Backup Documents 11/09/2010 Item #16K6ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLI 16 K 6
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. Original documents should he hand delivered to the Board Office _'I'he completed routing slip and original
documents are to be forwarded to the Board Office only after the Board has ud:cn action on the itcm.l
ROUTING SLIP
Complete routing lines # 1 through #4 as appropriate for additional signatures, dates, and /or inGsmation needed. If the document is already complete with the
excention of the Chairman's signature. draw a line throutta routing lines # I throw h 44, complete the checklist, and lonvard to Ian Mitchell (line #5).
Route to Addressee(s)
(List in routing order)
Office
Initials
Date
1.
appropriate.
(Initial)
Applic able)
Agenda Date Item was
November 9, 2010
Agenda Item Number
16K6
2.
signed by the Chairman, with the exception of most letters, must be reviewed and signed
Type of Document
Settlement Agreement
Number of Original
3
3.
resolutions, etc, signed by the County Attorney's Office and signature pages from
Documents Attached
contracts, agreements, etc. that have been fully executed by all parties except the BCC
4.
Chairman and Clerk to the Board and possibly State Officials.)
2.
All handwritten strike - through and revisions have been initialed by the County Attorney's
N/A
5. Ian Mitchell, BCC Office
Supervisor
Board of County Commissioners
6. Minutes and Records
Clerk of Court's Office
JH
PRIMARY CONTACT INFORMATION
(The primary contact is the holder of the original document pending BCC approval. 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, including Sue Filson, need to contact staff for additional or missing
information_ All original documents needing the BCC Chairman's signature are to be delivered to the 14CC office only after the BCC has acted to approve the
item )
Name of Primary Staff
Jacqueline Hubbard
Phone Number
252 -8842
Contact
appropriate.
(Initial)
Applic able)
Agenda Date Item was
November 9, 2010
Agenda Item Number
16K6
Approved by the BCC
signed by the Chairman, with the exception of most letters, must be reviewed and signed
Type of Document
Settlement Agreement
Number of Original
3
Attached
resolutions, etc, signed by the County Attorney's Office and signature pages from
Documents Attached
INSTRUCTIONS & CHECKLIST
I. Forms/ County Forms/ BCC Forms / Original Ncuments Routing Slip W WS Original 9.03.04, Revised 1 26 .05, Revised 2.24.05, Revised 9.18.09
Initial the Yes column or mark "N /A" in the Not Applicable column, whichever is
Yes
N/A (Not
appropriate.
(Initial)
Applic able)
1.
Original document has been signed /initiated for legal sufficiency. (All documents to be
JH
signed by the Chairman, with the exception of most letters, must be reviewed and signed
by the Office of the County Attorney. This includes signature pages from ordinances,
resolutions, etc, signed by the County Attorney's Office and signature pages from
contracts, agreements, etc. that have been fully executed by all parties except the BCC
Chairman and Clerk to the Board and possibly State Officials.)
2.
All handwritten strike - through and revisions have been initialed by the County Attorney's
N/A
Office and all other parties except the BCC Chairman and the Clerk to the Board
3.
The Chairman's signature line date has been entered as the date of BCC approval of the
JH
document or the final negotiated contract date whichever is applicable.
4.
"Sign here" tabs are placed on the appropriate pages indicating where the Chairman's
JH
signature and initials are required.
5.
In most cases (some contracts are an exception), the original document and this routing slip
N/A
should be provided to Ian Mithchell in the BCC office within 24 hours of BCC approval.
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!
6.
The document was approved by the BCC on 11/9/2010 (enter date) and all changes
JH
made during the meeting have been incorporated in the attached document. The
1W
County Attorney's Office has reviewed the changes, if applicable.
I. Forms/ County Forms/ BCC Forms / Original Ncuments Routing Slip W WS Original 9.03.04, Revised 1 26 .05, Revised 2.24.05, Revised 9.18.09
16K6
MEMORANDUM
Date: November 16, 2010
To: Jacqueline Hubbard, Assistant County Attorney
County Attorney's Office
From: Ann Jennejohn, Deputy Clerk
Minutes & Records Department
Re: Settlement Agreement and Mutual Release for Cases:
John Carlo, Inc. vs. Collier County, Case 07- 311 -CA &
Collier County vs. John Carlo, Inc., Case 09- 8724 -CA
Attached are two original agreements, as referenced above, (Item #16K6)
approved by the Board of County Commissioners November 9, 2010.
The third original document will be held in the Minutes and Records
Department as part of the Board's Official Record.
If you have any questions, please contact me at 252 -8406.
Thank you.
Attachment
1bK6
SETTLEMENT AGREEMENT AND MUTUAL RELEASE
This Settlement Agreement and Mutual Release ( "Agreement ") is made and entered into
N oueaa&2
this 9-%- day of Qctottr, 2010, between the BOARD OF COUNTY COMMISSIONERS OF
COLLIER COUNTY, FLORIDA (the "County ") and JOHN CARLO, INC. ( "Carlo ") (the
foregoing parties to this Agreement shall be collectively referred to as the "Parties ");
WHEREAS, Carlo and the County are involved in two lawsuits before the Twelfth
Judicial Circuit, Collier County, Florida, styled: (1) John Carlo, Inc. v. Collier County, Florida,
Case No 07 -0311; and (2) Board of County Commissioners, Collier County, Florida v. John
Carlo, Inc., Case No. 09 -8724 (collectively, these lawsuits shall be referred to as the
"Lawsuits "); and
WHEREAS, the Parties' claims against one another in the Lawsuits arise from
construction projects commonly known as the Immokalee Road 6 Lane Road Widening
( "Immokalee ") and the Rattlesnake Hammock Road Widening ( "Rattlesnake "; collectively,
Immokalee and Rattlesnake shall be referred to as the "Projects "); and
WHEREAS, the Parties deny liability to one another for any and all claims and
counterclaims alleged in the Lawsuits and in connection with the Projects; and
WHEREAS, the Parties to this Agreement wish to fully settle and resolve all existing and
potential disputes pertaining to the claims, counterclaims and allegations made in the Lawsuits or
with respect to the Projects;
NOW, THEREFORE, in consideration of each and all of the mutual covenants, promises
and considerations set forth herein, the sufficiency of which is hereby acknowledged by the
Parties, the Parties do hereby agree as follows:
17567945.1
16K6
1. Incorporation by reference. The Parties agree to adopt and incorporate the
foregoing recitals, sometimes referred to as "Whereas clauses," by reference into this Agreement
as though fully rewritten herein.
2. Non - admission of liability. It is understood and agreed that this Agreement is the
compromise of disputed claims, and that any payment made hereunder is not to be construed as
an admission of liability, fault or responsibility as to any claims or allegations on the part of any
party, which liability is and has been expressly denied.
3. Settlement Payment. In consideration of the releases set forth below, Collier
County agrees to make payment for the benefit of John Carlo, Inc., payable to Liberty Mutual
Insurance Company in the amount of $4,300,00.00 (Four Million Three Hundred Thousand
Dollars) no later than November 30, 2010.
4. Releases.
a. County. County, on behalf of its Hoard of Commissioners, and its past, present
and future Commissioners, attorneys, agents, servants, contractors, subcontractors, suppliers,
representatives, insurers, successors in interest, and assigns of all of them, releases and forever
discharges Carlo, its predecessors, successors and /or assigns, affiliates, employees, former
employees, agents, attorneys, officers, directors, principals, shareholders, members, guarantors
and sureties from any and all claims of whatever nature or description whether arising from
contract, bond, indemnity, warranty, express or implied, in contract or tort, alleged in, relating to,
or arising from the Lawsuits or the Projects, except as otherwise provided in Paragraph 5 below.
b. Carlo. Carlo, on behalf of itself, its predecessors, successors and /or assigns,
affiliates, employees, former employees, agents, attorneys, officers, directors, principals,
17567945.1 2
16K6
shareholders, members, and all who claim through them, hereby releases and forever discharges
the County, its Board of Commissioners, and its past, present and future Commissioners,
attorneys, agents, servants, contractors, subcontractors, suppliers, representatives, insurers,
successors in interest, and assigns of all of them, from any and all claims of whatever nature or
description, whether now known or arising in the future, and whether arising from contract,
indemnity, warranty, express or implied, in contract or tort, alleged in, relating to or arising from
the Lawsuits or the Projects.
5. Claims Excluded From Release. The Parties hereby acknowledge and agree that
all warranties issued or relating to the Projects shall remain in full force and effect consistent
with the contracts for the Projects, and are in no way modified, abrogated or extended by this
Agreement. The Parties further acknowledge and agree that any claims and /or potential claims
arising from latent defects existing in the Projects are expressly reserved and not waived.
6. Dismissal of Litigation With Prejudice. The Parties shall stipulate to the
dismissal of the Lawsuits dismissing with prejudice all claims and counterclaims in the Lawsuits.
The dismissals shall be filed by the Parties within five (5) business days of the payment described
in paragraph 3 of this Agreement. The Parties further acknowledge that this Agreement is
subject to the continuing jurisdiction of the Court for purposes of enforcement of the provisions
of this Settlement Agreement and Mutual Release.
7. Voluntary Execution /Role of Legal Counsel. The Parties acknowledge that this
Agreement is freely and voluntarily executed after they have been apprised of all relevant
information concerning the Agreement and that they have had the opportunity to consult with and
receive the advice of counsel in entering into this Agreement. In executing this Agreement, the
17567945.1 3
16K6
Parties acknowledge that they do not rely on any inducements, promises, or representations other
than those contained herein. In this regard, the Parties acknowledge that this Agreement is the
product of mutual negotiation and no doubtful or ambiguous provision that may exist in this
Agreement is to be construed against any of the Parties based upon a claim that one of the Parties
drafted the Agreement, or that the language of the Agreement was intended to favor one of the
Parties.
8. Governing law. This Agreement shall be deemed to have been made and to be
performed, and shall be interpreted, construed and enforced, in accordance with the laws of the
State of Florida.
9. Multiple Counterparts. This Agreement may be executed by the Parties in
identical counterparts, which, taken together, shall constitute a complete original.
10. Complete Agreement. The Parties acknowledge that in deciding to execute this
Agreement and then in executing this Agreement, they have not relied upon any agreement,
statement or representation that is not specifically set forth herein, that this Agreement contains
the entire agreement between the Parties hereto regarding the resolution of their disputes, and
that the terms of the Agreement are contractual and not mere recitals.
11. Modifications. This Agreement cannot be amended, modified or amplified
except by agreement and written document, which is signed by all Parties hereto. No oral
statement made by any person shall operate to modify this Agreement in any manner or otherwise
affect its terms and provisions.
17567945.1 4
16K6
12. Severability. In the event that any term or provision of this Agreement is deemed
unenforceable or unlawful for any reason, the remainder of the Agreement shall be deemed
enforceable and in effect.
13. Enforceability. This Agreement is effective upon the date it is approved by the
Board of County Commissioners of Collier County, Florida, and as the Ex- Officio the Governing
Board of the Collier County Water -Sewer District.
14. Non - waiver. The failure of either party to enforce at any time any of the
provisions of this Agreement shall not constitute a waiver of any such provisions.
15. Authority to Bind. The signatories hereto each warrant and represent that they
have the requisite authority to enter into this Agreement on behalf of the respective party.
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement on the date(s)
set forth below.
ATTEST: ; ,v i;,a
Dwight E Brock, CLERK
By: (
�r� 1�'PUT CL
A> Aslt
3 1matta`>f" ootwj �`
BOARD OF COUNTY COMMISSIONERS
OF COLLIER COUNTY. FLORIDA
By:
FRED W. COYLE, CHAIRM4kN
Item # .ltAk
Agenda
Date
D�d
17567945.1 5
16K6
WITH SES:
NA v
L`le �
rinted�ame
� t�)�
Printed Name
WI S:
�ob �A,y
Printed Name
Printed Name
Approved as to legal form and sufficiency:
JOHN CARLO, INC.
��
NAME AND TITLE
Liberty Mutual Insurance Company
By: _
A E AND TITLE
IL krrl -k
V a queline W. Hubbard
igation Section Chief, Collier County Attorney's Office
17567945.1