CONFIDENTIAL SE'ITLEMENT AGREEMENT AND RELEASE

This Confidential Settlement Agreement and Release ("Agreement") is made by and

be veen Plaintiff, Maria Stender (the "Plaintiff") on the one hand, and, on the other hand, the

ough of Roselle Park, and each of its respective departments, agents, servants, employees,

ted officials, volunteers, and its respective heirs, successors and assigns (the "Borough" or

" fendant,,) and the New Jersey Intergovernmental Insurance Fund ("the NJIJF") on behalf of

Borough. The Plaintiff, Borough and NJIIF are hereinafter referred to as the "Parties" and

in vidually as a 'Party". The Agreement shall be deemed entered into as of the date of signature

e last Party or Party representative to sign this Agreement.

WITNESS ETH

WHEREAS, Plaintiff filed suit against the Borough in a matter listed in the United

St tes District Court, District of New Jersey under Civil Action No. 12-6383 (KM), which set

for h factual and legal allegations against the Defendant ("the Complaint"); and

WHEREAS, the Defendant has denied all allegations asserted against it in the

C plaint; and

WHEREAS, the Parties have mutually agreed to resolve all claims that form the basis

the Complaint and wish to memorialize their settlement herein;

NOW THEREFORE, in consideration of the mutual promises and covenants made

in, the Pat1ies agree as follows:

I. Within thirty (30) days following the last to occur of (a) the NJIIF's receipt of

fu y executed copies of this Agreement and the Stipulation of Dismissal with Prejudice attached he eto as Exhibit A,; (b) delivery to the NJUF of the date of birth of the Plaintiff, her current

ad ress and complete social security number and a copy of a clear Charles Jones search, which

l be retained by Defendant and NJIIF in the strictest confidence subject to the Borough's and

N JF's obligations to comply Open Public Meetings Act, Open Public Records Act and other

icable law; and c) an executed W-9 form from Plaintiffs attorney, the NJIIF and/or the

ugh shall provide Plaintiff's attorney with payment in the total amount of sixty-five

tho sand dollars ($65,000.00), referred to herein as the "Settlement Sum". 2. The Settlement Sum shall be made via check payable to "Matthew R. Grabell,

Es ."and shall be delivered to Matthew R. Grabell, Esq ("Attorney"), at the following address:

Matthew R. Grabell, Esq Grabell & Associates, P.A. Two University Plaz.a, Suite 507 Hackensack, NJ 0760 l

3. Plaintiff acknowledges and agrees that all federal and state income taxes and/or

lties relating to the payments set forth in this Agreement are her sole responsibility. Plaintiff

e1 covenants and ag1ees that she wi11 indemnify the Defendant and the NJIIF for any taxes

or penalties sought from or assessed to Defendant and/or the NJIIF by any state or federal

go ernmental agency, including without limitation Social Security payroll taxes ("FICA"), state

an or federal disability payments, unemployment taxes, and/or state and/or federal income taxes

ari ing out of the Settlement Sum.

4. As additional, pa11ial consideration fo1 payment of the Settlement Sum, Plaintiff,

herself and on behalf of her successors, spouse, heirs, beneficiaries, estates and assigns

(in ividually and collectively referred to herein as "Releasors") do hereby fully and forever

1-el ase, remit, acquit, remise, hold harmless and discharge (the "Release"), the Borough and the

N F, as well as the their past and present officials, agents, commissioners, attorneys,

de artments, volunteers, officers and employees (for individuals, said Release runs to them in

r official and personal capacities), and all of their respective heirs, estates, successors and

gns, (hereinafter, individually nnd collectively referred to as 11Releasees11), jointly and in ividually, from any and all liabilities, claims, causes of action, charges, appeals, complaints,

000 4161.1

obr ations, costs, losses, damages, injuries, attorneys' fees and other legal responsibilities, (co ectively, referred to as "Claims"), of any form or kind whatsoever, whether vested or

con ngent, which Releasors had, have or could have asserted against Releasees from the

beg ning of time through the date of this Agreement, including without limitation any claims in

law equity, contract, tort, pubJic policy, any claims or causes of action for breach of contract,

neg gence, l'etaliation, harassment and/or discrimination based upon, among other things,

disa ility, handicap, sex, age or race, negligent or intentional infliction of emotional distress,

defi ation, any claims arising under The Civil Rights Act of 1871 as amended by 42 U.S.C.

19 3, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, as

ame ded, the Reconstmction Era Civil Rights Act, as amended, the Workers Compensation Act,

the mericans with Disabilities Act, the Age Discrimination in Employment Act of 1967, as

ame ded, the New Jersey Law Against Discrimination, the United States Constitution, the New

Constitution, Ol' any other federal, state or local statute, ordinance or law whether such

s are known or unknown, unforeseen, unanticipated, unsuspected or latent, and any claims

were raised or could have been raised prior to the date of this Agreement, whether known

own, unforeseen, unanticipated, unsuspected or latent.

5. Plaintiff, so long as she remains a full-time employee of the Borough,

ackn wJedges and agrees that she shall not and is not permitted to work more than thil1y-five

ours per week without the express, written pre-approval by the Borough's governing body.

orough promises and agrees that it shall neither require nor expect Plaintiff to work greater

hirty-five (35) hours per week without having first given Plaintiff express written pre-

6. As partial consideration for the Release provided herein, the Borough covenants

and rees that Plaintiff shall be provided with and entitled to fifty (50) hours of compensatory

000341 1.1

ti (the "Compensatory Benefit,,) to be used at the Plaintiff's discretion or on or before June

2014. To the extent Plaintiff fails to use the Compensatory Benefit by June 30, 2014, any

aining hours shall be forfeited and Plaintiff shall not be entitled to any additional

pensatory time for work performed through the date of this Agreement..

7. ReJeasors promise and agree that they will not file, re-file, appeal, initiate, or

ca se to be filed, re-filed or initiated any claim, suit, claim or other proceeding based upon,

ari ing out of, or related to any Claims subsumed within the Release; nor shall they solicit,

en ourage, participate, assist or cooperate in any Claim against any of the Releasees, whether

be re a court or administrative agency, unless required to do so by Jaw. If a Court Order or

lal ful subpoena is served on Plaintiff requiring that she testify in any matter in which Releasees

ha e an interest, she agrees to immediately notify and provide a copy of the Court Order or

su poena to all of the attorneys for Defendant in this case and to the NJilf>s counsel c/o Eric J.

eth, P.C. 55 Madison Avenue, Suite 400, Morristown New Jersey, 07960. Plaintiff shall

ide the NilIF with a copy of the Court Order or subpoena as soon as possible and reasonably

dvance of their appearance and/or compliance with the court order or subpoena. Plaintiff

es to cooperate with and assist the Borough and NJJJF in connection with any lawful efforts

uash or limit the scope of the subpoena or court order. In exchange for her cooperation, the

agrees to reimburse Plaintiff fol' any reasonable expenses incurred by Plaintiff, including

att rneys' fees, in providing such cooperation to the extent that such request for cooperation is

e in advance in writing by the NJIIF.

8. This Agreement is not an admission by any of the NJIIF or Borough and/or any of

agents, employees or representatives of any wrongdoing or liability and is being entered

solely for the purpose of economic expediency.

000 4161.1

9. Plaintiff represents and warrants that no othel' person or entity has any interest in

claims that comprise or could have been raised in the Complaint, or in any other demands,

ob gations, or causes of action referred to in this Agreement, and that they have the sole right

an exclusive authority to execute this Agreement and receive the benefits specified. Plaintiff

fu her rep1esents that she has not sold, assigned, transferred, conveyed or otherwise disposed of

an of the claims which comprise the Action, or any other demands, obligations, or causes of

ac on referred to in this Agreement. Plaintiff further acknowledges that the only consideration

fo signing this Agreement are the terms stated in this Agaeement, and that no other promise or

a eement of any kind has been made to her by any person or entity whatsoever to cause her to

si n this Agreement; that she is competent to execute this Agreement; that she has been advised

in writing and given the opportunity to consult advisors, legal or otherwise, of their own

c osing; and that she fully understands the meaning and intent of this Agreement. No change

to or modification of this Agreement shall be valid or binding unless it is in writing and signed

Plaintiff, Defendant and the NJIIF.

I 0. The Parties acknowledge and agree that as a governmental entity, the Borough

a /or the NJIIF may be obligated to disclose a copy of this Agreement to persons under the

N w Je1sey Open Public Records Act or common law. Notwithstanding the foregoing, Plaintiff,

herself and on behalf of all Releasors, and Plaintitrs Attorney agree that they shall not

close, or cause to be disclosed, the terms of this Agreement, or the fact that this Agreement

e ists, except to theit accountants and/or tax advisors, or to the extent otherwise required by law.

E ch such person who is provided information regarding the terms of this Agreement by Plaintiff

s all first be required to review this Agreement and agree to abide by the limitations on

d closure. Plaintiff and her Attorney acknowledge and agree that this confidentiality provision

an express and absolute condition of this Agreement, is bargained for consideration for this

reement and that any violation of the terms and conditions of this confidentiality provision

s all constitute a material breach of this Agreement. In the event that this Agreement is required

be disclosed pursuant to applicable law, Plaintiff and her Attorney agree that their

c mmunication with any person or the media regarding the Action shall be limited to the

s tement that the "claim was resolved to their satisfaction."

11. If any provision of this Agreement 01 the appJication thereof is held invalid, the

alidity shall not affect other provisions or applications and to this end the provisions of this

reement are declared to be severable.

12. No waiver or any breach of any term or provision of this Agreement shall be

c strued as, nor shall it be, a waiver of any other term of this Agreement. No waiver shall be

bi ding unless in writing and signed by the Party waiving the breach.

13. This Agreement shall inure to the benefit of and be binding upon the heirs,

re resentatives, successors, and assignees of each of the Pariies to it. Each of the Releasees who

not signatories to this Agreement is intended to be third-party beneficiary of this Agreement.

h such Releasee shall be entitled to enforce this Agreement and each of its terms. In the

ev nt of any breach of this Agreement, an aggrieved Pariy may move before the United States

Di trict Court, District of New Jersey to enforce the terms hereof and shall be awarded legal fees

is the prevailing party in such action.

14. This Agreement represents the entire agreement and understanding between the

ies, constitutes the complete, final and exclusive embodiment of their agreement with respect

to he subject matter hereof, and supersedes and replaces any and all prior agreements and un erstandings, both written and oral, concerning the subject matter hereof. The terms of this

eement are contractual and not mere recitals. This Agreement may not be changed or

itied, except by a writing signed by the Parties hereto.

15. This Settlement Agreement will be governed by and construed under the Jaws of

State of New Jersey and shall not be construed for or against any Party based on attribution

rafting to any Party.

16. This Settlement Agreement may be executed in counterparts, and each

co nterpart shall have the same force and effect as an original and shall constitute an effective,

ing agreement on the pa11 of each of the undersigned.

17. Plaintiff hereby covenants that if any liens exist against the Settlement Sum, she

be obligated to and shall ensure that they are paid in full, compromised or satisfied and

rel ased by her. If a lien exists which is not satisfied as required by this Agreement, and a claim

is ade by anyone to enforce that lien against the Borough or NJIIF, Plaintiff agrees that she

defend and indemnify the Borough and NnIF from and against alJ such claims. This

re esentation is intended to include all liens, past, present and future, including, but not limited

to, governmental liens, Social Security liens, child support or custody liens, attorneys' liens,

me ical provider liens, Medicare and Medicaid liens, ERISA liens, workers' compensation liens,

all tatutory or common law liens, and judgment liens. Plaintiff agrees to indemnify and hold the Bo ough and the NJIIF and all of their insurance carriers harmless in connection with any claim

ma e by reason of liens against or tax obligations associated with payment of the Settlement

Su . If a claim is hereafter made against the Borough and/or the NJIIF or their insurance

iers by anyone seeking payment of the Hens, Plaintiff will indemnify and hold the Borough

the NJIIF and their insurance carders harmless for any such liens and/or defending against

a claim, including, but not limited to, attorneys' fees, costs of suit, and interest.

18. Plaintiff represents and warrants that Plaintiff is not Medicare eligible and/or

en lled and that Medicare has not (pursuant to 42 U.S.C. 139Sy(b) and the corresponding

reg lations) made any conditional payments for medical services or items provided to Plaintiff

and arising from or relating to any cJaim, accident, occurrence, act, error, omission, bodily

inj y, disease, loss, or damages that are subject to the release herein. The Parties agree that all

sentations and warranties made herein shall survive settlement. In consideration of the

ises made by the Defendant and the NJIIF in this Agreement, including but not limited to

ettlement Sum to be paid by the NJllF pursuant to this Agreement, Plaintiff agrees that

tiff shall be responsible for satisfying any future claims for reimbursement of conditional

ents that may be asserted by Medicare, and that the Defendant and the NJilF shall have no

obi" ation to satisfy any such claims for reimbursement.

19. Plaintiff agrees to indemnify, defend and hold harmless Defendant and the NJJJF,

ding said Defendant's and the NJIW' s past, present and future officers, directors,

holders, attorneys, trustees, agents, servants, representatives, employees, subsidiaries,

ates, pa1tners, predecessors and successors in interest and assigns all other persons, firms or

cor orations with whom any of the former have been, are now, or may hereafter be affiliated,

any action, cause of action, claim, penalty, statutory fine, and attorneys fee, including, but

imited to, an action to recover or recoup Medicare benefits paid or a loss of Medicare

ben fits or for any recovery sought by Medicare, including past, present and future payments,

ben fits and/or liens, and including any such claims, actions, causes of action, enforcement

pro edings, penalties, liabilities and similar sanctions under the Medicare Secondary Payer Act.

Plai tiff further agiees to waive any and all potential future claims against Defendant and its

Ins ers including their past, present and future officers, directors, shareholders, attorneys,

es, agents, servants, representatives, employees, subsidiaries, affiliates, partners,

cessors and successors in interest and assigns and all other persons> firms or corporations

whom any of the former have been, are now, or may hereafter be affiliated, under the

0003 61.l

icare Secondary Payer ("MSP,') Act, 42 U.S.C. 1385y (including any and all amendments

to) and its accompanying fed~ral regulations at CFR 411. I et. seq., including 42 CFR 41 .46 and 42 CFR 411.47. It is the Patties' intention and purpose under this paragraph to

pro ide for the full protection and indemnification of Defendant and the NJIIF, including their

pas present and futme officers, directors, shareholders, attorneys, trustees, agents, servants,

sentatives, employees, subsidiaries, affiliates, partners, predecessors and successors in

est and assigns, from and against any claims, actions enfo.-cement proceedings, penalties,

, liabilities and other sanctions under the requirements, regulations and provisions of the

Act and its accompanying regulations.

The Plaintiff agrees that if she is ~quired to set aside or repay any po1tion or all of this

ement to reasonably consider Medicare's interest under Federal Law, Plaintiff shall be solely

res onsible for setting aside or repaying such monies from his own funds.

Plaintiff and/or her estate agree to investigate and assume any responsibility and/or

lia 'lity to pay any current Medicare liens that may be related to the injury in question. Fut1hel', Pia ntiff and/or her estate agree to pay any future Medicare liens that may arise that are

det rmined to be related to the injury that is the subject of the Complaint. 20. Each Party represents that it has had the opportunity to consult with an attorney,

has carefully read and understands the scope and effect of the provisions of this Agreement,

signs this Agreement of its own free will. No Party to the Agreement has relied upon any

rep esentations 01 statements made by any other Party hel'eto which are not specifically set forth

in is Agreement. The Pa11ies each understand how this Agreement will affect their legal rights

voluntarily enter into this Agreement with such knowledge and unde1standing.

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21. Thi5 Settlement Agteement is executed voluntarily and Without W))'.;. d\J.ressj ~reion or unctu~ -l~flu~nce on, the .p~ ot beli~lf o.f the Parties hereto, with the":ft)i(infent of ; I

easing all clai~s asserl~in th~"Clatm::TnePanies ac~owledge that: (a) They have read tnis;A:gr~ement; ! -l

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(b) They have been represented iri~~c p~p~atJo~;-negotiotiori, and execution of this ement by legal counsel of their own choice ot that the)i-~ii\iQ :volWitarHy declined to seek

(c) They understand the terms and consequences of;tb.tsAgreement and of the es it contains;

(d) They are fully aware of the legal and binding effecfof 1his A~erilent.

IN WITNESS WHEREOF, the Parties have executed this ,J\greemcnt on the respective

d

PlalntitfMal-if{Stendet

Grabell & Associates, P.A.

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000 161.1

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0003 161.1

Defendant Borough of Roselle Park

New Jersey Intergovernmental Insurance Fund

By: Eric