Ordinance No. 8,783991203 -4
ORDINANCE NO. 8783
® AN ORDINANCE AUTHORIZING AND DIRECTING THE CITY MANAGER
TO EXECUTE AND THE CITY CLERK TO ATTEST TO A RELEASE AND
CONTRACT -_OF- SETTLEMENT WITH BUSCH, HUTCHINSON &
ASSOCIATES CONCERNING SAN JACINTO PLACE MUNICIPAL UTILITY
DISTRICT NOS. 1, 2, 3, AND 4 AND AUTHORIZING PAYMENT IN THE
AMOUNT OF THIRTY THOUSAND NINE HUNDRED SEVENTY -ONE AND
15 /100 DOLLARS ($30,971.15) ASSOCIATED THEREWITH; AND PROVIDING
FOR THE EFFECTIVE DATE THEREOF.
WHEREAS, Busch, Hutchinson & Associates entered into agreements with San Jacinto
Place Municipal Utility District Nos. 1, 2, 3, and 4, hereinafter collectively referred to, whether
singular or plural, as the "MUD," on or about October 18, 1983, to perform engineering services;
and
WHEREAS, the City annexed all of the area in the MUD on August 26, 1999; and
WHEREAS, on such date, the City assumed all of the assets and obligations of the MUD
pursuant to Section 43.075 of the Texas Local Government Code; and
WHEREAS, according to the City's consultant, Busch, Hutchinson & Associates is due a
total of THIRTY THOUSAND NINE HUNDRED SEVENTY -ONE AND 15 1100 DOLLARS
($30,971.15), from the City, as payment in full for any and all outstanding claims that may exist or
which could exist arising out of or in any way connected with Busch, Hutchinson & Associates'
services rendered to or on behalf of the MUD; NOW THEREFORE
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS:
Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes and
directs the City Manager and City Clerk of the City of Baytown to execute and attest to a Release
and Contract of Settlement with Busch, Hutchinson & Associates concerning San Jacinto Place
Municipal Utility District Nos. 1, 2, 3, and 4. A copy of said Agreement is attached hereto, marked
Exhibit "A," and made a part hereof for all intents and purposes.
Section 2: That the City Council of the City of Baytown, Texas, hereby authorizes
payment in the amount of THIRTY THOUSAND NINE HUNDRED SEVENTY -ONE AND 15 /100
DOLLARS ($30, 971.15) to Busch, Hutchinson & Associates for settlement for all claims, accounts
and demands associated with San Jacinto Place Municipal Utility District Nos. 1, 2, 3, and 4.
Section 3: This ordinance shall take effect immediately from and after its passage by the
City Council of the City of Baytown.
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991209 -4a
® INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the City
of Baytown this the 9 "' day of December, 1999.
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ATTEST:
EILEEN P. HALL, City Clerk
APPROVED AS TO FORM:
ACIO RAMIREZ, ., City Attorney
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PETE C. ALFAR , Mayor
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RELEASE AND SETTLEMENT AGREEMENT
® STATE OF TEXAS §
COUNTY OF HARRIS §
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WHEREAS, the Parties to this Release and Settlement Agreement ( "Release" or "Agreement ") are
Busch, Hutchinson & Associates, Inc., hereinafter referred to as "Claimant," and the City of Baytown,
Texas, along with its officers, agents, and employees, hereinafter collectively, whether singular or plural,
referred to as "City "; and Claimant and City being collectively referred to as the "Parties "; and
WHEREAS, Claimant entered into agreements with San Jacinto Place Municipal Utility District
Nos. 1, 2, 3, and 4, hereinafter collectively referred to, whether singular or plural, as the "MUD," on or
about October 18, 1983, to perform engineering services; and
WHEREAS, the City annexed all of the area in the MUD on August 26, 1999; and
WHEREAS, on such date, the City assumed all of the assets and obligations of the MUD pursuant
to Section 43.075 of the Texas Local Government Code; and
WHEREAS, Claimant has agreed to accept a total of THIRTY THOUSAND NINE HUNDRED
SEVENTY -ONE AND 15/100 DOLLARS ($30,971.15), from the City, as payment in full for any and all
outstanding claims that may exist or which could exist arising out of or in any way connected with
Claimant's services rendered to or on behalf of the MUD; and
WHEREAS, mindful of the cost and expense associated with litigation, the Parties have agreed to
compromise and settle the claims on the terms set out in this Agreement; NOW THEREFORE
I.
RELEASE AND INDEMNITY
In consideration of the foregoing recitals, the mutual promises contained below, and
the payment of THIRTY THOUSAND NINE HUNDRED SEVENTY -ONE AND
15 1100 DOLLARS ($30,971.15) to Claimant, the receipt and sufficiency of which is
hereby acknowledged, Claimant does hereby, for its successors, assigns, personal
representatives, heirs, executors, and administrators release, acquit, and forever
discharge, indemnify, hold harmless, and defend the City from any and all injuries,
debts, damages, claims, causes of action, suits, liabilities, and demands of whatever
nature, known or unknown, past, present, or future, whether contractual, statutory
or in tort or otherwise, which Claimant might now have or that might subsequently
accrue by reason of any matter or thing whatsoever and particularly growing out of
or in any way connected with, directly or indirectly, Claimant's services to or on
behalf of the MUD, including, but not limited to, (1) any contractual claims; (2) any
claims concerning delinquent payment, lost income or accrued interest; (3) any and
all existing or future common laws, statutes, civil rights, or constitutional claims
arising out of or in connection with Claimant's employment with the MUD and /or
HOBIT
Release And Settlement Agreement, Page 1
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the City; (4) any tort claims of any nature arising out of or in connection with
Claimant's services rendered; and (5) any and all existing or future rights and
claims, whether at law, in equity, in contract or otherwise, that have been or that
could have been asserted, to which reference is expressly made, regardless of the
negligence or culpability- of the City. It is the expressed intention. of the Parties
hereto that the indemnity provided for in this paragraph is an indemnity by
Claimant to indemnify, protect, and defend the City from the consequences of the
City's own negligence whether that negligence is the sole or a concurring cause of
any injuries, debts, damages, claims, causes of action, suits, liabilities, and demands
of whatever nature, known or unknown, past, present, or future, whether
contractual, statutory or in tort or otherwise.
In the event that any action or proceeding is brought against the City of Baytown by reason
of any of the above, Claimant further agrees and covenants to defend the action or proceeding by
legal counsel acceptable to the City.
II.
PURPOSE
It is expressly understood and agreed that the terms hereof are contractual and not merely recitals
and that the agreements herein contained and the consideration transferred is to compromise doubtful and
disputed claims, avoid litigation, and buy peace, and that no payment made nor releases or other
consideration given shall be construed as an admission of liability, all liability being expressly denied.
III.
ATTORNEY'S FEES
The Parties hereby agree to be responsible for their own attorney's fees as well as any and all other
costs and expenses incurred in connection with the Claimant's services to and/or on behalf of the City.
Claimant expressly waives any claim to seek attorney's fees under any federal or state authority.
IV.
AGREEMENT READ AND UNDERSTOOD
Claimant represents and warrants that it has been given an opportunity to consider this Agreement
and to be fully advised by the counsel of its choosing regarding the meaning and the effect of this
Agreement, that it relies after consultation with its counsel wholly upon its own judgment, belief, and
knowledge of the nature and extent of the damages and injuries alleged and the liability questions
involved in the claim, and covenants that Claimant has not been influenced to any extent whatsoever or
induced to enter into this Agreement in reliance upon any statement, promise or representation of City or
any of the other party.,
V.
AUTHORITY
Claimant confirms that it has full authority to execute this Agreement. Furthermore, by its
president's signature hereinbelow, Claimant acknowledges that Claimant has read this Agreement, and
Release And Settlement Agreement, Page 2
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that Claimant fully understands the same, and that Claimant has executed the Agreement of its own free
will and accord. Claimant further represents and warrants that:
(a) Claimant has not conveyed, transferred, assigned, pledged or otherwise encumbered any of
its rights in the claims and that all of its interests are being completely released and
discharged by this Agreement; and
(b) Claimant's president is of legal age and legally and fully competent to enter into this
Agreement and is doing so only after full understanding of the meaning and intent of this
Agreement and all of its terms.
VI.
ENTIRE AGREEMENT
It is further expressly understood that by entering into this Release, the City makes no admission
of liability of any sort to Claimant, which liability is expressly denied. Instead, this Agreement represents
a full and complete settlement of any and all disputes among the Parties, to resolve once and for all every
disputed claim that Claimant has asserted or could assert against the City. The City has not agreed to do
or omit to do anything not expressly set forth in this Agreement.
This Agreement contains the entire agreement between the Parties and constitutes the complete,
final and exclusive embodiment of their agreement with respect to the subject matter herein.
VII.
SEVERABILITY
If any provision, section, exception, subsection, paragraph, sentence, clause or phrase of this
Agreement shall for any reason be held unconstitutional, void or invalid, such invalidity shall not affect
the validity of the remaining provisions of this Agreement, which shall remain in full force and effect, and
to this end all provisions of this Agreement are declared to be severable.
VIII.
EFFECTIVE DATE
This Release shall become effective and enforceable immediately upon its execution by Claimant.
IX.
CHOICE OF LAW AND VENUE
This Release shall in all respects be interpreted and construed in accordance with and governed by
the laws of the State of Texas and the City, regardless of the place of its execution or performance. The
place of making and the place of performance for all purposes shall be Baytown, Harris County, Texas.
X.
14F,ADTNGS
The captions of the various articles of this Agreement are for convenience and ease of reference
only and do not define, limit, augment or describe the scope, content or intent of this Agreement or of any
part or parts of this Agreement.
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XI.
AMBIGUITIES
0 In the event of any ambiguity in any of the terms of this Agreement, it shall not be construed for or
against any party hereto on the basis that such party did or did not author the same.
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Signed on this the day of December, 1999.
Signed on this the day of December, 1999.
ATTEST:
EILEEN P. HALL, City Clerk
APPROVED AS TO FORM:
4s�_'Gy<
NACIO RAMIREZ, OCity Attorney
Release And Settlement Agreement, Page 4
CLAIMANT
Signature
Printed Name
Busch, Hutchinson & Associates, Inc.
Tax ID No.
1209 Decker Dr., Suite 100
Baytown, TX 77520
CITY
MONTE MERCER, City Manager
City of Baytown, Texas
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0 STATE OF TEXAS §§
COUNTY OF HARRIS §
Before me,
public, on this day personally appeared
Busch, Hutchinson & Associates, Inc.,
known to me;
the
the undersigned notary
of
proved to me on the oath of ; or
proved to me through his current
of identification card or other document issued by the federal government or
contains the photograph and signature of the acknowledging person}
(Check one)
(description
any state government that
to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he
executed the same for the purposes and consideration therein expressed; that he executed the same as his
free and voluntary act and deed after having it fully explained to him, and after having read it fully, and
after realizing the effect thereof to be a full and final release and discharge of the City of Baytown and its
officers, agents, and employees for any matter or thing dealt with in the foregoing instrument; and that the
same was executed by its without any threat, force, fraud, duress, or
representation of any kind by any person whomsoever; and that the said at the time
of execution of the release was completely sober, sane and capable of understanding the character of his
acts and deeds and was in complete charge of all of his faculties and capable of executing this instrument
and of understanding the significance of his acts.
SUBSCRIBED AND SWORN before me on this _ day of December, 1999.
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Release And Settlement Agreement, Page 5
Notary Public in and for the State of
Texas
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