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CONFIDENTIAL SETTLEMENT AGREEMENT AND RELEASE Cynthia Herald, MD. (*Dr. Herald") and the Slate of New Mexico Generel. Services Department, Risk Management Division, nd the Board of Regens of the University of New Mexico, @ body corporate ofthe State of New Mexico, for ite and its public operations including the Board of | Directors of the University of New Mexico Healt Selences Cente, the Univecsity of New Mexico ‘Health Seiences Center and it components the University of New Mexico Hospital and Univesity oF "New Mexico School of Medicine (*BORUNM”)agre: 1 _RECrTALS, A. Dr. Horald alleges she received injuries, including emotional distress, she aay ‘were caused when BORUNM violated the New Mexico Whistleblower Protection Ast by reiting against her for telling other employees or her supervisors that she was sexually aseaulted by a co-worker (tie “Cecucrence”). ‘Dr. Herald filed a Complaint on the Oscurrnce, captioned Herald v. BORUNM, ‘No. D-202-CV-201 1.06915 (the “Lawsui’, B. Dr. Herald and BORUNM desire to make a fll and final resolution of the ‘Laweuit including any and all issues that could be mised by Dr. Herald in a lawsuit without any ‘dmission by the partes with repect to ay such issues, “3. CONSIDERATION FOR AGREEMENT AND RELEASE. In consideration for De. Herald's execution ofthis Settlement Agreement and Release (“Agreement”) and agreement to dismiss the Lawsuit with prejudice after execution ofthis Agreement, the parties agree ar follows: ‘A. Within twenty 20) days ofthe effective date ofthis Agreement, Dr. Heald shall, receive the total sum of $800,000.00 (the “Settlement Proceeds”) in fll sotlement of the Lawait the Teceipt and sutniciency of which is hereby acknowledged. No porton of the ‘Settlement Proceed represents wages; rather, the entirety ofthe Settlement Proceeds represents he oosls associated with the ciruption continued Titigation may have on BORUNM’s operations. The Setlement Proceed will be ‘made payable ina check t "Curtis & Lucero and Cynthia Herald.” 1B. Dr- Herald egrees that she will be solely responsible for any and all txes owing. by reason of receipt ofthe Setlement Proceeds and that she shall indemnify end hold Releasos (es defined in Paragraph 6) harmless of end from any and all claims, losses, damages, suit, etions, Judgments, taxes, interest, penalties, costs, loss, liability, liens ot expense, including reasonable attomey’s fees and costs, Which may arise out of any claim made by the Infernal Revenue Service, Medicaid, Medicare or any applicable state taxing authority, or any ober person, agaist Releases with respect tothe paris’ agreement nt to withhold taxes or issue a 1099 form, C. De Herald hereby waives and relinquishes any and all clams which were or ould have been brought agninst Releases in any lawsuit as se forth in Paragraph 6 ofthis Agreement. 1D. Dr: Herald hereby expressly arose and covenants that se will be financially responsible for any exiting of future mesial lien ot fons of any type relating to any of her medical expenses or treatment recsived as a result of the Occunence in exchange forthe Setlement Proceeds Dr. Herald affirms thet there is no Medicaid lien of any Kind related to the medical expenses or tucatinent that she received as a rest ofthe Ocearence E. Dr. Herald agrees to keep the terms ofthis Agreement confidential, as pemited by lw, specifically NMSA Section 15-79 (the "Statute, and in aecordance with Paragraph 7 ofthis Agreement 3. NOADMISSION. This Agreement does nt consttate and wil not be constued 4s an admission by Relesoes, a5 defined in Paragraph 6, of any unlawful, improper or wrongful conduct Releases specifically disclaim any unlawful, improper, or wrongful conduct whatsoever with regard to the Occurrence, on the part of themselves, any elected or appointed official, attorneys, officers, ‘employees, agents, predecessors, successor, or assign. De, Herald further understands that Releases, by agresing to this Agreement, do not adit aay lability of any kind and that bility has at all ines been denied, and that te setlement evidenoed by {his Agreement isa compromise to avold the expenses of tipation and to terminate ll controvesy and claims against Releasces of any nature, known of unknown, including farther developments Heteof in any way growing out of or connected with the Occurence othe Lawsuit, 4. AGREEMENT NOT TO PURSUE CLAIMS IN ANY FORUM. Dr. Hera arose ‘hat upon receipt ofthe consideration for this Agreement, she wil dismiss the Lawuit with prejudice ‘and will not permit anyone on her behalf to fl, initate, prosecute or otherwise pursue or asst in pursuing any claim or use of action against Releaces in any adminisetive, judicial or othe fran in secocdance with Paragraph 6 ofthis Agreement, except for enforcement of his Agreement. 5. AGREEMENT AND RELEASE UNDERSTOOD. Dr. Herald represents thats has ‘thoroughly read this Agreement, hes te capacity fo understand and doss understand al fits provisions and is voluntarily entering into this Agreement. Dr, Herald represents tht she has been given 0 less than twenty-one (21) days to consider this Agreement prior to execution hereof, and has ben adrised to consult an atiomey of her choice ands in fact so consulted porto entering into this Agreemest. Dr. Herald represents that she has relied on her own atforeys’ advice on the legal nd income tax consequences ofthis Agreement. Dr. Herald represent tha, in executing tis Agreement, she hs hat relied on any inducements, promises, or representations made by the Releases or thir agents oF counsel, other than those se forth in this Agreement. 6. GUNERAL RELEASE. Dr. Hera on behalf of herself, her heirs, family meabers, eculrs, administrators, personal representative, agents, attorneys, olatives, sheesrors, and eign’ CReleasors”) fully release, acquit, and forever discharge BORUNM, iis administrators, personal ‘epresenatves, agents, successors, assigns, afilates, incorporated or unincorporated, past and preset, lected or appointed directors, ofa, offices, agents, employees (past, preset, acta ostensible, and borrowed), contractors, atomeys, servants, aries, partnerships or professional associations, Slate of [New Mexico General Services Department, Risk Management Division and each of them (colestvely “Releasees”) of and from any and all claims, ations, suits, causes of action, charges, grievances, obligations, rights, demands, des, damages, cot, loses, labile or accountings of watever mete, ‘whether or not known, suspected or claimed, arising ut of o in any way elated to, and inching but not limited to any and al las which were asserted or which could possibly have been aseted agains Releases in any lawsuit arising out of the Ocourene,svhether known or unknown, and regardless of the legal theory upon which such claim could have been based, ‘This Release constitutes a release by Releasorsofsny and all claims or causes of action of any nature or description which Releasors may have arising out ofthe Occurrence, The Releacors expressly agree that they will not heresfter institute, commence, prosecute or otherwise pursue any proceting, ‘ction, complaint, claim, charge or grievance against any of the other Releasoes, in any administrative, Judit or other forum whatsoever, with respect tothe Occurrence or the Lawsuit This release ince, Without limitation, any claims which were or could have been brought under federal and tate civil rights law, federal and stale constitutional la, federal and slate statutory oF common law, enor pusuant to UNM policy, provedue, contact, or colletive bargaining. agreement. This ease Specifically includes all claims based in tor, contac, o any federal, state, or loedl law, sabi, or regulation, including any federal, state, or local anti-discrimination of other law, such as the United Sates Constitution; the Civil Rights Act of 1964, Tite VIL, 42 U.S.C. §§ 2000 ea. as amended the Civil Rights Act of 1991; the Americans with Disabilities Act, 42 USC. § 12101 ef seq the Family 2 and Medical Leave Act, 29 USC. § 2601 ef seq; the Age Discrimination in Employment Act, 29 USC. § 621 et seq the Fax Labor Standards Act 29 U.S.C. § 201 et sq. a8 amended the Eqn! Pay Act 29 US. § 206(a); the New Mexico Human Rights Act; the New Mexico Whisteslower Protection Act; claims fr addtional compensation or benefits or for reinstatement to employment arising out of UNM’s or the University of New Mexico Hospital's Policies and Procedures; and all other anti-dscrimination, ant-retaliaon, and other lawe and the constitution of the State of New Mexico. ‘As a farther consideration and inducement for this compromise setlement, Releasrs sere to indemnify, defend, and to hold Relessees harmless from any and all past, present and future clam, demands, causes of action, in law oF in equity, whether known or unknown, which may heeaer be rade or brought by Relasors or any other person or entiy, claiming damages, reimbursement, reinstatement, subrogation, indemnity, or contribution which might be filed or claimed a ¢resutof, oF in ay way arising out of the aforesaid alleged injuries or damages, in any way arising dvi or indrety from the Oceurrence. Releaors shall indemnify Releasees for any and all judgments, avards, setlements, costs, attorney's fers, or expenses, of whelever nature incurred ifthe aclions desibed above are not sucessfully defended by Releasrs and counsel of their choosing. It the intent of Dr ‘eral to completely and fll terminate eny exposure or linbilty on the pat of Relesecs, 7. © COVENANT OF CONFIDENTIALITY. As further consideration fir thie ‘Agreemeat, Dr Herald and BORUNM agree and acknowledge the dels, terms, conditions and exount ‘of the settlement shall be kept stretly and completely confidential and shall not be diselosed to third parties, incloding but not limited to any reprezentaive of the media, orto any member of the public, ‘ui one hundred and eighty (180) days after the Intst date allowed bythe Satte. Because sone of the date referenced in the Statto oro not now known, Dr Heald and BORUNM ot et oe est make @ yritten request addressed tthe Office of University Counsel prior to any disclosure of the Aetis, terms, conditions aad amount of the autlement to determine tht the dues inthe Saute contolling.the disclosure have run and disclosure is allowed. ‘The parties agree and stipulate tnt any aurmuthrized disclosure, a outlined herein, may damage and adversely affext Dr, Herald andlor BORUNIM, ind may subject Dr. Herald and BORUNM to criminal penalties under the Statute nd civil * Mabiiy. Dy Herald and BORUNM further agre and stipulate ha this confidentiality provision sin ll “spect, proper, and reasonable under the circumstances vou Notwithstanding the confidentiality required by this provision, Dr. Herald and BORUNM may Aiscloe the fact and terms ofthe setiement to legal and tex advisors, so long a all such individls gre to maintain the confidentiality ofthe settlement terms in accordance with this Paagraph. THis provision shall not prohibit the parties from disclosing the terms of this Agreement pursuant to an oder ‘of court of competent jurisdiction, or ata result of eompulsory process. 8. _INEEGRATION. This Agresment contains the entre agresment between the patie, thoie agents and represenalives. All ofthe tems of this Agreement are contractual and are not mere recital 9. SAVINGS. If any provision ofthis Agreement is deemed tobe void or unenforceable, the partes agree that he remaining provisions ofthis Agreement shall be valid and enforceable. 10, BINDING EFFECT. This Agreement is binding on, and the benefit inure to the pirties hereto and their sacessors and assigns. This Agreement ie speciiclly enforceable ands governed by the laws ofthe state of New Mexico, Tt may be mosified only in wating signed by all of the partes, 1 WARRANTY OF CAPACITY TO EXECUTE AGREEMENT. The undenigned represents and warrants tat she es the capacity and Sole right and exclusive authori to exeose this ‘Agreement and to receive the sums specified ini, and that she bas not sold, sstgned,transerced, conveyed, or otherwise disposed of any claims, demands obligations, or causes of action reerelt in this Agreement. 12, RIGHT OF REVOCATION, If Relesor executes this Agreement, she may eve this ‘waiver of potetial claims une the Age Discrimination in Employment Act within seven (7) calsnder days after executing this Agreement by delivering to Kevin Gick, Associate University Counsel, Office of University Counsel, MSCO5 3440, 1 Universiy of New Mexico, Albuquecgue, NM 87131-2001, notice in welting of such revocation’ Relewor acknowledges and agrees thet, if she revokes her scoeptance in whole or in par, she isnot entitled in whole or in pat to say of te items apred to consideration for this Agreement. Cynthia Hera stare oF DQICMIGHY) is ‘COUNTY OF We) “hie nsteumsdt war acknowledged before me on thie day of. MUSA oti Hevald, MD. ‘eo Pa : My Commission Expires: _ 4190.4 rong econ sates IBNTS OF THE UNIVERSITY OF NEW MEXICO: Dated: ie Id, dal% Interim President “The University of New Mexico Reviewed and approved as to fom by Kevin. Giek, Big

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