HomeMy WebLinkAboutIRC Citrus Utilities GDU CitySETTLEMENT AGREEYvlENT
THIS SETTI.lZ;MENT AGI~Rh-?vlENT (~Agreement") is made as of the day of
November, 1997, by and between: CITRUS UTILITIES, INC. CCITRUS"), GENERAL
DEVELOPMENT UTILITIES, INC. CGDU"), CITY OF SEBASTIAN ("CITY"), andINDIAN
RIVER COUNTY ("COUNTY"). CITRUS, GDU, CITY an6 COUNTY will sometimes
collectively be referred to herein as the "Parties."
RECITAL
WHEREAS, on or about March 4, .1993, CITRUS and GDU executed a Utility
Agreement (the "Utility Agreement') relating to a water and waste water treatment facility
located in the City of Sebastian (the 'System"); and
WHEREAS, in December of 1993, GDU sold the System to CITY; and
WHEREAS, on or about September 20, 1995, CITY sold the System to COUNTY; and
WHEREAS, CITRUS has sought to collect any monies due and owing under the Utility
Agreement as a result of GDU selling the System through a lawsuit filed again.qt GDU, CITY,
and COUNTY in the Circuit Court of the 19th Judicial Circuit in and for Indian River County,
Florida entitled Citrus Utilities, Inc. v. General Development Utilities, Inc., City of Sebastian,
and Indian River County, Case No. 94-0202 CA 03 (the "Action"); and
WHEREAS, the Parties desire to settle fully and finally, any and all differences, claims
or events existing between them which relate in any way to the Utility Agreement, the Action,
and the System.
NOW, THEREFORE, in consideration of the mutual promises, covenants and recitals
contained in this Agreement, the Parties agree as follows:
1. GDU shall pay CITRUS $25,000 by November 15, 1997.
2. CITRUS shall release GDU, CITY and COUNTY from any and all claims,
counterclaims, damages and causes of action of every mature, lmown or nnknown, suspected or
unsuspected, arising from or attributable to any practices or conduct of GDU, CITY, and
COUNTY and their successors, predecessors, parents, subsidiaries, affiliates, divisions, owners,
officers, directors, employees, assigns, agents, independent contractors, attorneys and
representatives, relating directly or indirectly to the Utility Agreement, the Action, the System,
and any and all other matters, up to and including the date of this Agreement including any
claim for attorneys fees and costs.
3. GDU shall release CTrRUS, CITY and. COUNTY from any and. all claims,
counterclaims, damages and causes of action of every nature, known or unknown, suspected or
unsuspected, arising from or attributable to any practices or conduct of CITRUS, CITY, and
COUNTY andtheir successors, predecessors, parents, subsidiaries, affiliates, divisions', owners,
officers, directors, employees, assigns, agents, independent contractors, attorneys and
representatives, relating directly or indirectly to the Utility Agreement, the Action, and the
System.
4. CITY shall release CITRUS, GDU and COUNTY from any and all claims,
counterclaims, damages and causes of action of every nature, known or unknown, suspected or
unsuspected, arising from or attributable to any practices or conduct of CITRUS, GDU and
COUNTY and their successors, predecessors, parents, subsidiaries, affiliates, divisions, owners,
officers, directors, employees, assigns, agents, independent contractors, attorneys and
representatives, relating directly or indirectly to the Utility Agreement, the Action, the System,
and any and all other matters, up to aud including the date of' this Agreement including any
claim for attorneys fees and costs.
5. COUNTY shall release CITRUS, GDU and CITY from any and all claims,
counterclaims, damages and causes of action of every nature, known or unknown, suspected or
nn~uspected, arising from or attributable to any practices or conduct of CITRUS, GDU and
CITRUS and their successors, predecessors, parents, subsidiaries, affiliates, divisions, owners,
officers, directors, employees, assigns, agents, independent contractors, attorneys and
representatives, relating directly or indirectly tO the Utility Agreement, the Action, the System,
and any and all other matters, up to and including the date of this Agreement including any
claim for attorneys fees and costs.
6. All Parties to the action shall dismiss their claims with prejudice and each party
shall bear their own fees and costs.
7. This Agreement, consisting of three (3) pages, constitutes the entire understanding
between the Parties hereto, and shall in all respects be interpreted, enforced and governed by
the laws of the State of Florida. The Parties further agree and acknowledge that should any
portion of this Agreement be deemed unenforceable by a court of competent jurisdiction, the
unenforceable:provision shall be deemed severable from the rest of this Agreement and shall not
affect the validity or enforceability of the remainder of this Agreement.
8. The Parties represent that in entering into this Agreement they have not relied
upon any statement, representation or promise of any other Party, other than the provisions set
forth in this Agreement.
9. The Parties acknowledge that they are entering into this Agreement freely and
voluntarily, with a full understanding of the meaning and consequences of its terms.
10. The Agreement may not be amended or modified except by an insmunent in
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