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HomeMy Public PortalAbout21-9852 Agreement w/B & G Holdings, Inc and B & GSponsored by: City Manager RESOLUTION NO. 21-9852 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA, AUTHORIZING THE CITY MANAGER TO EXECUTE A SETTLEMENT AGREEMENT WITH B & G OPA HOLDINGS, INC. AND B & G OPA LAND HOLDINGS, LLC; AUTHORIZING THE CITY MANAGER TO TAKE NECESSARY ACTION; PROVIDING FOR AN EFFECTIVE DATE WHEREAS, on or about January 18, 2018, and establishment known as "Klub 24" operated a full service restaurant and lounge (i.e. an alcoholic beverage establishment) offering dance entertainment by fully nude performers twenty-four hours a day; and WHEREAS, the City of Opa-Locka ("City") regulates alcoholic beverage establishments and sexually oriented business through its Zoning Code and Code of Ordinances; and WHEREAS, at all relevant times, City believed, in good faith, that Klub 24 had not secured the necessary zoning and licensing approvals to operate a sexually oriented business with alcohol service at its present location; and WHEREAS, acting on that good faith belief, the City ordered the closure of the Klub 24 business and the revocation of Klub 24's licenses and permits; and WHEREAS, Klub 24 filed a lawsuit in the United States District Court for the Southern District of Florida, B & G Opa Holdings, Inc., v. City of Opa Locka and Newall J. Daughtrey, Case CASE NO:1:18-cv-23269-DPG, which raised a number of constitutional and state law challenges to Opa Locka's zoning code and the procedures by which the City shut down the Klub 24 business and revoked its licenses; and WHEREAS, Klub 24 also asserted a damages claim against the City which at this time it contends amounts to some $5 million for lost profits and carrying costs; and WHEREAS, the District Court entered an Order on summary judgment on September 30, 2020, that determined, inter alia, that the City had not provided sufficient sites for sexually oriented businesses; that its special exception process was unconstitutional as applied to sexually oriented businesses; that there were potentially unconstitutional provisions in the City's sign code; that the definition of "Adult Business" in the Opa-Locka Zoning Code is neither vague nor overbroad; and that the definitions in Chapter 4, Article II relative to nudity in alcoholic beverage establishments are likewise constitutional; and Resolution No. 21-9852 WHEREAS, certain other of Klub 24's claims were left unresolved including the crucial question of whether Klub 24 was entitled to recover any damages against Opa Locka; and WHEREAS, during the course of this litigation Opa-Locka has taken certain legislative steps to address some of the claims asserted by Klub 24 in this litigation; and WHEREAS, the Parties have participated in mediation to resolve all of their disputes; and WHEREAS, the parties acknowledge that litigation is uncertain while settlement of disputes creates certainty for both parties while avoiding the significant burden and expense of litigation; and WHEREAS, the City Commission finds that it is in the best interest of the City to resolve the case without giving up, reducing, or admitting liability or receding from its previous position(s); and WHEREAS, the City Commission finds it is the best interest of the City and its residents to grant the City Manager authorization to execute the Settlement Agreement attached hereto as Exhibit "A". NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA, THAT: Section 1. Adoption of Representations. The foregoing "Whereas" clauses are hereby ratified and confirmed as being true and the same are hereby made a specific part of this Resolution. Section 2. Approval of Settlement Agreement. The City Commission of the City of Opa-Locka hereby authorizes the City Manager to execute the settlement agreement the City with B & G Opa Land Holdings and B & G Opa Holdings, Inc., referred to jointly and individually as "Klub 24, and more specifically with said agreement attached hereto as Exhibit "A". Further, authorizing the City Manager to take all necessary action consistent with this Resolution. Section 3. Effective Date. This Resolution shall be effective immediately upon adoption hereof and approval by the Governor of the State of Florida or his designee. PASSED and ADOPTED this 24th day of March 2021. Resolution No. 21-9852 Matthew A. Pigatt, Mayor ATTEST: oa3 a Flores, City Clerk APPROVED AS TO FORM AND LEGAL SUFFICIENCY: aid Burnadette Norr roK eeks, P.A. Moved by: Commissioner Burke Seconded by: Commissioner Davis VOTE: 4-0 Commissioner Burke YES Commissioner Davis YES Commissioner Taylor NOT PRESENT Vice -Mayor Williams YES Mayor Pigatt YES City of Opa-locka Agenda Cover Memo Department Director: Department Director Signature: City Manager: John E. Pate CM Signature: Commission Meeting Date: 03/24/2021 Item Type: (EnterX in box) Resolution Or nance Other X Fiscal Impact: (Enter X in box) Yes No Ordinance Reading. (Enter X in box) 18t Reading 2nd Reading X Public Hearing: (Enter X in box) Yes No Yes No X X Funding Source: (Enter Fund & Dept) Ex: Advertising Requirement: (EnterX in box) Yes No X Contract/P.O. Required: (Enter X in box) Yes No RFP/RFQ/Bid#: X Strategic Plan Related (EnterX in box) Yes No Strategic Plan Priority Enhance Organizational Bus. & Economic Dev Public Safety Quality of Education Qual. of Life & City Image Communcation Area: Strategic Plan Obj./Strategy: (list the specific objective/strategy this item will address) X mi NI MI MI • Sponsor Name City Manager Department: City Manager Short Title: A resolution authorizing the City Manager to execute a settlement agreement with B & G Holdings, Inc. and B & G Opa Land Holdings, LLC. Staff Summary: B & G Opa Holdings, Inc. and B&G Opa Land Holdings, L.L.C. v. City of Opa-locks, Florida, and Newall J. Daughtrey Case No.: 1:18-cv-23269-DPG A mediation took place between the parties to the subject lawsuit on Thursday, December 10, 2020. Settlement is being recommended in this case by the City Manager as in the best interest of the City of Opa-Locka. The resolution before the City Commission would authorize the City Manager to execute a Settlement Agreement to fully resolve all issues pertaining to the pending lawsuit. Further, the resolution would also authorize the City Manager to take other action necessary to achieve settlement pursuant to the agreement terms. By way of background, Plaintiff, B&G Opa Holdings, LLC, owns and previously operated "Klub 24," a restaurant and lounge that served alcohol and featured nude dancing 24 -hours a day. It also owns the associated business licenses. Plaintiff, B&G Opa Land Holdings, LLC. owns the building and real property where Klub 24 is located. Klub 24 is located in the City of Opa-locka's 1-2 industrial district. Beginning in 2015 (before leasing, and later purchasing, the property for Klub 24), B&G's representatives met with City officials to discuss applicable zoning restrictions and the necessary applications to open a proposed adult "strip club." At that time, Section 22-81 of the City's Land Development Code (the "Code") permitted adult businesses in the City's I-2 zoning area, so long as the City granted a special exception. It also permitted adult businesses in the City's I-3 zoning area, subject to requirements that they be located at prescribed distances from places of worship, schools, parks etc. The special exception process is set out in Section 22-60 of the Code. A special exception would be granted if recommended by the City's Planning Council and approved by the City Commission. The criteria identified in the Code for determining whether to grant the special exception was determined by the Eleventh Circuit to be unconstitutional. The process is in the process of being brought to the City Commission for repeal. On April 13, 2018, the City Manager issued a letter that ordered B&G to cease and desist all operations until a business license was properly obtained. On the same day, law enforcement officers served the cease and desist order on B&G and directed them to close Klub 24. B&G complied, and Klub 24 has remained closed. Three days after closure of Klub 24, B&G filed a lawsuit against the City for declaratory and injunctive relief, in the Circuit Court for Miami -Dade County (Case No. 2018 -011909 -CA -01). That lawsuit was dismissed for lack of prosecution on September 3, 2020. This action was filed in federal court on August 10, 2018. B&G seeks declaratory and injunctive relief, and damages, for the City's alleged violations of B&G's rights under the First Amendment and Due Process Clause of the United States Constitution. The City's motion to dismiss was granted, in part. Plaintiffs' prior demand for settlement was significant. After much discussion and negotiation by Attorneys, City staff and the Plaintiffs, a proposed settlement agreement where the major terms would provide: 1) City would agree to pay Plaintiffs $150,000 to resolve all claims-- including attorney's fees and costs. This amount would be paid by the League of Cities under the City's insurance; 2) The City Manager would recommend to the City Commission approval of a variance or other appropriate authority to allow Plaintiffs to operate an adult club featuring alcohol and nude dancing 24 hours per day at the current location; 3) Off -Duty City of Opa- locka police will be required for security detail at the club. There are other terms provided within the agreement. Financial Impact The City will pay a $25,000 deductible under the City's insurance coverage... Account Description Available Expense Remaining Balance 84-513452 Deductible $125,000 $25,000 $100,000 Proposed Action: Staff recommends the approval of this settlement request to avoid any additional litigation against the City. Attachment: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF FLORIDA MIAMI DIVISION B & G OPA HOLDINGS, INC., a ) Florida Profit Corporation and B & G OPA ) LAND HOLDINGS, LLC, a Florida ) Limited Liability Company, d/b/a KLUB 24, ) ) Plaintiffs, ) vs. ) ) CITY OF OPA LOCKA, FLORIDA, ) a Political Subdivision of the State of Florida ) and NEWALL J. DAUGHTREY, ) an individual in his official capacity, ) ) Defendants. ) CASE NO: 1:18-cv-23269-DPG SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT ("Agreement") is entered into this day of March, 2021, by and between B & G OPA HOLDINGS, INC. and B & G OPA LAND HOLDINGS, LLC (referred to jointly and individually as "Klub 24") and the CITY OF OPA LOCKA, FLORIDA ("Opa Locka" or "the City"). All the foregoing sometimes referred to as the "Parties". WHEREAS, on or about January 18, 2018, Klub 24 opened and operated a full service restaurant and lounge (i.e. an alcoholic beverage establishment) offering dance entertainment by fully nude performers twenty-four hours a day; and WHEREAS, Opa Locka regulates alcoholic beverage establishments and sexually oriented business through its Zoning Code and Code of Ordinances; and WHEREAS, Opa Locka believed in good faith that Klub 24 had not secured the necessary zoning and licensing approvals to operate a sexually oriented business with alcohol service at its present location; and, WHEREAS, acting on that good faith belief, the City ordered the closure of the Klub 24 business and the revocation of Klub 24's licenses and permits; and WHEREAS, Klub 24 filed a Federal lawsuit which raised a number of constitutional and state law challenges to Opa Locka's zoning code and the procedures by which the City shuttered the Klub 24 business and revoked its licenses; and WHEREAS, Klub 24 also asserted a damages claim against the City which at this time it contends amounts to some $5 million for lost profits and carrying costs; and WHEREAS, the District Court entered an Order on summary judgment on September 30, 2020, that determined, inter alia, that the City had not provided sufficient sites for sexually oriented businesses; that its special exception process was unconstitutional as applied to sexually oriented businesses; that there were potentially unconstitutional provisions in the City's sign code; that the definition of "Adult Business" in the Opa-Locka Zoning Code is neither vague nor overbroad; and that the definitions in Chapter 4, Article II relative to nudity in alcoholic beverage establishments are likewise constitutional; and WHEREAS, certain other of Klub 24's claims were left unresolved including the crucial question of whether Klub 24 was entitled to recover any damages against Opa Locka; and WHEREAS, during the course of this litigation Opa Locka has taken certain legislative steps to address some of the claims asserted by Klub 24 in this litigation; and WHEREAS, the Parties have participated in mediation to resolve all of their disputes; and Page 2 of 14 WHEREAS, the parties acknowledge that litigation is uncertain while settlement of disputes creates certainty for both parties while avoiding the significant burden and expense of litigation; and WHEREAS, all parties wish to resolve the case without giving up, reducing, or admitting their own claims or defenses, or receding from their positions; NOW THEREFORE, the parties agree and contract as follows: 1. The parties agree that the relief afforded by this Agreement shall not be construed as a concession by the City of Opa Locka that it violated any of Plaintiffs' constitutional rights or committed any act of wrongdoing, it being acknowledged that the City of Opa Locka specifically denies any such violations or wrongful acts. 2. The intention of the Parties and the essence of this Agreement is that Klub 24 will receive from the City all of the City -issued permits, licenses and approvals necessary for Klub 24 to operate a sexually oriented business allowing dancing and entertainment by totally nude performers, with complete alcohol service (under a 4 -COP license, SRX license or equivalent), twenty-four (24) hours per day, every day, at their present location: 3699 NW 135th Street, Opa- Locka, Miami -Dade County, Florida (the "subject property"). 3. Contingent upon approval by the City Commission, and as more specifically addressed below, the City of Opa Locka agrees to take the following actions to resolve this litigation: A. Pay the sum of ONE HUNDRED FIFTY THOUSAND AND 00/100 DOLLARS ($150,000.00) to Klub 24; Page 3 of 14 B. Grant a licensing variance which permits Klub 24 and its designees to operate a sexually oriented business at its present location featuring the sale of food and alcohol in conjunction with fully nude dance entertainment twenty-four hours per day; C. Issue a final Certificate of Occupancy to Klub 24; D. Issue a Business Tax Receipt for the current year to Klub 24; with BTRs in subsequent years being issued as a matter of course so long as Klub 24 is in substantial compliance with this Agreement; and E. Approve the existing sign structure and "close out" any issues pertaining to sign permits. F. Upon the City's approval of the variance referenced in this agreement, Klub 24's nonconforming use of the subject property may be continued subject to the following conditions and requirements: (i) Expansion. Klub 24's nonconforming use of the subject property shall not be expanded into any other portion of the property. (ii) Parking. Klub 24 shall not reduce its on -site parking below 70 spaces as further addressed in paragraph 4 below. (iii) Change. The nonconforming use of the subject property may be changed only to a conforming use except as provided. The parties understand that a temporary closure or discontinuance of the use for less than 180 days shall not result in the loss of vested rights or require reversion to a conforming use. (See, §22-11-A, Opa-Locka Zoning Code). If Klub 24's nonconforming use of the subject property is changed to a conforming use, it may thereafter be changed only to another conforming use. Page 4 of 14 (iv) Discontinuance. If the nonconforming use of the subject property is discontinued, the subject property shall not be returned to a nonconforming use. The nonconforming use shall be considered to be discontinued when the subject property has been devoted to another use or if the subject property is vacant for a period of 180 calendar days (See, §22-11-A, Opa-Locka Zoning Code). 4. PARKING. Klub 24 has submitted a revised site plan which shows on -site parking for approximately eighty (80) vehicles with minimum parking for seventy (70) vehicles. The City accepts this site plan -and acknowledges that parking for 70 vehicles is complies with the City's Codes subject to the following covenants and standards: A. Klub 24 shall provide parking for a minimum of seventy (70) vehicles. The City acknowledges that "stacked" valet parking will be utilized to accommodate the 70 vehicles in the available parking spots and approves of that plan. The City also acknowledges that the adjoining printing business may utilize interior parking for its employees. B. Klub 24 shall provide valet parking and will designate such valet parking areas with signage. C. Klub 24 shall not make use of any adjoining space for any purpose other than parking or storage. Klub 24 shall also not expand the size of its existing customer service area. E. Special Event Parking. If Klub 24 conducts a special event, that is an event that advertises a specific performer, performers, or features advertising for a specific event (i.e. Holiday parties, sporting events, etc.) , it shall make all efforts to enter parking agreement(s) with nearby property owners to provide additional parking to accommodate the potential needs. Klub 24 understands and shall inform patrons that, if they park illegally, they are subject to fines and cars being towed. Page 5 of 14 5. The parties acknowledge and agree that all of the forgoing obligations shall be contingent upon approval of this Agreement by the City Commission and approval of the Agreement by the Financial Emergency Oversight Board. If the City Commission fails to approve this Settlement Agreement before March 24, 2021, this Agreement shall lapse and each party shall have all of their rights and claims which existed prior to the negotiation of this Settlement Agreement. Subsequent to the City Commission's approval, the City shall obtain the approval Financial Emergency Oversight Board with diligence. 6. Within ten (10) days of the execution of this Agreement by Klub 24's representatives, the City Attorney for the City of Opa Locka shall submit this Agreement to the City Commission. The City Commission shall promptly seek and secure the approval of this Agreement by the Financial Emergency Oversight Board. The parties' rights and obligations under this Agreement are contingent upon the approval of this Agreement required for Klub 24 to operate. The City Commission shall advertise and conduct the public meeting(s) necessary to fulfill its obligations under this Agreement no later than March 24, 2021. Should the City Commission fail to approve this Agreement by March 24, 2021, this Agreement shall lapse and each party shall have all of their rights and claims which existed prior to the negotiation of this Settlement Agreement. 7. The parties acknowledge and agree that the City Commission reserves the right to amend or reject this proposed Agreement. In the event that the City Commission makes changes to this Agreement, the parties shall consult in good faith as to whether those changes are substantive in nature or change the spirit or intent of the proposed settlement. If Klub 24, in its sole discretion, determines that such changes are material or adverse to its interests, this Settlement Agreement shall not take effect, the above -captioned cause shall not be dismissed, and the parties Page 6 of 14 shall retain all of the rights, claims and defenses that existed prior to the negotiation of this Settlement Agreement. 8. The City reserves all rights of sovereign immunity under Florida and Federal law and Opa Locka does not by this Settlement Agreement waive its sovereign immunity generally or to any extent beyond its express obligations to perform as set forth in this Settlement Agreement. 9. PAYMENT. Within thirty (30) days of approval of this Agreement and approval by the City Commission, Opa Locka will pay the sum of ONE HUNDRED FIFTY THOUSAND AND 00/100 DOLLARS ($150,000.00) to Klub 24 c/o "Benjamin, Aaronson & Patanzo, P.A. Trust Account" at 1700 East Las Olas Blvd., Suite 202, Ft. Lauderdale, Florida 33301. Opa Locka may issue a single W-9 listing B & G OPA HOLDINGS, INC., as the payee; any further allocation of the payment between the two Plaintiffs shall be as they determine and Opa Locka shall have no responsibility for same. 10. LICENSING The Opa-Locka City Commission shall issue a license which specifically authorizes Klub 24's business operations at their property, to -wit: 3699 NW 135th Street, Opa-Locka, Miami -Dade County, Florida. The license shall specifically grant and approve the following rights to Klub 24: A. The right to sell alcoholic beverages (subject only to state licensing requirements); B. The right to operate a restaurant (subject only to state and County licensing requirements, health inspections, and fire inspections); C. The right to provide fully nude dance entertainment by live performers; D. The right to operate for twenty-four hours per day every day. The license shall not include any conditions or additional requirements which would prevent Klub 24 from operating a sexually oriented business under the format described above. In Page 7of14 addition, Klub 24 shall not be required to obtain a special exception, since the United States District Court has determined that the City's special exception process is unconstitutional. It is understood and agreed that the City has sufficient information based on the current applications, permits, site plans, and data available to it to approve and grant the license under the Opa-Locka code. The City represents that it is not presently aware of any facts which would cause it to deny a license to Klub 24. However, the forgoing representation shall not prevent the City from denying the variance or reject this Settlement Agreement in the public interest. The license shall be approved or rejected no later than March 24, 2021. 11. CERTIFICATE OF USE. The City acknowledges that Klub 24 was issued a "temporary certificate of occupancy" at the time it initially opened in 2018. Not later than five (5) business days after the approval of this Agreement by the City Commission, Opa Locka shall issue a Final Certificate of Use (alternatively referred to as a Certificate of Occupancy) allowing Klub 24 to operate as a sexually oriented business under the format contemplated in paragraphs 2 and 9, provided that all other necessary State and County requirements have been met. 12. BUSINESS TAX RECEIPT. Upon payment of the appropriate tax by Klub 24, the City shall issue an "occupational license" (also referred to under state law as a "business tax receipt") for 2021 to B & G OPA HOLDINGS, INC. 13. LANDSCAPING. The City acknowledges that the current landscaping meets all code requirements and that no changes to landscaping will be required as a condition for the variance or the issuance of the Final Certificate of Occupancy. Klub 24 will not make any substantial change in landscaping without submitting a new landscaping plan to the City. Page 8 of 14 14. SIGNAGE. The City acknowledges and agrees that Klub 24's existing sign is a lawful, nonconforming sign and will be regulated consistently with other lawful, nonconforming signs in the community. Klub 24 will not be required to apply for any sign permits in order to use and maintain its existing signage. 15. OPEN PERMITS. The City represents that, with the exception of third -party issues pertaining to fire codes (regulated by the MDFRD) and potable water / grease trap (regulated by DERM), the City is unaware of any open or unaddressed issues with respect to building permits or other permits within its control, including any issues associated with Klub 24's signs. The City will treat all of those issues as resolved and will not withhold any permits currently issued or which are required in order to reopen and operate the Klub 24 business. 16. FIRE SAFETY ISSUES. The City acknowledges that it plays no role with respect to the citations issued by the Miami -Dade Fire Rescue Department to Klub 24 having to do with "sprinkling" and other fire safety issues. The City acknowledges that the variance, certificate of occupancy and other permits required for Klub 24 to do business are not dependent upon any inspection or approval by MDFRD. The City further acknowledges that it will take no action to prevent Klub 24 from opening and operating notwithstanding the MDFRD citations. Nothing herein shall affect Klub 24's obligation to comply with fire safety regulations or limit the authority to MDFRD to address any outstanding fire safety citations. 17. DERM APPROVAL. Klub 24 represents that it has applied for approval to the Miami -Dade Department of Environmental Resources Management ("DERM") for final approval of its potable water supply and its grease trap. The City acknowledges that it plays no role with respect to DERM approval of the potable water supply and the grease trap. The City acknowledges that the variance, certificate of occupancy and other permits required for Klub 24 to do business Page 9 of 14 are not dependent upon any inspection or approval by DERM. The City further acknowledges that it will take no action to prevent Klub 24 from opening and operating notwithstanding the pending application for DERM approval. Nothing herein shall affect Klub 24's obligation to obtain DERM approval of its potable water supply and grease trap or limit the authority to DRM to regulate and enforce its rules relative to same. 18. The City shall cooperate with Klub 24 in securing any permits, licenses or approvals that may be required by other government agencies or regulatory bodies. Following issuance of a certificate of use to Klub 24, the City and its servants, agents and employees, shall certify in writing, upon request, that Klub 24 is entitled to operate a sexually oriented business under the format described in paragraphs 2 and 9 of this Agreement at the subject property. 19. Klub 24 shall contract with off -duty Opa Locka law enforcement officers to provide security at its business. The City will make its officers available to contract with Klub 24 to the same degree and on the same terms afforded all other businesses within the City. 20. Klub 24 shall be entitled to no relief under the above -captioned Federal proceeding other than those rights and benefits afforded by this Agreement. Klub 24 hereby acknowledges that the stated consideration set forth in this Agreement is full compensation for and on account of any and all injuries and damages of any kind whatsoever which it claimed or alleged were sustained or could have claimed or alleged to have been sustained, including attorney's fees and costs. 21. DISMISSAL. Upon approval of this Agreement, payment of the specified sum, granting of the required variance, and issuance of the Final Certificate of Occupancy by the City, Klub 24 shall execute and file a motion to dismiss the above -captioned case with prejudice. The motion shall specify that each party shall bear its own attorney's fees and costs in this litigation. Page 10 of 14 22. RELEASE. Contingent only upon approval of this Agreement, payment of the specified sum and issuance of the Final Certificate of Occupancy by the City, Klub 24 hereby waives and releases Opa Locka, its agencies, boards, departments, authorities, employees, attorneys, representatives, and agents, from any claims, demands, damages, lawsuits, obligations, promises, administrative actions, charges, and causes of action, in law or in equity, of any kind whatsoever, relating to or arising out of the Complaint filed herein. This Waiver and Release covers any causes of action or claims under The Civil Rights Act of 1991; Section 1981 and 1983 of the Civil Rights Act of 1866, as amended; claims under the Constitutions of the United States and Florida, and claims under any other federal or state law or municipal ordinance, including any lawsuits founded in tort (including negligence), contract (oral, written or implied), or any other common law or equitable basis of action. 23. The City represents and warrants that it has no claims for damages or other relief, in law or in equity, against the Plaintiffs, or either of them, which could have been asserted as a compulsory or permissive counterclaim in the above -captioned action. To the extent any such claim may exist, the City, by this Agreement, releases, abandons and waives all such claims. 24. In the event of a legal action or other proceeding arising under this Settlement Agreement or any Consent Order, the prevailing party shall be entitled to recover its reasonable attorneys' fees and costs, whether incurred before suit, during suit, or at the appellate level. The prevailing party shall also be entitled to recover any attorneys' fees and costs incurred in litigating the entitlement to attorneys' fees and costs, as well as in determining or quantifying the amount of attorneys' fees and costs due to it. 25. In the event of a legal action or other proceeding arising under this Settlement Agreement, venue for such proceeding shall be the Circuit Court in and for Miami -Dade County, Page 11 of 14 Florida, or if Federal jurisdiction exists, in the United States District Court for the Southern District of Florida. 26. All parties have been represented by counsel and have voluntarily entered into this Agreement with full knowledge of their rights and obligations herein. The undersigned representatives of the respective parties hereby represent and warrant that each representative has the authority to execute this Agreement, and bind their respective entities to the terms and conditions of this Agreement. The normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or of any amendments or exhibits to this Agreement. 27. No terms of this Settlement Agreement are severable. The Parties acknowledge all terms herein are material terms and the invalidation of one or more terms would necessarily affect this entire Settlement Agreement. 28. Faxed or electronically scanned copies of the Parties' signatures on this Agreement shall be considered the equivalent of an original "ink" signature for all purposes and shall bind the person or entity executing the Agreement. 29. This Agreement shall constitute the sole and entire agreement of the parties and neither party shall rely on any oral or written representations other than those set forth in this Agreement. The covenants herein contained shall bind and the benefits and advantages herein agreed to shall inure to the parties' respective heirs, executors, administrators, successors, and assigns. There are no third party beneficiaries to this Agreement. - SIGNATURES ON FOLLOWING PAGES - Page 12 of 14 FOR THE PLAINTIFFS: DATED: , 2021. B & G OPA HOLDINGS, INC. B & G OPA LAND HOLDINGS, LLC BY: BY: GREGG BERGER, President GREGG BERGER, Manager FOR THE DEFENDANT: DATED: March , 2021. CITY OF OPA-LOCKA, FLORIDA JOHN E. PATE, City Manager APPROVED AS TO FORM: lete/ei Ecy Fox BURNADETTE N S -WEE S, Esquire Florida Bar 949930 Law Office of Burnadette Norris -Weeks PA 401 N.W. 7th Avenue Fort Lauderdale, FL 33311-8134 (954) 768-9770 bnorris@apnwplaw.com City Attorney for the City of Opa Locka Page 13 of 14 APPROVED BY THE CITY COUNCIL on: , 2021. MATTHEW PIGATT, Mayor ATTEST: JOANNA FLORES, City Clerk Page 14 of 14