FOR IMMEDIATE RELEASE May 18, 2018 Joint Statement by the University of Louisville and former Athletic Director Thomas M. Jurich Successful Resolution to the Dispute Agreed to by all Parties LOUISVILLE, KY ~ Today the University of Louisville and its former Director of Athiotics, Thomas M. Jurich, announced that @ complete, mutual, and amicable resolution has been reached in the dispute arising from Mr. Jurich’s retirement from the University in October 2017, The resolution was agreed to by all parties. The specifics are set forth in detail in a formal Settlement Agreement and General Mutual Release, which is being made available to the public Concurrently with the release of this statement. The Board of Trustees of the University of Louisville and the Board of Directors of the University of Louisville Athletics Association, Inc. have confirmed that the parties concluded their relationship by mutual agreement, without cause, and acknowledge Mr. Jurich’s 20 years of devoted and loyal service. “Everyone is pleased that this matter has been successfully resolved,” said UofL Board of Trustees Chairman, J. David Grissom. “All parties can move forward to begin the next chapter.” “I have spent the better part of my career working with a dedicated team of athletes, coaches, and staff to elevate the University of Louisville's Athletic Department and | am proud of what we accomplished which is well documented,” said Jurich This agreement resolves all outstanding issues between the parties.stead cr yen jannsonT aimee ud rer ean the ae a yori reel wt robert senna Fiiga) 1 are a pen rats gor 0 ffi eet Seeee with Colt irks ims “sire psi ow a once pros a _ jaarETTLEMENT AGREEME} ID GENERAL MUTUAL, iE This Settlement Agreement and General Mutual Release (‘AGREEMENT’) is entered into by and between Thomas M. Jurich (‘Jurich"), the University of Louisville (the “University’), the University of Louisville Athletic Association, Inc. ("‘ULAA"), and the University of Louisville Foundation, Inc. (the “Foundation” (together with the University and ULAA, the “UL Parties") Jurich and the UL Parties are collectively referred to as the “Parties.” RECITALS A. WHEREAS, Jurich, the University, and ULAA entered into an Employment Contract dated October 1, 2007 (the “ULIULAA Contract"); 8. WHEREAS, Jurich and the Foundation entered into an Employment Agreement dated October 1, 2007 (the “Foundation Contract"); C. WHEREAS, Jurich contends thal the UL/ULAA Contract and the Foundation Contract were subsequently amended through a series of letters and memoranda of understanding between Jurich and one or more of the UL Parties (collectively, the “Contract Amendments’), and the UL Parties contend the Contract Amendments are not enforceable; 0. WHEREAS, on October 18, 2017, the University’s Board of Trustees voted to terminate the ULIULAA Contract “for cause,” and on October 20, 2017, the University sent Jurich a letter of termination (collectively, these actions are referred to as the “Retirement” E. WHEREAS, following the Retirement, Jurich communicated to the UL Parties that he was considering filing a lawsuit to assert wrongful termination, tort, and duo process claims against the UL Parties related to his Retirement, among other issues, unless a mutually acceptable agreement could be reached; and the UL Parties communicated to Jurich that, in the event that Jurich filed a lawsuit, they were considering asserting claims against Jurich related to his compensation and employment, among other issues (collectively, the *Dispute’); F. WHEREAS, Jurich contends that the University did not have evidence of “wiliful misconduct” as required by the UL/ULAA Contract to terminate the ULULAA Contract “for cause,” denies the UL Parties’ claims, and denies that he is subject to any liability; and the UL Parties deny the validity of the Contract Amendments, deny Jurich’s claims, and deny that they are subject to any liability; G. WHEREAS, Jurich and representatives of the UL Parties agree to enter into a settlement without litigation, subject to appropriate approval by the respective governing boards of the UL Parties; H. WHEREAS, the Foundation has evaluated Jurich’s representations regarding services that he provided on behalf of the Foundation and determined that a good faith dispute exists concerning the performance of such services and the reasonableness of the compensation he received for such services, and because a good faith dispute exists concerning such services and such compensation, the parties recognize that this compromise, resolving the controversy and concluding this action without litigation,satisfies any potential obligation required of the Foundation, including its tax exemption obligations; |. WHEREAS, the Parties believe that settlement of the Dispute is preferable to litigation and in the best interests of all Parties, without any Party admitting or concading the truth or legal sufficiency of any other Party's claims or defenses; the Parties therefcre desire to resolve the Dispute by mutually agreeing to sever the UL Parties’ relationship with Jurich under the terms of this AGREEMENT. NOW THEREFORE, in order to resolve the Dispute, in consideration of the mutual covenants and promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the Parties, the Parties agree to be legally bound by the following terms and conditions, which constitute full settlement of any and all disputes between them: 4. Reeitals: The Parties acknowledge that the "WHEREAS" clauses preceding Paragraph 1 are Incorporated herein as material provisions in this AGREEMENT. 2, Definitions: Throughout this AGREEMENT, the term the “UL Parties” shall include the following: (A) The University of Louisville, the Board of Trustees of the University of Louisville, and any subsidiary, affiiated entity, related entity, operating entity, or division of the University of Louisville; (B) The University of Louisville Athletic Association, Inc., the Board of Directors of the University of Louisville Athletic Association, Inc., and any subsidiary, affiliated enlity, related entity, operating entity. or division of the University of Louisville Alhletic Association, Inc.; (©) The University of Louisville Foundation, Ine., the Board of Directors of the University of Louisville Foundation, Inc., and any subsidiary, affiliated entity, related entity, operating entity, or division of the University of Louisville Foundation, inc.; (©) Any current or former officer, director, trustee, agent, employee, or insurer of any entity encompassed by subparagraphs (A).(C), whether in his or her individual capacity or in his or her capacity as an officer, director, trustee, agent, employee, or insurer of any entity encompassed by subparagraphs (A}(C). Settlement Sum: As consideration for Jurich’s signing and delivering this (AGREEMENT. and to compensate for Jurich’s legal expenses inourred as a result of the Retirement and the Dispute, and subject to the prior approval of each of the respective governing boards of the UL Parties, the UL Parties agree to pay to Jurich within ten (10) days affer the Effective Date (2s defined below) the sum of four million, five hundred thousand dollars ($4,500,000.00) ("Settlement Sum’), in one check made payable to Jurich and Frost Brown Todd, LLC, for which an IRS Form 1099 will be issued. In Addition, the University agrees that Jurich’s University personnel file shall (i) reflect that his employment with the University ended, “without cause,” as a result of his resignation, effective October 18, 2017; (ji) include all evaluations of his performance by ULAA: (ii) include the joint public statement issued by the Parties pursuant to Paragraph 20 of 2this AGREEMENT; and (iv) exclude the letter of termination dated October 20, 2017 from the University to Jurich. Jurich agrees and acknowledges that he shall be responsible for paying any individual tax liabilities and obligations owed by him to Federal, State or local taxing authorities that arise as a result of the payment of the Settlement Sum and other consideration listed above, The “Effective Date" is defined as the eighth day after Jurich has signed and delivered an original executed AGREEMENT, in accordance with Paragraph 24 of this AGREEMENT. Consideration and Vested Benefits: Each Party hereby acknowledges the sufficiency ‘of the consideration of this AGREEMENT and all paragraphs contained herein In addition to the Settlement Sum and unrelated to the Dispute, the University and the Foundation acknowledge that they owe Jurich certain employment benefits already accrued to and fully vested in Jurich prior to his Retirement. Nothing in this AGREEMENT alters the obligations of the UL Parties related to such vested righis and benefits. Specifically, the UL Parties agree that they will not interfere with any such vested rights or benefits, and will ensure that they are fully and dutifully provided to Jurich as set forth below: (A) Jurich is fully vested in and entitled to remaining benefits under the DCPA Deferred Compensation Plan for Key Employees of the University of Louisville and the University of Louisville Foundation (the “Key Employee Plan’) in the outstanding approximate amount of not less than $911,000 as of March 31, 2017, the total amount (including outstanding principal and all accruad interest, if any) of which shell be paid to Jurich (separate and in addition to the Settlement Sum) in one check made payable to Jurich within thirty (30) days after the Effective Date of the AGREEMENT (the “Date of Payment’); (8) Jurich is fully vested in and entitled to annual annuity payments in the amount of $220,000 each July 26 from 2018 through 2025, with a value of $1,760,000 in total, and the UL Parties agree that Jurich’s annuity benefit shall be fully paid to Jurich accordingly; (C) Jurich and his spouse will be provided with medical coverage under the University’s group health plan until they become eligible for Medicare, for which an IRS form 1099 will be issued each applicable tax year. Jurich and his spouse will be entitled to participate in other benefits available to eligible retired employees of the University and their spouses on the same terms as other University retirees; and (0) _Jurich andlor his family members to be determined by Jurich shall receive seat licenses for eight club level tickets and two priority parking passes for University of Louisville football and men’s basketball home games for twenty (20) years, for which an IRS form 1089 will be issued each applicable tax year to Jurich or to his assignee,Jurich’s Release of Claims Against UL Parties: In exchange for, and in consideration Gf the payments, benefits, and other commitments described herein, effective upon receipt by Jurich of the Settlement Sum, Jurich, for himself and for each of his heirs, executors, administrators, and assigns, hereby fully releases, acquits, anc forever discharges the UL Parties (as defined in Paragraph 2 of this AGREEMENT) and each of their predecessors, successors, assigns, officers, directors, trustees, partners, employees, attorneys and agents, past and present, of and from any and all claims, liabliies, causes of action, damages, costs, attorneys’ fees, expenses, severance payments, and compensation whatsoever, of whatever kind or nature, in law, equity or Stherwise, whether known or unknown, that Jurich may now have, or has ever had. relating directly or indirectly to the UL/ULAA Contract, the Foundation Contract, the ‘Contract Amendments, the Retirement, or the Dispute. Jurich, for himself and for each of his heirs, executors, administrators, and assigns, also hereby specifically waives and releases all claims he may have against any of the UL Parlies (as defined in Paragraph 2 of this AGREEMENT) that arose prior to the Effective Date of this AGREEMENT, including but not limited to, any and all claims arising under federal, state, or local law or regulation, or any legal, equitable, or other claim whether arising out of any tor, contract (express or implied), public policy, wrongful discharge, of any other claim whatsoever, whether known or unknown, foreseen or unforeseen. Jurich verifies that he has not and ‘will not initiate any further legal action against the UL. Parties related to any claims that arose prior to the Effective Date of this AGREEMENT related to his relationship with any of the UL Parties (as defined in Paragraph 2 of this AGREEMENT). This AGREEMENT shall not apply to rights or claims that may arise after the Effective Date of this AGREEMENT. Nothing in this Paragraph 5 or this AGREEMENT is intended to limit or restrict any rights Jurich may have to enforce this AGREEMENT, or any other right that cannot, by express and unequivocal terms of law, be limited, waived, or extinguished. ‘The Reloase in this AGREEMENT shall not apply to Jurich’s compensation and benefits hich were eamed and vested prior io October 10, 2017, including specifically all vested rights enumerated in Paragraph 4. ‘The UL Parties’ Release of Claims Against _Jurich: In exchange for, and in ‘consideration of the release in Paragraph 5, effective upon execution of the AGREEMENT by the UL Parties, the UL Parties (as defined in Paragraph 2 of this |AGREEMENT) hereby fully release, acquit, and forever discharge Jurich from any and all claims, liabilities, causes of action, damages, costs, attomeys’ fees, expenses. and any monetary payments or other obligations whatsoever, of whatever kind or nature, in faw. equity or otherwise, whether known or unknown, that the UL Parlies may now have, Grhave ever had, relating directly or indirectly to the UL/ULAA Contract, the Foundation Contract, the Contract Amendments, the Retirement, or the Dispute. The foregoing release by the UL Parties also shall be deemed to apply to any and all claims against ‘Jurieh’s attorneys and agents, past and present, for any of thelr acts or omissions taken ‘on Jurich’s behalf relating directly to the UL/ULAA Contract, the Foundation Contract, the Contract Amendments, the Retirement, and the Dispute. The UL Parties (as defined in Paragraph 2 of this AGREEMENT), for themselves and for each of their predecessors, successors and assigns, officers, diractors, trustees, partners, employees, attorneys and agents, past and present, also hereby specifically waive and release all claims they may have against Jurich that arose prior to the Effective Date of this AGREEMENT, including but rot limited to, any and all claims arising under federal, state, or local law or 410. 14 12. 13, regulation, or any legal, equitable, or other claim whether arising out of any tort, contract (express or implied), public policy, breach of fiduciary duty, claims for excess Compensation, or any other claim whatsoever, whether known or unknown, foreseen or unforeseen. The UL Parties (as defined in Paragraph 2 of this AGREEMENT) verify that they have not and will not initiate any further legal action against Jurich related to any claims that erose prior to the Effective Dale of this AGREEMENT related to their relationship with Jurich Affirmations: Except as otherwise provided in this AGREEMENT, Jurich represents and affirms that he has been paid for andlor received all leave (paid or unpaid), compensation, wages, bonuses, commissions, and/or benefits to which he may be entitled and that no other leave (paid or unpaid), compensation, wages, bonuses, commissions, and/or benefits are due him, except the Settlement Sum and the other consideration as provided for in this AGREEMENT. Return of UL Parties’ Property: To the extent that Jurich possesses any of the UL Parties’ non-public documents in any form, including but not limited to electronically stored documents, Jurich agrees as of the Effective Date of this AGREEMENT not to disclose, publish, distribute, produce, or otherwise disseminate any such non-public document currently in his possession. No Assignment: The Parties represent and warrant that no person other than the signatories hereto had or has any interest in the matters referred to in this AGREEMENT, that the Parties have the sole right and exclusive authority to execute this AGREEMENT, and that the Parties have not sold, assigned, transferred, conveyed, or otherwise disposed of any claim, demand or legal right that is the subject of this AGREEMENT. Governing Law and Jurisdiction: This AGREEMENT shall be governed and construed in accordance with the laws of the Commonwealth of Kentucky without regard to its Conflict of laws provision. in the event Jurich or the UL Parties breach any provision of this AGREEMENT, any Party may institute an action seeking to specifically enforce any term or terms of this AGREEMENT. Conditions: The Parties agree that any Party found to have breached any provision or obligation under this AGREEMENT by a court of competent jurisdiction shall be responsible to pay all actual damages (including, but not limited to, litigation costs, expenses, and reasonable attorneys’ fees) incurred as a result of any such breach and any such litigation concerning the breach. No Admission of Liability: The Parties agree that neither this AGREEMENT nor the furnishing of the consideration for this AGREEMENT shall be deemed or construed at any time for any purpose as an admission by the UL Parties or Jurich of any liability or unlawful conduct of any kind. The Parties enter into this AGREEMENT to avoid the expenses and uncertainty associated with litigation. Headings: The headings of the provisions herein are intended for convenient reference only, and the same shall not be, nor be deemed to be, interpretative of the contents of such provision.14, 15. 16. Mi 18, 19. 20. Modification of Agreement: This AGREEMENT may not be amended, revoked, changed, or modified in any way, except in writing executed by all Parties and approved by the respective boards of the UL Parties. No waiver of any provision of this AGREEMENT will be valid unless it is in writing and duly signed and approved by the Party against whom such waiver is charged. Interpretation: The language of all parts of this AGREEMENT shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the Parties, This AGREEMENT has been negotiated by and between attorneys for the Parties and shall not be construed against any Party as the “drafter” of the AGREEMENT. Severability: The Parties explicitly acknowledge and agree that the provisions of this ‘AGREEMENT are both reasonable and enforceable. However, if any fortion or provision of this AGREEMENT (Including, without implication or limitation, any portion or provision of any section of this AGREEMENT) is determined to be illegal, invalid, or Unenforceable by any court of competent jurisdiction and cannot be modified te be legal, valid, or enforceable, the remainder of this AGREEMENT shall not be affected by such determination and shall be valid and enforceable to the fullest extent permitted by law, ‘and said illegal, invalid, or unenforceable portion or provision shall be deemed not to be ‘a part of this AGREEMENT. inding Nature of ment: This AGREEMENT shall be binding upon each of the Parties and upon their respective heirs, administrators, representatives, executors, successors, and assigns, and shall inure to the benefit of each Party and to their respective heirs, administrators, executors, successors, and assigns. Entire Agreement: This AGREEMENT sets forth the entire AGREEMENT between the Parties hereto, fully supersedes any prior obligation of the UL Parties to Jurich, and fully ‘supersedes any prior obligation of Jurich to the UL Parties. The Parties acknowledge that they have not relied on any representativis, promises, or agreements of any kind made to them in connection with their respective decision(s) to accept this AGREEMENT, except for those set forth in this AGREEMENT. Selective E1 ment: The Parties agree that the failure of any Party to enforce or ‘exercise any right, condition, term, or provision of this AGREEMENT shall not be construed as or deemed a relinquishment or waiver thereof, and the same shell continue in full force and effect. Non-Disparagement and Joint Statement: The Parlies agree that they will not provide any information, issue statements, or take any action, directly or indirectly, that would cause the other (including its current or former officers, directors, trustees, agents, ‘or employees, whether in their individual capacity or in their capacity as an officer, director, trustee, agent, or employee), embarrassment, humiliation, or otherwise cause or conttibute to the other being held in disrepute. The following shall be bound by this paragraph of the AGREEMENT: (A) Thomas M. Jurich and all of his agents, actors, attorneys, and representatives; (B) Counsel of record for the Parties, (©) The University President and Vice Presidents in office on the date of this AGREEMENT;24 (0) Members of the Office of the University Counsel in office on the date of this AGREEMENT; {E) Members of the Board of Trustees of the University of Louisville in office on the date of this AGREEMENT; (F) Members of the Board of Directors of the University of Louisville Athletic Association, Inc. in office on the date of this AGREEMENT: (G)__ Members of the Board of Directors of the University of Louisville Foundation in office on the date of this AGREEMENT; (H) Human Resources officers of the UL Parties in office on the date of this AGREEMENT; and (1) The University Vice President for Intercollegiate Athletics/Director of Athletics in office on the date of this AGREEMENT. Except as set forth herein, the individuals identified in this Paragraph 20 shall make no public statements (whether written or oral) at any time concerning this AGREEMENT, this AGREEMENT's terms, or concerning any discussions, documents, or negotiations that led to the execution of this AGREEMENT. Nor shall any of the individuals identified in this Paragraph 20 cause anyone else to make any such public statement. The Parties will jointly issue @ public statement concerning this AGREEMENT in the form of the statement attached hereto as Exhibit 1 Comptiance wi ler Workers’ Benefit Protecti :_Jurich understands that the releases set forth in this AGREEMENT include a release of any claims he may have against the UL Parties (as defined in Paragraph 2 of this AGREEMENT), up to the date this AGREEMENT is executed, under the Age Discrimination in Employment Act (‘ADEA’), as amended by the Older Workers Benefit Protection Act (OWBPA"). Jurich understands and acknowledges that: ()____The UL Parties provided him, at his option, twenty-one (21) days from the date this AGREEMENT was first presented to him to consider the AGREEMENT; i) Jurich has carefully read and fully understands all of the terms and provisions of the AGREEMENT; (iii), Jurich understands that the ADEA Is a federal statute that prohibits discrimination on the basis of age in employment, benefits, and benefit plans; (iv) __ Jurich understands that, through this AGREEMENT, he waives, releases, and forever gives up any and all claims that he may have against the UL Parties under the ADEA that may have existed on or prior to the date upon which he executed the AGREEMENT; (v)___Jurich knowingly and voluntarily agrees to all of the terms and provisions of this AGREEMENT; (vl) Jurich knowingly and voluntarily intends to be legally bound by all of the terms and provisions of the AGREEMENT; (vil) Jurich has been advised to consult with his attomey(s) or an attorney of his choice in writing before executing the AGREEMENT;23. 24. (vil) Jurich is receiving consideration for his waiver of any and all claims under the ADEA that is in addition to anything of value to which he is already indisputably entitled: (i) _ Jurich has a period of seven (7) days following his execution of this AGREEMENT to revoke the AGREEMENT ("Revocation Period”) by delivering a letter of revocation to the UL Parties, c/o counsel of record as identified in Paragraph 23 of this AGREEMENT, no later than 5 p.m. on the seventh (7) day after oxecuting this AGREEMENT; and (x) Jurich has been advised in writing that this AGREEMENT shall not become effective and that no consideration shall be due to him until the Revocation Period has expired. Tax Consequences: Jurich understands and agrees that UL Parties may report the payment of the Settlement Sum set forth in Paragraph 3 of this AGREEMENT to federal State, and/or local taxing authorities, as they deem appropriate. Jurich shall be responsible for satisfying any individual tax liabilities or obligations owed by him to such taxing authorities as a result of his receipt of the Settlement Sum Notice Requirements: Each notice (“Notice”) provided for under this AGREEMENT, must comply with the requirements as set forth in this paragraph. Each Notice shall be in writing and sent by facsimile or depositing it with a nationally recognized overnight courier service that obtains receipts (such as Federal Express or UPS Next Day Air), ‘addressed to the appropriate Party (and marked to a particular individual's attention, if 0 indicated) as hereinafter provided. Each Notice shall be effective at the time of facsimile receipt or two business days after being deposited with a nationally recognized ‘overnight courier services. Any Party shall have the right from time to time to change the address or individual's attention to which notices to it shall be sent by giving to the other Party at least ten (10) days prior Notice thereof. The Parties’ addresses for providing Notices hereunder shall be as follows: University of Louisville clo Donna King Perry, Esq Dinsmore & Shoh! LLP 101 South Fifth Street, Suite 2500 Louisville, Kentucky 40202 Telephone: (502) 581-8000 ‘Thomas M. Jurich clo Sheryl G. Snyder, Esq. Frost Brown Todd LLC 400 W. Market St., 32 Fl. Louisville, Kentucky 40202 Telephone: (502) 589-5400 ‘Authority: The Parties hereby represent and warrant that they are authorized, individually and through their undersigned representatives, to execute the (AGREEMENT; provided, however that the terms of this AGREEMENT are subject to 8approval by the governing boards of the UL Parties. The UL Parties agree to provide Notice to Jurich within ten (10) days after the Effective Date in the event any UL Party does not obtain approval from its governing board for the execution of and compliance with the AGREEMENT. If one or more of the UL Parties fails to obtain approval from its governing board, within ten (10) days after the Effective Date, to execute and fully comply with this AGREEMENT, the AGREEMENT, including but not limited to all Provisions, releases, clauses, commitments and obligations contained in it, shall automatically become null and void in its entirety. [SIGNATURES TO FOLLOW ON NEXT PAGE] [SUBJECT TO APPROPRIATE APPROVAL OF GOVERNING BOARDS OF THE UL PARTIES]ACCEPTED AND AGREED: By: THOMAS M. JURICH Date By: THE UNIVERSITY OF LOUISVILLE Date J. David Grissom, Chair of Board of Trustees By THE UNIVERSITY OF LOUISVILLE ATHLETIC Date ASSOCIATION, INC. Chair of Board of Directors By: THE UNIVERSITY OF LOUISVILLE Dale FOUNDATION, INC. Keith Sherman, Executive Director 10