RETIREMENT AGREEMENT AND RELEASE

This Retirement Agreement ?and Release ("Agreement"), dated July 30, 2019, between the BQard
of Trustees of Michigan State University, a Constitutional body corporate, (the ?Board? and Dr.
Lou Anna Kimsey Simon. In Consideration of the mutual ?promises and releases Contained in this
Agreement, the parties agree as fellows. The parties? agreement to the terms contained in this
Agreement shall not be interpreted as an admission of fault or mongdoing by any party.

1.
University? (the ?University?? retireeper the Retiring From the University Policy and will

Retirement]. Dr. Sheen has met the requirements to become an of?cial Michigan State

retire'from her employment "as a tenured faculty" member at the? UniVersity effective
August 31, 2019. Dr. Simon will submit retirement documents re?ecting the retirement date
on (Jr-before August 30, 2019. 
Assigned Duties. Until her retirement on August 31, 2019, Dr. Simon will remain Ion a
voluntary leave of absence With0ut pay and have no aesi'gned duties.

Perseus! Property and University Property. The University will arrange and pay for the
cost'of boxing and transporting Sinien?s personal property located in Wills House to a
destination of her designation by August 31, 2019. The University will exercise due care in

boxing and transporting Dr. Simen?s personal property (including personal computer

equipment). Dr SiniOn Will reunn all University keys, property, and equipment on or before
A?gtist 31, 2019, except for identity or access card's permitted for retirees.

Presidential Contract Lifetime ?ene?ts. Upon retirement, Dr. Simon, for her lifetime,
and her Spense, for his lifetime, ?will continue to be entitled to the Lifetime Bene?ts
Outlined in seetio'n 12(1)) of the Employment Agreement, executed December 14., 2012, and
amended DeCembei? 2.0.13 and January 31, 201-5 (collectively, the ?Employment
Agreement?). Dr. Simon'also Will be entitled to all of the usual rights and ?privileges as, and
Will be treated. eonsi'Stently with, Other presidents e'meriti and ?retired" tenured faculty-

. members. ?For purpOS'es of clari?cation Only,- with respeet to- the Lifetime Bene?ts described

- in I'zparag'i?aph 12(b)(ii) of the Employment Agreement, the University will resents athletics

t-i'Ckets for purchase by Drs. Lou Anna and Roy Simeon throughoutitheir lifetirries in the same
locations as the tickets they held in 2018, including in particular for "season football tiCICets' in
the Huntington Club and for men?s basketball, men?s ice hockey, and volleyball; since 2013,
Dr-s. Lou Anna and Roy Simon have chosen voluntarily to purchase the reserved tiekets from
the University. 3 

Emeritus Status. In addition to her title of President Emeritus, Dr. SiinOn will hold the title
of John Hannah'Distinguished Professor Emeritus, and she will be entitled to the usual
rights and privileges associated with emeritus status, subjeCt to the following modi?cations.
The Uniyersity Will not provide Dr. Simon with. of?ce space. The University W111 provide.

- Dr. "Simon, as President Emeritus, and her spouSe with technical computer support at no

direct cost to them and will provide them saith-access to all University Computer services,
including voicemail, consistent with paragraph 12(0) of the Employment Agreement. The
University will publiCIy' reebg?nhe Dr. Simon and her spouse in the same manner as other
President Emeriti and spouses and Distinguished Professor Emeriti. and spouses, including
an official portrait of Dr. Simon paid for by the University and displaying the
portrait"- COns'istent with the practiCe for presidents emeriti; however, such public recognition

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10.

11.

of Dr. Simon?s emeritus status may be withheld if the pending criminal charges result in a
felony conviction that is. upheld after all post?trial motions and appellate issues are ?nally
adjudicated. Nothing in this paragraph shall affect emeritus recognition for Dr. Roy Simon
individually, nor shall it affect the recognition of Drs. Lou Anna and Roy Simon as donors to
the University. . -

Post-Retirement BenefitsDr. Simon directly
?tom active employment to retirement, and upon retirement Dr. Simon individually will be

provided with all of the retirement and other fringe bene?ts to which University executive

managers are entitled, as outlined in Exhibit A to the Employment Agreement and per the
University Retiree Bene?ts policy, including a University contribution to retiree health care
and dental coverage for herself and her spOuse. Nothing in this Agreement shall be construed
or implemented to impact negatively Dr. Simon?s individual health insurance or other post?
retirement benefits.- 

Indemni?cation Post-Retirement. Upon Dr. Simon?s retirement, she will continue to be
eligible for all bene?ts under the University?s Indemni?cation Policy to which trustees,
of?cers, faculty, and staff are eligible. The University considers the indemni?cation to be a.
working condition ?inge bene?t.

Access to Archives. The University will provide Dr. Simon reasonable access to all archived
material, including electronic archives regardless of format, related to her tenure at the
University, subject to all applicable policies and procedures governing University AIChives.
Reasonable access includes technological assistance to access archived material, whether
stored en- or off-campus, consistent with assistance provided. to other presidents emeriti and
retired faculty. - 

Retirement Announcement and Donor Recognition. The University will prepare an
announcement regarding Dr. Simon?s retirement that is'mutually acceptable to both parties,
with such acceptance by either party not to be unreasonably withheld; In the announcement,
the University will recognize. the philanthropy of Dr. Siinon and her spouse. In additicn to the
announcement, the University will also recognize the philanthropy of Dr. Simon and her
'spouse, collectively and individually, in the same manner as donors of similar charity to the
University.

Consideration. Dr. Simon will be paid, in three equal installments, a total gross sum of
$2,450,000, subject to applicable tax withholdings at the highest federal and state marginal
rates, which approxirnates Dr. Simon?s waiver of expected compensation (salary, retirement
contributions and other bene?ts), and less pro-tax deferral-s to her University retirement plans
at the maximum amounts permitted. The ?rst installment payment under this paragraph shall
be made on the ?rst University payroll distribution after August 31,- 2019. The second
instalhnent payment tinder this paragraph shall be made on the ?rst University payroll
distribution after January 1, 2020. The ?nal installment payment under this paragraph shall
be made on the ?rst University payroll distribution after annary 1, 2021.

Release. By accepting and agreeing to the terms and conditions of this Agreement, Dr. Simon
waives and releases and covenants not to sue, grieve, or otherwise bring a complaint against
Michigan State University, its trustees, directors, of?cers, employees, and/or agents, in their
individual and/or of?cial capacities, with respect to any and all claims and actions arising

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12her employment or the termination thereof and (ii) before the Effective Date,
including, but not limited to, claims and actions baSed upon federal 01 state law or
University policies, rules, or handbooks, and claims undei the Fedeiajl Age Discrimination in
Employment Act, as amended, 29 USC. ??621,e et seq. Included In this 1elease Is Dr. Simon 
agreement that she will not ?le a grievance or complaint pursuant to any internal University
procedures. Dr. Simon waives and releases any right to recover damages relating to any
complaint ?led With any state or federal civil rights agency, including the Equal 
Employment Opportunity Commission or the Michigan Department of Civil Rights. This
release dees not prevent the parties from bringing a claim based on an alleged beach of this
Agreement or to any provision of tins Agreement. -

Tax Liability. The University does not guarantee personal tax. treatment of any payments or
benefits tinder thisAgreement. Dr. Simon will be "responsible fer any personal income tax
liability incurred as a result of this Agreement. -

Consultation. Dr. Simon agrees that she received a copy of this Agreement on July 30,
2019; that on that date she was advised to consult with an attorney before executing this
Agreement and that she has been given at least twenty- one (21) calendar days within which
to consider this Agreement and its ?nals. The offer set forth by this Agreement shall remain
open until August 20, 2019. 

Revocation. If this Agreement is executed by the parties, Dr. Simon shall have seven (7)
calendar days follOwing execution of this Agreement to revoke it. Any revocation of this
Agreement shall be Inade In Wiring by Dr. Simon and shall be receiVed by the Board on or
before the close of business on the 7th calendar day following the date of Dr. Simon?s
execution of this Agreement. This Agreement shall beetnne effective on the eighth (8th) day
following execution of this Agreement by both parties (the ?EffectiVe Date?).

Ackhovrledgment. Dr. Simon and the University" acknowledge that they have read and
undeistand this Agreement, that they have had adequate time to consider this Agreement and
discuss it with their attorneys and advisors, that they understand the consequences of entering
into this Agreement, that they ale knowingly and voluntarily entering into this Agreement, and
that they are competent to enter into this Agreement. This Agreement Is to be interpreted as
being Jointly negotiated and drafted.

Choice of Law. This Agreement shall be interpreted in ascerdanee with the law of Michigan.

Entire Agreement. This Agreement is the entire agreement between Dr. Sim0n and the
University Concerning her ietirement and the termination of the employment relationship. It
supersedes all prior and c?ontempOranetms oral 01 written agreements or understandings
between the parties concerning the termination There are no other agreements er
understandings between Dr. Simon and the University concerning her retirement and the
termination of her employment relationship Any modi?cation of this Agreement must be in
writing and signed by both parties to be binding

Severability. If any provision of this Agreement is determined to be unenfOIceable, the
remainder of this Agreement shall not be affected, but each remaining provision shall continue
to be valid and effective and shall be enforceable to the fullest extent permitted by law.

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. 19. Other Agreements. This Agreement is limited to matters pertaining to Dr. Simon?s

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retirement-from employment with the University. Except as expressly modi?ed by the terms
of this Agreement,- all other cenh'aCts, agreements, commitments. or legal obligations between
the parties remain in full force and effect.

"Survival. The bene?ts provided under this Agreement individually and collectively to Drs.

Lou Anna and Roy Simon, in particular the Consideration in Paragraph 10, are iirevocable
and shall snr'Vive the death of Dr. Lou Anna Sirnon, at which event the Consideration and
other bene?ts shall pass to Dr. Roy Simon, if smiving, or else to Dr. Lou Anna Simon?s
estate. -

Counterparts. This Retirement Agreement and Release may be executed in two or more
counterpalts, each of which shall be deemed an Original, but all of which together shall
censtitute one and the same instrument.

 

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