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Home My WebLink AboutSettlement Agreement and Release o ;l ~ - (;100 t, 1/11/ t:7c' SETTLEMENT AGREEMENT AND RELEASE This Settlement Agreement and Release ("Agreement") is made and entered into this 11 th day of January, 2006 by and between the CITY OF MIAMI BEACH, a municipal corporation (hereinafter "MIAMI BEACH"), and THE TOWER GROUP ("TTG"), a Florida corporation, collectively referred to as "THE PARTIES". RECITALS A. The Parties desire to settle all claims or disputes arising out of that certain Agreement, May 6, 2002, as amended, for the construction of a new public library, which project is commonly referred to as the "Regional Library" (hereinafter referred to as "the Project"). B. TTG, warrants and represents that it has full authority to execute this Agreement. C. MIAMI BEACH denies, and continues to deny, any liability to TTG for any damages. D. TTG, denies, and continues to deny, any liability to MIAMI BEACH for any damages. E. MIAMI BEACH and TTG desire at this time to amicably adjust and forever settle MIAMI BEACH's damages claim against TTG, and any damages claim by TTG against MIAMI BEACH. NOW, THEREFORE, in consideration of the promises set forth herein and other good and valuable consideration, receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: I. RECITALS 1. The foregoing Recitals are true and correct and incorporated herein by reference. II. PAYMENT 2. MIAMI BEACH shall cause to be paid to TTG the sum of ONE HUNDRED AND FIFTY THOUSAND DOLLARS ($150,000) within thirty (30) days of the date of approval of this Settlement Agreement and Release by the MIAMI BEACH CITY COMMISSION, in full and final settlement of all of MIAMI BEACH's claims for damages against TTG. The releases and all other conditions of this Settlement Agreement are contingent upon the payment of said amount. Payment shall be made by delivering to Anthony J. Burke, President, a check payable to The Tower Group. 1 III. RELEASE 3a. TTG, hereby releases, acquits and forever discharges MIAMI BEACH, including its officials, officers, employees, agents, and attorneys, together with any other person, partnership, firm or corporation in privity therewith, charged or chargeable with responsibility or liability, its heirs, executors, administrators, associates representatives, successors and assigns, from any and all past, present, and future claims, demands, obligations, damages, costs, expenses, actions and causes of actions and whether for compensatory, punitive damages, or other damages arising from or relating to damages for delays in connection to the above referenced Project. 3b. MIAMI BEACH, hereby releases, acquits and forever discharges TTG, including its parent and subsidiary corporations, affiliates and insurers, and its shareholders, directors, officers, employees, agents, and attorneys, together with any other person, partnership, firm or corporation in privity therewith, charged or chargeable with responsibility or liability, their heirs, executors, administrators, associates, representatives, successors, and assigns, from any and all past present, and future claims, demands, obligations, damages, costs, expenses, actions and causes of actions and whether for compensatory, punitive damages, or other damages arising from or relating to damages for delays in connection with the above referenced Project. IV. DENIAL OF LIABILITY 4. It is understood and agreed that payment and/or receipt of the consideration expressed herein is not an expressed or implied admission of negligence, misconduct, responsibility or liability on the part of Miami Beach and/or TTG or anyone else, and that Miami Beach and TTG expressly and specifically deny all such claims. Such consideration is being paid and received in order to compromise disputed claims so that the Parties may forever avoid the expense, uncertainties, and hazards of litigation. V. INDEMNIFICATION 5. TTG expressly agrees to indemnify and hold MIAMI BEACH harmless against all claims TTG may assert against MIAMI BEACH on the Project. 2 VI. ADDITIONAL DOCUMENTS 6. All Parties agree to cooperate fully and execute any and all supplementary documents and take all additional actions which may be necessary or appropriate to give full force and effect to the basis and intent of this Settlement Agreement and Release. VII. ENTIRE AGREEMENT AND SUCCESSORS IN INTEREST 7. This Settlement Agreement and Release contains the entire agreement between the parties. This Settlement Agreement and Release replaces any prior or contemporaneous written or oral representation or understanding about the settlement. This Agreement may not be changed except in writing signed by the parties, or their respective attorneys. This Agreement shall be binding on all and shall inure to the benefit ofthe respective successors and assigns, if any, of each party. VIII. GOVERNING LAW 8. This Settlement Agreement and Release is being consummated in the State of Florida and the performance by the Parties hereto is in the State of Florida. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. The venue for any legal proceeding of any nature brought by either party against the other to enforce any right or obligation under this Agreement, or rising out of any matter pertaining to this Agreement, shall be in Miami- Dade County, Florida. 9. The parties warrant to each other that they have read this Settlement Agreement and Release and that they understand that this Agreement is a full and final release of all claims of by and between MIAMI BEACH and TTG, and that each has been represented by counsel before signing this Settlement Agreement and Release. 3 IN WITNESS WHEREOF, the parties have set their hands and seals on the day and date first written above. Attest: ~/I~L Secretary ~"', l 1'. ^\eM/M I(,n (print name) Ilnlllll -J', Bart-KJ?- (p t name) ~K?AAck CITY OF MIAMI BEACH City Clerk Robert Parcher STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me this Z? day of 1M OlI'C L , 2006 by ANTh.O'\.\Y :r. ~~!(e as fr<s\JE'>'11 of The Tower Group, who is personally known to me or who has produced \<!.V\.ow"" (type of identification). (AFFIX NOTARY SEAL) Notary Public-State of ~p~~ ~~ rL My Commission Expires: .6 / 4{:J. 0 { 0 , . MARILYN NOVA MY COMMISSION 1/ DO 504805 EXPIRES: May 4, 2010 Bonded Thru ~ry Public IJndenwriters Name: STATE OF FLORIDA COUNTY OF MIAMI-DADE \... The fort;going ins , .JI1je tOOl'/ ult z... as me or who has produced - ent was acknowledged before me this I01JJ day of ~ HI e { of The City of Miami Beach, who is (type ofidentifioation). f Name: ~"'~Y't"'" ....0'1';;...1'-:>(' l~"" ,Ar ..(:: -*. ijt *- ~~~~~/ KERRY HERNANDEZ ~ MY COMMiSSION # DD 175491 EXPIRES: May 3, 2007 B~~ded Thn.J Natal)' Public Under'l'mters .. (AFFIX NOTARY SEAL) . t l}<lfI1:e) j<\rzyYf rteyJof411 e L- Notary Public-State of FttJ'1l J/l My Commission Expires: J/gy a. ?~tJ/ I APPROVED AS TO FORM & LANGUAGE & FOR EXECUTION 4 ~~~ Z;:'l-p.{j. .ty L 08Ie