Académique Documents
Professionnel Documents
Culture Documents
$120,000.00 (this is a gross amount, standard payroll taxes will be withheld reducing the
net amount of this check) payable to Lauren Roberts and a second in the amount of
$80,000.00 payable to Daniel J. Canon and David N. Ward, her counsel. Plaintiff shall
be exclusively liable and responsible for the payment of all income tax, federal and state,
and all other tax obligations on the Settlement Payment, if any. Each party shall bear
her/its own attorney's fees and costs. In the event that any taxing authority fmds that any
of the parties hereto are liable for any tax obligations with regard to the Settlement
Payment, Plaintiff will defend, indemnify and hold harmless that party from tax
payments, assessments, penalties, or interest arising from same:.
2.
Acknowledgement of Full Payment; Waiver of Re-employment: Plaintiff
acknowledges that Defendant has paid all sums owed to her including, but not limited to,
all. salary, bonu.ses, commissions, overtime, business expenses, allowances, vacation pay,
holiday pay, sick pay, and other benefits and perquisites as a result of her employment
with Defendant and/or her separation from that employment, and further acknowledges
that the Settlement Payment is in addition to any payment, benefit, or other thing of value
to which she would be entitled under any policy, plan or procedure of Defendant or any
agreement between Plaintiff and Defendant.
Plaintiff also expressly waives any right or claim that she may have or may assert to
employment or reinstatement to employment, or to payment for salary, back pay, front
pay, interest, bonuses, damages, accrued vacation, accrued sick leave, accrued personal
days, medical, dental, optical or hospitalization benefits, pension plan contributions, thrift
savings plan contributions or benefits, education benefits, life insurance benefits,
overtime, compensatory time, outplacement, severance pay, attorneys' fees,
disbursements and/or costs. Plaintiff agrees never to apply for employment with
Defendant.
3.
Release: Plaintiff hereby waives,' releases, discharges and covenants not to sue
Defendant or its insurers or reinsurers; or their successors and assigns, their p~ent
companies, affiliates, subsidiaries or related companies; their current or former partners,
shareholders and employees, their agents, officers, attorneys, managers, board members,
drrectors and all others acting in concert with them (Defendant and such other entities and
persons being referred to herein as the "Released Parties") with respect to any matters
that were, or mig~t have bee~ alleged in the Proposed Lawsuit.
Further, for the purpose of implementing a full and complete release and discharge of the
Released Parties, Plaintiff expressly ack.rlowledges that this Agreement is also intended to
include in its effect, without limitation, a waiver and release by Plaintiff of the Released
Parties, and Plaintiff .does hereby waive and release the Released Parties, with regard to
all claims she may have had against the Released Parties, from the beginning of time until
lier execution of this Agreement, including, but not limited to, claims in connection with
or arising from her employment with, or separation from, Defendant, whether or not
currently known to her or suspected to exist at the time of execution hereof, and that this
Agreement contemplates the extinguishment of any such claim or claims.
This general release specifically includes, but is not limited to, a waiver and release by
Plaintiff of the Released Parties. for all claims arising from the beginning of time up to
and including the effective date of this Agreement for any alleged violation by the
Released Parties of any federal, state, or local statutes, ordinances, or common laws,
including but not limited to Title VII of the Civil Rights Act of 1964, 42 U. S. C.
2000e et seq., the Equal Pay Act of 1963, 29 U.S.C. 206, as amended, the
Americans with Disabilities Act, 42 U.S.C. 12101, et seq., the Family Medical Leave
Act, 29 U.S. C. 2600 et seq., KRS Chapter 342, KRS Chapter 216B,the Kentucky Civil
Rights Act, KRS Chapter 344, Kentucky's Wage and Hour Law, KRS Chapter 337,. and
for any claims under any other federal, state, or local statute, common law, acts, rules,
ordinance, regulations or other laws and any other claim of discrinrination by reason of
race, sex, national origin, handicap, religion or age, and any claims for breach of contract~
and any claims in tort or in equity, and arty claim for wrongful discharge and any claims
for any bonus, wage or salary payments, any claims under the Employee Retirement
Income Security Act, and any claims against any of the Released Parties for work-related
injury or illness (whether physical in nature or manifested by psychological or emotional
stress), fraud, conspiracy, breach of employment contract, interference with employment
contract, interference with business relationship, wrongful discharge in violation of
public policy, breach of the implied covenant of good faith and fair dealing, unjust
enrichment, infliction (negligent or intentional) of emotional distress or any other claim
arising out of Plaintiff's employment with, or separation of employmen~ from, Defendant
or the other Released Parties.
It is the intent of the parties to give the broadest release and discharge possibleunder the
law, and the provisions of this Agreement should be interpreted so as to give effect to
such intent.
4.
No Reemployment/Resignation: Plaintiff represents that her employment with
Defendant has terminated, and she further agrees to relinquish and hereby does relinquish
any and all rights to reemployment with Defendant. Plaintiff further agrees that she will
not seek, accept or otherwise pursue any future employment with Defendant. If Plaintiff
makes such an application for employment, Defendant may reject such application
without ca~se or liability. Defendant will rescind Plaintiffs termination and Plaintiff will
be considered to have resigned effective August 23, 2012. This Agreement shall serve as
Plaintiffs resignation request. The termination letter dated August 23, 2012 and sent by
Defendant to Plaintiff will be removed from Plaintiff's personnel file~
5.
No Other Claims or Lawsuits: Plaintiff represents that there are no claims
pending with any local, state or federal agency or court, nor any charges, lawsuits,
grievances, arbitrations, or requests for investigation seeking damages on her behalf
against the Released Parties, and that if any such agency or court assumes jurisdiction of
any such proceeding, Plaintiff shall give up her right to money damages in connection
with any such proceeding, and if awarded such damages, will assign to Defendant her
right and interest to s~ch damages to the extent permitted by law.
6.
Consultation with Counsel: Plaintiff expressly acknowledges that Defendant has
advised Plaintiff to consult with an attorney, should Plaintiff desire to seek legal advice
before executing this Agreer.oent. Plaintiff expressly acknowledges tr...at Plaintiff has
consulted with her attorneys, Daniel J. Canon and David N. Ward, before executing this
Agreement. As evidenced by Plaintiffs signature below, Plaintiff has had sufficient time
to read and review this document and to seek legal advice, and now freely and
voluntarily, without coercion, enters into this Agreement, understanding the significance
and consequences of its terms.
7.
Waiver of 42 U.S.C. 1983 and Exercise of Arbitrary and Capricious Power
Claims. Plaintiff expressly acknowledges and agrees that, by entering into this
Agreement, she is waiving any and all rights or claims that she may have arising under 42
U.S.C. 1983 and for the exercise of arbitrary and capricious power, which have arisen
on or before the date of execution of this Agreement. Plaintiff further expressly
acknowledges and agrees that:
a.
In return for this Agreement, she will receive compensation beyond that
which she was already entitled to receive before entering into this Agreement;
b.
She was orally advised by Defendant and is hereby advised in writing by
this Agreement to consult with her attorneys, Daniel J. Canon and David N. Ward, before
signing this Agreement;
c.
She was given a copy of this Agreement on August 19th, 2013, and was
informed that she had 21 days within which to consider the Agreement; and has agreed to
waive said 21-daypeiiod at the advice of her attorneys, Daniel J. Canon and David N.
Ward;
d.
She was informed that she has seven (7) days following the date of
execution of the Agreement in which to revoke the Agreement and that the effective date
of this Agreement for the obligations ofParagraph 1 become binding only after that
effective date.
8.
Revocation Period: Following the date of execution of this Agreement, Plaintiff
shall have seven (7) days in which to revoke the Agreement. Plaintiff must state in
writing the intention to do so and must deliver that writing on or before that seventh (7th)
day following .her execution of the Agreement to: C. Tyson Gorman, Wyatt, Tarrant &
Combs, LLP, 500 West Jefferson Street, Suite 2800, Louisville, Kentucky 40202-2898,
and may be delivered (i) by hand delivery or (ii) by overnight courier or (iii) by certified
mail, return receipt requested, or (iv) via facsimile transmission to 502-589-0309. Should
Plaintiff not exercise her right to revoke this Agreement within seven (7) days after the
date of execution, this Agreement shall be held in full force and effect and each party
shall be obligated to comply with its requirements henceforth and forever.
9.
Injunctive Relief: The parties agree and acknowledge that violation of the terms
of this Agreement shall entitle the non-breaching party to injunctive relief in the United
States District Court for the Western District of Kentucky.
. this Agreeraent in reliance on any such promise, representation or warranty not contained
herein.
16..
Inurement: This Agreement shall be binding upo~ and shall inure to the benefit
of the heirs, administrators, executors, representatives, successors and assigns of each of
the parties. Further, it is also understood that the rights of Defendant under this
Agreement shall inure to the benefit of any and all of its parent companies, sister
companies, agencies, subsidiaries and affiliated corporations, and their respective
successors, assigns, representatives, agents, officers, directors, attorneys, and employees.
17.
Preparation of Agreement: Counsel for each of the parties have participated in
the preparation and/or review of this Agreement and have negotiated it. Therefore, this
Agreement shall not be construed against any party on the ground of that party's
participation in the preparation of this Agreement.
18.
Severability: If any provision of this Agreement is held to be void, voidable,
unlawful, or unenforceable, the remaining portions of this Agreement will remain in full
force and effect.
19.
Subheadings: The subheadings preceding the paragraphs of this Agreement are
for convenience only and shall not be considered in any interpretatio~ construction or
application of this Agreement.
20.
Execution: Each of the undersigned agrees and represents that he or she has read
this Agreement from beginning to end and fully understands all of it, and has executed it
on the date indicated below on behalf of the respective parties. All signatories to this
Agreement attest that they have any and all authority necessary to enter into the
Agreement on behalf of themselves and any party they represent.
21.
Choice of Law: The parties agree that Kentucky law will apply to any dispute or
claim arising out of or relating to this Agreement.
22. . PLEASE READ TillS CONFIDENTIAL SETTLEMENT AGREEMENT AND
RELEASE OF ALL CLAIMS COMPLETELY AND CAREFULLY BEFORE YOU
SIGN IT, AS IT. INCLUDES A RELEASE OF ALL KNOWN AND UNKNOWN
CLAIMS THAT YOU HAVE AGAINST THE RELEASED PARTIES.
DATE
Lauren Roberts
COMMONWEALTH OF KENTUCKY )
)
COUNTY OF JEFFERSON .
)
:SS
60523550.2
8/30/2013 5:08pm
IJ(t';{
~day
5~~'c~'{
of-Attgnst