EFTA00804054.pdf

SETTLEMENT AGREEMENT AND RELEASE [CONFIDENTIAL AS TO AMOUNT ONLY] THIS SETTLEMENT AGREEMENT AND RELEASE ("Agreement") is entered into as of this 29 day of November, 2018 (the "Effective Date"), by and between Bradley.). Edwards ("Edwards") and Jeffrey Epstein ("Epstein"). Each of Edwards and Epstein is sometimes hereinafter referred to as a "Party", and both of them together are sometimes hereinafter referred to as the "Parties". WHEREAS, Edwards is the counter-plaintiff and Epstein is the counter-defendant in connection with a counterclaim Edwards asserted against Epstein to address injuries arising out of and directly connected with his trade and business of engaging in the practice of law (the "Counterclaim") and which Counterclaim is now pending before the Honorable Donald W. Hafele of The Fifteenth Judicial Circuit Court in and kr Paint Beach County, Florida (the "Court") in a case captioned, a/ icy Epstein it Scott Rothman, individually, Bradley]. Edwards, individual/y; and M„ individually, under Case No. 502009CA040800XXXXMBAG (the "Iawsuit"); and WHEREAS, Edwards was engaged in the practice of law representing clients, (EW, EM, and Jane Doc) againstJeffrey Epstein when Epstein filed the lawsuit, making allegations that Edwards was engaging in tortious conduct while in his law practice; WHEREAS. the Parties desire to settle the Counterclaim as provided in this Agreement; NOW, THEREFORE, in consideration of the ibregoing premises and the mutual agreements, promises and other provisions contained herein, the Parties, intending to be bound, hereby agree as follows: 1 EFTA00804054  1. The Parties agree to settle the Counterclaim, upon, subject to and in accordance with the provisions of this Agreement. 2. On January 7, 2019, by wire transfer to the Searcy Denney Trust Account, Epstein shall make payment the sum of Seven Million Dollars (US. 87,000,000.00) (the "Settlement Payment"). Edwards reserves the right to direct Epstein to make all or any portion of the settlement proceeds as directed by Brad Edwards, and Epstein agrees to follow such stated direction(s) so long as his liability under the terms of this Agreement is not materially altered. 3. Both Edwards and Epstein acknowledge and agree the Settlement Payment by Epstein represents the recovery by Edwards, in whole or only in part, of all damage, cost, including attorney fees and related costs for which Edwards has had to make a substantial economic outlay, and incur expense, in order to preserve and maintain Edwards's professional and personal reputation as a skilled and experienced trial lawyer and highly ethical professional in that business practice. 4. Epstein desires to voluntarily make a sincere public apology to Edwards. 'therefore, Epstein either personally or through a designated representative, will read the public apology in open court on Tuesday, December 4, 2018, in the courtroom of Judge Donald !tick, in conjunction with the announcement of the settlement. The Parties agree that Epstein will not, and will direct his attorneys not to, say anything in response to a media request for comment specifically relating to such open court apology or in an unsolicited media statement regarding said open court apology to in any way retract such open court apology. Epstein's public apology is attached as &Mit A. Subsequent to the apology being read in open Court, either party may, at any time, release or publicize the public apology. 2 EFTA00804055  5. The Parties agree that all claims that are, were, or could have been asserted by the Panics against each other in connection with the Counterclaim, the lawsuit, and any and all matters, events, occurrences, facts, and circumstances alleged or that could have been alleged in the lawsuit or the Counterclaim by either Party against the other shall be released and extinguished, except for claims to enfbrce the provisions of this Agreement. 6. (a) Edwards, for and on behalf of himselfand his spouse and other family members, successors, assigns, heirs, executors, administrators, and personal representatives (collectively, the "Edwards Releasors"), hereby fully and irrevocably releases Epstein, and each of Epstein's successors, assigns, heirs, executors, administrators, personal representatives and attorneys, excluding Fowler White Burnett, P.A. (collectively, the "Epstein Relcasees"), of and from any and all manner of claims, demands, rights, liabilities, losses, obligations, duties, damages, debts, expenses, interest, penalties, sanctions, fees, attorneys' fees, costs, actions, potential actions, causes of action, suits, agreements. judgments, decrees, matters, issues and controversies of any kind, nature or description whatsoever, whether known or unknown, disclosed or undisclosed, accrued or unaccrucd, apparent or not apparent, foreseen or unforeseen, matured or not matured, suspected or unsuspected, liquidated or not liquidated, fixed or contingent, whether direct, derivative, individual, representative, legal, equitable, or of any type, or in any other capacity, whether based on state, local, foreign, federal, statutory, regulatory, common, or other law, that any Edwards Releasors ever had, now has or can, shall or may have against any of the Epstein Relcasees for, upon or by reason of any matter, cause, or thing whatsoever in any way relating to, involving, referring to, arising out of, or based upon, directly or indirectly, any actions, transactions, occurrences, statements, representations, misrepresentations, omissions, 3 EFTA00804056 allegations, facts, practices, events, claims or any other matters or things whatsoever, or any series thereof, existing or occurring from the beginning of time through and including the date hereof (hereinafter referred to as "FAlwards Claim?), including, without limitation, all Edwards Claims that were or could have been asserted in the Counterclaim or the Lawsuit. Nothing herein shall release Epstein from his obligations under this Agreement. (b) Epstein, for and on behalf of himself and other family members, successors, assigns, heirs, executors, administrators, and personal representatives (collectively, the "Epstein Releasors"), hereby fully and irrevocably releases Edwards, and each of FAlwanls's successors, assigns, heirs, executors, administrators, law linn(s) in which Edwards was or is associated, excluding Rothstein Rosenteldt Adler, P.A., personal representatives and attorneys (collectively, the "Edwards Releasees"), of and from any and all manner of claims, demands, rights, liabilities, losses, obligations, duties, damages, debts, expenses, interest, penalties, sanctions, fees, attorneys fees, costs, actions, potential actions, causes of action, suits, agreements, judgments, decrees, matters, issues and controversies of any kind, nature or description whatsoever, whether known or unknown, disclosed or undisclosed, accrued or unaccnicd. apparent or not apparent, foreseen or unforeseen, matured or not matured, suspected or unsuspected, liquidated or not liquidated, fixed or contingent, whether direct, derivative, individual, representative, legal, equitable, or of any type, or in any other capacity, whether based on state, local, foreign, federal, statutory, regulatory, common, or other law, that any Epstein Releasors ever had, now has, or can, shall or may have against any Edwards Releasees for, upon or by reason of any matter, cause, or thing whatsoever in any way relating to, involving, referring to, arising out of, or based upon, directly or indirectly, any actions, transactions, occurrences, statements, representations, 4 EFTA00804057 misrepresentations, omissions, allegations, facts, practices, events, claims or any other matters or things whatsoever, or any series dwreof, existing or occurring from the beginning of time through and including the date hereof (hereinafter referred to as "Epstein 'Claims", and together with all Edwards Claims, the "Claims"), including without limitation all Epstein Claims that were or could have been asserted in die Counterclaim or the Iawsuit. Nothing herein shall release Edwards from his obligations under this Agreement. Additionally. to the extent Epstein brings actions against Fowler White or any other entity related in any way to the lawsuit or Counterclaim, he hereby releases Edwards Parties from all liabilities, including but not limited to any fees, sanctions, or judgments. 7. From and after die date hereof, the Edwards Releasers hereby expressly covenant to the Epstein Releasees, and the Epstein Releasers hereby expressly covenant to die Edwards Releasees, not to sue or initiate, prosecute, participate in or otherwise pursue any claim or cause of action against the Epstein Releasees or the Edwards Releasees, as the case may be, arising out of, relating to or connected with any action, matter or thing as to which a release has been granted pursuant to Section G(a) or 6(b) of this Agreement. Neither this paragraph, nor any aspect of this agreement, prohibits Edwards front prosecuting any claims in his capacity as legal counsel. 8. The Parties agree, promptly after die execution of this Agreement, announcement of the settlement and Public Apr)logy, and payment of the Settlement Payment, to dismiss with prejudice die Counterclaim. All claims and causes of action in the Lawsuit shall be dismissed with prejudice as to each Party and with each Party to bear his own attorneys' fees and costs, and to execute and deliver to each other and file with the Court any and all such documents as arc reasonably necessary to effectuate such dismissal with die 5 EFTA00804058 Court. Each of the Panics further agrees to execute and deliver such further documents and take such further action as any of the Parties may reasonably request to effectuate the purposes of this Agreement. 9. By entering into this Agreement, the Parties do not intend to make, nor shall they be deemed to have made, any admission of liability of any kind whatsoever. 'Me Parties agree that they arc entering into this Agreement for the purpose of settling the Counterclaim and to avoid further expense. 10. The Panics agree that the Settlement Amount of this Agreement is strictly confidential. Any filing of this Agreement required or desired to be made with any court shall he filed under seal with the Settlement Amount redacted from any public docket or record of such filing. The Settlement Amount shall be redacted from each and every disclosure of this Agreement to any person who is not a Party, and no Party may disclose to or discuss with any third party the Settlement Amount in this Agreement without the prior, written consent of the other Party; provided, however, that a Pany may disclose the Settlement Amount (a) to the Court presiding over the Counterclaim if such disclosure is required by die Court, provided that any such disclosure to which the public shall have access shall be redacted and under seal as provided above; (b) to such Party's employees. accountants and attorneys who require the same for the purpose of performing their employment duties or providing professional services to such Party', and to Fowler White Burnett, P.A., and its attorneys and insurers or re-insurers; (c) to such Party's insurers or re- insurers; (d) as required by any law, regulation, or rule of a court or government agency; (e) in response to a duly authorized subpoena or court order; or (0 to the internal revenue •Including, without limitation, for tax return reporting and compliance purposes. 6 EFTA00804059 service or any governmental agency for tax return reporting and compliance purposes. Before disclosing the Settlement Amount under provisos (b) or (c) above, the Party making the disclosure shall inform the receiving person of the terms of this confidentiality provision, and shall take reasonable measures to ensure that the recipient agrees not to violate the provisions hereof. At least live business days prior to disclosing the Settlement Amount under provisos (d) or (e) above, to the extent permissible by law, regulation, rule of a court, court order or government agency, the Party making or asked to make the disclosure shall inform the other Party of the proposed disclosure or request for information, and shall, at the request of the other Party and at the cost of such requesting Party, file any disclosure or response to the request for information about the Settlement Amount pursuant to a motion or other formal request that the information be maintained in confidence and/or held under scat. 11. Each Party acknowledges and agrees that irreparable injury to the other Party hereto could occur in the event any of the provisions of this Agreement were not performed in accordance with its specific tennis or were othenvise breached, and that such injury may not be adequately compensable in monetary damages. It is accordingly agreed that die Party who may be adversely affected by such nornperformarice or breach, or any threat of such non-performance or breach by the other Party, shall be entitled to seek specific enforcement of, and injunctive relief to prevent any violation or threatened violation of, the tenns hereof and the other Party will not take any action, directly or indirectly, in opposition to the Party seeking relief on the grounds that any other remedy or relief is available at law or in equity, and each Party hereto further agrees to waive any requirement for the security or posting of any bond in connection with such remedy. 7 EFTA00804060  12. Me Parties agree that the prior drafting history of this Agreement shall not be used to construe any tern of this Agreement. This Agreement has been negotiated by each Party and such Party's attorneys, and the language hereof will not be construed for or at;tint any Party as the principal drafter of this Agreement. 13. Each Party expressly represents and warrants that he has full mental and legal capacity and authority to settle and compromise his disputes with the other Party, to grant any and all releases by such Party contemplated under this Agreement, and to enter into and to perform his obligations under this Agreement; no other person or entity has inherited, acquired, or has been assigned, or will in the future inherit, acquire, or have any right to assert, against any of the Epstein Released Parties or the Edwards Released Panics, as the case may be, any portion of the Claims released in this Agreement; and he is the lawful owner of such Claims so released by him under this Agreement. The Panics are specifically relying on the representations and warranties contained in this Section 13. Such representations and wan-anties shall survive the execution of this Agreement. 14. Each Party agrees that this Agreement shall he binding upon the heirs, successors, and assµns of each Party. 15. Each Party represents and agrees that such Party: (i) has fully reviewed this Agreement and has had the opportunity to seek advice by independent counsel of his choosing with respect to the same; (ii) Ink understands die terns of Otis Agreement and has entered into this Agreement voluntarily without any coercion or duress on the part of any person or entity; and (iii) was given adequate time to consider all implications of this Agreement prior to entering into it. EFTA00804061  16. This Agreement constitutes the entire agreement between the Panics regarding the matters contained therein. Each Party acknowledges That such Party has not executed this Agreement in reliance on any representation, inducement, promise, agreement, or warranty that is not contained in this Agreement. 17. This Agreement may be executed in counterparts, each of which shall be deemed an original, but both of which together shall constitute one and the same instrument. Signatures of this Agreement transmitted by fax and by email of p(lf signatures shall have the same effect as original signatures. 18. This Agreement may not be amended or modified except by a written instrument executed by both Parties. Any waiver of any provision hereof must be in writing and signed by the Party to be charged with such waiver. 19. Any statements, communications or notices ("Notices") to be provided pursuant to this Agreement shall be in writing and sent by hand delivery or by reputable overnight courier to the attention of the Panics indicated below, until such time as a Party liwtvanis Notice of any change of address to the other Party: (a) For Edwards: Bradley J. Edwards, Esq. 42.5 N. Andrews Avenue, Suite 2 Ft. Lauderdale, FL 33301 With a courtesy copy by email to: Jack Scuola, Esq. isx4searolaw.coin and ininccannOsearevlaw.com 9 EFTA00804062  (b) For Epstein: Jeffrey Epstein 6100 Red Hook Quarter, 133 St. Thomas, USVI 00802 With a courtesy copy by email to: Darren K. Indyke, Esq. 20. If any action is initiated by any Party to enforce the provisions of this Agreement, then the prevailing Party shall be entitled to recover from the non-prevailing Party all of the prevailing Party's reasonable costs, fees (including, without limitation, reasonable attorney's fees), disbursements and expenses incurred in connection with such enforcement action. 21. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to agreements entered into entirely within the State of Florida without regard to die principles of Florida law regarding conflicts of laws. 22. Each Party irrevocably and unconditionally submits to the jurisdiction of any state or federal court sitting in Palm Beach County, Florida over any proceeding arising out of or relating to this Agreement. Each Party agrees that service of any process, summons, notice or document in die manner provided herein for the giving of Notices shall be effective service of process for any court proceeding arising out of or relating to this Agreement. Each Party irrevocably and unconditionally waives any objection to the laying of venue of any such court proceeding and any claim that any such proceeding has been brought in an inconvenient linen. Each Party agrees that a final. non-appealable judgment in any such 10 EFTA00804063 Laxen jix-et:ding shall he conclusive aml binding upon such Parts and may be unfitted in any tidier courts to wl wise jurisdiction such Partr is or may he subject. by suit ulan judgment. IN WITNESS WHEREOF, die panics hereto base executed this Agreement as of the (hue of the day and year first above-written. IIRADLEYJ. IDNVARDS TREY EPSTEIN STATE OF FL( /RIDA COI 'YIN OF On the day of November in ilk. year 2018. before nie. undersigned, personally appeared BRAI)I.EY.J. EDWARDS. personally known to me ur proved to mc on the basis of Nuistactory evidence to be die individual Yellow name is subscribed lo dre within instrument and acknoutdged to nie dial he executed die sanw in his individual capacity, and dui by his signature on the instrunwitt. the individual ut the person upon behalf of which the ind idual acted. executed die instrument. Notary Public On the . 9 clay of Novi:nib/Li in die year 2018. bitit inc. tin' undersispied. personalls appeared JEFFREY EPKIIIN. personally known to me ix proved to me on dn' basis of satisfactory evidence to he the individual whose nimw is subscribed to die within 11 EFTA00804064 in:trumeau ;nul acknonletle:r1 io mc dut l>< excnitctl dit sana: in Iris ûulicidual capants. and dut I» I iis ..‘.puiture on dm: nistrunwait, thc itbdi‘iclual or tilt Krmni of die indi‘ielnal acte(1, execuictl the instrinuciu. LESLEY K. GROFF NOTARY PUBLIC•STATE OF NEW YORK NO 01688285700 Qu'Ida:poun labo 'fort COunlY My Commission Exposes 07-08-2021 12 EFTA00804065  EXHIBIT A EPSTEIN'S APOLOGY TO EDWARDS While Mr. Edwards was representing clients against me, I filed a lawsuit against him in which I made allegations about him that the evidence conclusively proves were absolutely false. The truth was that his aggressive investigation and litigation style was highly effective and therefore troublesome for me. The lawsuit I filed was my unreasonable attempt to damage his business reputation and cause Mr. Edwards to stop pursuing cases against me. It did not work. Despite my efforts, he continued to do an excellent job for his clients and, through his relentless pursuit, held me responsible. I am now admitting that I was wrong and that the things I said to try to harm Mr. Edwards's reputation as a trial lawyer were false. I sincerely apologize fbr the false and hurtful allegations I made and hope some forgiveness for my acknowledgment of wrongdoing. 13 EFTA00804066