IsDANIEL BONNETT (AZ 014127) RAVI PATEL (AZ 030184) .MARTIN BONNETT, P.L.L.C. 1850 N. Central Avenue, Suite 2010 Phoenix, Arizona 85004 Telephone: (602) 240-6900 Attorneys for Plaintiff IN THE SUPERIOR COURT FOR THE STATE OF ARIZONA IN AND FOR THE COUNTY OF MARICOPA DEIRDRE MELDRUM, Plaintiff, vs. ARIZONA BOARD OF REGENTS, a public entity; MICHAEL M. CROW and JANE DOE CROW, in his of?cial and individual capacity; ELIZABETH PHILLIPS, and JOHN DOE PHILLIPS, in her of?cial and individual capacity; ROBERT E. PAGE, JR. and JANE DOE PAGE, in his of?cial and individual capacity; MARK SEARLE and JANE DOE SEARLE, in his of?cial and individual capacity; BARRY GRAHAM RITCHIE and JANE DOE RITCHIE in his of?cial and individual capacity; KEVIN SALCIDO and JANE DOE SALCIDO, in his of?cial and individual capacity; MORGAN OLSEN and JANE DOE OLSEN, in his of ?cial and individual capacity; SETHURAMAN PANCHANATHAN and JANE DOE PANCHANATHAN, in his of?cial and individual capacity; R.F. SHANGRAW, JR. and JANE DOE SHANGRAW, in his of?cial and individual capacity; GEORGE POSTE and JANE DOE POSTE, in his of?cial and individual capacity; AUGUSTINE CHENG and JANE DOE CHENG, in his of?cial and individual capacity; LEE CHEATI-IAM, and JANE DOE CHEATHAM, in his of?cial and individual capacity; PAMELA and JOHN DOE MULHEARN, in her of?cial and individual capacity, and John and Jane Does I- X, in the of?cial and individual capacity Defendants. MICHAEL K. JEANES Clerk of the Superior Shirt By Canisales, Beauty Date 0329/2016 Time 12:52:51 Description flaunt CASEH CIUIL HEM COMPLAINT 311.00 10111 HHQUNT 311.00 25073876 CV 201 6-001 4 COMPLAINT IxNATURE OF THE ACTION This is an action for damages, declaratory judgment and speci?c performance arising from Defendant?s breach of contract, breach of the implied covenant of good faith and fair dealing, anticipatory breach of contract, intentional and negligent misrepresentation, unjust enrichment and retaliation against a whistleblower in violation of public policy, A.R.S. 531, 38-533, 41?1062, arising from a continuous and ongoing course of conduct on the part of the Defendants. JURISDICTION AND VENUE 1. This Court has jurisdiction over this action pursuant to the Rules of Civil Procedure, and A.R.S. ?l2-123. 2. Venue is proper in this Court pursuant to Rule 4 of the Rules of Civil Procedure and A.R.S. ?12-401 because the acts and omissions giving rise to this matter occurred in MaricoPa County, Arizona, in addition Defendants Arizona Board of Regents, Crow, (Elizabeth) Phillips, Page, Searle, Ritchie, Salcido, Olsen, Panchanathan, Shangraw, Poste, Cheng, and! Mulheam are located in Maricopa County Arizona. PARTIES 3. At all times relevant, Plaintiff, Professor Deirdre Meldrum is and was a resident of Maricopa County, Arizona. Since December 27, 2006, Plaintiff has been employed by Arizona State University and the Arizona Board of Regents. 4. At all times relevant, Defendant Arizona Board of Regents, (hereinafter is a body corporate of the State of Arizona, created by statute and having jurisdiction and control over public universities in the State of Arizona and Defendant Crow. Pursuant to A.R.S. 15- ABOR has the capacity to sue and be sued. 5. Defendant Michael Crow, (hereinafter, ?Defendant Crow? or ?Crow?), upon information and belief, at all times relevant, held and holds position of President of ASU and Member of the ASU Foundation Board of Directors, and exercised and continues to exercise direct and/or indirect supervisory authority over Plaintiff or, in the alternative, was involved in, and continues to be involved in, one or more decisions affecting Plaintiff?s employment status 000including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. In addition, upon information and belief, Crow was involved in and continues to be involved in one or more decisions concerning the management of research, personnel, and operations funds and other resources to be provided to Plaintiff under her employment agreement. In addition, upon information and belief, Defendant Crow was involved in and continues to be involved in one or more decisions concerning the management of intellectual property generated by Plaintiffs research and that of the Center for Biosignatures Discovery Automation (CBDA). Additionally, Defendant Crow acted in his individual capacity and was involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation, and decisions regarding the management of intellectual property generated by Plaintiff?s research and that of the CBDA. Upon information, Jane Doe Crow is the wife of Michael M. Crow and is named as a Defendant solely for the purpose of Arizona?s community property laws. 6. Defendant Elizabeth (Capaldi) Phillips, (hereinafter ?Defendant Phillips", ?Provost Phillips? or ?(Elizabeth) Phillips?), held the position of University Provost and Executive Vice President at ASU from 2006 to December 2013. She currently holds the position bf University Professor and Provost Emerita at ASU. During her tenure as Provost, and beginning in 2007, she exercised direct and/or indirect supervisory authority over Plaintiff or,? in the alternative, was involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. In addition, upon information and belief, Provost Phillips was involved in one or more decisions concerning the management of research, personnel, and operations funds and other resources to be provided to Plaintiff under her employment agreement. Additionally, Defendant Phillips acted in her individual capacity and was involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions1 regarding promotions, demotions, transfers, salary, and job classi?cation. Upon information, John Doe Phillips is the husband of Elizabeth Phillips and is named as a Defendant solely for the purpose of Arizona?s community property laws. 7. Defendant Robert E. Page, Jr., (hereinafter ?Defendant Page? or ?Page?), held the position of University Provost at ASU from January 2014 to until approximately June 2015. He is currently Provost Emeritus and Foundation Chair of Life Sciences at ASU. During his tenure as Provost he exercised direct and/or indirect supervisory authority over Plaintiff or, in the alternative, was involved in one or more decisions affecting Plaintiffs employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. In addition, upon information and belief, Page was involved in one or more decisions involving the management of research, personnel, and operations funds and other resources to be provided to Plaintiff under her empIOyment agreement. Additionally, Defendant Page acted in his individual capacity and was. involved in one or more decisions affecting \Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. Upon information, Jane Doe Page is the wife of Robert Page and is named as 3 Defendant solely for the purpose of Arizona?s community property laws. 8. Defendant Mark Searle, (hereinafter ?Defendant Searle?, ?Interim Provost Searle?, ?Provost Searle?, or ?Searle?), upon information and belief held the position of ASU Interim Provost from on or about June 2015 and until December 2015. In December 2015, Searle was appointed Provost, and continues to hold that position. During his tenure aslnten'm Provost and Provost' he exercised and continues to exercise direct and/or indirect supervisory authority over Plaintiff or, in the alternative, was involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. In addition, upon information and belief, Searle was involved in and continues to be involved in one or more decisions concerning the management of research, personnel, and operations funds and other resources to be provided to Plaintiff under her employment agreement. Additionally, Defendant Searle acted in his individual capacity and was involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions 10 ll 12 regarding promotions, demotiOns, transfers, salary, and job classi?cation. Upon information, Jane Doe Searle is the wife of Mark Searle and is named as a Defendant solely for the purpose of Arizona?s community property laws. 9. Defendant Barry Graham Ritchie, (hereinafter ?Defendant Ritchie? or ?Ritchie?), upon information and belief held the position of Vice Provost for Academic Personnel from June 2012 through July 2015, and now holds the position of Senior Advisor to the Provost and Professor of Physics. During the relevant time period, he exercised direct andfor indirect supervisory authority over Plaintiff or, in the alternative, was involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. In addition, upon information and belief, Ritchie was involved in and continues to be involved in one or more decisions concerning the management of research, personnel, and operations funds and other resources to be provided to Plaintiff under her employment agreement. Additionally, Defendant Ritchie acted in his individual capacity and was. involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. Upon information, Jane Doe Ritchie is the wife of Barry Graham Ritchie and is named as a Defendant solely for the purpose of Arizona?s community property laws. . 10. Defendant Kevin Salcido, (hereinafter ?Defendant Salcido? or ?Salcido?), upon information and belief held and holds the position of Vice President for Human Resources and Chief Human resources at ASU, at all times relevant. Defendant Salcido was involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding' promotions, demotions, transfers, salary, and job classi?cation. Additionally, Defendant Salcido acted in his individual capacity and was involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classification. In addition, upon information and belief, Salcido was involved in and continues to be involved in one or more decisions concerning the management of 10 ll 12 13 14 research, personnel, and operations funds and other resources to be provided to Plaintiff under her employment agreement. Upon information, Jane Doe Salcido is the wife of Kevin Salcido and is named as a Defendant solely for the purpose of Arizona?s community property laws. ll. Defendant Morgan Olsen, (hereinafter ?Defendant Olsen" or ?Olsen") upon information and belief held and holds the position of Executive Vice President, Treasurer and Chief Financial Of?cer of ASU, since November 2008, and Member of the ASU Foundation Board of Directors since 2010. Defendant Olsen was involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. In addition, upon information and belief, Olsen was involved in and continues to be involved in one or more decisions concerning the management of research, personnel, and Operations funds and other resources to be provided to Plaintiff under her employment agreement. Additionally, Defendant Olsen acted in his individual capacity and was involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. Upon information, Jane Doe Olsen is the wife of Morgan Olsen and is named as a Defendant solely for the purpose of Arizona?s community property laws. 12. Defendant Sethuraman Panchanathan, (hereinafter ?Defendant Panchanathan? or ?Panchanathan?), upon information and belief held and continues to hold the position of Senior Vice President of Knowledge Enterprise Development at ASU and Member of the Arizona Technology Enterprises Board of Directors from October 201 1 to the present. Defendant Panchanathan was involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited'to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. In addition, upon information and belief, Panchanathan was involved in and continues to be involved in one or more decisions concerning the management of research, personnel, and operations funds and other resources to be provided to Plaintiff under her employment agreement. In addition, upon information and belief, Panchanathan was involved in and continues to be involved in one or more decisions concerning . 1 the management of intellectual property generated by Plaintiff?s research and that of the center for Biosignatures Discovery Automation (CBDA). Additionally, Defendant Panchanathan acted in his individual capacity and was involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation, and decisions regarding the management of intellectual property generated by Plaintiff 5 research and that of the CBDA. Upon information, Jane Doe Panchanathan is the wife of Sethuraman Panchanathan and is named as a Defendant solely for the purpose of Arizona?s community property laws. Defendant ?Rick? Shangraw, (hereinafter ?Defendant Shangraw? or ?Shangraw?), upon information and belief held the position of Vice President for Research from 2007 through 2010, Senior Vice President for the Of?ce of Knowledge Enterprise Development from 2010 through October 2011, and has been President and Chief Executive Of?ce for the ASU Foundation for a New American University and Chair of the Arizona Technology Enterprises Board of DirectOrs since October 2011. Upon information and belief, during the relevant time period, Defendant Shangraw was involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classification. In addition, upon information and belief, Shangraw was involved in one or more decisions concerning the management of research, personnel, and operations funds and other resources to be provided to Plaintiff under her employment agreement. In addition, upon information and belief, Shangraw was involved in and continues to be involved in one or more decisions concerning the management of intellectual property generated by Plaintiff?s research and that of the Center for Biosignatures Discovery Automation (CBDA). Additionally, Defendant Shangraw acted in his individual capacity and was involved in one or more decisions affecting Plaintiff 5 employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation, and decisions regarding the management of intellectual property generated by Plaintiff?s research and that of the CBDA. Upon information, Jane Doe Shangraw is the wife of R.F. ?Rick? Shangraw Jr. and is named as 8 Defendant solely for the purpose of Arizona?s community property laws. Defendant George Poste, (hereinafter ?Defendant Poste? or ?Poste"), upon information held and holds the position of Chief Scientist, ASU Complex Adaptive Systems Initiative, and was the Director of the Biodesign Institute from 2003 through 2009. Upon information and belief, during the relevant time period, Defendant Poste was involved in one or more decisions affecting Plaintiffs employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job'classi?c'ation. In addition, upon information and belief, Poste was involved in one Or more decisions concerning the management of research, personnel, and operations funds and other resources to be provided to Plaintiff under her employment agreement. Additionally, Defendant Poste acted in his individual capacity and was involved in one or more decisions affecting Plaintiffs employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. Upon information, Jane Doe Poste is the wife of George Poste and is named as a Defendant solely for the purpose of Arizona?s community property laws. 15. Defendant Augustine ?Augie? Cheng, (hereinafter ?Defendant Cheng? or ?Cheng?), upon infermation and belief held the position of CEO, Arizona Technology Enterprises at all times relevant, and the position of Senior Vice President and Managing Director of Enterprises for the ASU Foundation since November 2011. Defendant Cheng was involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding the management of intellectual property generated by Plaintiff?s research and that of her Center for Biosignatures Discovery Automation (CBDA). Additionally, Defendant Cheng acted in his individual capacity and was involved in and continues to be involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding the management of intellectual prOperty generated by Plaintiff?s research and that of her CBDA. Upon information, Jane Doe Cheng is the wife of Augustine Cheng and is named as a Defendant solely for the purpose of Arizona?s community property laws. I Defendant Lee Cheatham, (hereinafter ?Defendant Cheatham? or ?Cheatham?), was the Chief Operating Of?cer of Biodesign Institute from approximately 2009 until October 2013. Upon information and belief, during the relevant time period, Defendant Cheatham was involved in one or more decisions affecting Plaintiffs employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. Additionally, Defendant Cheatham acted in his individual capacity and was involved in one or more decisions affecting Plaintiffs employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. In addition, upon information and belief, Cheatham was involved in one or more decisions involving the management of research, personnel, and operations funds and other resources to be provided to Plaintiff under her employment agreement. Upon information, Jane Doe Cheatham is the wife of Lee Cheatham and is named as a Defendant solely for the purpose of Arizona?s community property laws. 17. Defendant Pamela Mulhearn, (hereinafter ?Defendant Mulhearn? or ?Mulhearn?), was the Director of Research Operations for Biodesign Institute from December 2011 until March 2014. Defendant Mulhearn was involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classi?cation. In addition, upon information and belief, Mulhearn was involved in one or more decisions involving the management of research, personnel, and operations funds and other resources to be provided to Plaintiff under her employment agreement. Additionally, Defendant Mulheam acted in her individual capacity and was involved in one or more decisions affecting Plaintiff?s employment status including, but not limited to, decisions regarding promotions, demotions, transfers, salary, and job classification. Upon information, John Doe Mulheam is the husband of Pamela Mulhearn and is named as a Defendant solely. for the purpose of Arizona?s community property laws. - 18. Defendants John and Jane Does I-X are ?ctitiously named Defendants who are of?cers, employees, agents, servants or representatives of ASU and who have committed wrongful acts and are either joint or concurrent malfeasors with the specifically named Defendants, and who acting in their individual capacities and, therefore, are also jointly and severally liable for the acts and omissions hereinafter complained of, or are otherwise secondarily liable for such acts or omissions. Plaintiff requests leave of this Court to amend this Complaint to join these Defendants and to assert their true names and capacities when the same have been ascertained. GENERAL ALLEGATIONS Background I 19. Plaintiff, Professor Meldrum is the ASU Senior Scientist, Director of the Center for Biosignatures Discovery Automation in the ASU Biodesign Institute, and a tenured full Professor at ASU. She came to ASU in December 2006 from the University of Washington in Seattle where she was a tenured full Professor in the Department of Electrical Engineering and an adjunct full Professor in the Department of Mechanical Engineering, and Principal Investigator and Director of an NIH Center of Excellence in Genomic Science (CEGS). 20. Beginning December 27, 2006 through December 31, 2010, Plaintiff was Dean of the Ira A. Fulton Schools of Engineering at ASU and Director of the Center for Ecogenomics, Biodesign Institute. She also brought the NIH Center of Excellence in Genomic Science (worth $181million in federal funding) to ASII and remained its Principal Investigator (PI) and director through its completion July 31, 2013. Professor Employment Agreement 2i. When she was hired, she was provided an offer letter for the position of Dean of the he A. Fulton School of Engineering which included a commitment of resources, which provided, in relevant part: 0 ?we will ensure that there will be each year in discretionary funds from the Fulton Endowment.? 0 ?research support for I post?doctoral scholar, 2 graduate assistants, 1 software engineer. 1 program manager, 1 molecular biologist, microfabrication engineer, optical engineer, 1 mechanical engineer, 1 electronics technician, chemist, 1 research scientist, and I research professor.? I ?one-time, start?up Support for your lab ranging from to depending on what equipment transfers and per year in operating expenses.? In ?You will be a center director in the Biodesign Institute with 5,000 square feet of lab space in Biodesign, your research of?ce, and 10 of?ce/desk spaces.? @0040 ?We will name you liaison to the UW Neptune project with expectation you would be a senior investigator at we would hope to become an institutional partner with UW and make an appropriate investment [of $500,000 per year] toward that end, as well as funding travel for this project. 0 ?You will have 10 new dean?s graduate assistantships to assign each year, leveling off at a total of 40 in the fourth year.? 0 ?You will not have required teaching.? 0 ?You will have ready access to the president and the provost. I [former Provost Milton Glick] also will be available to the extent that will be helpful.? 22. ASU failed and continues to fail to provide many of the resources speci?ed under Professor Meldrum?s employment agreement. 23. For instance, throughout Professor Meldrum?s tenure as Dean, ASU, at the direction of President Crow and Provost Phillips, failed to provide any funding for the dean?s graduate assistantships [10+20+30+40 100 graduate assistantships over 4 years at approximately $50,000 per student equals $5 million in total funding]. 24. In addition, ASU, at the direction of Defendants Crow and Provost Phillips, failed to provide the annual $1.5 million dollars in new discretionary funds (totaling $6 million over 4 years), which ASU and President Crow promised to provide to fund new initiatives at the School of Engineering. 25. In April 2010, Professor Meldrum was ?transitioned,? out of her position as dean to the role of ASU Senior Scientist, effective January 1, 2011. Provost Phillips publicized the transition to the entire ASU community in May 2010, even though the role would not officially transition until January 1, 2011. Whistleblower letter 26. On June 12, 2014, Professor Meldrum served a letter dated June 11, 2014, on the Governor of Arizona, the Arizona Attorney General, with courtesy copies addressed to the Vice President and General Counsel for ASU, and Rick Myers, then Chair of the Arizona Board of Regents in accordance with ABOR policy 6-914 and ASU Policy 204-07 (hereinafter, the ?Whistleblower Letter?). The Whistleblower Letter raised a number of matters of public concern including, but not limited to: If! 10 Gross waste and mismanagement of public and private funds 9 Mismanagement by senior university administrators Obfuscation and cover-up of material issues and events 0 Manipulation of the law and legal system through obfuscation 0 Abuse of authority by senior university administrators I Unethical handling of human resource matters 0 Retaliatory acts resulting in adverse personnel actions 0 Lost economic opportunities for State of Arizona 0 Persistent and relentless misrepresentation of facts I Questionable and misleading ?nancial practices I Damage to public image and reputation of public institution of higher education Damage to the reputation of ASU leaders/professors, damage to their future career opportunities for life and the resulting negative impact on ASU and the citizens of Arizona 27. The matter was referred by the Of?ce of the Governor for the State of Arizona to ABOR for investigation; however, upon information and belief, the investigation Professor Meldrum requested was not initiated. 28. On or about December 4, 2014, Professor Meldrum, through her attorney, sent a c0py of the Whistleblower Letter to State Auditor, Debra K. Davenport along with the ABOR Letter and the Guillen Letter. No response was received from the State Auditor until January 29, 2015. The State Auditor did not inform Professor Meldrum of any intention to conduct either an internal or external audit or investigation of the facts and circumstances set forth in the Whistleblower Letter and subsequent, related communications. 29. In November 2014, the new Governor and Arizona AG were elected. Each took of?ce on January 5, 2015. Thereafter, Professor Meldrum, through her attorney, resubmitted the Whistleblower Letter to the new Governor and Arizona AG with updated information and attachments in a letter dated January 26, 2015. The latest version of the Whistleblower Letter contained an Executive Summary and an updated exhibit containing the names and information of individuals who are referred to as the ?Fallen Stars.? They number more than one hundred seventy-two (I72) and are individuals who, like Professor Meldrum, were nationally recognized educators, scientists and academicians who were lured to ASU with unful?lled promises who either became discouraged, disenfranchised, professionally demeaned, left or were forced out in 11 LAD) one fashion or another when they challenged or questioned senior administrators, all under the administration of President Crow. 30. After two and a half months of no response, an aide from the Governor?s of?ce . communicated indirectly to Professor Meldrum that the updated Whistleblower Letter had been received and referred to the newly elected Arizona Attorney General. .Meeung with Provost Page 31. On March 11, 2015, Professor Meldrum was noti?ed that she was expected to meet with the current ASU Executive Vice-President and Provost, Robert Page (?Provost Page?). No advance explanation of the reason or purpose of this meeting {was given to Professor Meldrum. Instead, she was simply told to show up. Initially the meeting was scheduled for March 2015. Then ?due to calendar changes later this week,? the meeting was subsequently rescheduled to March 26, 2015. 32. Just a few weeks earlier, Professor Meldrum was nationally recognized and inducted by the American Institute for Medical and Biological Engineering into its College of Fellows. This career achievement is signi?cant in Professor Meldrum?s ?eld. The College of Fellows represents an elite group, comprised of the top 2% of medical and biological engineers in the United States. The ASU Biodesign Institute recognized this crowning achievement by posting accolades about Professor Meldrum on its website stating, inter alia, ?"The AIMBE Fellows honor is a real feather in the cap in recognition of Deirdre Meldrum's outstanding research achievements in biomedicine and environmental sustainability," quoting Ray DuBois, M.D., executive director of the Biodesign Institute.? 33. When Professor Meldrum arrived at Provost Page?s of?ce the Vice-Provost,for Academic Personnel, Defendant Ritchie, was also present. No advance notice was given to Professor Meldrum that anyone other than her and Provost Page would be attending. 34. The meeting began by Provost Page stating that she was being ?non-renewed? in her position of ASU Senior Scientist with no explanation except that the Provost did not want Professor Meldrum reporting directly to him any longer and that she would be returned to her unit for supervision and assignment. This was a demotion in stature, rank and compensation. 12 35. Upon information and belief, Provost Page was aware of the Whistleblower Letter and subsequent communications to the current Governor and Arizona Attomey General. 36. Provost Page threw a letter at Professor Meldrum at the March 26, 2015 meeting. The letter not only states the non-renewal and demotion, it implicitly threatens the future contractually obligated funding and Space for major research projects under Professor Meldrum?s direction at the Biodesign Institute, the Center for Biosignatures Discovery Automation (CBDA): ??ve-year review of the appropriateness of the research personnel ?nancial support commitments to you (currently in the amount of $1.4 million per ?scal year) and the annual operating funds provided to you (currently in the amount of $750,000 per ?scal year) is to take place at the end of this ?scal year, I will conduct that review during July 2015, and, based on that review, adjust those amounts as necessary to ensure the Funds provided to you are at appropriate levels based on the external funding you and your center generate. In July 2015, I will work with the Executive Director of the Biodesign Institute to review your current space allocation for its appropriateness based On the activities conducted in that space and external Funding received by you and CBDA. Based on this review, the amount of space allocated to CBDA and the location of that space may be subject to change.? 37. The non-renewal, demotion, and implied threat to reduce or entirely eliminate the research and laboratory reSOurces which ASU is contractually obligated to provide is antithetical to the national recognition bestowed on Professor Meldrum just weeks earlier and proudly displayed on the Biodesign?s own website which stated, inter alia, that she is recognized as ?ha[ving] led more than $35 million in federal grants - among the highest individual grant awards in ASU's history? over the past decade and for ?her lab's work with her National Institutes of Health Center of Excellence in Genomic Science to better understand the causes and ?nd cures to many widespread diseases and ailments - in particular, cancer and in?ammation.? 38. Professor Meldrum, ASU Senior Scientist and Director of the Biodesign Institute's Center for Biosignatures Discovery Automation, was nominated, reviewed and elected by peers and members of the College of Fellows for ?outstanding contributions and pioneering work in the automation of innovative single-cell analysis systems for discovering biosignatures that predict human health and disease.? 13 July 2015 Resource Review 39. On July 10, 2015, then-ASU Interim Provost Mark Searle emailed Professor Meldrum to schedule a meeting to discuss the results of a professed ?review of the appropriateness of the financial and space resources provided to you for your research.? The meeting was scheduled for July 31, 2015. Between July 10 and July 30, 2015, when the meeting ?nally took place, Professor Meldrum exchanged emails with then-Interim Provost Searle, in an effort to gather information to prepare for the meeting, including the results of the review, the list of the metrics used, their de?nition and whether they are absolute or relative, the measure of ?appropriateness?, and the identity of those who would be attending the meeting. After repeated requests by Professor Meldrum, then?Interim Provost Searle ?nally provided some but not all of the requested information. 40. By email on July 13, 2015, then?Interim Provost Searle advised Professor Meldrum for the ?rst time that the meeting was a matter of ?academic personnel? and informed her that then-Vice Provost for Academic Personnel Barry Ritchie would be present at the meeting. 41. As of July 24, 2015, a week before the meeting was to take place, Professor Meldrum had been provided only limited information with which to prepare for the meeting, or understand the basis for the ?review",but was not provided with important and necessary information concerning how, the review would be conducted or any clear metrics for her evaluation. 42. On July 28, 2015, Professor Meldrum requested to have her counsel present at the meeting scheduled for July 31, 2015 and was immediately told by then?interim Provost Searle that she could not. The email also contained by way of attachments, for the ?rst time, reports from School of Electrical, Computer and Energy Engineering Director Stephen Phillips and then- Executive Director of the Biodesign Institute Professor Raymond Dubois, dated the day before, July 27, 2015. 43. On July 30, 2015 Professor Meldrum attended the meeting with then-Interim Provost Searle, and then-Vice Provost Richie. During the meeting, then-Interim Provost searle indicated that ASU planned on reducing the resources provided to Professor Meldrum despite the signi?cant, positive impact she has made to ASU, including securing signi?cant grant funds and being at or near the tOp of all ASU faculty in terms of research productivity and in direct contravention of the commitments made by ASU in her offer letter regarding the funding of Professor Meldrum?s laboratory and research. September Letter from Searle 44. Professor Meldrum received no communications whatsoever for an entire seven (7) weeks after the meeting with then-Interim Provost Searle and then-Vice Provost Ritchie on July 30, 2015. 45. On September 17, 2015, Professor Meldrum received an email from School of Electrical, Computer and Energy Engineering Director Phillips (hereinafter ?Director Phillips?) informing her of a faculty assignment and referencing a September 9, 2015 letter from then- Interim Provost Searle that Professor Meldrum had not received. Professor Meldrum eventually received this letter, in an e-mail from Rebecca Eisenberg, Assistant to the then-Interim Provost, Mark Searle, on September 18 (the September 9, 2015 letter is hereinafter referred to as the ?Searle Letter?). 46. The Searle Letter states that ASU has terminated Professor Meldrum?s administrative appointment as Senior Scientist, and she was reassigned to the faculty in the School of Electrical, Computer, and Energy Engineering, reporting to Director Phillips, a significant demotion. In addition, the letter further states intention to reduce promised funding-for researcb frOm the amounts set forth in Professor Meldrum?s employment agreement and to remove all such funding by June 30, 2017. 47. The Searle Letter also states that research laboratory and of?ce space will be unilaterally reduced and ties the rate of the reductions to a new and unilaterally imposed external funding requirement for Professor Meldrum. 48. Director Phillips? September 17, 2015 email informed Professor Meldrum that in addition to her current duties, she will now be required to teach 2 classes, or charge ten percent of her salary to external funds, thereby reducing the amounts available for existing and ongoing 15 t: to research projects. 49. The Searle Letter further states that if Professor Meldrum failed to receive notice of $2,000,000 in new external funding prior to December 1, 2015, then the lab space for CBDA would be reduced to a maximum of between 2300 sq. ft. and 2600 sq. ft. (or zero sq. and the of?ce space allocated according to then-Biodesign Institute Director, Ray DuBois. External federal grant funding routinely necessitates a process taking over one year from grant application to receipt of funds. .Upon information and belief, Defendant Searle is well aware that it is not possible to accelerate therrocess to suit the 4-month deadline imposed by him. I 50. The Searle Letter contradicts and fails to honor ongoing commitments made by ASU and Defendant Crow to Professor Meldrum, and reaf?rmed by former Provost Phillips, including the ongoing commitment to provide at least 5,000 Square feet of office space, Professor Meldrum?s office, 10 of?ce desk/spaces, and to have no required teaching obligations in order to advance important scienti?c research. In addition, the Searle Letter imposed unrealistic requirements for Professor Meldrum to secure new extemal funding. This unilaterally imposed reduction in resources interferes with Professor Meldrum?s existing grant requests, including federal grants which include commitments of lab space for funded research projects and further interferes with institutional commitments involving these grants and Professor Meldrum?s ability to secure the new and unilaterally mandated extemal funding necessary to meet the newly imposed metrics required by the Searle Letter. 52. Upon information and belief, nine of the present fifteen Centers at the BDI have not met their respective target metrics for external funding per square foot referenced in an attachment to the Searle Letter. By virtue of the forgoing and upon information and belief, Professor Meldrum appears to be singled out for this unilaterally imposed reduction in her available laboratory space notwithstanding the fact that the BDI currently has signi?cant laboratory space that is vacant. 53. Professor Meldrum raised these concerns and their consequences in a letter dated October 30, 2015, to then-Interim Provost Searle, highlighting, once again, her professional 16 Utme WOO-achievements and the signi?cant and ongoing contributions and performance she and her research team make to ASU, the State of Arizona and the scienti?c community (including the fact that the CBDA is net positive 128% in terms of research expenditures and investment), and outlining why the metrics set forth in the Searle Letter are punitive and substantially interfere with and likely harm ongoing and important scienti?c research. 54. On November 6, 2015, Defendant Searle advised Professor Meldrum that he ?would delay taking action to have the laboratory space reduced (or eliminated), from November 30, 2015 to June 30, 2016; however, con?rmed that ?[a]ll other terms of the September 9, 2015 letter, including its appendices, remain unchanged? and ended by noting that the March 1, 2016 deadline is intended to enable the issuance of ?any necessary notices of non-reappointment to appointed personnel.? 55. On December 15, 2015, Professor Meldrum met with Director Stephen Phillips to discuss the new teaching requirements communicated in his September 17, 2015 email. During this meeting she discussed that although she did not agree that the teaching requirement was consistent with her employment agreement, she intended to ?buy out? the teaching requirement using her discretionary Research Incentive Distribution funds. However, just before the meeting, Professor Meldrum learned that $98,750 in funds, representing the total balance of the account, was transferred out of her RID account without her knowledge or authorization. Director Phillips denied any knowledge of the transfer. 56. On December 17, 2015, Director Phillips promised the funds would be returned, however, despite RID funds being unrestricted funds under ASU and ABOR policy, claimed that such funds could not be used for the buy-out. Between December 17 and December 22, 2015, Professor Meldrum exchanged correspondence with Director Phillips and Provost Searle, attempting to have the funds returned and to identify any purported policy restricting the use of RID funds. 57. On December 22, 2015, Director Phillips emailed Professor Meldrum to con?rm that the RID funds were being returned to her account, and that although the 10% of the ASU- paid portion of her academic year salary is $22,500, she would be charged $32,143, for the 17 IQ buyout. The RID funds were not returned until December 28, 2015. 58. On February 10, 2016, Professor Meldrum learned that she never received her RID distribution of $14,846.15 for FY14 (July 1, 2013 June 30, 2014). Only upon the request of her Associate Director of Research Operations on February 10, 2016, to the School of Electrical, Computer, and Energy Engineering did her FY14 funds of $14,846.15 get transferred into her RID account for the ?rst time. Accounting Practices 59. In addition to the forgoing, ASU has failed to timely fund the research, operations, and personnel accounts for Professor Meldrum?s research at the Center for Biosignatures Discovery Automation In particular the Neptune, Core Salaries, and Operations accounts were not funded by ASU at of the beginning of the ?scal year 2016: July 1, 2015. failure to timely fund and properly maintain these accounts has created de?cits in these accounts and interfered and impaired Professor Meldrum?s ability to pay committed salaries and expenses. 60. The practice when ASU has failed to finalize its budget prior to the beginning of the ?scal year is to post the funds to the local accourits without actually depositing the funds and allow CBDA to allocate expenses against the projected budgets. 61. Despite this practice, attempts were made by the then?Chief Operating Of?cer of the Biodesign institute, Cheryl SelinSky, to have Professor Meldrum ?guarantee? the funds by paying expenses, such as payroll, from discretionary funds, called the Research Incentive Distribution and Individual Incentive Awards ?nds. 62. RID and 11A funds are federal moneys earned by Professor Meldrum over a 9 year period, and were allocated to other operating expenses for the year. During the month of July 2015, then-COO Selinsky pressured Professor Meldrum to assign CBDA expenses budgeted to the Neptune, Core Salaries and Operations accounts from the RID and IIA accounts to secure the accounts, in the event that they were not prOperly ?mded as required. 63. On or about July 13, 2015, then-COO Selinsky agreed to post funds representing two months of the contractually required amounts to the accounts, without actually delivering the funds, allowing the Center to make payments based on the promised funds. However, shortly thereafter, the funds in the and RID accounts were withdrawn, and not retumed until July 27, 2015. 64. At a I uly 28, 2015 meeting with then-COO Selinsky, Professor Meldrum refused to agree with the proposed improper reallocation of funds from the HA and RID accounts to cover the de?cit created by failure to properly allocate and timely fund accounts in conformity with its obligations. 65. As set forth above, on or about September 17, 2015, $97,850 was transferred out of Professor Meldrum?s RID account without her prior knowledge or consent. The funds appear to have been placed in the Electrical Engineering RID account. On or about December 28, 2015, $97,850 was deposited into Professor Meldrum?s RID account from a ?Capital Replacement? or ?Commitment Reserve? account. 66. A review of the unauthorized transfers from Professor Meldrum?s RID account further revealed on February 10, 2016, that the RID funds earned in FY 2014 (July 1, 2013 June 30, 2014) totaling $14,846.15 had never been deposited into her account. Only upon the request of her Associate Director of Research Operations on February 10, 2016, to the School of Electrical, Computer, and Energy Engineering did her FY14 [buds of $14,846.15 get transferred into her RID account for the first time with the excuse that it was an ?administrative oversight.? Upon information and belief, ASU has made and continues to make. unauthorized transfers from Professor Meldrum?s discretionary accounts, and fails to manage and properly maintain the accounts. interference with Intellectual property 67. Beginning in or around March 2015, Arizona Technology Enterprises exclusive intellectual property management company, has colluded with several former employees from CBDA in misappropriating intellectual property from the lab. Upon information and belief took these actions under the knowledge, direction, and/or supervision of Defendant Cheng and others. 68. On or about March 3, 2015, two then-CBDA employees (David Richardson and 19 Ix) Chill-lib.) K0009 Colleen Ziegler) and two former-CBDA employees (Thai Tran and Dmitry Derkach) ?led? invention disclosure M15-170L with without the review and approval by Professor Meldrum and CBDA as required under CBDA policy, which exists to ensure that intellectual property disclosures correctly attribute inventorship to all appropriate inventors, and that the requirements of federal and other funding grants are met with regards to any invention disclosure. 69. Upon information, on April 14, 2015, a provisional patent application for invention M15-170L was ?led by on behalf of Richardson, Tran, Derkach, and Ziegler, without an adequate investigation to determine inventorship. This occurred Without ?rst notifying Professor Meldrum per CBDA policy. i 70. On April 16, 2015, Professor Meldrum learned that two then-CBDA employees (David Richardson and Colleen Ziegler) and two former-CBDA employees (Thai Tran and Dmitry Derkach) had ?led invention disclosure on or about March 3, 2015, with without providing her the prior notice required by CBDA policy. As a result, the disclOSure omitted several co-inventors and failed to disclose a federal funding source as required by federal statutes and regulations, including the Bayh?Dole Act, 35 U.S.C. ?200, et seq, and its enabling regulatiOns. Upon information and belief, at the direction of Defendant Cheng and others, failed to notify Professor Meldrum of the proposed disclosure. 71. Upon information and belief, Defendant Cheng and others have caused or permitted steps to be taken to aid these former employees in forming and staf?ng a new company to market the misappropriated intellectual property. 72. Upon information, and belief, Richardson, Ziegler, Derkach and Tran used CBDA resources, including personnel, equipment, supplies, and federal monies, to work on this project, which was derivative of a NIH grant-funded laser lysis project being run by CBDA, for which Professor Meldrum is principle investigator and for which an invention disclosure M13-189L had been previously submitted to in March 2013, resulting in a provisional patent application ?led by in September 2013. 73. Professor Meldrum as well as three other researchers involved in the underlying 20 Comeinvention disclosure M13-189L and provisional patent ?ling contacted Chief Executive Of?cer and Chief Legal Of?cer Augustine Cheng disputing the inventorship for M15-170L and the lack of attribution to the federally funded grant that supported the projects. 74. Upon information and belief, after initially indicating he would take no action regarding the issues, Defendant Cheng ultimately referred the inventorship issue to the same outside counsel who initially ?led the provisional patent application for invention M15-170L on behalf of Richardson, Tran, Derkach, and Ziegler. Upon information and belief, although Richardson and Ziegler are no longer employed by ASU, continues to provide support to Richardson, Ziegler, and Derkach for their efforts to start a company, Omica Science, and market and monetize the invention M1 VOL, and these issues remain ongoing. Lost Research Opportunities Cause lrreparable Harm 75. Plaintiff is employed by Defendants as Senior Scientist, Professor of Electrical Engineering, and Director of a research center in the Biodesign Institute. 76. Research in Plaintiff?s ?eld is highly competitive, and grant sources and other external funding sources look carefully at the size and equipment of the laboratory facilities the researcher can provide, the status and reputation of the principle investigator seeking the grant, the amount of support provided by the University for the research, and require researchers to build on past and current research, and further show their progress when determining whether to. renew any such funds. 77. When a prospective grant or source of funding is lost by an applicant, it is usually won by anOthcr researcher, often at another university or research center, who then has the ability to seek and secure continued funding from that source over the course of years. 78. Reductions in Plaintiff laboratory space, available staff and equipment, funding and university SUpport, as indicated in the Searle Letter, impair and harm and will continue to impair and harm Professor Meldmm?s ability to obtain additional ?inding and support from other sources, necessary for her and her research team to continue important and signi?cant ongoing scienti?c research. Scienti?c research is time sensitive, and even a temporary loss of funding may cause critical data to become stale, and important research materials, often developed over 21 the course of years, to be lost, and further jeopardizing future funding. 79. With such a loss comes the loss of important and valuable intellectual property. Despite Defendants? assistance in letting others misappropriate intellectual property from her lab, Professor Meldrum and the CBDA research team under her direction have disclosed over 35 inventions and had 3 patents issued since 2007, in addition to publishing more than 100 journal papers detailing important scienti?c advancements. A reduction in the promised research funding and resources from ASU for Professor Meldnim and her research team will signi?cantly limit, interfere with and impede her ability and that of her research team to perform the same innovative and scienti?c research, thereby losing a ??rst to ?le? status on ?Jture important and valuable intellectual property disclosures. 80. The loss and mismanagement of valuable ?nancial support, resources and intellectual property impacts both current and future research, as well as inventions and future commercialization opportunities, which, while signi?cant, cannot presently be quanti?ed or reduced to a precise dollar amount of monetary damages, to the detriment of Professor Meldrum, her CBDA research team, ASU, and the citizens and taxpayers of the State of Arizona. Notice of Claim 81. A Notice of Claim was served on General Counsel, and Defendants ABOR and Crow on June 24, 2015. A notice of claim was served on Defendant Cheatham on June 29, 2015. Notices of claim were served on Defendants Pamela Mulhearn, Morgan Olsen, Robert Page, Jr., Sethuraman Panchanathan, Elizabeth (Capaldi) Phillips, Barry Graham Ritchie, and Kevin Salcido by certi?ed mail on June 25, 2015, and by personal service on their authorized agent-on July 15, 2015. Notices of claim were served on George Poste and RF. ?Rick? Shangraw, Jr. by certi?ed mail on June 25, 2015, and by personal service on July 13, 2015. The Notice of Claim was served on Augustine Cheng, by certified mail on June 25, 2015, and by personal service on his authorized agent on July 17, 2015. More than 60 days has passed and, although the Risk Management Division of the Arizona Department of Administration has sent a letter acknowledging receipt of the notice of claim on behalf of ABOR, no Defendant has responded. 22 Supplemental Notice of Claim and a copy of the original Notice of Claim was served on Defendant Mark Searle on December 11, 2015, by personal service on his authorized agent. The Supplemental Notice of Claim was served on the Arizona Board of Regents and Michael Crow on December 11, 2015, by personal service on their authorized agents. No reSponse has been received. 83. The Supplemental Notice of Claim was served on RE ?Rick? Shangraw, Jr., George Poste, Pamela Mulhearn, Kevin Salcido, Morgan Olsen, Sethuraman Panchanathan, Elizabeth Capaldi Phillips, Barry Graham Ritchie, and Robert E. Page, Jr., on December 14, 2015, by personal service on their authorized agent. The Supplemental Notice of .Claim was served on December 14, 2015 on Lee Cheatham by certi?ed US. mail. The Supplemental Notice of Claim was served on Augustine Cheng by personal service on his authorized agent on December '22, 2015. No response has been received. 84. The Supplemental Notice of Claim sets forth additional facts in support of Plaintiff?s claim. No response has been received. COUNT I (Declaratory Relief A.R.S. ?12- 1831, et seq.) 85. Plaintiff repeats and re-alleges the previous paragraphs as though set forth fully herein. 86. The Declaratory Judgments Act, A.R.S. ??12-1831 12-1846, provides a means by which the rights and obligations of parties may be adjudicated. 87. A.R.S. 12-1831 states: Courts of record within their respective jurisdictions shall have power to declare rights, status, and other legal relations whether or not further relief is or could be claimed. No action or proceeding shall be open to objection on the ground that a declaratory judgment or decree is prayed for. The declaration may be either affirmative or negative in form and effect; and such declarations shall have the force and effect ofa ?naljudgment or decree. 88. A.R.S. 12-1832 provides: Any person interested under a deed, will, written contract or other writings constituting a contract, or whose rights, status or other 23 legal relations are affected by a statute, municipal ordinance, contract or franchise, may have determined any question of construction or validity arising under the instrument, statute, ordinance, contract, or franchise and obtain a declaration of rights, status or other legal relations thereunder. 89. Plaintiff seeks declaratory judgment, inter alia, determining, con?rming and enforcing her contractual rights to the terms and conditions of her employment at ASU including those set forth in her offer letter, outline of resources, and the statements, promises and practices of Defendants as set forth herein and all applicable ABOR and ASU policies. (Breach of Contract) 90. Plaintiff repeats and realleges the previous paragraphs as though set forth fully herein. 91. The terms and conditions of Professor Meldrum?s employment are contractual, as set forth in Professor Meldrum?s offer letter, outline of resources, and appointments, policies, and applicable state law. 92. As set forth above, Defendants have breached and continue to breach Professor Meldrum?s contract of employment by, inter alia, failing to abide by the terms of her employment agreement, failing to provide the resources set forth therein, by impairing her ability to obtain external funding, interfering with important and ongoing scientific research, and by encouraging and participating in the misappropriation of her and intellectual prOperty. 93. As a result of Defendants? breach, Plaintiff has been deprived of the bene?t of her bargain with ASU, and suffered damages including, but not limited to, loss of promotions and advancement, lost research opportunities, reduced ability to secure funding, and lost intellectual property. 94. By virtue of the forgoing, Plaintiff is entitled to recover actual and consequential damages from Defendants as well as her attorneys? fees and costs. COUNT (Breach of Implied Covenant of Good Faith and Fair Dealing) 95. Plaintiff repeats and re-alleges the previous paragraphs as though set forth fully herein. 24 96. The employment relationship between Plaintiff and Defendant has been and remains contractual in nature and subject to the implied covenant of good faith and fair dealing present in all such contracts. 97. Defendants have breached the implied covenant of good faith and fair dealing by engaging in acts and omissions as alleged herein that have injured and continue to injure the right of Plaintiff to receive the bene?ts of her employment agreement including, but not limited to, undermining, withdrawing, or threatening to terminate resources and commitments promised in Plaintist offer documents-and employment agreements, failing to provide necessary and relevant information regarding material changes in circumstance affecting the terms and conditions of Plaintiff?s employment, (0) unilaterally imposing unachievable metrics as a means i of cutting ASU funding commitments and laboratory space, unjustly demoting Plaintiff, assigning classroom teaching duties Defendants know will interfere with important, ongoing scientific research and when stated contractually that no teaching is required, failing to timely deposit and properly maintain funds in accounts Defendants know Plaintiff and her research team rely on, moving funds in and out of accounts indiscriminately and without Plaintist knowledge or'consent and interfering with past, existing and potential external funding sources. 98. By virtue of the forgoing breach of the implied covenant of good faith and fair dealing, Defendants have deprived Plaintiff of the bene?t of the terms and conditions of her employment as well 'as the bene?ts to be derived there?om. COUNT IV (Anticipatory Breach of Contract) 99. Plaintiff repeats and re-alleges die previous paragraphs as though set forth fully herein. 100. As set forth herein, Defendants have manifested their intention of repudiating the terms and conditions of Plaintiff?s contract'of employment and the intent not to render promised performance when the time ?xed for performance arrives. 101. By virtue of the acts and omissions described herein, and particularly by imposing 25 111-new requirements, and threatening to withdraw promised resources and funding, Defendants have demonstrated that they will not honor the promised performance regarding the terms and conditions of Professor Meldrurn?s employment agreement. 102. As a result, Plaintiff will soon be deprived of the bene?t of her bargain with ABORIASU, and suffered damages including, but not limited to, loss of promotions and advancement, lost research opportunities, reduced ability to secure funding, and lost intellectual property. Mir?V (Speci?c Performance) 103. Plaintiff repeats and re-alleges the previous paragraphs as though set forth fully herein. 104. Plaintiff seeks speci?c performance of the terms and conditions of her employment agreement including, but not limited to, timely delivery of all promised funding and laboratory and of?ce space for research projects, maintaining funding and space at existing levels and not interfering with important and ongoing scienti?c research. 105. Plaintiff has no adequate remedy at law because Defendants? acts and omissions 'as alleged herein and failure to perform their contractual obligations compromised and interferes with existing, important scientific research and future research opportunities, the value of which cannot be reduced to a monetary figure. COUNT Vl (Intentional and Negligent Misrepresentation) 106. Plaintiff repeats and re-alleges the previous paragraphs as though set forth fully herein. . I 107. Defendants Crow, (Elizabeth) Phillips, Page, Searle, Ritchie, Salcido, Olsen, Panchanathan, Shangraw, Poste, Cheng, Cheatham, and Mulheam have knowingly or recklessly made material and false representations to Professor Meldrum with the intention that she rely upon them and, in fact, she has relied upon them which was foreseeable given the circumstances under which they were made. 108. These representations include, but are not limited to the following: that Plaintiff would receive each year in new discretionary funds from the Fulton Endowment, 26 I that she would have funding for dean?s graduate assistantships, that she would not have required teaching, that she?would report to the ASU President and Provost, that she would have guaranteed lab and of?ce space as set forth in her employment agreement, (0 that she would have funding for research staff, that she would have funding for her NEPTUNE project, that she would halve funding for research operations as set forth in her employment agreement. 109. Plaintiff had a right to and actually did rely on each of these representations and it was reasonable for her to do so. 110. By virtue of forgoing and as a proximate result thereof, Plaintiff has suffered injury including, but not limited to, loss of reputation, losses in promotions and opportunities for advancement, losses in intellectual property and research funding, and has been demoted by Defendants. cw (Unjust Enrichment) 111. Plaintiff repeats and re-alleges the previous paragraphs as though set forth fully herein. 112. As set forth above, Defendants have been unjustly enriched to Professor Meldrum?s detriment by, inter alia, its failure to provide her the resources and funding to which it agreed, while reaping the bene?ts of Plaintiff 5 research and the external funding which she has obtained and brought to ASU, and by its misappropriation of valuable financial resources and intellectual property. 113. As a result, Plaintiff has lost and continues to lose, including but not limited to losses in promotions and opportunities for advancement, losses in intellectual property and research funding, important scienti?c research and future research opportunities, promotions and advancement, for which she has no adequate remedy at law. COUNT (Promissory Estoppel) 114. Plaintiff repeats and re?alleges the previous paragraphs as though set forth fully herein. 27 Professor Meldrum left the University of Washington, and moved to ASU, in 15. reliance on the promises made in the offer letter by ASU and Crow, and the continuing promises made to her while serving inlher roles as the Dean of the School of Engineering and as ASU Senior Scientist, including butI not limited to, promises for support, resources, and funding. It was reasonably foreseeable that Plaintiff would rely on these promises, and she 116. did so to her detriment. 117. As described in the acts and omissions set forth herein, Defendants? failed to perform some or all of theiil' promises upon which it was reasonably foreseeable Professor Meldrum would rely, by their: acts, including, but not limited to, demoting her, and reducing her funding and resources. (Whistleblowing Retaliation in Violation of Public Policy) 118. Plaintiff repeats and re?alleges the previous paragraphs as though set forth fully herein. 1 19. The Arizona State Constitution provides, in pertinent part: 1 1 Right ot?petitiriln and of assembly. The right of petition, and of the people peaceaon to assemble for the common good, shall never be abridged. 1 Freedom of speech and press. Every person may freely Speak, write, and publish on all subjects, being responsible for the abuse of that right. Ariz. Const, Art. 11, 5 120. On June 12, 2614, Professor Meldrum, after making complaints internally about irregularities in policies and practices on a number of matters, served the Whistleblower Letter on the Governor of iArizona, the Arizona Attorney General, with courtesy copies addressed to Jose Cardenas, 1Vice President and General Counsel for ASU, and Rick Myers, Chair of the Arizona Board of Regents in accordance with ABOR policy 6-914 and ASU Policy 204-07. 121. Following theiservice of the letter, Defendants have retaliated against Professor Meldrum by altering the terins and conditions of employment including, but not limited to, 28 threatening to remove her from the position of ASU Senior Scientist, interfering with or threatening to interfere with education and important scienti?c research for bringing to light matters of public concern as set forth in the Whistleblower Letter, as amended and supplemented. Additionally, Professor Meldrum?s students and research personnel and operations support as well as space have been adversely impacted and/or threatened. 122. ABOR Policy No. 6?914 and ACD 204-07 prohibit such acts of retaliation. In addition, under Arizona law, each of the Defendants violated Plaintiff?s right to freely speak, write, and publish, by intimidating, threatening, and interfering with Plaintiff?s employment at and conspiring to demote or terminate Plaintiff from the 123. Each of the Defendants has further violated Plaintiff?s rights to petition and for free expression under Arizona law by retaliating against Plaintiff for making complaints internally and bringing to light matters of public concern as set forth in the Whistleblower Letter, as amended and supplemented. 124. Defendants Crow, (Elizabeth) Phillips, Page, Searle, Ritchie, Salcido, Olsen, Panchanathan, Shangraw, Poste, Cheng, Cheatham, and Mulhearn are individually liable because, as set forth above, each interfered with the exercise of Plaintiff?s right to freely write, speak, and publish, as well as her right to free expression, and each personally retaliated against Plaintiff for lawfully pursuing her rights, all in violation of Arizona law. 125. In addition, such acts and omissions are prohibited by Arizona Revised Statutes 41-1062. WHEREFORE, Plaintiff respectfully requests that this Court enter an order granting the following relief: A. Declaring Plaintiff?s rights under the employment a greement;- B. Declaring that Defendants Crow, (Elizabeth) Phillips, Page, Scarle, Ritchie, Salcido, Olsen, Panchanathan, Shangraw, Poste, Cheng, Cheatham, and Mulheam have violated ABOR Policy No. 6-914, ACD 204?07, and Articles 5 and 6 of the Arizona Constitution. C. An award of money damages, injunctive and other appropriate equitable relief 29 10 ll 12 13 14 1. against Defendant ABOR under Connts I-IX. An award of money damages, injunctive and other appropriate equitable relief against Defendants Crow, (Elizabeth) Phillips, Page, Panchanathanf SearIe, Ritchie, Salcido, Olsen, Shangraw, Poste, Cheng, Cheatham and Mulheam, jointly and severally, under Counts I-IX. [njunctive, declaratory and equitable relief against Defendants ABOR under Counts I, V, VII, and Injunctive, declaratOry and equitable relief against Defendants Crow, (Elizabeth) Phillips, Page, Searle, Ritchie, Salcido, Olsen, Panchanathan, Shangraw, Poste, Cheng, Cheatham and Mulhearn under Counts I, V, VII, and IX. An award of punitive damages as permitted by applicable law, against Defendants Crow, (Elizabeth) Phillips, Page, Searle, Ritchie, Salcido, Olsen, Panchanathan, Shangraw, Poste, Cheng, Cheatham and Mulheam, jointly and severally under Count IX, to the extent that any such defendant is found to have been acting in his or her individual capacity. I Awarding Plaintiff his attorneys? fees and costs pursuant to A.R.S. and 38-43107. Granting such other and further relief as the Court would deem equitable and just. Respectfully submitted this 29th day of February, 2016. MARTIN BONNETT, P.L.L.C. By: SfDaniel L. Bennett Daniel L. Bennett Ravi Patel 1850 N. Central Avenue, Suite 2010 Phoenix, Arizona 85004 (602) 240-6900 Attorneys for Plaintiff 30