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Home My WebLink AboutC-2361 3v -47 ,L .--54 ALL INCLUSIVE SETTLEMENT AGREEMENT This Agreement ("Agreement") is entered into this • o� 1)1b day of May 2008 by and between the Redevelopment Agency of the City of Arcadia(Agency), and Goldsmith and Sons Jewelers (Tenant). Agency and Tenant are hereinafter referred to collectively as the "Parties". RECITALS A. Tenant operates a business commonly known as Jerry Voskeritchian dba Goldsmith and Sons Jewelers and, occupies real property and improvements purchased by the Agency located at 33 W. Huntington Drive, Suite A, Arcadia, CA 91007 (the "Premises"). B. The Premises is located within the project area known as Morlan Place and the Agency has acquired the Premises for a public use. C. The Parties hereby acknowledge Tenant's right to claim relocation assistance benefits pursuant to California Government Code, Section 7260 et seq. (California Relocation Law). As of the date of this agreement, and in regard to said government code, Tenant has been provided with written materials explaining the Agency's relocation assistance program, a detailed explanation of potential relocation assistance benefits. D. By virtue of this Agreement, the parties acknowledge their wish and intent to settle all compensation issues related to the purchase, replacement and/or relocation of Tenant-owned Fixtures & Equipment and Tenant-owned personal property. E.• Based upon relocation estimates and upon negotiations between the Parties, the Parties hereby agree to settle all statutory relocation claims, all claims for reestablishment expenses and all compensation for fixtures & equipment (if any) connected with the relocation of these business concerns for $20,000.00, Twenty Thousand Dollars. NOW THEREFORE, The Parties hereto agree as follows: 1. Consideration (a) Agency agrees to settle all issues relating to the relocation of this business concern for the sum of$20,000.00,Twenty Thousand Dollars. 1 (b) Therefore, upon full execution of this agreement by the Parties, Agency agrees to pay Tenant an advance amount of $10,000.00, Ten Thousand Dollars within three weeks after this agreement has been submitted to the Agency for processing. The balance of $10,000.00, Ten Thousand Dollars shall be paid within two weeks after Owner vacates the property. (c) Tenant may remove any and all fixtures and equipment. Tenant agrees to sign an Abandonment Certificate for all personal property left on the premises and assures the Agency that no hazardous materials are left on the site. Tenant will remove all merchandise and any leased equipment on or before the vacation date. (d) Tenant agrees that the payment received, pursuant to paragraph 1(a) above, constitutes full satisfaction of any and all Agency obligations to Tenant, including, without limitation, any obligations for relocation assistance, relocation benefits, loss of business goodwill, leasehold interest, or compensation for personal property, furniture, fixtures and equipment, or damages of any nature. 2. Vacation of Premises as Tenant has agreed to vacate the premises on or before May ,200 . 3. Release (a) Tenant for itself, its agents, assigns and related entities, fully releases, acquits and discharges Agency, and the officers, directors, employees, attorneys, accountants, other professionals, insurers and agents of Agency (collectively "Agents") and all entities related to Agency, from all rights, claims, demands, actions or causes of action which Tenant now has or may have against Agency arising from any claim to relocation assistance, relocation benefits or compensation for personal property or for trade fixtures & equipment or for the relocation or replacement of said fixtures & equipment. (b) This release is intended as a full and complete release and .discharge of any and all such claims that Tenant may or might have against Agency and its related entities arising from the facts and circumstances described above in this Agreement. In making this release, Tenant intends to release Agency, its related entities and agents from any liability of any nature whatsoever for any claim or injury or for damages or equitable or declaratory relief of any kind, whether the claim, or any facts on which such claim might be based, is known or unknown to the party possessing the claim. 2 Tenant expressly waives all rights under Section 1542 of the Civil Code of the State of California,which Tenant understands provides as follows: A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor. (c) Tenant acknowledges that it may hereafter discover facts or law different from or in additional to those which it now believes to be true with respect to the release of claims. Tenant agrees that the foregoing release shall be and remain effective in all respects notwithstanding such different or additional facts or law or any part's discovery thereof. Tenant shall not be entitled to any relief in connection therewith, including, but not limited to any damages or any right or claim to set aside or rescind this Agreement. (d) No party nor any Agents nor any related entities have made any statement or representation to any other party regarding any fact relied upon in entering into this Agreement, and each party expressly states it does not rely upon any statement, representation or promise of any other party or any party's Agent or related entities in executing this Agreement, except as is expressly stated in this Agreement. 5. Attorney's Fees In the event of litigation relating to this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees and costs. 6. Indemnity by Tenant Tenant shall indemnify, defend and hold Agency harmless from and against any claims, demands, liabilities, losses, judgments, expenses and attorneys' fees resulting from the breach by Tenant of any provision of this Agreement or the falsity of any representation or warranty made by Tenant contained in this Agreement. 7. Entire Agreement This Agreement contains the entire agreement of the parties hereto, and supersedes any prior written or oral agreements between them concerning the subject matter contained herein. 3 8. Partial Invalidity In the event that any term, covenant, condition or provision of this Agreement shall be held by a court of competent jurisdiction to be invalid or against public policy,the remaining provisions shall continue in full force and effect. 9. Waiver The provisions of this Agreement may be waived, altered amended or repealed, in whole or in part, only upon the written consent of all parties to this Agreement. The waiver by one party of the performance of provision of this Agreement shall not invalidate this Agreement, nor shall it be considered as a waiver of any subsequent breach of the same or other provisions of this Agreement. 10. Headings The headings, subheadings and numbering of the different paragraphs of this Agreement are inserted for convenience only and shall not be considered for any purpose in construing this Agreement. 11. Governing Law The rights and obligations of the parties hereto shall be construed and enforced in accordance with, and governed by, the laws of the State of California. 12 Successors In Interest Subject to any restrictions against assignment contained herein, and to any legal limitations on the power of the signatories to bind non-signatories to this Agreement, this Agreement shall inure to the benefit of, and shall be binding upon, the assigns, successors in interest, personal representatives, executors, estate, heirs, legatees, Agents and related entities of each of the parties hereto. 13. Necessary Acts Each party to this Agreement agrees to perform any further acts and execute and deliver any further documents that may be reasonably necessary to carry out the provisions of this Agreement. 14. Parties Have Not Transferred Right Or Claims The Parties hereto each represent and warrant to the other party that they have not assigned, transferred or subleased to any third party any of the rights, claims, causes of action or items to be released or transferred which they are obligated to transfer of to release as part of this Agreement. 4 ' (� 15. Authority To Execute This Agreement Each entity executing this Agreement represents that it is authorized to execute this Agreement. Each person executing this Agreement on behalf of an entity, other than an individual executing this Agreement on his or her own behalf, represents that he or she is authorized to execute this Agreement on behalf of said entity. 16. Construction Each party has cooperated in the drafting and preparation of this Agreement. In any construction to be made of this Agreement, or of any of its terms and provisions, the same shall not be construed against any party. 17. Notices All notices, requests, demands and other communications required or permitted to be given under this Agreement shall be in writing and shall either be delivered in writing personally or be sent by telegram or by regular or certified first class mail, postage prepaid, deposited in the United States mail, and properly addressed to the party at its address set forth below, or at any other address that such party may designate by written notice to the other party: To Agency: Arcadia Redevelopment Agency Donald Penman 240W. Huntington Drive Arcadia, CA 91007 To Tenant: Jerry Voskeritchian Goldsmith and Sons Jewelers 33-A W. Huntington Dr. Arcadia, CA 91007 18. Counterparts This Agreement may be executed in counterparts, each of which shall be deemed an original, and, when taken together with other signed counterparts, shall constitute one Agreement, which shall be binding upon and effective as to all Parties. 5 , 1 i 1 IN WITNESS WHEREOF, the parties to this Agreement have executed this Agreement as of the date first written above. AGENCY By: Pam-.•. �' Its: City Manager Date: 5)2af o� TENANT Y _:.ter//// Its/ J 7 os eritchian usmess Owner Date: J?-"// d6 Date: s-12-01 0 k Approved as to form and content: By: t! Attorney for Agency 6