Exhibit D 

Case 2:05-cv-01099-ER Document 112-4 Filed 07/21/15 Page 1 of 8
IN THE UNITED STATES DISTRICT COURT 

FOR THE EASTERN DISTRICT OF PENNSYLVANIA 

ANDREA CONSTAND, : 

: 

 Plaintiff, : 

 : No. 05-cv-1099 

 v. : 

 : 

WILLIAM H. COSBY, JR., : 

 : 

 Defendant. : 

DECLARATION OF PATRICK J. O’CONNOR, ESQUIRE, IN SUPPORT OF 

DEFENDANT’S MOTION TO STRIKE AND IN OPPOSITION 

TO PLAINTIFF’S MOTION FOR INJUNCTIVE RELIEF 

PATRICK J. O’CONNOR, ESQUIRE, hereby declares under penalty of perjury pursuant 

to 28 U.S.C. § 1746 as follows: 

1. I am a member of Cozen O’Connor and am counsel to Defendant in this action. 

2. On October 2, 2006, the parties in this action executed and entered into a 

Confidential Settlement Agreement and General Release. 

3. The Confidential Settlement Agreement and General Release provides, in relevant 

part: 

Confidentiality 

14. Except as provided in Paragraphs 15 and 21 of this Confidential Settlement 

Agreement and General Release, CONSTAND, COSBY, SINGER, AMERICAN 

MEDIA, GIANNA CONSTAND, ANDREW CONSTAND, and their 

undersigned counsel acknowledge COSBY’s, SINGER’s, and AMERICAN 

MEDIA’s interests in not permitting others (a) to know (i) the outcome or the 

underlying facts of the LITIGATION, or (ii) the terms of this Confidential 

Settlement Agreement and General Release, (b) to learn more about 

CONSTAND’s allegations or their defenses other than what is already a matter of 

public record, via their pleadings, or published press reports (c) to learn the 

information gathered and generated in the course of discovery in the 

LITIGATION, or (d) to gain access to the motions and briefs currently filed under 

seal in the LITIGATION. They also acknowledge that CONSTAND, COSBY, 

Case 2:05-cv-01099-ER Document 112-4 Filed 07/21/15 Page 2 of 8
2 

SINGER, and AMERICAN MEDIA enter into this Confidential Settlement 

Agreement and General Release to protect those interests. Accordingly, except as 

provided in Paragraphs 15 and 21 of this Confidential Settlement Agreement and 

General Release: 

A. CONSTAND, COSBY, SINGER, AMERICAN MEDIA, GIANNA 

CONSTAND, ANDREW CONSTAND, and their undersigned counsel agree, 

as of August 23, 2006, not to disclose to anyone, via written or oral 

communication or by disclosing a document, in private or public, any aspect 

of this LITIGATION, including, but not limited to: 

1. the events or allegations upon which the LITIGATION was based; 

2. allegations made about COSBY or CONSTAND by other persons; 

3. the information that they learned during the criminal investigation of 

COSBY or discovery in the LITIGATION, including, but not limited 

to, allegations made by other women concerning COSBY, the content 

of the Montgomery County District Attorney’s and the Cheltenham 

Township Police Department’s files from the criminal investigation of 

COSBY, and the content of COSBY’s and CONSTAND’s depositions 

in the LITIGATION, and information about COSBY or CONSTAND 

gathered by their agents. 

B. CONSTAND, COSBY, SINGER, AMERICAN MEDIA, GIANNA 

CONSTAND, ANDREW CONSTAND, and their undersigned counsel further 

agree not to write or publish, or to cause, authorize or help anyone to write or 

to publish, any account of the information described in and covered by 

paragraph 14(A) above. CONSTAND, COSBY, SINGER, AMERICAN 

MEDIA, GIANNA CONSTAND, ANDREW CONSTAND and their 

undersigned counsel agree not to make any public appearances or give any 

interviews concerning the information described in and covered by paragraph 

14(A) above. 

C. CONSTAND, COSBY, SINGER, AMERICAN MEDIA, GIANNA 

CONSTAND, ANDREW CONSTAND, and their undersigned counsel agree 

not to disclose this Confidential Settlement Agreement and General Release or 

any of its terms and conditions (including by filing this Confidential 

Settlement Agreement and General Release with any court, except if the 

agreement itself is the subject of litigation and then only to the extent 

necessary to assert rights and/or defend the litigation), or except as provided 

in sections 15 and 21, even the fact of settlement of the LITIGATION, unless 

such disclosure is required by the United States Internal Revenue Service, the 

equivalent Canadian taxing authority, or similar state or federal taxing 

agencies, or pursuant to a criminal investigation by state or federal authorities 

in the United States or Canada, or in response to a valid subpoena issued by a 

Case 2:05-cv-01099-ER Document 112-4 Filed 07/21/15 Page 3 of 8
3 

court of competent jurisdiction. In the event CONSTAND, COSBY, 

SINGER, AMERICAN MEDIA, GIANNA CONSTAND, ANDREW 

CONSTAND, or their undersigned counsel receive any such request or order, 

before complying with it, they will first notify the other signatories to this 

Confidential Settlement Agreement and General Release, by fax, and afford 

the other signatories five business days to object and/or move for relief in the 

courts, and they will provide such cooperation as may be reasonable with any 

such effort by the other signatories. Any expenses relating to the objection 

incurred by the party to whom the request has been directed shall be borne by 

the objecting party. No notice to the other signatories is required if the 

subpoena or document request is made by an agency investigating criminal 

allegations, provided that said agency has requested that no notification be 

given. The party to whom any such Request is directed may comply therewith 

unless a valid or timely objection is filed with a court or a forum of competent 

jurisdiction by any party hereto. The burden of filing any such objection shall 

be on the party opposing the disclosure of the information subject to the 

Request. If a timely objection is filed, and proof furnished thereof, no 

disclosure will be made until there is a ruling from the Court directing that 

such disclosure be made. In order to be timely, the objection must be made 

and proof provided at least two business days before the expiration of the 

time-period for compliance. 

D. CONSTAND, COSBY, SINGER, AMERICAN MEDIA, GIANNA 

CONSTAND, ANDREW CONSTAND, and their undersigned counsel agree 

that within 40 days of the signing of this Confidential Settlement Agreement 

and General Release, they will deposit with a secured depository, as agreed by 

counsel, the original (if they possess the original) and all copies (including 

copies that may have been given to any of the parties’ consultants, experts, or 

investigators) of the following documents, whether they exist in printed or 

electronic form: 

1. The document productions of any party to the LITIGATION or 

recipient of a subpoena in the LITIGATION, including, but not limited 

to, the Montgomery County District Attorney, the Cheltenham 

Township Police Department, and Patterson Belknap Webb & Tyler 

LLP, and any summaries thereof; 

2. All documents provided to CONSTAND or her undersigned counsel, 

by any person concerning COSBY or allegations made by another 

person against COSBY, including all documents about any of the 

persons identified by CONSTAND’s counsel as a “Rule 415 Witness” 

in the LITIGATION, and any summaries thereof; 

3. All recordings of conversations with or statements by COSBY or 

SINGER, and any summaries thereof; 

Case 2:05-cv-01099-ER Document 112-4 Filed 07/21/15 Page 4 of 8
4 

4. The transcripts of any depositions taken in the LITIGATION; the 

exhibits thereto; any summaries, excerpts, or reproductions thereof; 

and any documents referring thereto; and 

5. The briefs, motions, and exhibits thereto currently under seal in the 

LITIGATION. 

E. Each party and their counsel shall have exclusive and complete access to their 

own files, but not to the files of the other parties. The expense of the secured 

depository shall be borne by COSBY and the files shall remain in the 

depository for so long as COSBY bears that expense. Upon reasonable 

request, each party shall make available to the other parties a log showing the 

dates that that party has accessed the secured depository. Any party may at 

any time issue a written request to any other party asking said party to agree to 

destroy any or all of the files in the secured depository. In the event that the 

parties are unable to reach agreement in response to the request, the parties 

will submit the issue for resolution to Judge Reuter, or otherwise as set forth 

in Paragraph 29 of this Confidential Settlement Agreement and General 

Release. 

F. CONSTAND, COSBY, SINGER, AMERICAN MEDIA, GIANNA 

CONSTAND, ANDREW CONSTAND, and their undersigned counsel agree 

that within 40 days of the signing of this Confidential Settlement Agreement 

and General Release, they each will provide written confirmation to the 

undersigned counsel for CONSTAND, COSBY, SINGER, and AMERICA 

MEDIA that they have used their best efforts to comply with Paragraph 14(D) 

of this Confidential Settlement and General Release. 

15. CONSTAND, COSBY, SINGER, AMERICAN MEDIA, GIANNA

CONSTAND, ANDREW CONSTAND, and their undersigned counsel agree that, 

on the day CONSTAND files the documents contemplated in paragraph 12(A) 

above, they may issue the Settlement Press Release attached hereto as Exhibit A. 

CONSTAND, COSBY, SINGER, AMERICAN MEDIA, GIANNA 

CONSTAND, ANDREW CONSTAND, and their undersigned counsel agree not 

to make any statement to anyone about the LITIGATION or the termination 

thereof, other than to refer to the Settlement Press Release attached hereto as 

Exhibit A, except as is provided for in paragraph 21 of this Confidential 

Settlement Agreement and General Release. It shall not be a violation of this 

Settlement Agreement and General Release to state or confirm that the 

LITIGATION has been resolved. 

16. The confidentiality provisions set forth in paragraphs 14 through 21 of this 

Confidential Settlement Agreement and General Release are a material 

inducement to each of the parties hereto to enter this Confidential Settlement 

Agreement and General Release, and each of the parties and the party’s 

undersigned counsel acknowledges that in entering this Confidential Settlement 

Case 2:05-cv-01099-ER Document 112-4 Filed 07/21/15 Page 5 of 8
5 

Agreement and General Release, each party is expressly relying each other party’s 

agreement to abide by the confidentiality provisions set forth in the paragraphs 14 

through 21 of this Confidential Settlement Agreement and General Release. 

17. CONSTAND, COSBY, SINGER, AMERICAN MEDIA, GIANNA

CONSTAND, ANDREW CONSTAND, and their undersigned counsel 

acknowledge that, should they violate any of the confidentiality provisions set 

forth in paragraphs 14 through 21 of this Confidential Settlement Agreement and 

General Release, no amount of monetary relief could repair the harm caused to 

CONSTAND, COSBY, SINGER, and/or AMERICAN MEDIA. Therefore, 

CONSTAND, COSBY, SINGER, AMERICAN MEDIA, GIANNA 

CONSTAND, ANDREW CONSTAND, and their undersigned counsel agree that, 

in the event that they violate or threaten to violate any of the confidentiality 

provisions set forth in paragraphs 14 through 21 of this Confidential Settlement 

Agreement and General Release, CONSTAND, COSBY, SINGER, and/or 

AMERICAN MEDIA shall be entitled to injunctive relief to prevent and/or 

mitigate any such violation, and to such other equitable and/or legal relief as may 

be appropriate. 

18. [INTENTIONALLY LEFT BLANK] 

19. CONSTAND, SINGER and AMERICAN MEDIA and their undersigned 

counsel recognize that COSBY wishes to retrieve or keep permanently under seal 

the portion of the court’s records currently under seal in the LITIGATION, and 

they agree to not oppose any action necessary to do so. CONSTAND agrees that, 

if she retains different counsel other than her undersigned counsel, she will 

instruct her new counsel in accordance with the requirements of this paragraph. 

20. CONSTAND, COSBY, SINGER, AMERICAN MEDIA, GIANNA 

CONSTAND, ANDREW CONSTAND, and their undersigned counsel, agree that 

they will use their best efforts to ensure that their respective employees, partners, 

associates, staff members, consultants, agents, health care providers, and vendors 

(as applicable) comply with the confidentiality provisions of paragraphs 14 

through 21 of this Confidential Settlement Agreement and General Release. 

21. The provisions of this release shall not include the signatories from disclosing 

the financial terms of this settlement: 

A. to their respective attorneys and referring attorneys (including their clerical 

staffs, law clerks, paralegals and accountants) to the extent necessary for the 

preparation of this release, or for the taking of any action necessary pursuant 

to this release, and for maintaining and filing of such reports, records and data 

as may be required by law, provided that they instruct such attorneys to keep 

such information strictly confidential; 

Case 2:05-cv-01099-ER Document 112-4 Filed 07/21/15 Page 6 of 8
6 

B. to the employees or agents or spouse of COSBY and/or the employees or 

agents of AMERICAN MEDIA, on a need to know basis for the purposes of 

effectuating the settlement, or as may be involved in the processing of 

payments made hereunder or for the maintaining of filing such reports, 

records and data as may be required by law or necessitated by the internal 

operating procedures of COSBY and/or AMERICAN MEDIA, provided that 

they instruct such persons to keep the information strictly confidential; 

C. to the employees or agents of COSBY’s and/or AMERICAN MEDIA’s 

insurance carrier on a need to know basis for the purposes of effectuating the 

settlement, or as may be involved in the processing of payments made 

hereunder or for the maintaining of filing such reports, records and data as 

may be required by law or necessitated by the internal operating procedures of 

COSBY’s and/or AMERICAN MEDIA’s insurance carrier, provided that they 

instruct such persons to keep the information strictly confidential; 

D. to the accountants or financial planners of CONSTAND used specifically for 

financial planning and/or preparation of tax returns or the maintenance of 

records as may be required by law, provided that they instruct such 

accountants or financial planners to keep the information strictly confidential, 

and provided that they disclose to such accountants or financial planners only 

the amount of the settlement, the nature of the claims, if pertinent for tax or 

estate planning purposes, and that it resulted from a settlement of civil 

litigation brought by CONSTAND in the United States; 

E. to the accountants or financial planners of COSBY and/or AMERCIAN 

MEDIA used specifically for financial planning and/or preparation of tax 

returns or the maintenance of records as may be required by law, provided that 

they instruct such accountants or financial planners to keep the information 

strictly confidential, and provided that they disclose to such accountants or 

financial planners only the amount of the settlement, the nature of the claims, 

if pertinent for tax or estate planning purposes, and that it resulted from a 

settlement of civil litigation brought by CONSTAND in the United States; 

F. to any attorney retained to assist in financial or estate planning and their 

clerical staffs, law clerk clerks, paralegals and accountants and in the case of 

the formation of a trust to the administrator or executor or beneficiary or any 

other person involved in the creation, formation, maintenance of, or receipt of 

assets from any trust account established for the benefit of CONSTAND, 

provided that they disclose to such persons only the amount of the settlement, 

the nature of the claims, if pertinent for tax or estate planning purposes, and 

that it resulted from a settlement of civil litigation brought by CONSTAND in 

the United States; 

G. With respect to the CONSTAND’s allegations against COSBY, and her 

emotional response to the LITIGATION, to the any of CONSTAND’s health 

Case 2:05-cv-01099-ER Document 112-4 Filed 07/21/15 Page 7 of 8
7 

care providers within the context of providing medical care, counseling, 

therapy or other medical, physical, emotional or psychological care to 

CNSTAND, provided that CONSTAND instructs such persons to keep the 

information strictly confidential; 

H. With respect to the CONSTAND’s allegations against COSBY, and her 

emotional response to the LITIGATION, to CONSTAND’s parents or to a 

person with whom CONSTAND is sexually intimate or may wish to be 

sexually intimate, provided that CONSTAND instructs such persons to keep 

the information strictly confidential. 

I. It shall not be a violation of this Settlement Agreement and General Release to 

state or confirm that the LITIGATION has been resolved. 

Dated: Philadelphia, Pennsylvania 

July 21, 2015 

 /s/ Patrick J. O’Connor 

 Patrick J. O’Connor 

 

Case 2:05-cv-01099-ER Document 112-4 Filed 07/21/15 Page 8 of 8