HomeMy WebLinkAboutAgreement_General_09/19/2011 RELEASE AND SETTLEMENT AGREEMENT
This Release (the "Release ") is made, entered into and executed by and between ARCADIS
US, Inc., a Florida corporation with offices located at 2081 Vista Parkway, West Palm
Beach, Florida 33411 and all of its affiliates, parent, related companies and sub - consultants
(hereinafter collectively referred to as "ARCADIS "), and The Village of Tequesta, a
municipal corporation organized and existing under the laws of the State of Florida, with
offices located at 345 Tequesta Drive, Tequesta, Florida 33469 (hereinafter referred to as
the "VILLAGE ").
WHEREAS, both ARCADIS and the VILLAGE (the "Parties ") entered into a
Professional Engineering Services agreement dated November 12, 2008 in which
ARCADIS agreed to perform design and permitting services for the Tequesta Drive Bridge
Replacement and Roadway Improvements Project (the "Project "); and
WHEREAS, a dispute has arisen between ARCADIS and the VILLAGE under
said Project agreement regarding funding assistance that may be owed to the VILLAGE
related to premium costs, liquidated damages and CEI costs, and including bridge railing,
associated with ARCADIS' work on the Project; and
WHEREAS, at a special meeting of the Tequesta Village Council held on August
11, 2011, both ARCADIS and the VILLAGE agreed to settle in full all claims for funding
assistance related to premium costs, liquidated damages, and CEI costs, and including
bridge railing, associated with construction of the bridge and roadway improvements
known at the time of settlement as more fully set forth herein below.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledge, ARCADIS and the VILLAGE agree as
follows:
1. Payment. ARCADIS shall pay the VILLAGE an amount of EIGHTY -EIGHT
THOUSAND DOLLARS AND NO CENTS ($88,000.00) in full and complete settlement
of the matters in dispute as fully set forth and described in Paragraph 2 below.
2. Release and Waiver of Right to Sue by the Parties. The Parties, for themselves and their
successors, heirs, executors, administrators, parent and subsidiary companies, attorneys and
assigns, hereby releases and forever discharges each other, and each other's subsidiaries,
legal representatives, and any and all past, present or future officers, owners, directors,
partners, principals, agents, sub - consultants, servants, employees, insurer, attorneys, and
predecessors, successors and assigns, individually and in their official capacities
(collectively "the released parties "), from any and all claims, debts, demands, causes of
action, damages, liabilities, expenses, costs and fees, including, but not limited to,
attorneys' fees and costs, which they ever had, now has, or may in the future claim to have
against each other for any losses, injuries or damages, whether anticipated or unanticipated,
resulting from, arising out of, or connected directly or indirectly with any claims for
funding assistance related to premium costs, liquidated damages, and CEI costs, and
including bridge railing, associated with the Project, and that are known or with reasonable
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care should be known at the time of settlement. This release and discharge is in full
consideration of the payment referred to in Paragraph 1 above. The VILLAGE represents
that it has not filed any charges, complaints or claims of any kind against the released
parties with any court or administrative agency.
3. Liabili
a. The making of this release and the payment of moneys referred to in Paragraph 1
above are in settlement of the disputed claims between the Parties as set forth more
fully in Paragraph 2 above and are not intended, and shall not be construed, as an
admission that ARCADIS violated any federal, state or local law, ordinance or
regulation, or acted negligently or committed any wrongdoing whatsoever.
b. Nothing contained in this Agreement shall be construed to absolve ARCADIS of any
of its professional responsibilities or liabilities as the engineer of record for the
Project.
4. Confidentiality. To the extent possible and allowed by Chapter 119, Florida Statutes or
any other applicable law, the parties agree to keep the settlement of this Action and its
terms confidential.
5. Entire Agreement. This Agreement constitutes the entire Agreement with respect to its
subject matter and supersedes all prior written or oral agreements, statements, offers or
understandings between the Parties. The Parties acknowledge that they are not relying on
any other representations, warranties, agreement or undertakings other than those expressly
contained in this Agreement.
6. Who is Bound. This Release shall be binding upon Parties' heirs, successors and assigns.
This Release is made for the benefit of the released parties and all who succeed to their
rights and responsibilities.
7. Signature Papes. This Release may be executed by the signatories on separate signature
pages.
WHEREFORE, the Parties hereto have signed this Release and Settlement
Agreement on the date(s) set forth below.
ARCADIS U , Inc.
By:
Its:
Date: I�
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The Village of Tequesta
By: ^i
Its: �." •'N'
Date:
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