Backup Documents 06/11/2013 Item #16K 1 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLI '
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO • K 1
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNAT I •
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
**NEW** ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
4-7
3. County Attorney Office County Attorney Office KLN
C11-,1, 3
4. BCC Office Board of County
Commissioners I4 h ti 414115
5. Minutes and Records Clerk of Court's Office rw1241'112
(IT PRIMARY CONTACT INFORMATION U
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the
addressees above,may need to contact staff for additional or missing information.
Name of Primary Staff Kevin L.No 11,Assistant County Attorney Phone Number 252-8400
Contact/ Department Office of th County Attorney
Agenda Date Item was 6/11/13 Agenda Item Number 16K1
Approved by the BCC
Type of Document Settlement Agreement Number of Original 1
Attached (return 2 certified copies to CAO) Documents Attached
PO number or account N/A
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signature? KLN
2. Does the document need to be sent to another agency for additional signatures? If yes, KLN
provide the Contact Information(Name;Agency;Address; Phone)on an attached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be KLN
signed by the Chairman,with the exception of most letters,must be reviewed and signed
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's KLN
Office and all other parties except the BCC Chairman and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the KLN
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's KLN
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip KLN
should be provided to the County Attorney Office at the time the item is input into SIRE.
Some documents are time sensitive and require forwarding to Tallahassee within a certain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on 6/11/13 and all changes made during the KLN
have been incorporated in the attached document. The County Attorney's
Office has reviewed the changes,if applicable.
9. Initials of attorney verifying that the attached document is the version approved by the
BCC,all changes directed by the BCC have been made,and the document is ready for the
Chairman's signature.
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12
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MEMORANDUM
Date: July 1, 2013
To: Kevin Noell, Assistant County Attorney
County Attorney's Office
From: Ann Jennejohn, Deputy Clerk
Minutes & Records Department
Re: Settlement Agreement 20th Judicial Circuit Case No. 08-6373-CA;
Lowe's Home Centers, Inc., v. Kohl's Department Stores, Inc., et al.
Attached are two (2) certified copies of the agreement referenced above (Item #16K1)
approved by the Board of County Commissioners on Tuesday, June 11, 2013.
The original was held by the Minutes and Record's Department for the Board's
Official Record.
If you have any questions please contact me at 252-8406.
Thank you.
Attachments (2)
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SETTLEMENT AGREEMENT
THIS SETTLEMENT AGREEMENT ("Agreement") is made this I I day of June,
2013 by and between LOWE'S HOME CENTERS, INC., a North Carolina corporation
("Lowe's"), KOHL'S DEPARTMENT STORES, INC., a Delaware corporation ("Kohl's"),
and COLLIER COUNTY, a political subdivision of the State of Florida ("Collier County")
(Lowe's, Kohl's and Collier County are also collectively, at times, referred to as the "parties"
and, individually, as a"party").
RECITALS
A. Certain differences previously arose between the parties as have been claimed and
pled in that certain lawsuit styled Lowe's Home Centers, Inc. v. Kohl's Department Stores, Inc.,
Case No. 08-6373-CA, in the Circuit Court of the Twentieth Judicial Circuit in and for Collier
County, Florida, as well as in Appeal No. 2D08-4942, previously pending before the Second
District Court of Appeal in and for the State of Florida (collectively, the "Litigation");
B. The parties have determined that it is in their best and mutual interest to amicably
settle the Litigation, as well as those issues raised, or which might have been raised, in the
Litigation without further hardship, cost and expense;
C. By entering into this Agreement, neither party is admitting any sort of liability or fault
on such party's behalf, but rather have determined to settle and compromise all claims asserted
by, or which may have been asserted by, the parties in order to resolve their differences and
avoid the financial expense and burden of protracted and complex litigation;
D. The parties hereto desire to enter into this Agreement to memorialize their agreements
and understandings with respect to the settlement.
NOW, THEREFORE, for good and valuable consideration, receipt of which is hereby
acknowledged, the parties hereby agree as follows:
1. Recitals: The above recitals are true and correct and are incorporated herein by
reference.
2. Dismissal with Prejudice: Concurrent with the execution of this Agreement, the
parties shall, through their respective counsel of record, file a stipulation for dismissal
with prejudice of the Litigation in its entirety, with each party to bear their own
attorneys' fees and costs. The stipulation of dismissal shall be in the form attached
hereto as EXHIBIT A.
3. Bear Own Attorneys' Fees: The parties agree that each party hereto shall bear its or
their own attorneys' fees and costs incurred by said party as a result of the Litigation
and this Agreement, and expressly waive any future claim for or entitlement to
attorneys' fees or costs related in any manner to the Litigation or this Agreement.
4. Release: Except for the mutual promises and obligations set forth in this Agreement,
the parties do hereby and by these presents for their respective successors, assigns,
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heirs, personal representatives, legatees, devisees, agents, representatives, principals,
shareholders, directors, officers, employees, past, present and future owners, parent
corporations, related or affiliated companies, subsidiaries, accountants, attorneys,
auditors, consultants, insurers and re-insurers, and their respective successors and
predecessors in interest, and for anyone claiming by, through or under said party, fully
remise, waive, release, acquit, and forever discharge, the other party and their
respective successors, assigns, heirs, personal representatives, legatees, devisees,
agents, representatives, principals, shareholders, directors, officers, employees, past,
present and future owners, parent corporations, related or affiliated companies,
subsidiaries, accountants, attorneys, auditors, consultants, insurers and re-insurers, and
their respective successors and predecessors in interest, of and from any and all claims
raised in the Litigation or which relate in any way to the concrete medians or Lowe's
Northwest exit on the West road which are at issue in the Litigation.
5. Confidentiality: As of the Effective Date, the parties agree to keep the terms of this
Agreement confidential; provided, however, that the parties may disclose the terms of
this Agreement, as necessary: (a) to their respective accountants, tax advisors,
financial consultants, family members and/or legal advisors who first agree to abide by
the terms of this paragraph; (b) to their employees who first agree to abide by the
terms of this paragraph; and (c) as required by law. Nothing contained herein is
intended to prevent the parties from stating that this dispute has been resolved
amicably or words to like effect.
6. Default: In the event of any default under any of the terms of this Agreement,
including a breach of the confidentiality provision contained under paragraph 5 above,
the non-defaulting party may institute legal proceedings or avail itself of any legal
remedies available to such party. In the event of any such actions, or in the event of
any action to enforce and/or interpret the terms of this Agreement, the prevailing party
shall be entitled to an award of reasonable attorneys' fees, costs and expenses incurred
in the action, all through any level of appeal.
7. Entire Agreement: This Agreement contains the entire agreement between the parties
hereto with respect to the subject matter hereof and supersedes any and all prior or
contemporaneous agreements, understandings, representations, or negotiations
between the parties concerning such subject matter. No waiver, modification,
alteration or amendment of any term, condition or provision of this Agreement shall
be valid or of any force or effect unless in writing, signed by the party to be charged,
and specifying with particularity the nature and extent of such waiver, modification,
alteration or amendment.
8. Binding Nature: This Agreement shall be binding upon and shall inure to the benefit
of all parties hereto, as well as their respective successors, assigns, heirs, personal
representatives, legatees, devisees, agents, principals, shareholders, past, present and
future owners, directors, officers, representatives, employees, parent corporations,
related or affiliated companies, subsidiaries, consultants, insurers and re-insurers, and
their respective successors and predecessors in interest.
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9. Governing Law, Jurisdiction and Venue: This Agreement shall be governed by and
construed in accordance with the laws of the State of Florida, without giving effect to
the conflict of laws provisions. The parties agree that the sole and exclusive
jurisdiction and venue of any action brought pursuant to this Agreement, to enforce
the terms hereof, or otherwise with respect to the relationship between the parties
created or extended pursuant hereto, shall solely lie in the court(s) of the State of
Florida having jurisdiction over Collier County, Florida.
10. Mutual Negotiations: The parties hereto acknowledge that this Agreement is a result
of mutual negotiations and is the joint product of the respective parties. Accordingly,
the parties agree that this Agreement shall be fairly construed in accordance with the
terms hereof and shall not be more strictly construed against any party.
11. Consideration: The parties acknowledge and agree that each is foregoing certain
rights and assuming certain duties and obligations which, but for this Agreement,
would not have been released or assumed. Further, each party will save on additional
costs and attorney's fees that they would otherwise have spent but for this Agreement.
Accordingly, the parties agree that this Agreement is fully and adequately supported
by consideration and is fair and reasonable.
12. Counterparts and Facsimile Signatures: This Agreement may be executed in any
number of counterparts (and by delivery of facsimile signature pages), each of which
shall be deemed an original but all of which shall together constitute one (1) and the
same instrument. A facsimile or electronic signature on this Agreement will be
deemed to be equivalent to an original signature.
13. Authority: Each of the parties hereto acknowledge, represent and warrant that this
Agreement has been duly authorized and approved by the proper representatives of
said party and the undersigned has full power and authority to execute this Agreement
on behalf of such party
14. Paragraph Headings: Captions and paragraph headings in this Agreement are for
convenience and reference only and do not define, describe, extend or limit the scope
or intent of this Agreement or any provision herein.
IN WITNESS WHEREOF, all parties have executed this instrument as of the date first
above written.
LOWE'S HOME CENTERS, INC. KOHL'S DEPA'i j NT STORES, INC.
a North Carolina corporation a Delaware co, ,s en
By: By:
„�.
Its: Its: U
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9. Governing Law, Jurisdiction and Venue: This Agreement shall be governed by and
construed in accordance with the laws of the State of Florida, without giving effect to
the conflict of laws provisions. The parties agree that the sole and exclusive
jurisdiction and venue of any action brought pursuant to this Agreement, to enforce
the terms hereof, or otherwise with respect to the relationship between the parties
created or extended pursuant hereto, shall solely lie in the court(s) of the State of
Florida having jurisdiction over Collier County, Florida.
10. Mutual Negotiations: The parties hereto acknowledge that this Agreement is a result
of mutual negotiations and is the joint product of the respective parties. Accordingly,
the parties agree that this Agreement shall be fairly construed in accordance with the
terms hereof and shall not be more strictly construed against any party.
11. Consideration: The parties acknowledge and agree that each is foregoing certain
rights and assuming certain duties and obligations which, but for this Agreement,
would not have been released or assumed. Further, each party will save on additional
costs and attorney's fees that they would otherwise have spent but for this Agreement.
Accordingly, the parties agree that this Agreement is fully and adequately supported
by consideration and is fair and reasonable.
12. Counterparts and Facsimile Signatures: This Agreement may be executed in any
number of counterparts (and by delivery of facsimile signature pages), each of which
shall be deemed an original but all of which shall together constitute one (1) and the
same instrument. A facsimile or electronic signature on this Agreement will be
deemed to be equivalent to an original signature.
13. Authority: Each of the parties hereto acknowledge, represent and warrant that this
Agreement has been duly authorized and approved by the proper representatives of
said party and the undersigned has full power and authority to execute this Agreement
on behalf of such party
14. Paragraph Headings: Captions and paragraph headings in this Agreement are for
convenience and reference only and do not define, describe, extend or limit the scope
or intent of this Agreement or any provision herein.
IN WITNESS WHEREOF, all parties have executed this instrument as of the date first
above written.
LOWE'S HOME CENTERS, INC. KOHL'S DEPARTMENT STORES, INC.
a North Carolina corporation a Delaware corporation
By: / ' By:
Its: S�/ /G�e L s Its:
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Date: Tut It.1 , 2013
ATTEST. r 4 COLL4 0 N Y, . political subdivision of
DWIWIT-F.'BROW CLERK the Stale (I)f to ida:
" -
in ,;
: 6-1-Milr‘It CLERK By:
VtWit as tb.CR Geor ME A. 1-11wer, Esq., Chairwoman Collier
County Board of County Commissioners
Approval fo fo nd legal sufficiency:
-1k).
Kevin L. Noel
Assistant County Attorney
I/ AL
it-et— I
(0_256-7013
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EXHIBIT A
STIPULATION OF DISMISSAL WITH PREJUDICE
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IN THE CIRCUIT COURT OF THE TWENTIETH JUDICIAL CIRCUIT
IN AND FOR COLLIER COUNTY,FLORIDA
CIVIL ACTION
LOWE'S HOME CENTERS, INC., a North
Carolina corporation,
Plaintiff,
vs.
KOHL'S DEPARTMENT STORES, INC.,
a Delaware corporation,
Defendant. Case No. 08-6373-CA
KOHL'S DEPARTMENT STORES, INC.,
a Delaware corporation,
Third-Party Plaintiff,
vs.
COLLIER COUNTY, a political subdivision
of the State of Florida,
Third-Party Defendant.
STIPULATION FOR DISMISSAL WITH PREJUDICE
THE PARTIES, by and through their undersigned counsel, hereby stipulate to the
dismissal of this action in its entirety, with prejudice, and with each party to bear its or their
respective attorneys' fees and costs.
Respectfully submitted,
GRANT FRIDKIN PEARSON,P.A. QUARLES&BRADY, LLP
BY: BY:
Jeffrey D. Fridkin Andrew G. Tretter
Florida Bar No. 0490245 Florida Bar No.
5551 Ridgewood Drive, Suite 501 1395 Panther Lane, Suite 300
Naples,Florida 34108 Naples, FL 34109-7875
(239)514-1000 (239)434-4955
(239)514-0377(fax) (239)213-5455 (fax)
Attorneys for Lowe's Home Centers,Inc. Attorneys for Kohl's Department Stores, Inc.
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OFFICE OF THE COUNTY ATTORNEY
BY:
Colleen M. Greene,Esq.
Assistant County Attorney
Florida Bar No.
Collier County Attorney's Office
3299 E. Tamiami Trail, Ste. 800
Naples,FL 34112
(239)252-8400
(239)774-0225 (fax)
Attorneys for Collier County, Florida
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IN THE CIRCUIT COURT OF THE TWENTIETH JUDICIAL CIRCUIT
IN AND FOR COLLIER COUNTY,FLORIDA
CIVIL ACTION
LOWE'S HOME CENTERS, INC., a North
Carolina corporation,
Plaintiff,
vs.
KOHL'S DEPARTMENT STORES, INC.,
a Delaware corporation,
Defendant. Case No. 08-6373-CA
KOHL'S DEPARTMENT STORES, INC.,
a Delaware corporation,
Third-Party Plaintiff,
vs.
COLLIER COUNTY,a political subdivision
of the State of Florida,
Third-Party Defendant.
ORDER OF DISMISSAL WITH PREJUDICE
THIS CAUSE having come before the Court on the Stipulation for Dismissal with
Prejudice entered into between the parties, the Court having reviewed the file and being
otherwise fully advised of the premises,
IT IS HEREBY ORDERED AND ADJUDGED that the above-captioned case is hereby
DISMISSED with prejudice in its entirety;
IT IS FURTHER ORDERED AND ADJUDGED that each party shall bear his/her or its
respective attorneys' fees and costs.
DONE AND ORDERED in chambers in Naples, Collier County, Florida this day of
,20_
HONORABLE FREDERICK R. HARDT
Circuit Judge
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Conformed copies to:
Jeffrey D. Fridkin,Esq.
Andrew G. Tretter,Esq.
Colleen M. Greene,Esq.
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