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HomeMy WebLinkAboutSettlement Agreement GTE dba Verizon and City of Carmel SETTLEMENT AGREEMENT AND RELEASE The parties identified below have determined that it is in their mutual interests to resolve this dispute and events that gave rise to it; therefore, in consideration of the mutual promises and understandings and the release herein, the parties voluntarily agree as follows: - I. This Settlement and Release Agreement ("Agreement") is entered into by City of Carmel ("Lessor")' and GTE Mobilnet of Indiana Limited Partnership d/b/a Verizon Wireless, by GTE Wireless of the Midwest Incorporated; its general partner ("Lessee") in full settlement and satisfaction of any and all of Lessor's claims for rent arrearage owed by Lessee pursuant to that certain Lease Agreement ("Lease") executed August 27, 1997, for the ground and tower space located adjacent to land commonly referred to as 473 Third Avenue S W, Carmel, Indiana. 2. The parties agree Lessee shall pay the lump sum total amount of Sixty- Five Thousand Two Hundred Twenty Dollars ($65,220.00) to Lessor in full settlement of all rent and interest owed for the term up to and including August 31, 2012. Additionally, the parties hereto acknowledge a new five (5) year term commenced September 1, 2012, during which monthly rent payable by Lessee to Lessor is One Thousand One Hundred Fifty Dollars ($1,150.00). Lessee shall also make a lump sum payment to bring current all rent due and owing for the new term. Payment of the above referred sums will be made upon full execution of this.Agreement and Lessor's execution and return to Lessee of a W-9; attached and incorporated as Exhibit A and agreed Rent Commencement Letter, attached and incorporated as Exhibit B; and future rent will be • made as scheduled in the Lease with any arrearage since September 1, 2012, being caught up and paid with the first monthly rent payment. 3. The parties agree that they will not institute any legal or equitable action in any state, federal, local court or tribunal, or any other forum, against the other with respect to the platters herein resolved and settled. The parties hereto acknowledge and agree that upon satisfaction of the payments required herein, the Lease shall remain in full force and effect and there shall be no claim for breach against Lessee based upon non-payment of rent owing up to and including the date of payment by Lessee. 4. The parties to this Agreement stipulate and agree that all clauses and provisions of this Agreement are distinct and severable, and the parties understand that in the event this Agreement is ever held to be invalid or unenforceable as to any part, provision, clause, claim, or particular circumstance, it shall remain valid as to all other parts, provisions, clauses, claim, and particular circumstances. 5. This Agreement sets forth the entire agreement of the parties and fully supersedes any and all prior agreements or understandings, written or oral, between the parties pertaining to the subject matter hereof. 6. This Agreement may be altered, amended, or modified only by a writing signed by all parties to this Agreement. This provision shall be strictly construed. 7. Each party represents and warrants that the person and/or party in interest executing this Agreement have authority to do so. 8. The parties acknowledge and agree that this Agreement is the result of negotiations between them, and no party shall be deemed the drafter of this Agreement. The language of all parts of this Agreement shall in all cases be constructed as a whole, according to its fair meaning, and not strictly for or against any party. The conjunctions and other parts of speech used in the release shall be read to provide the broadest possible release that the language and the law will bear. 9. In the event either party fails to satisfy its duties under this Agreement, the opposing party shall be entitled to all costs related to enforcement of this Agreement, including but not limited to reasonable attorney fees and court costs. This Agreement shall be construed in accordance with the laws of the State of Indiana. City of Carmel, Indiana GTE Mobilnet of Indiana Limited Partnership, by GTE Wireless of by and through its Board of Public the Midwest Incorporated, Its Works and Safety General Partner, d/b/a Verizon • Wireless Jai 6s Brainard. P-esiding Officer , nn Ra asay, Area Vice Presi t Ded: • Network • Dated: I 21 ) 13 lam/, t ,lary Ann Burke. \1ennyer� Dated: ,L ' Lori S. Wa ember Date �. a b 1, 3 ATTEST: At al Ann,, L s 4' iana Cordray VIC, Clerk-Treasurr Dated: (t/"�� • Exhibit"A" W-9 Exhibit"B" Rent Commencement Letter Exhibit "A" W-9 Exhibit "B" Rent Commencement Letter v ! 0 wireless Verizon Wireless 250 E. 96'11 Street, Ste 175 Indianapolis, IN 46240 May 7,2012 Doug Haney City of Carmel One Civic Square Carmel, IN 46032 RE: Lease Agreement between GTE Mobilnet of Indiana Limited Partnership (now known as GTE Mobilnet of Indiana Limited Partnership d/b/a Verizon Wireless) and City Of Carmel (the "Agreement")at the Verizon Wireless Site known asCarmel City(the"Site") Dear Mr. Haney: The purpose of this letter is to notify you that pursuant to Paragraphs 2.6,2.9 and 3.3 of the Agreement, rent payment shall commence as of September 1,2007("Commencement Date"). Please execute where indicated below and return this letter to the following address: Ms. Amy Harper Real Estate Manager do Ms. Diane Brash Verizon Wireless 250 East 96°' Street, Suite 175 Indianapolis, IN 46240 By executing this letter, you acknowledge and agree to the Commencement Date as set forth herein and further acknowledge, pursuant to the Agreement, initial payments due under the Agreement for rent dating back to the Commencement Date shall not be sent by Verizon Wireless until thirty (30) days after Verizon Wireless' receipt of this fully executed acknowledgment letter. • Very truly yours, /s/Amy Harper/s/ Amy Harper, on behalf of GTE Mobilnet Of Indiana Limited Partnership d/b/a Verizon Wireless Landlord Acknowledgment: City Of Carmel • Printed: Title: Date: