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CONTRACT 4142 Settlement AgreementSETTLEMENT AGREEMEN'r AND GENERAL RELEASE This SET"I'I.LMF.Nf AGREEVIEN'r AND GENERAL, RELEASE (hereinafter referred to as the "'Agreement ") is made and entered into by and among the City of El Segundo (hereinafter collectively referred to as "the City ") and Stacy Lurie (hereinafter also re(erred to as "Lurie "), for the following purposes and with reference to the following facts (the City and Lurie are also referred to as the "parties "): I. BACKGROUND The purpose of this Agreement is to settle and compromise any and all possihle present and future disputes and controversies existing or which in the future may exist between the City and Lurie related to Lurie's employment relationship with the City and/or arising from any other facts or causes existing on or prior to the effective date of this Agreement, whether known or unknown, including but not limited to those described herein. NOW THEREFORE, the parties make this Settlement Agreement and General Release as follows: II. DISPOSITION OF CLAIMS A. This Agreement shall not in any way be construed as an admission by City or Lurie of any unlawful or wrongful acts or other liability whatsoever against each other or against any other person. The City and Lurie specifically disclaim any liability to, or wrongful acts against each other or against any other person on the part of themselves, any related person or any related predecessor corporation or its or their agents, representatives or successors in interest and assigns. B. Lurie represents that she has not filed any lawsuits, complaints, claims, applications or charges against the City or any related persons or corporations or against any of its past or present officers, directors, governing body, employees, agents, predecessors, attorneys, division, affiliates, representatives, successors in interest and assigns and all persons acting by, through, under, or in concert with any of them, with any state or federal court, administrative or quasi- administrative body, or local, state or federal agency, based on any events occurring on or before the date of execution of this Agreement. 286393.1 EL140 -028 4142•...' C. Lurie specifically agrees that she shall not in the future file, participate in (absent service of a valid subpoena), instigate or encourage the filing by herself or any other person/entity of any lawsuits, complaints or charges or any other proceeding in any state or federal court or before any local, state or federal agency, administrative tribunal, quasi - administrative tribunal or person, claiming that the City has violated any local, state or federal laws, statutes, ordinances or regulations or claiming that the City has engaged in any tortious other state, or other federal based misconduct of any kind, with respect to Lurie's employment with the City, including but not limited to Lurie's termination from employment with the City or the complaints or investigations pursued by the City during the last six months of Lurie's employment with the City. Further, Lurie agrees that, immediately upon executing this Agreement, she will withdraw in writing and cause to be dismissed with prejudice in its entirety, any and all lawsuits, complaints, charges or claims against the City regardless of whether they are specifically referred to herein. (If Lurie is one of multiple parties to any such matters, she will dismiss herself as provided for herein.) D. The parties do hereby and forever release and discharge each and every other party, and any past and /or present parent, subsidiary and /or affiliated entities or persons, as well as all direct or indirect successors, officers, officials, directors, heirs, predecessors, assigns, agents, insurers, employees, attorneys and representatives, and each of them, past and present, from any and all causes of action, actions, judgments, liens, indebtedness, damages, losses, claims, liabilities, and demands of whatsoever kind or character, known or unknown, suspected to exist or not suspected to exist, anticipated or not anticipated, whether or not heretofore brought before any state or federal court or before any state or federal agency or other governmental entity, and from all claims arising from or related or attributable to Laurie's employment with the City, including but not limited to Lurie's termination from employment with the City or the complaints or investigations pursued by the City during the last six months of Lurie's employment with the City. 'Phis release and discharge includes, but is not limited to, any and all claims or potential claims Lurie has or may have of discrimination, retaliation, harassment, violation of any statutory or constitutional rights, violation of any employer policies or procedures and all claims for attorneys' fees and costs relating thereto. 286393.1 EL140 -028 4142•. This release by Lurie includes a release of any and all claims which they have brought or could bring under the California Fair Employment and Mousing Act, Title VII of the Civil Rights Act, and any other state or federal statute prohibiting discrimination, harassment and/or retaliation in employment, as well as any other employment related claims or alleged torts. E. The parties understand and expressly agree that this Agreement shall bind and benefit his, her or its spouse, children, heirs, agents, attorneys, representatives and assigns. F. For the purpose of implementing a full and complete release and discharge between the parties to this Agreement, the parties agree and acknowledge that this Agreement is intended to include in its effect, without limitation, all claims which the parties do not know of or expect to exist in his, her or its favor at the time of the execution hereof as to the matters resolved herein and that each party agrees and acknowledges that this Agreement contemplates the extinguishment of any such claim, or claims. In this connection, the parties expressly waive and relinquish all rights and benefits afforded by section 1542 of the Civil Code of California and do so understand and acknowledge the significance and consequences of such specific waiver of said provisions of law, Section 1542 of the Civil Code states as follows: GENERAL RELEASE; EXTENT. A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. III. PFRFORIVIANCE OF ACTS A. The parties agree that when City's counsel of record (Liebert Cassidy Whitmore) receives the original of this Agreement executed by Lurie, the City and Lurie will perform the following acts: 1. Lurie shall submit a written resignation to Director of Human Resources, 286393.1 EL140 -028 4142 • , ,4 formalizing her resignation from the position of Human Resources Specialist, which was effective October 10, 2008. 2. Lurie shall neither seek nor accept future employment in any capacity with the City of El Segundo. 3. Lurie shall not make application or claim for workers compensation benefits regarding or related to her separation from employment. Notwithstanding the foregoing, and notwithstanding the release language contained in Section 11, paragraphs C and U, Lurie does not by this Agreement release any claim Lurie may have against the City relating to an unrelated neck and back injury Lurie presently suffers and has suffered for a number of years. 4. Lurie agrees and acknowledges that her decision to resign and her actual submission of the written resignation is a voluntary act, that she was not coerced into rendering such decision and /or taking such action, and that she has had ample opportunity to consult with legal counsel or other representative of her choice prior to deciding to resign and to submit the written resignation. In this regard, Lurie shall not seek to set the resignation aside, shalt not seek to withdraw it, and shall not contest the validity of said resignation in any manner, or in any civil, administrative or quasi- administrative forum. 5. In consideration for performance by Lurie of the acts and agreements described herein, the City shall not later than ten (10) calendar days after execution of' this Agreement deliver to Lurie by means of first class mail to Lurie's last -known mailing address, one or more City- issued bank draft in the amount of $150,000. G. As part of this Agreement, Lurie agrees to indemnify and hold harmless, the City against any claim by either the California Franchise Tax Board or the Internal Revenue Service for Lurie's income and other taxes payable as a result of the consideration being paid by the City pursuant to this Agreement. It is understood that the extent df Lurie's obligation would be to pay all sums dire to either agency as income tax and his portion of social security taxes related to this Agreement, plus any applicable penalty and /or interest relating to failure to timely pay the tax. It is the intention of all parties to this Agreement that the payments made to Lurie are proper and in accordance with all laws as said payments are made as consideration for execution of a release, and are not wage payments. However, should there 286393.1 EL140 -028 4142- . .. be a different determination by either the California Franchise Tax Board or the Internal Revenue Service, Lurie will be obligated based on the terms of this paragraph. 7. Except as provided for in paragraph 9 below, inquiries from prospective employers performing background investigations shalt only be responded to with information of the dates of Lurie's employment, her job title and her salary at the time of separation, unless the inquiry meets other requirements described herein for more detailed disclosures, including a release of liability executed by Lurie and written direction or authorization that the additional material be provided. A written copy of the City's intended response to inquiries from prospective employers is attached hereto as Exhibit A to this Agreement. 8. Neither the City, employees of, Lurie, nor any of their attorneys or representatives, or any other management or party under their control, shall cause to be published or publish, whether written or verbal, any statement or information regarding the separation of Lurie from employment or the circumstances related thereto, except to the extent that the City is required by law to make applicable public records, if any, available to party requesting them, or as ordered by a Court of competent jurisdiction. 9. Except as described in paragraph 7 above, any and all information contained within Lurie's personnel file(s) shall only be divulged in the following circumstances: a. Pursuant to subpoena or other process served in the course of administrative, civil or criminal proceedings; (the City shall have no duty to quash or otherwise oppose any such discovery demand). b. During defense by the City of any proceedings or claims brought by Lurie (whether administrative, quasi - administrative, civil or criminal) to which the City or Lurie are parties or real parties in interest, regardless of whether the bringing of said proceedings violates this Agreement. In the course of any such defense or prosecution, there shall be no prohibition upon use by the City of the content of the general personnel file and /or other files as a defense to the proceedings) and /or in opposition to Lurie's participation, and /or to impeach or otherwise counter her testimony, and no discovery procedures shall be required as a condition precedent to such use by the City. 286393.1 EL 140 -028 4, 14` . 10. If Lurie breaches or challenges the validity of this Agreement, this Agreement, at the discretion of the City, may be declared by the City to be null and void. Luric waives assertion of any defense to implantation of this paragraph 10, whether based on a claim of statute of limitations or pursuant to any other basis. 11. The City shall not contest application by Lurie for unemployment benefits. IV. FURTHER PROVISIONS A. Each party shall bear its/her own costs, expenses and attorneys' fees incurred in the connection with the matters resulting in this Agreement, or in connection with any other claims made or investigated by either party against the other, in any forum (civil, criminal, administrative or quasi - administrative), and each of the parties hereto expressly waives any claim for recovery of any such costs, expenses or attorneys' fees from the other party. Attorneys for all parties to this Agreement do likewise expressly waive any claim for recovery of costs, expenses and/or attomey's fees from the other par-ty(ies). B. Each party hereto agrees to do all things and execute and deliver all instruments and documents necessary to execute, fulfill and affect the provisions of this Agreement and to protect the respective rights of the parties to this Agreement. C. No waiver by any party of any breach of any term or provision of this Agreement shall be construed to be, nor be, a waiver of any preceding, concurrent or succeeding breach of the same, or any other term or provision hereof. No waiver shall be binding unless in writing and signed by the party to be charged or held bound. D. Each party hereto represents and agrees that she or it has carefully read and fully understands all of the provisions of this Agreement, and that she or it is voluntarily, without any duress or undue influence on the part of or on behalf of any party, entering into this Agreement. D. This Agreement contains all of the terms and conditions agreed upon by the parties hereto regarding the subject matter of this Agreement. Any prior agreements, promises, negotiations, or representations, either oral or written, relating to the subject matter of this Agreement, not expressly set forth in this Agreement, are of no force or effect. E. The date of the last- signature placed hereon shall hereinafter be known as the 286393,1 EL140 -028 4142• 4 "date of execution" of this Agreement. F. Each party acknowledges that he, she or it has carefully read this Agreement and has been advised fully of the legal and binding effect of its terms. Each party acknowledges that the only promises made to induce him, her or it to sign this Agreement are those stated herein. Having been fully advised and informed, each party voluntarily enters into this Agreement and the waiver of rights covered by this Agreement. G. This Agreement has been jointly negotiated and the language approved by the parties. The language in this Agreement shall be construed as a whole according to its fair meaning and not strictly for or against any of the parties. PLEASE READ CAREFULLY. THIS SETTLEMENT AGREEMENT AND GENERAL RELEASE INCLUDES A RELEASE OF ALL KNOWN AND UNKNOWN CLAIMS. IN WITNESS WIIEREOF, the parties hereto have executed the Settlement Agreement and General Release. Dated: �1 l " 9' i .Dated: APPROVED AS `1'O FORM AND CONTENT Dated: November (0, 2008 286393.1 EL140 -028 lee —_ Stacy Lurie John O. Wayt, Cif anager For the City of F.,1 Segundo TISDALE & NICHOLSON 41i+2•, , Kevin D. Hughes, Esq. LIEBERT CASSIDY WHITMORE Dated: November Z�, 2008 By: — — —' e anic 286393.1 EL 140 -028 4142 . EXHIBIT "A" Stacy Lurie was employed by the City of El Segundo from April 24, 1999 to October 10. 2008 as a Human Resources Specialist. At the time of Ms. I.urie's separation from employment with the City, Ms. Luric's salary was $69,538.56. 286393.1 EL 140 -028