The URL can be used to link to this page

Home My WebLink AboutEC18-344 - Original - Settlement Agreement .'K NT Records Management Document CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to the City Clerk's Office. All portions are to be completed. If you have questions, please contact the City Clerk's Office at 253-856-5725. Vendor Name: Platte River Insurance Co. Vendor Number (]DE): Contract Number (City Clerk): Category: Choose an item. Sub-Category (if applicable): Choose, an item;,,,,,____,_,,,,_„ ,, Project Name: Settlement Agreement ....... ____ ...... Contract Execution Date: 7/26/2018 Termination Date: Indef. Contract Manager: B. Napier Department: ECD Contract Amount: $27,500 Budgeted: ❑ Grant? Part of NEW Budget: ❑ Local: ❑ State: ❑ Federal: ❑ Related to a New Position: ❑ Approval Authority: ❑ Director ® Mayor ❑ City Council Other Details: SETTLEMENT AGREEMENT This Settlement Agreement ("Agreement") is executed as of the last date written below by and between the City of Kent ("Kent"), and Platte River Insurance Company ("Platte") (collectively, the"Parties"). I. RECITALS: A. Sawant Singh ("Singh") was the developer on a commercial real estate development known as the Kent International Plaza Project ("Project"). B. As a precondition to the City allowing Singh to commence development of the Project, the City required Singh to post financial security to guarantee completion of certain public improvements. C. Platte issued Performance Bond No. 41059001 and Surface Water and Drainage Facilities Bond No. 41059002 (collectively "Bonds") on behalf of Singh, as principal, and the City, as obligee, in connection with the Project. D. On or about January 3, 2018, the City asserted a claim against the Bonds issued by Platte because it alleged that Singh failed to complete certain punch list work. E. Following the City's claim, Platte conducted an independent investigation and disputed certain portions of the City's claim. F. The Parties wish to avoid the costs and uncertainty of ongoing negotiation, investigation, and/or litigation and have agreed to settle in accordance with the terms set forth below. G. In consideration of the mutual covenants and promises contained herein, and other good and valuable consideration identified below, the receipt and sufficiency of which are hereby acknowledged by the Parties, the Parties agree to be legally bound by the following terms and conditions, which shall constitute a full settlement of all Claims (defined below in Paragraph 1). Therefore, the Parties hereby agree as follows: 11. AGREEMENT 1. Settlement of Claims. The City agrees to fully and finally settle, release, and discharge Platte from any and all claims, demands, debts,judgments, agreements, covenants, suits, contracts, obligations, liabilities, accounts, offsets, rights, actions, and causes of action of any kind or nature whatsoever and whether arising now or hereafter arising, however and whenever arising, at law or in equity, whether known or unknown, whether liability be direct or indirect, liquidated or unliquidated, whether absolute or contingent, foreseen or unforeseen, and whether or not heretofore asserted and arising out of, arising under, or related to the Project and/or the Bonds, which the Parties have, or could have had against each other, whether in existence now or coming into existence at some time in the future, and whether or not in the contemplation of the Parties at the time of execution of this Agreement (collectively the "Claims"), with the exception of Reserved Claims as set forth and defined in Paragraph 6 below. Platte River Insurance Company-WK Sawant Singh 2. Settlement Payment. In exchange for full and final settlement of the Claims, Platte shall issue payment to the City in the total amount of$27,500.00 ("Settlement Payment"), within 10 calendar days of mutual execution of this Agreement, by check payable to the City of Kent, and delivered to the City Kent, c/o Adam R. Long, 220 Fourth Avenue South, Kent, WA 98032. 3. Release of Claims. In exchange and as consideration for the Settlement Payment, the City shall fully release any and all Claims as defined in Paragraph 1. Notwithstanding the City's release of Platte, the City is not releasing its rights, interests, claims, demands, causes of actions, and damages against Singh or any other person or entity that is or may be liable to the City for the amount of the Settlement Payment herein, neither the rights, demands, causes of actions, claims for payment and damages, assigned to Platte pursuant to this Agreement, nor the rights, demands, causes of actions, claims for payment and damages the City has or may have to recover from Singh any amount owed or alleged to be owed by Singh to the City over and above the amount of the Settlement Payment. 4. Assignment of Claims. As consideration for the Settlement Payment, the City bargains, sells, assigns, transfers and conveys to Platte, all right, title and interest, including legal and equitable remedies of the City, in and to any right, interest, claim, cause of action or damage against Singh and any other person or entity arising from or relating to: (i) the Claims and Bonds as defined herein. 5. Mutual Release of Claims. The Parties agree, on behalf of their respective agents, successors and assigns, to forever and irrevocably mutually release, with prejudice, the other party and each of their officers, directors, shareholders, employees, agents, representatives, attorneys, insurers, divisions, subsidiaries, affiliates, predecessors, successors, and all persons acting by, through, under or in concert with any of them, or any of them, from any and all Claims, with the exception of Reserved Claims as set forth and defined in Paragraph 6 below. 6. Reserved Claims. The Parties agree that this Agreement shall not operate as a waiver, release, or modification of Platte's contractual indemnity, equitable subrogation, or other legal rights as against Singh and any indemnitors not a party to this Agreement. Platte expressly reserves any and all rights, legal or equitable, against Singh and any indemnitors not a party to this Agreement, including but not limited to rights under any indemnity agreements, collateral security agreements, or other agreements with Singl: and any indemnitors not a party to this Agreement. 7. Further Acts. The Parties agree to perform any other acts and execute and deliver any other documents that may be reasonably necessary to carry out the terms and conditions of this Agreement. 8. Dim ted Rights. The Parties expressly acknowledge and covenant that this Agreement represents a settlement and compromise of disputed rights, claims and defenses, and that except as specifically set forth in this Agreement; by entering into this Agreement, no party admits or acknowledges any liability, wrongdoing, or negligence, all such liability, wrongdoing or negligence being expressly denied. 9. Warranty of Authority to Fxecule Agreement. The Parties represent and warrant that no other person or entity has or has had any interest in the Claims referred to in this Agreement, -2- Platte River Insurance Company-WK Sawant Singh and that they have the sole right and exclusive authority to execute this Agreement, including any and all applicable releases, satisfactions, and assignments. 10. Representation by Counsel. The Parties represent and warrant that they are each represented by independent attorneys with respect to this Agreement and all matters contained in it, that their respective attorneys have fully advised them concerning their rights with respect to its execution and effects and that they understand the same, and that their attorneys are authorized and directed, upon full performance of this Agreement to take all necessary actions, each party to bear its own fees and costs, with the exception of Reserved Claims as set forth and defined in Paragraph 6. 11. Binding Effect. This Agreement shall be binding upon the Parties and their respective agents, assigns, officers, directors, employees, executors, predecessors, representatives and successors. 12. Governing Law and Forum' Attorneys' Fees. This Agreement shall in all respects be construed, enforced and governed under the laws of the State of Washington. Venue and jurisdiction of any action regarding this Agreement shall be in the Superior Court of King County, Washington. In any action, cross-action, suit, arbitration, or other proceeding that is instituted to remedy, prevent or obtain relief from a breach of this Agreement, each Party shall be responsible for its own costs and attorney fees. 13. I-leadings. Section headings are used in this Agreement for convenience and reference only and shall not affect the meaning of any provision of this Agreement. 14. Entire Agreement; Amendments. This Agreement represents the final and entire settlement agreement and understanding between the Parties, supersedes all prior agreements and understandings between the Parties, whether written or oral, and may be amended only by a writing duly executed by each party hereto. 15. Cou,nteral arts. This Agreement may be signed in counterparts, each of which shall (when the Agreement is or counterparts have been signed by all parties) be an original, to the same effect as if all signatures were on the same instrument. Facsimile or other electronic copies of signatures shall be sufficient to demonstrate a party's assent to this Agreement. [Signatures follow] -3- Platte River Insurance company-WK Sawant Singh Signature Page to Settlement Agreement WE, THE UNDERSIGNED, HAVE COMPLETELY READ THIS SETTLEMENT AGREEMENT AND FULLY UNDERSTAND AND VOLUNTARILY ACCEPT IT. EXECUTED AND EFFECTIVE as of the last date(s) written below. THE CITY OF KENT PLATTE RIVER INSURANCE COMPANY Name: Name: By: Its: Name: U a Date signed: Its: —t � S�Iazlml/ Date sign a: -. � ,.. -'- Platte River Insurance Company-WK Sawant Singh I I 1 t Signature Page to Settlement Agreement WE, THE UNDERSIGNED, HAVE COMPLETELY READ THIS SETTLEMENT AGREEMENT AND FULLY UNDERSTAND AND VOLUNTARILY ACCEPT IT. EXECUTED AND EFFECTIVE as of the last date(s)written below. THE CITY OF KENT PLATTE RIVER INSURANCE COMPANY By: Name: ^1) s By:_ Its: 1d Name: Date signed: I—�+�,�' Its: Date signed: it V I i E' -4- Platte Rbrer Insurance Company-WK Sawant Singh WILLIAMS KASTNER'" 111119, August 6, 2018 Via Regular Mail Adam R. Long Assistant City Attorney City of Kent - Civil Division - Office of City Attorney ti 220 Fourth Avenue South Kent, WA 98032 AUG 201i3 Re: Company Platte River Insurance Company Bond No. 41059001, 41059002 KENT LAW EI^! P[i 1 .1 fai JaW aiii Jif ljfr T Claim No. 188670-01 Claimant City of Kent Dear Mr. Long, Enclosed herein please find the following: (1) check from Platte River Insurance Company made payable to the City of Kent in the total amoant of $27,500.00; and (2) full executed copy of the Settlement Agreement between Platte River Insurance Company and the City of Kent in connection with the above-referenced bonds. Platte River Insurance Company's$27,500.00 check is being tendered pursuant to the terms and conditions outlined in the Settlement Agreement. If you have any questions, please contact me. Very truly yours, WILLIAMS KAS' R / Paul K.Friedrichs / Attorney at Law pkf Enclosures Williams,Kaslner&Gibbs PLLC Two Union Square E01 Union Street,Suite 4100 Seattle,Washington 98101 main 206 628.6600 fan 206.628 6611 www,williamskastner.com INABJUCMI,.OREGON ALASKA SETTLEMENT AGREEMENT This Settlement Agreement ("Agreement") is executed as of the last date written below by and between the City of Kent ("Kent"), and Platte River Insurance Company ("Platte") (collectively, the "Parties"). I. RECITALS: A. Sawant Singh ("Singh") was the developer on a commercial real estate development known as the Kent International Plaza Project ("Project"). B. As a precondition to the City allowing Singh to commence development of the Project, the City required Singh to post financial security to guarantee completion of certain public improvements. C. Platte issued Performance Bond No. 41059001 and Surface Water and Drainage Facilities Bond No. 41059002 (collectively "Bonds") on behalf of Singh, as principal, and the City, as obligee, in connection with the Project. D. On or about January 3, 2018, the City asserted a claim against the Bonds issued by Platte because it alleged that Singh failed to complete certain punch list work. E. Following the City's claim, Platte conducted an independent investigation and disputed certain portions of the City's claim. F. The Parties wish to avoid the costs and uncertainty of ongoing negotiation, investigation, and/or litigation and have agreed to settle in accordance with the terms set forth below. G. In consideration of the mutual covenants and promises contained herein, and other good and valuable consideration identified below, the receipt and sufficiency of which are hereby acknowledged by the Parties, the Parties agree to be legally bound by the following terms and conditions, which shall constitute a full settlement of all Claims (defined below in Paragraph 1). Therefore, the Parties hereby agree as follows: Il. AGREEMENT 1. Settlement of Claims. The City agrees to fully and finally settle, release, and discharge Platte from any and all claims, demands, debts,judgments, agreements, covenants, suits, contracts, obligations, liabilities, accounts, offsets, rights, actions, and causes of action of any kind or nature whatsoever and whether arising now or hereafter arising, however and whenever arising, at law or in equity, whether known or unknown, whether liability be direct or indirect, liquidated or unliquidated, whether absolute or contingent, foreseen or unforeseen, and whether or not heretofore asserted and arising out of, arising under, or related to the Project and/or the Bonds, which the Parties have, or could have had against each other, whether in existence now or coming into existence at some time in the future, and whether or not in the contemplation of the Parties at the time of execution of this Agreement (collectively the "Claims"), with the exception of Reserved Claims as set forth and defined in Paragraph 6 below. Platte River Insurance Company-WK Sawant Singh 2. Settlement Payment. In exchange for full and final settlement of the Claims, Platte shall issue payment to the City in the total amount of$27,500.00 ("Settlement Payment"), within 10 calendar days of mutual execution of this Agreement, by check payable to the City of Kent, and delivered to the City Kent, c/o Adam R. Long, 220 Fourth Avenue South, Kent, WA 98032. 3. Release of Claims, In exchange and as consideration for the Settlement Payment, the City shall fully release any and all Claims as defined in Paragraph 1. Notwithstanding the City's release of Platte, the City is not releasing its rights, interests, claims, demands, causes of actions, and damages against Singh or any other person or entity that is or may be liable to the City for the amount of the Settlement Payment herein, neither the rights, demands, causes of actions, claims for payment and damages, assigned to Platte pursuant to this Agreement, nor the rights, demands, causes of actions, claims for payment and damages the City has or may have to recover from Singh any amount owed or alleged to be owed by Singh to the City over and above the amount of the Settlement Payment. 4. Assinnnrent ol'Claims. As consideration for the Settlement Payment, the City bargains, sells, assigns, transfers and conveys to Platte, all right, title and interest, including legal and equitable remedies of the City, in and to any right, interest, claim, cause of action or damage against Singh and any other person or entity arising from or relating to: (i) the Claims and Bonds as defined herein. 5. Mutual Release of Claims. The Parties agree, on behalf of their respective agents, successors and assigns, to forever and irrevocably mutually release, with prejudice, the other party and each of their officers, directors, shareholders, employees, agents, representatives, attorneys, insurers, divisions, subsidiaries, affiliates, predecessors, successors, and all persons acting by, through, under or in concert with any of them, or any of them, from any and all Claims, with the exception of Reserved Claims as set forth and defined in Paragraph 6 below. 6. Reserved Claims. The Parties agree that this Agreement shall not operate as a waiver, release, or modification of Platte's contractual indemnity, equitable subrogation, or other legal rights as against Singh and any indemnitors not a party to this Agreement. Platte expressly reserves any and all rights, legal or equitable, against Singh and any indemnitors not a party to this Agreement, including but not limited to rights under any indemnity agreements, collateral security agreements, or other agreements with Singh and any indemnitors not a party to this Agreement. 7. Further Acts. The Parties agree to perform any other acts and execute and deliver any other documents that may be reasonably necessary to carry out the terms and conditions of this Agreement. 8. Disputedbts. The Parties expressly acknowledge and covenant that this Agreement represents a settlement and compromise of disputed rights, claims and defenses, and that except as specifically set forth in this Agreement, by entering into this Agreement, no party admits or acknowledges any liability, wrongdoing, or negligence, all such liability, wrongdoing or negligence being expressly denied. 9. Warranty of Authority to F,xecute Agreement. The Parties represent and warrant that no other person or entity has or has had any interest in the Claims referred to in this Agreement, _2_ Platte River Insurance Company- WK Sawant Singh and that they have the sole right and exclusive authority to execute this Agreement, including any and all applicable releases, satisfactions, and assignments. 10. Representation by Counsel. The Parties represent and warrant that they are each represented by independent attorneys with respect to this Agreement and all matters contained in it, that their respective attorneys have fully advised them concerning their rights with respect to its execution and effects and that they understand the same, and that their attorneys are authorized and directed, upon full performance of this Agreement to take all necessary actions, each party to bear its own fees and costs, with the exception of Reserved Claims as set forth and defined in Paragraph 6. 11. I3inIn E�, :ffie ,. This Agreement shall be binding upon the Parties and their respective agents, assigns, officers, directors, employees, executors, predecessors, representatives and successors. 12. Governing Law and Forum• Attorneys' Fees. This Agreement shall in all respects be construed, enforced and governed under the laws of the State of Washington. Venue and jurisdiction of any action regarding this Agreement shall be in the Superior Court of King County, Washington. In any action, cross-action, suit, arbitration, or other proceeding that is instituted to remedy, prevent or obtain relief from a breach of this Agreement, each Party shall be responsible for its own costs and attorney fees. 13. Heading . Section headings are used in this Agreement for convenience and reference only and shall not affect the meaning of any provision of this Agreement. 14. entire Agreement; Amendments. This Agreement represents the final and entire settlement agreement and understanding between the Parties, supersedes all prior agreements and understandings between the Parties, whether written or oral, and may be amended only by a writing duly executed by each party hereto. 15. Counterpart . This Agreement may be signed in counterparts, each of which shall (when the Agreement is or counterparts have been signed by all parties) be an original, to the same effect as if all signatures were on the same instrument. Facsimile or other electronic copies of signatures shall be sufficient to demonstrate a party's assent to this Agreement. [Signatures follow] -3 Platte River Insurance Company-WK Sawant Singh Signature Page to Settlement Agreement WE, THE UNDERSIGNED, HAVE COMPLETELY READ THIS SETTLEMENT AGREEMENT AND FULLY UNDERSTAND AND VOLUNTARILY ACCEPT IT. EXECUTED AND EFFECTIVE as of the last date(s) written below. THE CITY OF KENT PLATTE RIVER INSURANCE COMPANY By:Name: —.4PTg aV9�"r ....... .... BY: Name: Date signed: lI✓O� T > Its: Date signed: _4,- Platte River Insurance Company- WK Sawant Singh ao a o a M A A A A I e V 111 II � � II'llll nv'I nl � Iw C W dl W uro n n � WN y � � w � �� " �, I� ti � '� m• '671 �' I ;� � � I r�� IY7 Mi '� Po IIN uW Ili Ilk Ilu uu Im ilm I Illy n I°ire ® m� gun M m s a uu uu w�✓� � _ 4v e rt !IIPu I w na un m .� IIUt,:on I � ��0111 IIINVI U�N�U WVWO -u lu k