HomeMy WebLinkAboutAgr 1999-01-08 (Innisfree)RECORDING REQUESTED
RETURN TO:
DIANE L. CRANE, TOWN CLERK
TIBURON TOWN HALL
1505 TIBURON BLVD.
TIBURON, CA 94920
'''F!I!f I~ II flll ! I!{III!{f{ I I If~l
Recorded I REC FEE .Our
Official Records I
County Of i
Marin I
JOAN C. THAYER I
Recorder I
09:00AM 08-Jan-1999
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Page 1 of 9
This document is for the benefit of the Town of Tiburon.
AP Nos. 58-171-62 & 58-171-85
Attached Document:
Settlement A~ieement and General Mutual Release, dated October 17. 1997
(Pertains to Marin County Superior Court Case No. 168505- Stipulation For Judgment
Filed October 31, 1997)
RECEIVED
MAR - 3 1999
TOWN MANAGERS OFFICE
TOWN OF TIBURON
SETTLEMENT AGREEMENT AND GENERAL MUTUAL RELEASE
This Settlement Agreement and Mutual General Release
("Agreement") is entered into as of October 17, 1997 between the
Town of Tiburon ("the Town"), a municipal corporation and The
Innisfree companies ("Innisfree"), a corporation duly organized
and existing under the laws of the State of California.
RECITALS
On September 5, 1996, Innisfree filed a complaint in
Marin County Superior Court, which was amended on December 22,
1996 and again April 28, 1997 ("Second Amended Complaint"). The
Innisfree Companies v. The Town of Tiburon, fit, Case No.
168505 (Marin Superior Court). In the Second Amended Complaint,
Innisfree alleged two causes of action against the Town, for
rescission and breach of contract based on a 1984 development
agreement between the Town and Innisfree entitled the "Point
Tiburon Development Agreement." (Referred to herein as
"Development Agreement"). Innisfree further alleged that it was
entitled to rescission of $142,800 paid to the Town for flood
plain work, and to total restitution exceeding $350,000. The
Town denies the allegations of Innisfree's complaints, including
specifically the allegations that it has breached the Development
Agreement, that the Town violated Government Code sections 66000,
et seq., and that Innisfree is entitled to rescission or
restitution.
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Pursuant to this Court's order, the parties entered
into mediation before the Honorable Thomas Kongsgaard. As a
result of that mediation and in accordance with the parties' wish
to eliminate the expense, time expenditure and unpredictable
outcome of litigating all of the issues raised by Innisfree's
action, the parties have agreed to dismissal of the action
according to the terms set forth below.
AGREEMENT
The Town and Innisfree, in consideration of the mutual
covenants of the Agreement, hereby agree to the following terms
and conditions:
1. The town shall pay to Innisfree the total sum of
$125,000 in full settlement and compromise of this action and in
release and discharge of any and all claims and causes of action
made in this action, in release and discharge of any and all
claims and causes of action arising out of the events or
incidents referred to in the pleadings in this action, including
without limitation any claims arising under Paragraph 7 of the
Development Agreement and any claims for attorney's fees and
costs, and in release and discharge of any and all claims arising
out of Innisfree's reversionary interest in Lot 10 of the Point
Tiburon Subdivision as more fully described in paragraph 2(b)
below.
2. Innisfree agrees to accept said sum in full
settlement and compromise of the action. Innisfree further
agrees that such payment shall: (a) fully and forever discharge
2
and release any and all claims and causes of action, whether now
known or now unknown, which Innisfree has against the Town
arising out of the events or incidents referred to in the
pleadings in this action, including without limitation any claims
arising out of Paragraph 7 of the Development Agreement and any
claims for attorney's fees and costs; and (b) fully and forever
release and discharge any and all claims and causes of action,
whether now known or unknown, relating to any interest or rights
Innisfree may have in Lot 10 of the Point Tiburon Subdivision,
which Innisfree dedicated in fee to the Town by document filed on
February 16, 1984 with the Marin County Recorder in volume 19 of
Maps at p. 4. Such release includes but is not limited to a full
release of Innisfree's reversionary interest in Lot 10, which
provides that use of Lot 10 shall be limited to the "public
purpose for which it was dedicated (i.e., recreational, open
space, historical)."
3. This Agreement includes an express waiver of Civil
Code section 1542, which states: "A general release does not
extend to claims which the creditor does not know or suspect to
exist in his favor at the time of executing the release, which if
known by him must have materially affected his settlement with
the debtor."
4. The Town and Innisfree agree to execute and file a
Stipulation for Judgment pursuant to this Agreement and agree to
an entry of Judgment ordering Innisfree to dismiss all causes of
action in the proceeding with prejudice according to the terms of
3
this Agreement. Judgment may be entered by the court upon
submission of the Stipulation for Judgment and Judgment. The
Town shall thereafter file a copy of this Agreement and Judgment
with the County Recorder.
5. Innisfree shall protect and-indemnify the Town
against any and all liens, subrogation claims and other rights
that may be asserted by any person against the amount paid in
settlement of the action.
6. It is understood and agreed that this is a
compromise settlement agreement of disputed claims, and that the
execution of this Agreement shall not constitute or be deemed or
construed as an admission of liability on the part of any of the
parties.
7. The parties represent that they have been
represented in the preparation of this Agreement by the below-
listed counsel. The parties further represent that they have
read this Agreement and that they are fully aware of its intent
and its legal effect and they have not been influenced to any
extent whatever by any representations made to them by each
other. The parties further represent that they participated in
the negotiation of this Agreement and that it will not be
interpreted against any of them as the draftsperson in the event
of a dispute about this Agreement.
8. This Agreement represents the sole and entire
agreement between the parties hereto and supersedes all prior
agreements, negotiations and discussions among them with respect
to the subject matter covered hereby. Any amendment to this
4
Agreement must be in writing and signed by the authorized
representatives of the parties hereto.
9. This Agreement may be executed in counterparts,
each of which when so executed shall be deemed an original, and
this Agreement and all signed counterparts shall constitute one
and the same instrument.
10. This Agreement is deemed executed on the date
first written above.
11. Payment of the stated settlement amount shall be
made within 10 days following the date of this Agreement and
prior to filing of the Stipulation for Judgment and Judgment.
12. Any provisions of Evidence Code section 1152.5
notwithstanding, this Agreement may be enforced by any party
hereto by a motion under Code of Civil Procedure section 664.6 or
by any other procedure permitted by law in the Superior Court of
Marin Country.
13. This Agreement, consisting of 5 pages shall
be construed and enforced in accordance with law of the State of
California.
THE INNISFREE COMPANIES THE TOWN OF TIBURON
By.
David Irmer
BY. •
Harry Matthews
Town Mayor
5
ALL-PURPOSE ACKNOWLEDGMENT
•
• State of California •
I County of zAA~(Al SS.
I Aar/
• On M f !7 !V •
before me,, C
(DATE) (NOTARY)
personally appeared A kk- V 4 .6ci S
I SIGNER(S) '
E? personally known to me - OR- ❑ proved to me on the basis of satisfactory
I I
• evidence to be the person(s) whose name(s) •
' is/are subscribed to the within instrument and I
• acknowledged to me that he/she/they executed •
I the same in his/her/their authorized
• capacity(ies), and that by his/her/their •
I signature(s) on the instrument the person(s),
I
' D. L. CRANE or the entity upon behalf of which the •
' Comm, # 1119443
+n ~ person(s) acted, executed the instrument.
N f
• N OTARY PUBLIC -CALIFORNIA
N •
MI(In County
I My Comm, Wires Dec. B, 2000
I
' WITNESS my hand and fficial seal. •
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I
NOTARY'S SIGNATURE •
ommmo OPTIONAL INFORMATION
The information below is not required by law. However, it could prevent fraudulent attachment of this acknowl-
edgment to an unauthorized document.
CAPACffY CLAIMED BY SIGNER (PRINCIPAL)
❑ INDIVIDUAL
❑ CORPORATE OFFICER
TITLE(S)
❑ PARTNER(S)
❑ ATTORNEY-IN-FACT
❑ TRUSTEE(S)
DESCRIPTION OF ATTACHED DOCUMENT
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TITLE OR TYPE OF DOCUMENT
6X.V---C~ / /VVA/~-g Ake'a_
(a -
NUMB R OF PAGES
UARDIAN/COAN,SER VATOR •
' OTHER: /V A 0 ~Q
I
DATE OF DOCUM NT '
SIGNER IS REPRESENTING:
' NAME OF PERSON(S) OR ENTII'Y(IES)
.~I
• , OTHER •
L 0 lodEmp. 0 101111101.4b -oomm- 0 .4111100 4R."Glow 0 .010ow 0 .01111100 0 -alsew 0 qammmbl 0
APA 1/94 VALLEY-SIERRA, 800-362-3369
Agreement must be in writing and signed by the authorized
representatives of the parties hereto.
9. This Agreement may be executed in counterparts,
each of which when so executed shall be deemed an original, and
this Agreement and all signed counterparts-shall constitute one
and the same instrument.
10. This Agreement is deemed executed on the date
first written above.
11. Payment of the stated settlement amount shall be
made within 10 days following the date of this Agreement and
prior to filing of the Stipulation for Judgment and Judgment.
12. Any provisions of Evidence Code section 1152.5
notwithstanding, this Agreement may be enforced by any party
hereto by a motion under Code of Civil Procedure section 664.6 or
by any other procedure permitted by law in the Superior Court of
Marin Country.
13. This Agreement, consisting of 5 pages shall
be construed and enforced in accordance with law of the State of
California.
THE INNISFREE COMPANIES THE TOWN OF TIBURON
B
By:
Harry Matthews
Town Mayor
5
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CALIFORNIA
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ACKNOWLEDGEMENT
STATE OF CALIFORNIA
COUNTY OF M A-W_ / Y~
On 12 before me, CA+h S. low tle- u _"j c , 4e, DATE NAME, TITL OF OFFICER - E.G., "JANE DOE, NOTA Y PUBLIC"
personally appeared, 1av : ve-m te--
personally known to me to be the person(#
whose name(*) is/afe subscribed to the within instrument and acknowledged to me that he/sloe/
Ahoy executed the same in his -authorized capacity(ie*, and that by his/beF
signatureo) on the instrument the person(,s), or the entity upon behalf of which the person(x) acted,
executed the instrument.
WITNESS my hand and official seal.
(SEAL)
NOTA PUBLIC SIGNATURE
OPTIONAL INFORMATION
TITLE OR TYPE OF DOCUMENT S ~
U CATHY J, BOWcp,
0. 48 ~ Comm. #114330
~ S
• NOTARY PUBLIC
CALI1 Or;NIA~
MARIN CO
Comm EX P• Tv
p• Juno 24, 2001 A
DATE OF DOCUMENT T l t 19 4t-~_ /n • NUMBER OF PAGES
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SIGNER(S) OTHER THAN NAMED ABOVE