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HomeMy WebLinkAboutAgr 2013-11-26 (Richardson Bay Land Company)Page 1 of 1 Diane Crane lacopi From: Ann Danforth Sent: Wednesday, February 19, 2014 2:58 PM To: Diane Crane lacopi Subject: Agreements File Attachments: Tolling AG, RH Signed Tolling Agreement 2013- 11- 27.pdf Hi Diane: Would you please put this in the Town Agreements file? Thank you! C M41 CONFIDENTIAL - ATTORNEY /CLIENT COMMUNICATION Ann R. Danforth Town Attorney, Town of Tiburon adanforth @ci.tiburon.ca.us Office: 415- 435 -7370 NOTICE: This communication may contain privileged or other confidential information. If you are not the intended recipient of this communication, or an employee or agent responsible for delivering this communication to the intended recipient, please advise the sender by reply email and immediately delete the message and any attachments without copying or disclosing the contents. Thank you. 2/20/2014 TOLLING AGREEMENT This Tolling Agreement ( "Agreement ") is effective as of November 26, 2013 (the "Effective Date ") and is entered into by and between the Town of Tiburon ('Town "), and the Richardson Bay Land Company, A California Corporation ( "Richardson "). The Town and Richardson may be referred to herein as the "Parties." RECITALS WHEREAS, Richardson owns the real property commonly known as 35, 37, and 39 Lyford Drive in Tiburon, California ( "Property "); WHEREAS, a dispute ( "Dispute ") has arisen between Richardson and the Town in that Richardson asserts that the Town has inappropriately diverted water onto the Property and caused damage. The Town disputes these allegations. WHEREAS, the Parties deem it to be in their mutual benefit that Richardson's claims against the Town not be asserted in litigation at the present time; WHEREAS, the Parties desire to encourage resolution and /or such further review or disposition of the Dispute as may result in no lawsuit or claim being filed and are willing to make the stipulations, covenants and agreements hereinafter set forth in order to defer and postpone the commencement of litigation; WHEREAS, the Parties desire that for the period of this Agreement, they should be able to consider issues relating to the possibility of settling the Dispute without regard to the time constraints that exist because of any future expiration of any applicable statute of limitations; AGREEMENT NOW, THEREFORE, in consideration of the mutual agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties do hereby covenant and agree as follows: 1. The running of any and all statute of limitations that had not previously expired prior to the Effective Date and that are or would be applicable to any claim, demand, debt, liability, obligation, cause of action, proceeding or suit arising out of the Dispute are hereby tolled until June 1, 2014 ( "Expiration Date "). 2. The time between the Effective Date through and including the Expiration Date, shall not be computed or included in calculating any statute of limitations for any claim relating to the Dispute. The phrase "statute of limitations" as used herein includes all statutes of limitation or repose, equitable defenses of waiver, estoppel or laches, and any other claims, defenses or theories based upon the lapse of time and time related bars. liability. Nothing contained in this Agreement shall be construed as an admission of Page 1 of 2 4. This Agreement contains the entire understanding and agreement between the Parties With respect to the tolling referred to herein. No other representations, covenants, undertakings or other prior or contemporaneous agreements, oral or written, respecting that tolling, which are not specifically incorporated herein, may be deemed in any way to exist or to bind any of the parties. Each party acknowledges that it has not executed this Agreement in reliance on any such promise, representation or warranty. 5. This Agreement may be extended by the Parties only through a further writing signed by authorized representatives of all Parties. 6. The Parties have jointly drafted this Tolling Agreement. Hence, the Parties agree that the terms of this Agreement shall not be interpreted against or in favor of any party on the ground that any party participated in the drafting of this Agreement. 7. The Parties represent that the person executing this Agreement on behalf of said party is duly authorized to enter into this Agreement on its or his or her behalf. 8. The Parties acknowledge that each of them has had the benefit of counsel of their choice and has been offered an opportunity to review this Agreement with chosen counsel. 9. This Agreement may be executed in multiple counterparts, electronic or otherwise, each of which shall be deemed an original, and all of which shall constitute a single Agreement. Dated: November W, 2013 Dated: November 2T, 2013 Town of Tiburon By :� - Ann R. Danforth Town Attorney Richardson Bay Land Company By: Riley F. Hurd III Attorney for the Richardson Bay Land Company Page 2 of 2