall award such
bonus based on goals and metrics that can be assessed 30 days prior to the end of the
term of the Agreement and such Performânce Bonus, if any, shall be awarded no later
than June 30 ol the final year of this Agreement.

(c) Regul?r Frinqe Benefitg. Davis shallbe eligible to receive all normal
fringe benefils of employment as fulltime 12-month Adrninistrators of WCSD during the
Term, This includes, but is not necessarily limited to, full payment by WC$D of premiums
for group medical, dental, and vision insurance plans for the Superintendent, her spousê,
and her eligible enrolled dependent(s), and full payment of normal contributions for Davis
to the Nevada Public Employees Retirement Systems f'PERST.

(d) Defened Compensation. Subject to all applicable laws, WCSD shall

annually contribute the sum of $15,000 on Davis' behalf to a qualified tax-sheltered
annuity or deferred compensation plan approved by the Board, commencing on June 30,
2019.

(e) Gçgp Term , Life lnsurance. As an administrative employee of

WCSD, Davis shall qualify to be a certificate holder of WCSD's group term life insurance
policy with a death benefit of $?50,000 and a similar accidental death and
dismemberment benefit.

(f) Whole- Life lnsurance. Davis shall receive the sum of $1,500
annually to be applied toward the premíum of a whole life insurance policy.

(g) Vacation Leayp. Davis shallaccrue and be allowed to take 20 days

of paid vacation annually. She may accrue a maximum total of ô3 days of paid vacation,
including any such vacation she may have already accrued but has not used since
beginning her employment with WCSD in September 2012. Any accrued but unused
vacation that may remain available for Davis upon the termination of her employment for
âny reåsCIn shall be compensable and paid to her within 15 days after the effective date
of such termination. Within 15 days after July 1 ,2018, Davis rnay elect to be paid in cash
for up to a maximum of 15 days of accrued but unused vacation. Within 15 days after

4
July 1 ,2019 an annually thereafter during the Term, Davis may elect to be paid in cash
for up to a maximum of seven (7) days of accrued but unused vacation.

(h) Sick Leave.. Davis shallaccrue and be allowed to take up to '15 days
cf paid sick leave annually, She may accrue a maximum total of 250 days of paid sick
leâve, including any such paid sick leave she may have already accrued but has not used
since beginning her employment with WCSD in September 2012. Upon termination of
Davis' employment fcr any reascn other than for Cause (as defined in Paragraph 10
hereini, 25o/o of âny äccrued but unused paid sick leave shall be compensable and paid
to her within 1 5 days after the effective date of such termination. ln addition, in recognition
of accrued but unused paid sick leave under Davis' prior Superintendent Agreement, an
additional 60.5 days of unused paid sick leave shall be compensable and paíd to her as
set forth herein. Thirty (30) days of such accrued sÍck leave shall be paid on or before
July 1, 2û18. The balance of 30.5 accrued but unused paid sick leave (the "Banked Sick
Leave") shall be paid to Davis upon termination of her employment, regardless of the
reäson for termination.

(¡) Annual Medical Hxamination. WCSO shall pay the reasonable and
customary fees for an annual comprehensive medical examination of Davis, to be
performed by a qualified physician of her choice licensed to practice medÍcine in the State
of Nevada, including paymont for all related and medically necessary laboratory fees for
use by the physician in connection with the annual medical examination. Davis shall
request the physician to write a comprehensive report upÕn completÍon of the annual
physical examination describing any significant health issue Davis may have which may
affect her ability to perform any of her essential duties and functions. This written report
should be addressed to the Fresident of the Board and marked as "Confidenlial," on the
statement itcelf and on the outside of the envelope used to transmit it to the Board
President. The Board President in his or her discretÌon may disclose the report to the
other: members of the Board.

(¡) Dues and Memþcrship FeS-q ,,for Profçp-åiqfral-......an"4 -Civic

Orgsnizations. Consistent with its practice and policies, WÇ$D shall pay directly, or shall
reimburse the Superintendent, far her dues or membership fees for appropriate
professíonal associations and organizations, and for civic or service organizations of
which she may be a member while she is employed as Superintendent.

5
 (k) B,qlmbursement ofJ$poroved Ëxpenses. Consistent wíth its practice
and policies, WCSD shall reimburse the Superintendent for reasonable and appropriate
out-of-pocket expenses which she may incur and/or pay for travel, lodging, meals, and
the like in connection with the performance of her duties âs Superintendent.
Superintendent shall keep receipts and provide any other documentation r.equired by
WCSD for any such reimbursable expênses to be revÍewed and reasonably approved (or
denied) by the Board.

(l)
Vehicle Ëxpense Allowancq. During the Term, WCSD shall pay
Davis the sum of $800.00 per month as reimbursement for all expenses she incurs for
the use of her personal motor vehicle (including but not limited to mileage, insurance, fuel,
and all other costs which shall be Davis' sole responsibility) in connection with the
performance of her duties as Superintendent.

7. Duties aqd Responsibilities. ln exchange for and in consideration of the

monetary compensation and benefits described above and the other mutual promises of
the Parties, Davis shallwell and faithfully perform all the normal duties and responsibilities
of a Superintendent of Schools under Nevada law as the chief executive officer of the
WOSD, the specifically described duties set forth below, and any additional and
reasonable duties as mãy be assigned to herfrom time-to-time by the Board. Her specific
duties include, but are not limíted to:

(a) Orsanizína and Supervi$inç WCSD S&ü. The Superintendent shall

be responsible for the cverall leadership of WCSD, including organizing, reorganizing,
and assigning the job duties of her subordinate supervisory staff in her best professional
administrative judgment in the intereste of WCSD, including without limitation the
selection, assignment, evaluation, transfer, ând salary of adrninistrative and other
professional employees of WCSD. When formal approval by the Board is not required in
connection with her performance of the foregoing duties, the Superintendent shall advise
and inform all Trustees of all significant irnportant such decisions she may contemplate
regarding reorganization orcompensation of the administrative and supervisory staff, and
she shall take the views of the Trustees into serious account and consideration.

(b) Meetinq PerfonLance Goals. Davis shall at all times be required and
expected to perform her duties and responsibilities and Superintendent at a high
professional levelthat is directed toward and is likelyto meetthe variousgoals, objectives,

6
priorities, and targets established by the Board in the WCSü Strategic Plan, "Envision
kllC-SD 2020," and any revisions to the Strategic Plan that may be adopted by the ßoard
during the Term, as well as äny related or associated strategic initiatives that may be
undertaken by the Board duríng the Term. Davis shall be expected to meet and attain all
such goals and objectives, as well as any other goals and objectives as the Board may
othen¡vise set for Davis after consultation with her.

(c) Çonlplyinç Witþ Eoard Policies. The $uperintendent shallat alltimes

be rnindful of and endeavor to fully comply with all Board policies regarding governance
as may be adopted and in place during the Term, and she shall require the same of her
subordinate staff.

(d) R$commeuji-ng Adppt!_on ollnstitution ql_Chançes or Adjustments

to,Çr{rriqulum". Ppç¡:am.s. Policies. and Other Matters. ln performing her leadership role,
Davis shall recommend the adoption or institution by the Board or WCSD staff of
appropriate changes, adjustments, and/or reforms of existing or new approaches or
methods in matters pertaining to curriculum, programs, policies, and other educational
and operational matters.

(e) Collaborative and Cooperative ßelafip,nçh,ip.With the Hoard: Liaison

to the Community. While the Superintendent reports ultimately to the Board, her duties
include building and maintaining a collaborative and cooperative working relationship with
the Board in the best interest of WC$D as a whole, particularly its students, families, and
staff. The Superintendent shall also servç as the liaison between the WCSD and the
community it serves, including but not limited responsibility for implementation of the
strategic communications plan set forth in the Strategic Plan as amended by the Board
from time-to-tinte or åny such similar communications plan that the Board may adopt
during the Term.

(f) Attendance at all Boald and*Çiçn"ifiçant Cornmitfee Meetinsp. The

Superintendent shall attend all regular, special, and closed meetings of the Board unless
she is absent in order to attend to other Superintendent duties. $he shall also attend all
Board committee and subcommittee meetings äs may be appropriate or neoe$sary in her
judgment or as directed by the Trustees, and may submit any recommendations on any
business or issues being considered by the Board or any Board committee or
subcommittee.

7
 (g) Fqi¡tgJino and Manqqing Collaborative and ,Çqopgfative
Belationships Betweqn WCSD and the Board. The Superintendent shall be responsible
for fostering and managing a genuine spirit of cooperation and collaboration between
WCSD Staff and the board, and for keeping the Board fully informed and abreast at all
time of significant developments, initiatives, and issues facing WCSD and it staff.

8. Ëvalq.$tion olPerformance. îhe Parties shall meet quarterly to discuss

progress toward annual performance goals adopted by the Board with consultation and
input from the Suporintendent, and the general working relationship between the
Superintendent and the Board consistent with the adopted schedule for strategic plan
reporting. The Superintendent shall schedule her annual performance evaluation by the
Board to take place no earlier than November 1 and no later than December 31 annually,
unless otherwise mutually agreed to by the partíes. The Board shall evaluate the
$uperintendent's performance of the goals adopted by the Board with consultation and
input from the Superintendent using an evaluation form and process determined solely
by the Board after consultation with any input from the Superintendent. The Board shall
provide the Superintendent with a copy of the completed performance evaluation form
regarding her performance as Superintendent to which the Superintendent shall have the
right to respond orally and/or in writíng within 30 days of her receipt of the form.

9, Neqotiatiqn-of a l$.ewJ{greempnt. This Agreement shall not automatically

renew upon its expiration except as the Term may be extended for one additional year a$
provided in Paragraph 4 herein. Rather, following expiration of the Têrm, a new
Employment Agreement may be negotiated by the Parties at any time in the Board's sole
and unfettered discretion by giving Davis at least g0 days'written notice of its intent to
enter into negotiation of a new Employment Agreement, and in no event later than 90
days prlor to the expiration. Similarly, if the Board determines not to negotiate a nevv
Employment Agreement with Davis, it must provide Davis with written notice of its intent
not to negotiate â new Ernployment Agreement with Davis no later than 90 days prior to
the expíration of the Term. Noþvithstanding the foregoing, the Board shall endeavor to
provide Davis with written notice of its intent to enter into negotiations ol a new
Employment Agreement with Ðavis or its intention not to negotiate a new Employment
Agreement with Davis no later than 180 days pdor to the expiration of the Term.

I
 10. Termination. This Agreement, and Davis' employment as Superintendent
of Schools hereunder, shall terminate upon expiration of the Term as described in
Paragraph 4 herein, by Davis' resignation ot retirement, or by Davis' death. lt may also
be volunlarily terminated at any time by ûavis upon at least 90 days' advance written
notice delivered to the President of the Board. lt may also be terminated involuntarily by
the Board at any time prior to the expiraticn of the îerm for any not unlawful reason or no
reason, with or without Cause (as defined below), or for Disability (as defined below), as
follows:

(a) Termination fel,Çagse. This Agreement and Davis' employment as

Superintendent may be terminated at any time for Cause upon ã majority vote of the
Board. "Cau$e" shall be defined as: (1) conviction, plea of guilty, or plea of nolo
contendere in any court of lawful jurisdiction of any felony or gross misdemeanor of a
crime of moral turpitude or of driving a motor vehicle while impaired by or under the
influence of alcohol or drugs; (2) any act of dishonesty, fraud, embezzlement, theft,
unethical conduct, or for grôs$ negligence in the performance ol her duties and
responsibilities under this Agreement; (3) failure to maintain Nevada Department of
Ëducatisn administrator license, including the suspension or revocation thereof; (4) failure
to report any violation by Davis of law or policy that WC$D employees may be required
to report pursuant to law or applicable WCSD policy and for which other WCSD
employees could be terminated for cause; or (6) âny reâsûn constituting Cause as that
term may otherwise be defined under Nevada law;provlded, however, that unlike other
WCSD employees, the $uperintendent shall nof at any time have any right to a due
proces$ hearing before the Board Õr any lhird person(s) prior to such involuntary
terminatian for Cause or without Cau$e, or any other procedural due process rights
contained in NR$ Chapter 391 that may apply to other WC$D employees. lnstead, Davi$'
sole and exclusive remedy to challenge her termination for Cause shall be through a
private action timely commenced by her in the Second Judicial District Court for the State
of Nevada in Washoe County, to be heard and determined by the Couil without a jury. lf
Davis prevails in such action on the factual issus of whether there was Cause for her
termination, she shall then be entitled to receive only those contractual payments to which
she would have been entitled as provided in the following subsection (b) as if she had
been terminated without Cause. ln no event may the Court in any such action award any
tort damages or punitive damages to either Party. Notwithstanding the foregoing, the
prevailing party ín any such action shall be entitled to its/her reasonably attorneys'fees
and costs,

9
 (b) Termination Without Causq. The Board may terminate this Agreement
and Davig' employment at-will, at any time, for any not unlawful reason or no stated
reason, without Cause, upon providing Ðavis at least 90 days'written notice delivered to
her personally or sent by certified U.S. Mail, rêturn receipt requested, at her last known
residence address on file with WCSD.

(c) Termination for Disability. ln the event Davis is unable to perform any
essential functions of her job or dutìes as Superintendent of Schools with or without a
reasonable accommodalion because of her own physical or mental illness, condition, or
injury, and such disability last or exists for a period of g0 days within any consecutive 12-
month period, the Board may determine to place Davis on a disability leave of absence
without pay, during which time she will nonetheless be paid for, and required to use, any
accrued and unused vacation and sick leave. The period of any such disability leave of
absence shall be determined in lhe Board's sole and unfettered discretion, taking Davis'
input into consideration. During such disability leave of absence, Davis shall not âccrue
any additional paid time off, and the Board may appoint another qualified administrator
as Acting Superintendent. Before being eligible to retum to duty as Superintendent, Davis
shall provide a confidential and comprehensive written summary of her physical andlor
mental illness, condition, or injury, and an unequivocal statement in writing from a
physician licensed by the Nevada State Board of Medical Ëxaminers to practice medicine
in the State of Nevada, certifying that she is able to return to duty and can perform allthe
duties and essential functions of her position as Superintendent with or without a
reasonable accornmodation. The Board may also require Davis to submit to examination
by another similarly qualified physician chosen by the Board to provide a separate
medical opinion to the Board regarding whether Davís is able to retum to duty and can
perform all the duties and essential functions of her position as Superintendent with or
without a reasonable accommodation. ln the event the two opinions disagree, the first
physician and the physician chosen by the Board will choose a third physician to conduct
an exam to determine whether Davis can perform all the duties and essential functions of
her position as Superintendent with or without a reasonable accommodation, and such
third opinion shall be final and binding on the Parties. Upon expiration of the disability
leave, if Davis is has not returned or cannot return to duty as Superintendent, the Board
may, in its sole and unfettered discretion, continue the period of leave for any appropriate
additional period of time, or the Board may terminate Davis' employrnent and place her
on disability retirement status.

10
 11. Pavment in the Ëvent,of ïernlinatign. Effective upon the termination of this
Agreement, WCSD will be obligated to pay Davis (or, in the event of her death, her estate)
only such compensâtion as is provided in this Section 1 1, and in lieu of all other amounts
and in settlement and complete release of all claims Davis may have against WCSD.

{a) ln the event this Agreernent and Davis' employment by the WCSD is
terminated as the result of the expiration of the Term, WCSD shall pay Davis: (1) her
eamed salary through the last day of her employment; (2) any accrued and unused
vacation leave; (3\ 25Yo of any accrued and unused sick leave; (4) the Banked Sick Leave;
(5) any unreimbursed appropriate expenses; and (6) any Performance Bonus awarded
pursuant to Paragraph 6(b). WCSD shall not be required to pay Davis any other additional
$um or benefit.

(b) ln the event this Agreement and Davis' employment is terminated as

the result of her death or voluntary resignation (including retirement), WCSD shall pay
Ðavis (or her estate in the event of her death): (1) her earned salary through the last day
of her employment; (2) any accrued and unused vacation leave; (3) 25% of any accrued
and unused sick leave;{4) the Banked Sick Leave;ånd (5) any unreimbursed appropriate
expenses. WCSD shall not be required to pay Ðavis any other additional sum Õr benefit.

(c) ln the event this Agreement and Ðavis' employment is terminated as

the result of her Disability, the Board shall place Davis on disability retirement status, and
she shall be eligiblo tc receive any disability insurance and Nevada PERS benefits to
which she may be entitled under any applicable WCSD insurance plans and policies in
place and applicable law. WC$D shall pay Davis: (1) hø eamed salary through the last
day of her employment, provided that Ðavis shall not be entitled to eam a salary while on
disability leave: (2) any accrued and unused vacation leave; (3) 25% of any accrued and
unused sick leave; (4) the Banked $ick Leave; and {5) any unreimbursed appropriate
expenses. WCSD shall not be required to pay Davis any other additional sum or benefit.

(d) ln the event this Agreement

and Davis' employment is terminated for
Cause, WCSD shall pay Davis: (1) her earned salary through the last day of her
employment; (2) any accrued and unused vacation leave; (3) the Banked Sick Leave; and
(4) any unreimbursed appropriate expenses. WCSD shall not be required to pay Davis
any other additional sum or benefit.

11
 te) ln the event this Agreement and Davis'employment as Superintendent
is ínvoluntarily terminated without Cause, WCSD shall pay Davis: (1) her eamed salary
through the last day of her employment; (2) any accrued and unused vacation leave; (3)
25o/ooi any accrued and unused sick leave; (4) the Banked Sick Leave; and (5) any
unreimbursed appropriate expenses. ln addition, WCSÐ shall continue to pay Davis
incrementally at its regular payroll intervals, an additional total gross amount equalto one
year of Base Salary in effect as of Davis' last day of employment. WCSD shall not be
required to pay Davis any other additíonal sum or benefit.

12, lndemqi{cqlign, WCSD shall defend and hold Davis harmless from any
demands, claims, suits, action$, ând legal proceedings (including the cost of defending
against such matters) ("Claims") brought against her, whether in her individual or in her
officialcapacity as WCSD Superintendent, provided that she was acting within the courss
and scope of her employment as Superintendent at the time of the alleged âct$ or
omissions giving rise to the Claims, and excluding criminal litigation except as permitted
by NRS 391.271. WCSD shall have the right to choose counsel to defend and hold Davis
harmless from any Claims laking into account Davis' input, Nothing in this Agreement
imposes an obligation upCIn any individual Trustee to personally indemnify and/or hold
the Superintendent harmless against any Claims. Davis agrees to release and discharge
WC$D and the Board harmless and indemnify WC$D and the Board for all fiabilities,
losses, demands, claims, accounts, actions and proceedings arising or resulting from
Davis breaching this Agreement.

13. PIior A¡rproval. At no time during the Term of this Agreement may Davis
herself execute or direct any WCSD administratol, employee, or agent to execute any
contract, cooperative agreement, interlocal agreement, memorandum of understanding
Õr agreement, letter of intent or the like, with or for the benefit of any municipality as
defined in NRS 271.145 or NRS 350.538, any public âgency as defined in NRS 277.100,
the Nevada System of Hígher Education as defined in NRS 396.020, oï any nonprofit
entity or association, without the explicit prior approval of the Board.

14. Attornev's Fees and Costs. lf either Party to this Agreement brings an
action or other proceeding to enforce or inteçret any provision of this Agreement or to
resolve any dispute arising under this Agreement or the employment relationship, lhe
prevailing Party in any such action shall be entitled to an award of her/its reasonable

L2
ãttorney's fees and costs incurred in connection with prosecuting or defending such action
or proceeding.

15. Binding Effect. This Agreement shall be binding upon and insure to the
benefit and detriment of the Parties, as well as to their respective successor$, heirs,
executors, and administrators, as the cã$e may be. Notwithstanding the foregoing, this
Agreement is personal to Davis and he¡ employment hereunder shall not be assignable
by her without prior written congent of the Board.

16. Severability. The unenforceability, invalidity, or illegality of any provision of

this Agreement shall not render it or any of its other provisions as unenforceable, invalid,
or illegal. lnstead, such remaining provisions of this Agreement shall be construed in all
respects as if the unenforceable, invalid, or illegal provision(s) were omitted.

17. Choice gJ Law:Jufipdictíon and Venue. This Agreernent and all of its terms
shall be construed, interpreted, and enforced exclusively pursuant to the laws of the $tate
of Nevada regardless of conflict of law principles. Only the courts of Nevada shall have
jurisdiction of any action brought by either Party regarding this Agreement or the
employment relationship, with exclusive venue in the Seccnd Judicial Ðistrict Court in
Washoe County, or, if it has or can acquire jurisdiction, the U.$. District Court in and for
the State of Nevada, Reno Division.

18. Waivef of JuryJqial. EACH PARTY HERËTO HERËBY IRREOVCABLY

WAIVES, TO THË FULLEST TXTãNT PERMITTED BY APPLIACBLE LAW, ANYT
RIGHT IT MAY HAVE TÛ ATRIAL BY JURY IN ANY LEGAL PROCËËDING DIRECTLY
OR INURËCTLY ARISING OUT OF RELATING TO THIS AGREEMENT OR THE
EMPLOYMËNT RELATIONSHIF (WIIETHER ËASËD ON CONTRACT, TORT,
STATUTE, OR ANY OTHËR THECIRY.

19. Coqnlerparts. This Agreement may be executed in two CIr more

counterparts, each of which shall be deemed and original, but all of which together shall
continue one and the same instrument.

20. EntiÍe Açreement" This Agreement contains the entire agreement between
the Parties regarding Þavis' employment as WCSD Superintendent of $chools and the
subject matter hereof and supersedes any and alf prior understanding and/or written or

13
CIral agreements âmong them respecting the within subject matter, including but not
limited to the Ëmployment Agreement * Superintendent of Schools dated December
2015. There are nö representations, agreements, ånâng€ments, or understandings, oral
or written, between CIr among the parties hereto relating to the subject matter hereof that
are not fully expressed herein. This Agreement may not be modlfied, changed, altered,
or amended in any wây except by a subsequent written instrument referring specifically
to this Agreement by its title and date, and signed by both Parties to this Agreement.

Dated: June !å ,2018 Dated:.lune \ * ,201a

BOARÞ OF TRUSTEES OF THE SUPERINTENDENT OF THE WASHOE
WASHO COUNTY SCHOOL D:STRICT couNTY $cHooL D|STRICT

Simon President Traci Davis, Superintendent

Vice

R.

L4
 FILED
Electronically
CV19-01713
EXHIBIT 2 2019-08-30 02:52:21 PM
Jacqueline Bryant
Clerk of the Court
Transaction # 7460792 : yviloria

EXHIBIT 2
Snell &"Wilrner
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Williarn E. Percrson
Q7s) 78s.s407 Jvne27,2019
wpeterson@swlaw.corn

VIA EMATL TRANSMISSION

Presicient Katy Simon Holland

Vice President Malena Raymond
Board Member Ellen Minetto
Board Mcmber Scott Kelley
Board Member Andrew Caudill
Board Member Angela D. 'I'aylor, Ph.D"
Board Member Jacqueline Calvert
WCSD Board of Trustees
425 E. Ninth Street
Reno, Nevada 89512

Re: Traci Davis

Dear President Holland and Members of the Board of Trustees:

I am the attorney for Superintendent Traci Davis and write on her behalf to address the
allegations made against her in the June 1 3,2019 letter from Trustee Holland and the June 21,
2019 letter fiom District Counsel Rombardo and the attendant circumstances. The substance of
both letters is identical (except for a corrected typographical error) and sets forth 17 separate
charges against Superintendent Traci Davis for alleged violations of: (1) her Employment
Agreement, (2) her fiduciary duties to the District, (3) Board Policies 4505, 5700 and 9200, (4)
Administrative Regulation4425, and (5) Nevada statutory law. The only specifìc factual
allegations are contained in the third paragraph of the June 21 letter (second paragraph of the
June l3 letter) as follows:

[TJhe District now possesses conclusive evidence, in Lasic's own words, that
" he
received or accessed confidential information regarding the Investigation and
thot within hours, and sometimes only minutes, he transmitted said confidential
information to Green and/or Ricci. The confidenlial information included
documents, reports, attorney-client privileged communications, altorney work
product,
-persanneland/or
verbal communications from meetings with senior leadership
in charge ofthe Invesligation that could only kave been obtained

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*zz#iT fu-VJrlrxt*r

June 27 ,2019
Page2

improperly from verbal communications in meelings at wltich you were present,

-front documents you possessed, and/or email contmunicalions lhal
you were
included on, and with substantial evidence lhal you protti¿led uccess to said
inJbrmation. "

The oniy allegations against Superintendent Davis are that she was present at tneetings,
possessed documents, and was incluclecl on emails from which confidential information was
improperly obtained. There is no assefiion that she was the only peffion present at any such
meetings, the only person in possession of such documents, or the only person inclucled on thc
emails.

'l'he claim of "substantial evidence that lSuperintendent Davis] provided access to saicl
information" is based on225 pages of handwritten notes, text messages and emails from or
exchanged by, between or among Byron Green, David Lasic,.Tenny l{unt (Ricci), and David
Fryclrnan, with occasional attachments, but not a single email, text rnessage, letter, or note lrom
Sriperìntendent Davis (and the District certainly conducted an exhaustive email and record search
before bringing these charges), and not a single email, text message, letter or note from any of
the persons involved in any of these communications, stating, or indicating that any of the
inf'ormation mentioned or discussed came fiom Superintendent l)avis, or identifying her as a
source.

In fact, some of the documcnts suggest an alternative source. On the page which is bates-
starnped PL0357, f'or exarnple, David Lasic identifies Neil Rombarclo as having sent a metno to
"his llients" (the Board) without realizing that Mr. Lasic was automatically includecl on all such
emails although not named as an addressee, It also must not have occurred to anyone that
Superintendent Davis fired Ms. Ilicci and would not have any interest in assisting her in a
laursuit based on that termination. Not only is there no evidence that Superintendent Davis
plovided confirlential information to Ms. Ricci or otherwise "assisted" hcr complaint,
-Superintendent
Davis hacl no motive to clo either, but rather a rnotive and interest only in doing
the exact opposite.

I-Iaving reviewed the entire packet, I cannot identify a single docunent or even a
statement that supports or, fiankly, is even relevant to the clairn that Superintendent l)avis
irnproperly providcd confidential information or access to such infbrmation. Other than the onc
refèrei',ce ioCounsel Rombardo's nremo, there is fttrthermore not even any information that falls
within the categories of reporls, attorney-client privileged communications, attorney work
product, etc.

Superintendent Davis denies that she provided David Lasic or anyone else with improper
aÇcess to óonfìclential infonnation. But the District is aware of that. Both the June 13 and June
21

letters acknowledge that Superintendent Davies denied leaking any confidential information.

4iì43-9!J56-!t27
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L.t...l: ---^--"-**-"

June 27,2419
Page 3

'fhat denial is not contradicted by a single piece of paper either originating with Superintendent
Davis or identifying Superintendent Davis as the source of any such communication, or any
witness stating, representing or testifying that Superintendent Davis provided or communicatecl
any confidential inf'ormation, or provided Mr. i,asic or anyone else rvith access to such
information.

Because the District is a large organization, r,vhen conficlential information is leaked,

there is ordinalily an investigation. The leak of conf,rdential infotmation is not treated as a
convenient opportunity to accuse an employee who is a target for other reasons. Here, however,
there is no record of or reference to any investigation into all the persons who attended the
meetings with Superintendent Davis, who possessed the satne documents, how such person or
persons ¡rrotectcd the confidentiality of such documents, who they may have intentionally or
unintentionally shared such documents with, or discussed intbrmation with, or who were
included on the same emails (intentionally or unintentionally) and thus had access to the same
alleged confrdential information. In fact, no olle apparently even asked David Lasic how he
obtained the alleged confidential infbmration.l lnstead, and notwithstanding her acknowledged
and uncontradicted denial, this Board apparently met (very likely in violation of the Open
Meeting law), decided to seize the occasion to accuse Superintendent Davis of "providing
access" to the allcged confidential information as a basis for terminating her Employment
Agreement, and authorizcd Board President Holland to send the June 13 letter.

The June 13 and June 2l letters inflate the single allegation that Superintendent Davis
improperly either provided confidential information or access to such information to Mr. Lasic
into 17 separate charges including failing to provicle a saf-e learning environment and failing to
keep the Board infonned of issues, all without any further specification, explanation or evidence.
The 17 charges are a laundry list which can only be intended to lend false gravitas to an absence
of substantive content. The District's purpose here is clear - to circumvent the normal evaluation
process and terminate Superintendent's Ernployment Agreement "f.br cause" on an expedited
timetable with no regard for fairness, due process or the truth.

'l'hat purpose is further manifested by the pattern of deception, misrepresentation and

nianipulation demonstmted by the District in bringing these charges and the political strategy to
defame her and her counsel in public alter bringing those charges. That pattern includes
deliberately deceiving Superintendent Davis into staying after the Incline High School

I I am infomed that at least one of you reccived a direct communication from Mr, Lasic, that
Superintendent Davis neither provicled hirn with any confidential information nor allowed him
access to any such information or communications.
'fhis denial has been communicated to others
as well.

484-\-9956-9627
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June27,2019
Page 4

graduatiçn ostensibly to cliscuss her evaluation and the District's Strategic Plan only to be served
personally by lloarcl President llolland with the June 13 letter and the 225 pages of "evidence."
When S¡perintenclent Davis asked what the reason was for the deception, President Holland saicl
that the Offìce of the General Counsel told her to cto it that way. The deliberate deception reveais
the District's minc{set. It was all completely unnecessary. Superintendent Davis would have
rvillingly accepted service at any time. The same pattem is manifested in the District's
overreaction to Superintendent Davis' written communication through her counsel last
Wednesday afternoon, that if her leave of absence was voluntary, then she was voluntarily
returning to work. 'fhat statement resulted in a Monte Python type of reaction to shut buildings
down and keep employees at home fbr two days, at who knows how many multiple thousands of
dollars of taxpayer expense. This was fbllowed by a written concession frorn District Counsel
that contrary to its l'onner public statements, the District hacl, indeed, insisted on the leave of
absence as a conclition for negotiating a settlement, and was continuing to insist that
Superintendent Davis remain on that leave of absence, Superintendent Davis complied with that
instruction after receiving it, and informed the District just a few hours later that she woul<1 not
be returning to work, but the District had already issued instructions to close the buildings and
keep e6ployees home, This was all political theatre for the obvious purpose of enabling the
f)istrict to accuse Superintendent Davis of wasting taxpayer money.

Also, the .Iune 13 letter states that the District had received the doouments ostensibly
suppolting the charges on May 29,2019; and, when served with the June 13 letter,
Supelinteirdent Davis was also infor,med that each of you had received the package earlier that
week. The only possible purpose for the District intentionally to delay serving Superintendent
Davis was to provi<le her the minimum 5-working day notice required by the Open Meeting law
for a June 21,2019 meeting.

From May 29 to June 13, no one fiom the District confronted Superintendent Davis, or to
our knowledge, Dr. Green or Mr. Lasic about these documents, ot the inferences being clrawn
fiom them, oi askecl for any explanation or clarifying information at all. Instead, when the June
13 letter was clrafted (presumably by counsel), the opinion attributed to outside cotmsel Anthony
Ilall that " the eviclenle indicates that [Sttperíntendent DavísJ played a role in Lasic, Green, and
ILicci's actions" had been transformed and recast into "substantial evidence that fSuperinlendent
DavisJ you provided ãccess to said inþrmalion, "

Furthermore, contrary to the District's repeated representations to the public,

Superintendent Davis did not request a leave of absence. After being retained by Superintendent
Davis on Monday, June 17, I called District Counsel Rombardo, informing him that I was
reviewing the matter and suggested that something might be worked out, but more time was
neecled as I could not review the 200+ pages of documents, conduct meaningful settlement
negotiations, and prepare for a Friday hearing all at the same time. We reached an
accomrnodation to vacate the hearing, provided the clients agreed.

1943 t;ù5(:-9{t21
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1

June 27 ,2419
Page 5

I called Counsel Rombardo a shoft time latcr to confinn Superintentlent Davis'

agreement at which time he stated that Board President Holland would not agree unless
Superintendent l)avis also agreed to take an immediate leave of absence usitrg lrer own vacation
or paid time off until June 30,2019 , Thx l}-day period was intended to providc the time to
negotiate a resolution of this matter.

Superintendent Davis agreed to the "leave of abseuce" condition; but when I called
Counsel Rombardo later that day to infcrrm him, he told me that Board President Hollancl now
den1anrlerl that St4lerintendent Davis agree not to a I}-day but rather an "indcfinite" leave of
absence. In Presidènt Hollald's interview with the Reno Gazette Journal, she expressly described
the leave as indefinite. The reason Counsel Rombardo gave was to allow the time to schedulc
and notice a luture hearing in the event negotiations failed and we were unable to resolve the
matter by June 30,2A19, but assurances were provided that effbrt would be made tr¡ reschedule
such hearing for July, With these assurances, I went back to Superintendent Davis and she
agreccl to an "indefinite" leave of absence. When I let Counsel Rombardo know that
Superintendent Davis had agreed to this new condition, he asked that i confirm the leave of
absence in an email specilìcally rnentioning Board Policy 9082. Although it appears in hindsight
to have been a set-up, at the time, in good faith, I did as I was asked ancl sent the confirming
email on Monday aftemoon, June 17. 'Ihis exchange is documented in Exhibits 1.2 and3'

Although my "confirming" email came late in the day, the District immediately
tcrminated Superintenclent Davis' email service, not the ordinary practice with a voluntary leave
of absence, and served (obviously previously preparecl) tetmination letters on l)r' Green and Mr'
Lasic, Exhibits 4 and 5. l'he fbllowing morning (Tuesday, June 18), Counsel Rombardo accused
me and Superintendent Davis of leaking information to the press. He described a telephone call
received by cxe of you the previous evening from a newspaper reporter. Counsel Rombardo
advised me that this "leak" hacl "çratered our negotiations before they even begin," that the
District would put out a statement, and that fuilher leaks would terminate all further discussions.
Exhibit 6.

I respor,ded later that moming denying that Superintendent Davis or I were the source of
the leaks because we were not, pointing out that public disclosure was inevitable in any event
wlrich I stated "wcts es it shottfuJ be," anð intbrming Counsel Rombardo that I hacl already
prepared a response to the June 13 letter which I was holding in abeyance pending negotiations
and that I wanted to send it right away if negotiations had "cratered." I further stated that I would
send a proposed settlement "very soon" if "lve were still negotiating." Exhibit 7. As noted above.
our agreement to attempt to reach a negotiated settlement had rnade June 30, 2AI9 the deadline.

In that response as well, I reminded counsel Rombardo that a newspaper reporter had
apparently showeã up for a9 a.m, meeting at the District pointing out that neither Superintendent

¡is.i3r)ij.tà 9ó21
Snell &T{/iån eo

June 27 ,2019
Page 6

Davis nor I could have le¿rked the inlormation about that meeting since we were not aware of it. I
also commented about thc District's lermination of Mr. Lasic and Dr. Green ancl stated thal "l
assumed thaÍ îhis [the termination of Lasic and Green] wa,g the reql reason for the requested
leave of absence. " I made this assumption because notwithstanding Board President Holland's
June 13 letter to Superintendent Davis directing that she not make any personnel decisions or
staffing changes of any kind pending the June 2l hearing, President Holland had countermandecl
those directions in an email to Superintendent Davis on Friday night, June 14,2019, advising her
to terminate Mr. Lasic and Dr. Green immediately. Exhibit 8,

Superintendent Davis understands that the District can terminate her Employment
Agreement, that a majority of the Board is prepared t() approve that termination, and that the
issue is the severance provision under the Agreement. Superintendent Davis had no reason to
request a leave of absence but, at the same time, no reasoll not to agree to a leave of absence as
the District's condition for entering negotiations, which the District now concedes.

When Board President Holland emoncously intbrmed the public that Superintendent
Davis had requested the leave of absence without ofTering her reasons, that she (Holland) wanted
to give Superintendent Davis time to think, and that she (Holland) was unaware of any
investigations regarding Mr. Lasic or Dr. Green, or the rcasons for their termination, it occured
to me that the information and documents provided in the Ricci litigation had presented an
opportunity for the District not only to fire Dr. Green and Mr. Lasic but to oust Superintendent
Davis as well without paying the sevelance required by the Superintendent's Employment
Agreement.

This notion of a scheme, or opportunity to oust all three was fuither reinforced when
Board President Holland informed the public that she was re-noticirig the public hearing because
Superintendent Davis and her legal couns el ".faíled to comply wilh tlte most b*sic requests for a
timely response. " This naruati.r,e of voluntary leave was repeated by the WCSD in interviews,
and in publicly released statements lending credence 1o the proposition that the immediate leave
of aþsence was <lemanded to remove'fraci Davis immediately to enable the immediate fìring of
Lasic and Green, which is what, in fàct, occurred, In point of fact, two proposals had been
provided to the l)istrict befole that public statement, and the District had not responded to either
of them. Those proposals are attached (Þlxhibits 15 and 16). The ftrst was promised to be
delivered not later than Friday morning, Jvne27, r,vhich occurred. When there was no response to
that proposal, I provided a second proposal that afternoon. Instead of responding, the District
asked me to accept service of thc June 21 letter resetting the hearing f'or July 7,2019, fbllowed
by the statement quoted above fi'om Board President Ilolland to the public asserting
Superintendent Davis' and my "failure" to "comply with the most basic requests for a timely
response." That slatement was patently untrue.

4843-9$56-96?1
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Jvne 27 ,2019
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The parties agreed to negotiate until June 30 at Superintendent Davis' expense fbllowed
by a resetting of ttre hearing fbr somc time in July if negotiations fäiled. On behalf of
Superintendent Davis. I provicled two proposals within 7 days of the time she was suved and
wiit1in 4 days of hiring counsel. The District respondecl to neither proposal but Boarcl President
Holla¡d inior:¡ed the public that, because the District had reccived no response, she was
compellecl to reset the hearing. l'he only explanations f'or this discorrnect are either an
inexplicable failure of comrnunications inside the District or a clesire to complete the originai
plan to terminate Mr. Lasic, Dr. Green and Superintendent Davis'

As air attomey who deals in fäcts and evidence, I am not a conspiracy theorist. Flowever,
the provably faise rliÁclaimers of any knowledge of fàcts regarding any investigations into Dr'
Greln and Mr. Lasic cçinciclent with the olaim that Superintendent Davis took a'ovoluntary"
leave of absence, gives me pause, In truth, as known to all the members of this Board, Dr' Green
was extensively investigated and had filed his own claims that the District settled in March of
2O1g . A copy of the settlerrent agreement is attached as Exhibit 17 . ln that settlement, the
District ugoLd, in exchange for Dr. Green's agreement to no monetary payment, that it rvould
"close all current an<l currently-contemplated investigations. . . and [lvould] not subject Dr.
Green to any discipline as a result of any such current ancl cnmently contemplated
investigations." The agreement continnes as follows:

For purposes of olarity, the curently contemplated investigations

conçeut: (a) the source of information Dr, Green had concerning a
personnel matter between Dr' McNeill and her assistant; (b)
communications concerning the conelusions of the Solutions at
Work investigation to Dr' Green before it was final; (c)
oommunications with Ms. Rioci about the issues and facts being
investigated by Dustin Grate fan investigator for outside counsel
Anthony Halll; ancl (d) documents used by Dr. Green in support of
his public records request.

Dr. Green was oftìcially forgiven and excusecl from lhe same claims for which he has now been
terminated.

It is naturaily problematical to fire for alleged misconduct frorn which he

an employee
was expressly exct seà as part of the consideration for an agreement, but that is a matter for
Dr.
Gree¡'i attorney to address. I am infor¡necl that the Members of this Board were not only awarc
of the Gree¡r settlernent agreement, but further convened a meeting expressly to discuss
,,leaks" regãrding the Ricci and Green investigations in late 2017 andlot early
incidences of
201g. It is m¡, understanãing tñat the Members of this Board including Board President l{olland
While this
were informed at that rneetiirg that Mr. Lasic was leaking information to Dr. Green.
of these collateral
Board and the Oflice of GenJral Counsel (or its outside counsel) were aware

4È41-9056-962'l
 4t f\ r'Yr?,1

$r'rclI Ò¿- Vt¡rhlrcr

June 27,2019
Page I

to inf'orm Superintendent l)avis, who

farcts, uo one botherecl h¿rd been recused fiom the
investigation of Green's claims.

Superintcndent Davis was never made aware of the settlement, or the circumstancçs
surrounding it, including that Mr. Lasic was leaking information to Dr. Green. It appear's that
everyone was aware that Mr. Lasic was leaking iniìrrmation to (ireen by the first quafter of 2018
except Superinlendent Davis. She did not learn of the Settlement Agreement until she called Dr.
Green to let him k¡ow that she had been advised by Board Ptesident Ilolland to fìre him
immcdiately. At that time l)r. Green tolcl Superintendent Davis that he had a settlement
agreement in which the District had agreed he would not be disciplined regarding those leaks'
This Board and f)istrict Counsel and Staff, excluding Superintendent Davis, have known that Mr'
Lasic had leakecl confidential information to Dr. Grccn fb¡ some 15 rnonths, The issue apparently
dicl not generatc enough concern even to call fbr ftuther investigation, However, now that
Superintendent Davis has conveniently been accused of being the source of'the leakecl
infomration, the matter is "urgent" and requires a hearing on limited evidence and minimal
notice.

Why is it that District leadership, including General Cor¡nsel Rombardo and Dr. Green's
supervisor, Kristen McNeill, were awat'e of leaks in early 2018 and negotiated a settlement rvith
a suspected perpetrator of such leaks, but Superintendent Davis was kept in the dark? Why is it
rhat the District's investigation of'those leaks in 2017-2A18 did not identify Superintendent
l)avis, yet she is now accused of being the source? Why, after District's receipt of the documents
in the Board packet in late May 2019, did no one even ask David Lasio, the presumed source of
thesc leaks, how he acquired the confidential information? Why is it that no one asked Dr.
Green, the reoipient of the information, and also an employee, where and how he got the
inf'ormation? Employees are requirecl to answer such questions and can be {ìred without risk, for
not cooperating or failing to give full and truthful answers. Instead, when it received the
documents (whioh contained no new informaticln), the District saw and grabbed the opportunity
to fire Mr. Lasic, Dr. Green and Superintendent Davis. The actions of the District here give the
lie to their accusations against Superintendent f)avis'

A termination for cause is governed by Seotion 10 of Superintendent Davis' Employment

Agreement, a copy of which is included in your Board packet. Section 10 defines "Cause" as:
( 1) a conviction , . . of any felony or gross misdemeanor of a crime of moral turpitude,
or clriving while impaired,
(2) any act of dishonesty or fraud, embezzlemeut, theft, unethical conduct in the
perfbrmance of duties and responsibilities under the agreement,
(3) failure to maintain Nevada Department of Education licenses,
(4) failure to repoft any violation by Davis of law or policy that other employees are
required to report and for which they could be terminated. and

1743-9r.)ií.9(t21
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June2l,2019
Page 9

(6) any reason constituting Cause as clefìned by Nevacla 1aw.2

'l'he Nevada Supreme Court has defìned cause for tetmination of a public official as:

. . . legal catße, and nol any cause whicÌt the fficer aulhorized lo
make sucÍt removal may deem sufficienl. It is implied thaî an
fficer cannol be removed at the rnere will of the fficial vested
with the power of removal, or without any cause. The cause must
be one which specifically relates to and afects the administration
of the ffice, and must be restricled to something of a substanlial
nature directly affecting the rights and interests of rhe public, The
cau.se musl he one louching the qualíficulions of the rfficer or his
perþrmance rf his duties, ,vhov,ing that he is not afit or proper
person to hold the ofiìce. An aÍternpt to remove an ofrìcer for any
cause nol affecting his competency or.fitness would be an excess of
power and equivalenl lo an arbitrary remaval.

Lapinski v. City of Reno, 95 Nev. 898, 901-902, 6A3 P.2d 1088 ( 1979) (quoring Ex rel. Whalen v.
llelliver,60 Nev. 154, 158, 104 P.2d188. 190-191 (i9a0); Harclisonv. Carmany, SS Nev, 670,
676-677,504 P.2d 1, 5 (1972).

'I'he June 13 and June 21 letters allege none of these things, except perhaps to
characterize the allegatiCIn that Superintendent Davis provided Mr. Lasic with "access" to
confidential infiormation as an act of "dishonesty." Section 10 is not even referenced in the
Notice, and none of the allegations of breach of fîduciary duty, failure to ftrllow Board policy.
etc. would support a termination for Cause under that Section of the Employment Agreement. In
short, the charging document is clefective.

ln Lopinski, the Nevada Supreme Court further held that, when a public body holds a
public hearing on the possible termination of a public off,rcial, the public body is "obliged" to
provide a "substantially fair hearing" and that the burden of proof is on the public body to prove
that "legal cause" exists for the termination. 95 Nev. at 901 , 603 P.2d 1088. No one could
confuse the minimal notice or the allocated 20 minutes to "respond to the information presented,
present written evidence, provide testimony, and present specific witnesses" with respect to 17
separate charges (about 70 seconds per charge) with a "substantially fair hearing."

With respect to the 17 charges, it should be noted that NRS 391.750 is not applicable to
superintendents and that the Employment Agreement expressly provides that Superintendent
Davis is excluded from the due process protectious of NRS Chapter 391.750.In addition, the

2'fhere is no "5,"

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June27,2A79
Page 10

ref.erence to Superintendent Davis having violated her contract to "well and faithfully dedicate
all ol fhcr] profbssional timc and attention for the sole benefit of WCSD" intentionally ornits the
remainder of that provision which slales"and to orfor no other employment, professional
ende¿wor or personal business /br prctfit. " Superintendent Davis has no "othcr employment,
professional endeavor or personal business for profit" and no facts have been alleged to the
contrary because no such fhcts exist. It should also be obvious that accusations of: (1) failing to
build and maintain a collaborative and cooperative working relationship with the Board in the
best interest of WCSD, (2) fostering and managing a spirit of cooperation and collaboration
between WCSD staff ancl the board, (3) failing to meet fiduciary cluties under the law, and (4)
failing to follow board policies and adrninistrative regulations cannot be sustained on the sole
factual allegation here that Superintendent Davis provided confidential information or access to
such infbrnlation to Mr. Lasic

The June 13 and June 21 lettcrs report that District outside counsel Anthony Hall had
stated, in a startling waiver of the District's attorney-client privilege in ongoing litigation, that
Mr. Lasic assisted Ms. Ricci and Dr. Green in responding to District investigations and in
formulating their complaints against the District and that Dr. Green persisted in a pattern of
harassment, intimidation and insubordination. The June l3 and June 21 letters then attribute all
of these irnproprieties to Superintendent Davis, without any evidence whatsoever. Mr, Ilall's
accusation that Mr, Lasic passed on confidential inf'ormation to Ms, Ricci ancl Dr. Green is
likewise imputed to Superintendent Davis without a shred of evidence to support it.
Superintendent Davis passecl on no information. The fact that she possessed or had access to
such information or was included in group emails containing such information does not create
any infbrence that she communicated or leaked such infbrmation to anyone, except to those
already inclined to rnake such a fìnding for reasons of their own, which have nothing to do with
the uuth.

The documents providecl in the Board packet that purportedly establish that
Superintendent Davis provided conhdential infomration or access to such information to Mr,
Lasic do no such thing. I'hose documents contain no infbrmation whatsoever that Ms. Davis
provided confidential information or acccss to such information to anyone at all. In fact, the most
striking document in the entire package is a cornplaint by Dr. Green that all the questions put to
him during his interview by the investigator "seemed îo target lhe Superintendent, and I ant
concerned about this line of questioning." Dr. Green's impression is borne out by the June 13
and June 21 letters, which contain no facts establishing Cause to tenninate Superintendent Davis
in any way and which strongly sllggest that the Board is solely interested in avoiding the
District's obligation under the Employrnent Agreement to pay her severance for a termination
without salrse.

4ì43-9ù56-')1,7,1
Snell {in.t,/iåmer
t,.t-.i.

Junc 27 ,2019
Page I 1

Superintendent Davis is not obligated to pr:ovide a response of any kind to the charges
included inJune 13 and June 21 letters. The Board is obligated under the lar.v to afïnnatively
find that the evidence presented by the District satisfies Section 10 of the Agreement before it
can vote to tenninate that Agreement for cause. Nonetheless, without prejuclice or waivet of her
contractual right to have "cause" determined by a Second Judicial District Court judge,
Superintendent Davis provides this written response and will further respond in the Board
meeting to all the false allegations in the June l3 and June 21 letters. These responses are neithel'
a waiver of any provision of the lìmployment Agreement nor an acknowledgement that the
process is governed in any respect by NRS Chapter 391. Superintendent Davis insists on her
rights under the Employment Agreement to have a Second Judicial District Courl detennine
whether there was cause to terminate her as defined by Nevada law and after a full trial on the
merits with an opportunity for full discovery as permitted by law. In the absence of any
opportunity before the Board to confr<¡nt and examine her accusers, on Superintendent Davis'
behalf, I am attaching as Exhibit l8 a list of questions that need to be asked befbre the Board can
make any decision here on the merits. I respectfully call on you to pose those questions and insist
that they be answered.

This response ends where it began:

(1) Superintendent Davis denies that she disclosed any confidential information relating
to the investigations of Byron Green or Jenny Ricci or otherwise to anyone or that she enabled
anyone to have access to such infbrmation,
(2) the documents provided to the Board do not establish that Superintendent Davis
played any role in the improper disclosure of any confidential inforrnation,
(3) the District has not provided a single fact establishing any reason for termination lor
cause under Superintendent Davis' Employment Agreement,
(4) the District itself has already breached Superintendent Davis' Employment
Agreement by taking severe administrative action against her without cause or leason,
(5) Superintendent Davis has already satisfied the performance metrics for the
o'meets
201812019 school year and a expectations" rating in her ttpcoming evaluation (similar to
last year's "meets expectations" rating) would result in a renewal of her agreement until June of
2021 as well as a performance bonus, and
(6) the purported grounds for termination set forth in the June 13 and June 21 letters are
nothing more than pretext to hold a hearing, circumvent the evaluation process and terminate
Superintendent Davis for "callse" and deny her the severance provided by the Employment
Agreement.

4843..9C56-.96|',)
Sne1l ðoï¡ilmer
Jvne27,2019
Page 12

Superintendent Davis intends to claim and defend her rights under the Employment
Agreement and the law against an unfair and rigged process with a predetermined outcome.

Very truly yours,

Srte ll

William E. lletsÍson

WEP:hwl
Exhibits as noted

4813..9t56-9627
 FILED
Electronically

E ¡ IT3 CV19-01713
2019-08-30 02:52:21 PM
Jacqueline Bryant
Clerk of the Court
Transaction # 7460792 : yviloria

E I IT3
 QUESTIONS TO BE ASKED OF STAFF

1. In the statement, o'evidence indicates you [Superintendent Davis] played a role in

Lasic, Green, and/or Ricci's actions," exactly what role did Superintendent Davis play?

2, With respect to that role or each role, what specific documents in the Board
packet are you relying on in concluding or asserting that Superintendent Davis actually played
such role?

3. Please identify every specific document in the Board packet that you are relying
on in support of your conclusion that Superintendent Davis provided confidential information to
anyone and state how that document supports that conclusion.

4. What evidence, and particularly what documents in the Board packet are you
relying on to support the statement that "the DisÍrict now possesses conclusíve evidence in
Lasic's own words that he received or accessed confidentíal ínformation regarding the
ínvestígation and within hours, and sometìmes only minutes, he transmitted said con/ìdentíal
information to Green or Ricci? "

5. What documents in the Board packet are you relying on to support the statement
that"The contìdentíal informatictn included documents, reports, attorney client privileged
communications, attorney work product, and or verbal communicatíons liom meetings wilh
senior leadership personnel in charge of the Investigation that could only have been obtained
improperly from verbal communicatíons in meetings in which you were present, from documents
you possessed, and or email communications that you were included on. " Please identify: (l) the
meetings, where they took place, and all attendees; (2) the documents Superintendent Davis
"possessed", the information contained in such documents, and where that information is
contained in the Board packet; (3) the o'reports" allegedly provided to Mr. Lasic; and (4) the
evidence of attomey client privileged communications, attorney work product, or verbal
communications from meetings of senior leadership personnel in charge of the Green
Investigation.

6. What speoific documents in the Board packet are you relying on to support the
statement that there is o'substantial evidence" that Superintendent Davis provided access to said
[confidential] information?

7. The June 13 and June 21 letters state that Davis was "advised during the
Investigation to ensure that no confidential information related to the Investigation was to be
'Who
accessed by or available to Lasic because his husband was the subject of such information.o'
gave that advice? What specifically was the language of that advice? What documentation is
there to support that such advice was given?

8. Was there an investigation into leaks when the investigation was on going; and if
so, who conducted that investigation, when did it begin and when did it end, what was the result,
who authorized the investigation, who received the results, and what, if any, action was taken
based on that investigation?
 9. How did Superintendent Davis o'provide access to [confidential] information" to
Mr. Lasic?'What specifïc material in the Board's packet supports that claim?

10, What are the "documents, reports, attorney-client privileged communications,

attomey work product, andlor verbal communications ftom meetings with senior leadership
personnel in charge of the Investigation" referred to in the June 13 and June 2l letters? Where in
the Board packet are these documents or the evidence that they were provided to Dr. 6reen or
Jenny Ricci? Where in the Board packet are these reports or the evidence that they were provided
to Dr. Green or Jenny Ricci? Where in the Board packet are these e-mail communications or the
evidence that they were provided to Dr. Green or Jenny Ricci? Where in the Board packet are
these attorney-client privileged communications or the evidence that they were provided to Dr,
Green or Jenny Ricci? Where in the Board packet is WCSD attomey work product or the
evidence that any V/CSD attomey work product was provided to Dr. Green or Jenny Ricci?
IVhat ooverbal communications among Senior Leadership" are reflected in the documents in the
Board packet and which specific documents are evidence of sush confidential verbal
communications?

11. With respect to your statement that "Davis assísted Green and Riccí in their
complaints agaínst the Dístrict ín providing confidential inþrmatian, by pushing theories and or
arguments against the district, " \ryhat documents in the Board packet are you relying on in
support of that statement, where is the confidential information, what theories and/or arguments
against the District were oþushedo'by Superintendent Davis and where is the supporting
evidence?

12. liVhat evidence supports the allegation in the June 13 and June 2l letters that
"Davis changed the/ìndings oJ'the Investígation as to (]reen that was consistent with Green's
arguments in his complaints against the Distíct and bssed on ínþrmatían obtainedfrom
Green?"'Where in the Board packet is that evidence?

13. Did Kristen McNeill, who was Mr. Green's supervisor, object to the "findings of
the Investigation as to Green" or concur with them? Did she propose any different fìndings?

1,4. With respect to the statement that Superintendent Davis failed to properly
supervise David Lasic and Byron Green allegedly resulting in potential liability to the District, in
what way did she fail to properly supervise, or what incidences or occurrences are you relying on
in support of such statement and what documents are you relying on, if any, in the board packet
in support of such statement.

15. Because Kristen McNeill was treen's direct supervisor, did she also fail to
properly supervise Green and if not, why is Superintendent Davis responsible but McNeill is
not?

16. In what way did Superintendent Davis fail to "well andfaithfully dedicate all her
professional tíme and attentionfor the sole bene!ìt of the Dístrict" and what documents in the
Board packet aro you relying on in support of that statement?

2
 17. In what way dicl Superintendent Davis fail to supervise staff to onsure they are
acting in the best interests of WCSD and what documents in the Board packet are you relying on
in support of such statement?

18. In what way did Superintendent Davis fail to keep the Board fully informed, and
what documents in the Board packet are you relying on in support of such statement?

Lg. In what way and what documents in the Board packet support your statements
that Superintendent Davis:
(a) failed to act for the sole benefit of WCSD,
(b) failed to make informed decisions,
(c) conducted herself to expose the District to liability,
(d) violated Board policy 4505, 920A,57AA' 4425,
(e) failed to follow Strategic Plan Goals 5 and 5.1
20. In what way and what clocuments in the board packet support your statement that
Superintendent Davis:
(a) was dishonest,
(b) engaged in unprofessional conduct,
(c) neglected her duties,
(d) performed her job inadequately,
(e) failure to comply with Board requirements,
(Ð was guilty of gross misconduct.
21. Did the WCSD General Counsel instruct the Board President to deceive
Superintendent Davis regarding service of the June i3, Notice as Board President told
Superintendent Davis? [f so, why?

22, IVho rnade the demand that Superintendent Davis go out on leave of absence and
why?

23. Was the first or second offer of settlement from Strperintendent Davis
communioated to the Board and if not, why not?

24. Why were negotiations terminated and the second Notice issued on June 21, prior
to the June 30 deadline to attempt to resolve the dispute?