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Home My WebLink About09-13-84-12 - Resolution - 09/13/1984RESOLUTION NO. 09-13-84-12 RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A SETTLEMENT r WITH McGRAW-EDISON COMPANY AND ELECTRIC POWER :NGINEERS, INC. WHEREAS, the City of College Station filed suit against [cGraw-Edison Company and Electric Power Engineers, Inc. in Cause · 22,131, in the District Court of Brazos County, Texas in the Judicial District, and WHEREAS, McGraw-Edison Company and Electric Power ineers, Inc. filed cross-claims against each other in forementioned suit, and WHEREAS, final judgment was rendered in the forementioned cause on April 6, 1984, in favor of the City of ollege Station only for a portion of the relief sought in such , and WHEREAS, the City of College Station, Texas and :lectric Power Engineers, Inc. each perfected appeals from said ment to the Court of Appeals for the First Supreme Judicial strict of Texas at Houston, and WHEREAS, the parties have contacted the City of College ~tation and the desire to compromise and settle their disputes of ~.he aforementioned cause, and WHEREAS, the City of College Station staff has {egotiated with Electric Power Engineers, Inc. and McGraw-Edison ~ompany as to the terms of a Settlement Agreement, which reement is attached hereto as Exhibit "A". IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF COLLEGE iTATION, TEXAS, THAT: After review of the Settlement Agreement with son Company and Electric Power Engineers, Inc., the ity Council hereby authorizes the City Manager to execute the .ettlement Agreement attached hereto. SECR~ ~Y PASSED AND APPROVED this 13th day of . _ September, 1984 MAY~3R ~ARY HALTER SETTLEMENT AGREEMENT THE STATE OF T E X A S S COUNTY OF B R A Z 0 S .~ This contract is entered into by and between The City of College Station, Texas, McGraw-Edison Company and Electric Power Engineers, Inc., effective June 1, 1984. WITNESSETH: Whereas, the City of College Station, Texas heretofore filed suit against McGraw-Edison Company and Electric Power Engineers, Inc. in Cause No. 22,131, in the District Court of Brazos County, Texas, 85th Judicial District; and Whereas, McGraw-Edison Company and Electric Power Engineers, Inc. filed cross-claims against each other in the aforementioned suit; and Whereas, reference is hereby made to the pleadings in the aforementioned cause as fully as though the same were set forth herein verbatim for a further and more complete description of the claims and contentions of the parties with respect thereto; and Whereas, a final judgment was rendered in the aforementioned cause No. 22,131 on April 6, 1984 in favor of the City of College Station, Texas for only a portion of the relief sought in such suit; and Whereas, the City of College Station, Texas and Electric Power Engineers, Inc. each perfected appeals from the said judgment to the Court of Appeals for the First Supreme Judicial District of Texas at Houston; and 00&556 Whereas, there is considerable doubt and contro- versy concerning the ultimate outcome of the said litiga- tion; and Whereas, the parties desire to compromise and settle their disputes in the aforementioned cause, as well as all matters related thereto, such parties have agreed as follows: For and in consideration of the sum of $30,000 in hand paid to the City of College Station, Texas by McGraw- Edison Company, the receipt of which is hereby acknowledged, the City of College Station, Texas has RELEASED, ACQUITTED AND DISCHARGED, and does hereby RELEASE, ACQUIT AND DIS- CHARGE McGraw-Edison Company, its officers, directors, shareholders, agents, servants, employees, successors and assigns, from the judgment rendered in Cause No. 22,131, including any and all claims, demands and causes of action which were or could have been asserted by or on behalf of the City of College Station, Texas in such cause. The City of College Station, Texas further hereby agrees to dismiss its appeal from the such judgment. For and in consideration of the sum of $25,000 in hand paid by Electric Power Engineers, Inc. to the City of College Station, Texas, the receipt of which is hereby acknowledged, together with the promise of Electric Power Engineers, Inc. to pay to the City of College Station, Texas the additional sum of $25,000 in the manner described below, the City of College Station, Texas has RELEASED, ACQUITTED AND DISCHARGED, and does hereby RELEASE, ACQUIT AND DIS- CHARGE Electric Power Engineers, Inc., its officers, direc- tors, shareholders, agents, servants, employees, successors and assigns from the judgment rendered in Cause No. 22,131, -2- 00 .557 including any and all claims, demands and causes of action which were or could have been asserted by or on behalf of the City of College Station, Texas in such cause. The City of College Station, Texas further hereby agrees to dismiss its appeal from such judgment. For and in consideration of the mutual promises and covenants contained herein, Electric Power Engineers, Inc. does hereby promise to pay the aforementioned addi- tional sum of $25,000 in the following manner: Electric Power Engineers, Inc. will pay such sum in two annual installments of $8,000 each and one annual installment of $9,000, the first installment payment being due and payable on June 1, 1985, the second installment payment being due and payable on June 1, 1986 and the third installment payment being due and payable on June 1, 1987. Electric Power Engineers, Inc. shall have the option of extinguishing its liability to make cash payments by rendering to the City of College Station, Texas, without charge, engineering services having a reasonable value equal to the installment payments called for in this agreement. In the event of default by Electric Power Engineers, Inc. to make a~y payment when due, either in cash or by rendition of services, the entire amount of the consideration remaining unpaid shall become immediately due and payable in full in cash. In further consideration for this agreement, Electric Power Engineers, Inc. hereby relinquishes any rights which it has under the judgment in the aforementioned Cause No. 22,131 and agrees to dismiss its appeal from such judgment. -3- 00A558 For and in consideration of the mutual promises and covenants contained herein, McGraw-Edison Company hereby relinquishes any rights which it has under the judgment in Cause No. 22,131. For and in consideration of the foregoing payments and the mutual promises and covenants contained herein, Electric Power Engineers, Inc. and McGraw-Edison Company have RELEASED, ACQUITTED AND DISCHARGED and do hereby RELEASE, ACQUIT AND DISCHARGE each other and their respec- tive offices, directors, shareholders, agents, servants, employees, successors and assigns from any and all claims, demands, and causes of action of whatsoever nature which were or could have been asserted in Cause No. 22,131 in the 85th Judicial District Court of Brazos County, Texas, including, without limitation, all cross-claims for indem- nity or contribution against each other. Ail payments which are to be made in cash under this agreement shall be made by check payable to the City of College Station, Texas and shall be delivered to the City Manager of the City of College Station, Texas at 1101 Texas Avenue, College Station, Texas 77840. Each of the parties does hereby expressly warrant and represent to the other parties hereto, as part of the consideration for this contract, that before executing this instrument they have fully informed themselves of the terms, contents and effects; that in making this settlement no promise or representation of any kind has been made to any of the parties by any other party or by anyone acting for them, except as expressly stated in this instrument. Each of the parties has relied solely and completely upon its own -4- 00a559 judgment and the advice of its own counsel in making this settlement. CITY OF COLLEGE STATION, TEXAS By North B. Bardell, City Manager MCGRAW-.EpEON~NY THE STATE OF T E X A S COUNTY OF B R A Z O S Before me, the undersigned authority, on this day personally appeared, North B. Bardell, City Manager of the City of College Station, Texas, known to me to be the person and officer whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same as the act and deed of such municipal corporation, for the purposes and consideration therein expressed, and in the capacity therein stated. Given under my hand and seal of office this day of , 1984. Notary Public in and for Brazos County, T E X A S O0 .SRO THE STATE OF ..~'~-/-It4'~9l$ $ COUNTY OF ~D~ S Before me, the undersigned authority, on this day personally appeared ~//AA J;}~ /~ /~ V J ~ ~ /~-~ J ~/r of McGraw-Edison Company, known to me to be the person and officer whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same as the act and deed of such corporation, for the purposes and consideration therein expressed, and in the capacity therein stated. my hand and seal of office this Given under day of ~U~,~.~7- , 1984. Notary ~ in and for day of THE STATE OF T E X A S ~ COUNTY OF B R A Z O S ~ Before me, the undersigned authority, on t~is day personally appeared, ~ ~ ~=~4J~o.-~ , ~~-- of Electric Power Engineers, Inc., known to me to be the person and officer whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same as the act and deed of such corporation for the purposes and consideration therein expressed, and in the capacity therein stated. Given under my hand and seal of office this 2~TM , 1984. Notary Public and Brazos County, T E X A S -6- 00 561