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HomeMy Public PortalAboutResolution No. 23-061 - Lakeview Apartments Settlement AgreementSponsored by: City Attorney RESOLUTION NO. 23-061 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA, APPROVING A SETTLEMENT AGREEMENT IN THE CASE OF LAKEVIEW APARTMENTS LLC, AND L.L.C. LAKEVIEW APARTMENTS V. CITY OF OPA-LOCKA; PROVIDING FOR INCORPORATION OF RECITALS; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, on January 17, 2020, Plaintiffs, Lakeview Apartments LLC, and L.L.C. Lakeview Apartments, initiated a lawsuit in the Circuit Court for Eleventh Judicial Circuit in and for Miami -Dade County, Florida, through which Plaintiffs sought recovery of damages for Breach of Contract and Injunctive Relief that allegedly arose out of the City's provision of and billing for water service, as well as the City's alleged intent to terminate Plaintiffs' water service for nonpayment (hereinafter, the "Lawsuit"); and WHEREAS, the parties have agreed to settle all issues involved with the Lawsuit; and WHEREAS, neither party admits liability in this matter, however, in an effort to resolve the pending controversy, all parties desire to amicably and expeditiously resolve all claims and avoid continued litigation; and WHEREAS, the City Commission hereby accepts the recommendation of the City Attorney's Office to settle this matter consistent with the Agreement, set forth as Exhibit "A"; and WHEREAS, the parties desire to enter into a Settlement Agreement with the intended purpose of resolving all claims as set forth in Exhibit "A" with City receiving funds from Plaintiff. NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF OPA LOCKA, FLORIDA: SECTION 1. RECITALS ADOPTED. The recitals to the preamble herein are incorporated by reference. SECTION 2. AUTHORIZATION The City Commission of the City of Opa-Locka hereby approves the settlement agreement between the Plaintiffs, Lakeview Apartments LLC, And L.L.C. Lakeview Apartments, and the City of Opa-Locka, consistent with the Agreement attached hereto as Exhibit "A"; and Resolution No. 23-061 further authorizes the City Manager to take all necessary action consistent with this Resolution. SECTION 3. SCRIVENER'S ERRORS. Sections of this Resolution may be renumbered or re -lettered and corrections of typographical errors which do not affect the intent may be authorized by the City Manager and with subsequent approval by the City Attorney, without need of public hearing, by filing a corrected copy of same with the City Clerk. SECTION 4. EFFECTIVE DATE. This Resolution shall be effective immediately upon adoption hereof and approval by the Governor of the State of Florida or Governor's designee. PASSED and ADOPTED this 10th day of May, 2023. John aylor TEST: a Flores, City Clerk APPROVED AS TO FORM AND LEGAL SUFFICIENCY: Burnadette Norris -Weeks, P.A. CityAttorney Moved by: Commissioner Williams Seconded by: Commissioner Bass Mayor 2 Resolution No. 23-061 VOTE: 5-0 Commissioner Williams YES Commissioner Kelley YES Commissioner Bass YES Vice Mayor Ervin YES Mayor Taylor YES 3 SETTLEMENT AGREEMENT AND RELEASE This Settlement Agreement and Release is entered into this day of , 2023, by and between LAKEVIEW APARTMENTS LLC, AND L.L.C. LAKEVIEW APARTMENTS ("PLAINTIFFS"); AND the CITY OF OPA-LOCKA, a Florida Municipal Corporation (the "City" or "DEFENDANT") (collectively the "Parties"). WHEREAS, PLAINTIFFS initiated a lawsuit in the Circuit Court for Eleventh Judicial Circuit in and for Miami -Dade County, Florida, CASE NO. 2020 -001124 -CA -01, through which Plaintiff sought recovery of damages for Breach of Contract and Injunctive Relief that allegedly arose out of the City's provision of, and billing for, water service to Plaintiffs as well as the City's alleged intent to terminate Plaintiffs' water service for non-payment (hereinafter, the "Lawsuit"); and WHEREAS, PLAINTIFF had initially sued, but has since dismissed Miami -Dade County from the Lawsuit"; and WHEREAS, the Parties want to avoid the associated expense and uncertainty of litigation, and, therefore, desire to amicably resolve their dispute and settle all of their respective claims, NOW, THEREFORE, in consideration of the foregoing recitals and following premises, terms and conditions and for other good and valuable consideration, the receipt and sufficiency of which the Parties acknowledge, the Parties agree as follows: CASE NO. 2020 -001124 -CA -01 Page 2 TERMS AND CONDITIONS 1. Incorporation of Recitals. The Parties agree that the above recitals are true and correct and that those recitals are incorporated by reference and form a part of this Agreement. 2. Effective Date. The Effective Date of this Agreement shall be the last of the Parties shall have approved this Agreement, following its approval, by resolution, of the City Commission for the City of Opa-locka, Florida. 3. Consequence Upon Failure to Obtain City Commission Approval. If the City Commission of the City of Opa-locka (the "City Commission") does not approve this Agreement, the Parties shall return to the status quo existing before the Parties' preparation of this Agreement, and the fact that the City and Plaintiffs sought to negotiate a resolution to their dispute, including any supporting documents necessary to present this Agreement to the City Commission, shall be inadmissible for all reasons and shall not prejudice any of their pre- existing rights and remedies with respect to each other or any other person or entity. 4. Agreement to Settle: No Admission of Liability. Subject to the terms and conditions of this Agreement, the Parties hereby agree that the terms of this Agreement, the payment of any monies, or any other action of forbearance taken pursuant to this Agreement shall in no way constitute, nor be construed as, an admission of liability or acknowledgment of the validity of any allegation, finding or conclusion, by the Parties, or their respective agents, but rather are made as a contractual settlement by way of compromise for the purpose of settling the claims, controversies, and differences addressed herein and to avoid the expense and uncertainty of litigation. Moreover, this Agreement shall not be admissible in any proceeding for any purpose, except for the purpose of establishing a claim of default or violation of the provisions contained herein. CASE NO. 2020 -001124 -CA -01 Page 3 a. Payment Terms and Other Obligations. Upon receipt of this signed Settlement Agreement and Release, PLAINTIFFS shall pay unto DEFENDANT CITY OF OPA-LOCKA the total sum of $50.000.00 USD (Fifty Thousand Dollars and 00/100 Cents) for payment of all water charges relating to Opa-Locka water account number 02009-05, service address 2621 NW 135th Street, in the name of Lakeview Apartments LLC, through June 2019; and Opa-Locka water account number 02013-04, service address 2405 NW 135th Street, in the name of Lakeview Apartments, LLC, through October 14, 2020 (the "Released Charges"). The $50,000.00 shall be paid by PLAINTIFFS as follows: Payment 1 : $25,000.00 on April 7, 2023. Payment 2 : $8,350.00 by May 7, 2023. Payment 3 : $8,325.00 by June 7, 2023. Final payment 4 : $8,325.00 by July 7, 2023. PLAINTIFFS shall remain current on its payments on any and all water accounts managed by Miami Dade County for the benefit of the City of Opa-Iocka, including any existing payment plans. PLAINTFFS' compliance with the foregoing payment terms and other obligations shall fully and completely settle all matters in dispute in the Lawsuit. . b. Payment Method. Plaintiffs shall pay the sum due above to the City by cashier's check to the order of City of Opa-Locka, sent by overnight courier to Burnadette Norris -Weeks P.A., 401 NW 7th avenue, Fort Lauderdale, FL 33311. 5. Plaintiffs' Release. Upon release of and in consideration of the releases of lien referenced above, PLAINTIFFS, and their subsidiaries, affiliates, successors and assigns hereby release, acquit, satisfy, and forever discharge the DEFENDANTS, and their officials, employees, attorneys and representatives, from any and all actions and causes of actions, CASE NO. 2020 -001124 -CA -01 Page 4 damages, judgments, claims, counterclaims and demands whatsoever, liquidated or un- liquidated, contingent or fixed, known or unknown, determined or undetermined, at law or in equity which they now have or may have from the beginning of time to the date of these presents and/or that otherwise could have been brought against the DEFENDANTS in the Lawsuit. 6. City's Release. As part and parcel of this Settlement and Release Agreement and in consideration of the settlement sum to be paid to the City, DEFENDANT does hereby release, acquit and discharge, and by these present have hereby released, acquitted and forever discharged, PLAINTIFFS, along with their subsidiaries, affiliates, successors and assigns from any and all claims, causes of action, rights of action, damages, accounts and/or reckonings, of whatever name or nature, including, but not limited to, any and all actions for damages sounding or arising in tort, in contract, or by statute. and any and all other claims, actions and/or causes of action which were alleged in, or which could have been alleged by DEFENDANTS, as a counterclaim in the Lawsuit and/or pertaining to or arising out of or relating to the Lawsuit provided that PLAINTIFFS are not released from paying any water bills for the Properties identified in the Lawsuit accruine subsequent to the dates described in paragraph 4 (a) above, and any other properties they own within the City not related to the Released Charges. 7. Dismissal of the Lawsuit. Within ten (10) days of the Effective Date of this Agreement. Plaintiffs' counsel shall file a Notice of Voluntary. Dismissal with prejudice in the Lawsuit. Each Party agrees to bear its own attorneys' fees and costs. 8. Florida Law Applies; Exclusive Venue. This Agreement shall be construed under the laws of the State of Florida without regard to its choice of law provisions. Venue for any dispute arising out of this Agreement shall lie exclusively with Judges in Section 44 of the CASE NO. 2020 -001124 -CA -01 Page 5 Complex Business Litigation Division in the Eleventh Judicial Circuit in and for Miami -Dade County. 9. Entire Agreement: Modification. This Agreement together with all documents required to be executed hereunder constitutes the entire agreement and understanding between the Parties to this Agreement with respect to the subject matter of this Agreement. No supplement, modification, or amendment to this Agreement shall be binding unless it is duly executed in writing by all Parties. 10. Rule of Construction: Opportunity to Review. The Parties represent and agree that they have participated equally in the negotiation of the terms and provisions set forth in this Agreement and that no presumptions or inference shall apply against any Party hereto as to its construction. The Parties declare that: (a) they have completely read the terms of this Agreement, (b) they have discussed the terms of the Agreement with legal counsel of their choice, and (c) they fully understand and voluntarily accept the terms for the purpose of making a full and final compromise, adjustment and settlement of claims. 11. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective heirs, executors, administrators, representatives, agents, attorneys, officers, directors, predecessors, affiliates, parents, subsidiaries, successors or assigns in connection with any legal action arising out of the Agreement. 12. Authority to Execute and Bind. By executing this Agreement, the undersigned warrant and represent that they are authorized to enter into this Agreement and empowered to bind their respective Parties to these terms and, where applicable, their parents, affiliates, subsidiaries, successors, assignees and related entities. Further, the Parties represent that they have not assigned any of their respective rights or claims that are the subject of this Agreement CASE NO. 2020 -001124 -CA -01 Page 6 to any third party. 13. Captions. The captions or headings in this Agreement are for convenience only and in no way define, limit, or describe the scope or intent of any provisions of this Agreement. 14. Severability. The Parties have attempted to create an Agreement that is lawful and enforceable in all respects. The validity of this Agreement shall not be affected by any subsequent changes in federal, state or County law, whether through legislation or judicial interpretation, which create, eliminate, or change the rights and obligations of the Parties. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. However, if any provision of this Agreement is held to be invalid, void, or unenforceable, the balance of the provisions shall, nevertheless, remain in full force and effect and shall in no way be affected, impaired, or invalidated. 15. Counterparts; Electronic Signatures. The Parties agree that this Agreement, and any and all other documents in connection with this Agreement, may be executed in one or more counterparts, each of which shall be deemed an original but all of which shall together constitute one and the same Agreement. This Agreement may be executed as facsimile, email, or electronic originals, and each copy of this Agreement bearing the facsimile, email, or electronic transmitted signature of any Party's authorized representative shall be deemed to be an original. (Remainder of Page Left Blank Intentionally) CASE NO. 2020 -001124 -CA -01 Page 7 IN WITNESS WHEREOF, the Parties have executed this Agreement and Mutual Releases by their duly authorized representatives as of the date of year appearing by their respective signatures. ATTEST: By: (SIGNATURES CONTINUE ON NEXT PAGES) CASE NO. 2020 -001124 -CA -01 Page 8 IN THE PRESENCE OF Y4NI\IN-IT SS STATE OF FLORIDA COUNTY OF H ►aim � 1 Name: Title: LAKEVIEW APARTMENTS, LLC Before me, the undersigned authority, this3"iay of ivy � , 2023 personally appeared LA a °c o. h c10 , on behalf of LAKEVIEW APARTMENTS, LLC who, after being duly sworn, deposed and stated that he has read the above and foregoing Settlement Agreement and Release, and that he knows and appreciates the contents thereof, and has executed same of his own free act and deed. .k,%•;witt;il,,, 'rsonally Known Produced as identification IN THE PRESENCE OF: WITNESS STATE OF FLORIDA COUNTY OF MIAMI-DADE Name Title L.L.C. LAKEVIEW APARTMENTS Before me, the undersigned authority, this _ day of , 2022 personally appeared , on behalf of L.L.C. LAKEVIEW APARTMENTS, who, after being duly sworn, deposed and stated that he has read the above and foregoing Settlement Agreement and Release, and that he knows and appreciates the contents thereof, and has executed same of his own free act and deed. Personally Known Produced as identification