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<br /> WHEREAS, Qwest and the City have agreed to resolve their disputes between them
<br /> without the admission of fault or liability and in lieu of litigation;
<br /> NOW THEREFORE, in consideration of the above-stated recitals, and intending to be
<br /> legally bound hereby, the Qwest and the City (collectively, the "Parties") agree as follows:
<br /> AGREEMENT
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<br /> 1. Settlement Payment: Qwest will pay to the City a total of $315,000 (Three Hundred and
<br /> Fifteen Thousand Dollars) within fifteen (15) business days from the Effective Date of
<br /> this Agreement.
<br /> 2. Release of Qwest: For good and valuable consideration, receipt of which is
<br /> ac'inowiedged, the''City hereby irrevocably and unconditionally rzieases anu forever
<br /> discharges Qwest, and its agents, directors, officers, employees, representatives,
<br /> attorneys, stockholders, divisions, parents, subsidiaries, affiliates, joint ventures, together
<br /> with its predecessors, successors, heirs, executors, administrators and assigns, and all
<br /> persons acting by, through, under or in concert with any of them, of and from any and all
<br /> actions, causes of actions, suits, debts, charges, complaints, claims, liabilities,
<br /> obligations, promises, agreements, controversies, damages, and expenses, of any nature
<br /> whatsoever, in law or equity, which the City ever had, now has, or hereafter may have,
<br /> from the beginning of time to the date of this Agreement, relating to or arising from, the
<br /> Project, work performed by Qwest in connection with the Project, and any other express
<br /> or implied duties/obligations of Qwest in connection with the Project, including those set
<br /> forth in the applicable franchises and related ordinances. Notwithstanding the foregoing,
<br /> the Parties acknowledge and agree that this Release shall not impair or affect the rights of
<br /> any Party to enforce the terms of this Agreement.
<br /> 3. Release of the City: For good and valuable consideration, receipt of which is
<br /> acknowledged, Qwest hereby irrevocably and unconditionally releases and forever
<br /> discharges the City, and its agents, directors, officers, employees, representatives,
<br /> ....................attorneys, stockholders, divisions, parents, subsidiaries, affiliates, joint ventures, together
<br /> with its predecessors, successors, heirs, executors, administrators and assigns, and all
<br /> perso~~ a.^ting by, through, under or iri concert with any ofthern, of and from any and all
<br /> actions, causes of actions, suits, debts, charges; complaints, claims, liabilities,
<br /> obligations, promises, agreements, controversies, damages, ,and expenses, of any nature
<br /> whatsoever, in law or equity, which the City ever had, now has, or hereafter may have,
<br /> from the beginning of time to the date of this Agreement, relating to, or arising from, the
<br /> Project, work performed by the City in connection with the Project, and any other express_
<br /> or implied duties/obligations ofQwest in connection with the Project. Notwithstanding
<br /> the foregoing, the Parties acknowledge and agree that this Release shall not impair or
<br /> fe~t_the_ri'ghts of any_P__art}~o~n~orce the terms ~f this Agreement.
<br /> 4. Indemnification: If ODOT asserts claims against Qwest arising out of or in connection
<br /> with the Project, the City shad indemnify, hold harmless and defend Qwest with respect
<br /> Page 2 -SETTLEMENT AGREEMENT AND RELEASE
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