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HomeMy WebLinkAbout2010-6-7691ORDINANCE NO. 2010-6-7691 AN ORDINANCE AUTHORIZING PAYMENT AND APPROVING THE FINAL SETTLEMENT OF CLAIMS FOR MONIES OWED BY PREMIER FIRE PROTECTION INC. WHEREAS, Premier Fire Protection Inc., ("Premier") was a valid lien holder against certain property acquired by the City known as the Executive Inn Hotel pursuant to ordinance No. 2009-12-7638 adopted by the City Board of Commissioners on December 15, 2009; and WHEREAS, Premier released the lien pursuant to a Release and Waiver of Lien and Deed of Release of Mechanic's Lien filed of record in the McCracken County Clerk's office; WHEREAS, Premier specifically reserved all rights to pursue a claim against the City in mediation and/or arbitration for reimbursement of amounts owed for work and materials placed in the aforesaid property under a theory of unjust enrichment or an alleged breach of oral promise; and WHEREAS, the Board of Commissioners of the City of Paducah has reached an agreement with Premier to forever settle and resolve this claim in a reduced amount of Twenty - Six Thousand Dollars ($26,000.00); and WHEREAS, Board of Commissioners of the City of Paducah find that the settlement of this claim for said amount is in the best interest of the City. BE IT ORDAINED BY THE CITY OF PADUCAH, KENTUCKY: SECTION 1. The Board of Commissioners of the City of Paducah hereby ratifies and approves the settlement payment to Premier in the amount of $26,000.00 provided, however, that Premier execute and deliver to the City a Settlement Agreement an Release fully releasing the City from all further claims and liability for reimbursement of monies allegedly owed for work and materials placed in and to the hotel property in such form acceptable to Corporate Counsel. SECTION 2. The Finance Director is hereby authorized to make the expenditure approved herein. SECTION 3. Corporate Counsel is hereby authorized to prepare Settlement Agreement and Release and any other documentation necessary to accomplish and consummate the settlement authorized by this Ordinance. SECTION 4. If any section, paragraph or provision of this Ordinance shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this Ordinance. SECTION 5. This City Commission hereby finds and determines that all formal actions., relative to the adoption of this Ordinance were taken in an open meeting of this City Commission, and that all deliberations of this City Commission and of its committees, if any, which resulted in formal action, were in meetings open to the public, in full compliance with applicable legal requirements. SECTION 6. All ordinances, resolutions, orders or parts thereof in conflict with the provisions of this Ordinance are, to the extent of such conflict, hereby repealed and the provisions of this Ordinance shall prevail and be given effect. SECTION 7. This ordinance shall be read on two separate days and will become effective upon summary publication pursuant to KRS Chapter 424. ATTEST: Tammara S. Brock, City Clerk Introduced by the Board of Commissioner, May 25, 2010 Adopted by the Board of Commissioners, June 8, 2010 Recorded by Tammara S. Brock, City Clerk, June 8, 2010 Published by The Paducah Sun, June 14, 2010 \ord\ex inn -settlement w -premier fire 2 SETTLEMENT AGREEMENT AND RELEASE This SETTLEMENT AGREEMENT AND RELEASE is made and entered this _ day of , 2010, by PREMIER FIRE PROTECTION INC., (hereafter "Premier"). Premier agrees as follows: WHEREAS, Premier previously entered a Release and Waiver of Lien releasing a mechanic's lien filed against property generally referred to as the Executive Inn complex ("Hotel Property") which has been purchased by the City of Paducah ("City"); and WHEREAS, pursuant to the Release and Waiver of Lien, Premier reserved all rights to pursue a claim in mediation and/or arbitration against the City for reimbursement of labor and materials placed in the Hotel Property; and WHEREAS, the parties desire to settle and forever settle this claim under the terms and conditions set forth herein. NOW, THEREFORE, for and in consideration of the foregoing, and other valuable consideration acknowledged herein, the parties agree as follows: 1. Release by Premier. Upon payment of $26,000.00 by the City to Premier, Premier shall forever release and discharge the City, its successors and/or assigns, affiliated agencies, or representatives, including all members of the Board of Commissioners, its mayor, all employees, agents, and all other persons acting on its behalf, whether named herein or not, from any and all manner of liability, claims, actions, and causes of action, relating in any way to any claim for payment or reimbursement of monies owed for work and materials provided by Premier in and to the Hotel Property under any and all theories of liability, including but not limited to unjust enrichment, breach of contract, whether oral or written, breach of promise, estoppel, negligence, tort, or fraud, whether known or unknown. In addition to the foregoing, Premier further declares and agrees as follows: a. That all claims, past, present or future, are disputed and this full and final settlement thereof shall never be treated as evidence of liability, nor as an admission of responsibility at any time or in any manner whatsoever. This settlement is a compromise of disputed claims and the payment made hereunder is not to be construed as an admission of liability. b. That this release covers and includes all claims several or otherwise, past, present or future, which can or may ever be asserted by Premier, whether now known or hereafter arise, against any person released herein, as heirs, or otherwise, regarding work and materials provided to the Hotel Property. 2. Conditions. It is understood that this release shall not be effective until 1) payment and execution of this agreement is authorized by the Board of Commissioners and 2) payment is received by Premier. 3. Miscellaneous. This Settlement and Release Agreement, 3 and the terms and provisions as herein stated, shall be binding upon Premier, including its, successors, and assigns, affiliated companies, and principals/owners. This Agreement shall be construed under the laws of the Commonwealth of Kentucky, and shall be enforceable by any court of competent jurisdiction. This Agreement represents the entire agreement and understanding between the parties with regard to the matters as referred to herein, and all prior understandings, promises, and agreements are merged herein by reference. 4. Effect on Third Parties. This release shall not be construed as releasing any claims by Premier against any person not specifically released herein. 5. Representation of Authority. On behalf of Premier, the undersigned warrants and represents that he/she is duly authorized to sign this Settlement Agreement and Release and intends to be duly bound thereby. Witness, the signatures of the above named party effective as of the day first written above. PREMIER FIRE PROTECTION INC By Title Date rd