Rangeline Road - Heartland Community Bank ROW •
MEMORANDUM
TO: John Duffy, Director of Carmel Utilities Department
FROM: Douglas C. Haney, Carmel City Atto re:5
RE: Heartland Community Bank v. City of Carmel v. RFC Franchising
Hamilton Circuit Court Cause No. 29C01-0901-PL-166
DATE: May 19;4011 (4, 3/1/
Dear John:
Attached is a copy of the Settlement. Agreement dated May 18, 2011 and signed by the parties in the
referenced lawsuit. Per the terms of this Settlement Agreement,please prepare a purchase order as soon as
possible payable to Heartland Community Bank in the amount of$65,000.00. The settlement check will
need to be returned to me for submission to Heartland. Please contact me as soon as possible with any
questions.
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STATE OF INDIANA ) IN THE HAMILTON CIRCUTT COURT
) SS:
COUNTY OF HAMILTON ) CAUSE NO. 29C01-0901-PL-166
HEARTLAND COMMUNITY BANK, )
Plaintiff and Counterclaim )
Defendant, )
)
vs. )
)
THE CITY OF CARMEL, )
Defendant, Counterclaimant, )
and Third Party Plaintiff, )
)
vs. )
) •
RFC FRANCHISING,INC.and )
ROBERT RITTER, )
Third Party Defendants. )
SETTLEMENT AGREEMENT
Plaintiffs and Counterclaim Defendant,Heartland Community Bank(Heartland),by
representative and by counsel, and the Defendant,Cotuatcrclaimant and Third Party Plaintiff The
City of Cannel(Cannel),by representative and by counsel,agree to settle this case as follows:
I) Cannel shall pay Heartland the sum of$65,000.00 in full and final settlement of
this case. Cannel shall have ninety(90)days from the date of this Agreement or sixty(60)days
from receipt of the documents referenced in paragraph 12 below,whichever is later,'to tender
payment to Heartland.
2) Heartland and Cannel shall equally split the cost of mediation_
3) Heartland and Cannel shall execute a Joint Stipulation of Dismissal of
Heartland's Complaint,with Prejudice, and a Joint Motion to Substitute Heartland for Cannel as
a party plaintiff in the third party claims asserted by Cannel against RFC and Robert Ritter(the
Third Party Claims). Counsel for Heartland shall prepare these pleadings.
4) Heartland and Cannel forever release and discharge each other,their
officers, directors, agents, employees, officials,and attorneys,none of whom admit any
liability to each other,but who each disputes any liability to each other,of and from any
and all manner of actions,causes of action, suits, accounts, contracts,debts,claims,and
demands whatsoever, at law or in equity,and however arising, on or before the date of
this Agreement, including but not limited to, all matters asserted, or which could have
been asserted,by Heartland and/or Cannel against each other in this certain action
pending in the Hamilton Circuit Court, State of Indiana as above entitled under Cause
No. 29C01-0901-PL-166 and/or that are related to or arise from the subject matter
thereof(the Litigation). Nothing contained in this release is intended to release,limit, or
dismiss Cannel's Third Party Claims.
5) Cannel assigns to Heartland any and all claims it has or could have against
RFC Franchising, Inc.,Robert Ritter, and 7 and A Rit,LLC that in anyway relate to the
Litigation,including,but not limited to,its Third Party Claims.
6) Heartland shall indemnify, defend and hold harmless Cannel and,its
members,managers, officers, employees,officials, attorneys, agents, and representatives
from and against any and all Losses (as defined below), as a result of,in connection with,
or based upon or arising from any action by Heartland to pursue the Third Party Claims
Heartland shall reimburse Carmel promptly upon demand for any unreimbursed payment
made or Loss suffered by Cannel,as such payment is made or Loss suffered,in respect of
any Loss,liability,judgment,claim or demand to which the foregoing indemnity relates.
"Losses" or"Loss" means any action, cost,damage, disbursement, claim,expense,
liability, loss, deficiency, diminution in value, obligation,penalty,fine,award,judgment,
sanction, charge, demand,payment, assessment or settlement of any kind or nature,
whether foreseeable or unforeseeable,including,but not limited to,interest or other
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carrying costs,penalties,reasonable legal,accounting and other professional fees and
expenses incurred in the investigation,collection,prosecution and defense of claims,
actual or threatened, inquiries,hearings or other legal or administrative proceedings, and
amounts paid in settlement of any claim lawsuit or arbitration,that may be imposed on
or otherwise incurred or suffered by Carmel.
7) It is understood and agreed that the performance of this Settlement
Agreement is not to be construed as an admission of liability and that performance of the
terms of this Settlement Agreement is made and accepted in full accord and satisfaction
of, compromise of, any and all disputes, that do, or may exist,between Heartland and
Carmel and for the purpose of terminating all such disputes associated with the
Litigation.
8) Except as specifically identified herein, each party shall be responsible for
bearing any attorney's fees incurred by them.
9) The parties agree to cooperate or execute any such further documentation
as may be necessary to effect the terms of this Settlement Agreement
10) The parties agree that this is a good faith compromise of a disputed claim
and the effect of this Settlement Agreement upon the interests of the parties represented is
just and reasonable.
11) If any of the parties to this Settlement Agreement is required to initiate
legal action to enforce the terms of this settlement,the prevailing party(ies)shall be
entitled to recover their reasonable attorney's fees from the non-prevailing party(ies).
12) This Settlement Agreement is subject to and conditioned upon Carmel
receiving from ADJV an easement consistent with the Easement Agreement that was the
subject of the Litigation and a release releasing Carmel from any and all claims arising
from the Litigation.
Agreedethis / day of May, 2011.
gr
By: /�ri. .
Heartl- r Communi .Bank • annel
By: 1 ag ' If By:
A .mey fo .intiff Attorney for Defendant