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AG 14-018RETURN TO: 0 �'li °i AA w- EXT: Z;-5 U L CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: N 4. 6. ORIGINATING STAFF PERSON: EXT: 3. DATE REQ. BY:_ TYPE OF DOCUMENT (CHECK ONE): • CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) • PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT • GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/ CDBG • REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G.13OND RELATED DOCUMENTS) ❑ ORDINANCE ❑ CONTRACT AMENDMENT �( OTHER • RESOLUTION • INTERLOCAL r� PROJECT 1 �r�' �[I� . /.l■ i�� .� NAME OF CONTRACTOR: ADDRESS:J'I E -MAIL: SIGNATURE NAME: TELEPHONE FAX: TITLE 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS 8. TERM: COMMENCEMENT DATE: i ILl COMPLETION DATE: 2- 9. TOTAL COMPENSATION $ :'jp :,j QWA IJIS 0.000 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY-LABOP, CAARGIE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑ YES ❑ NO IF YES, $ PAID BY. ❑ CONTRACTOR ❑ CITY ❑ PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT /CONTRACT REVIEW • PROJECT MANAGER • DIRECTOR • RISK MANAGEMENT (IF APPLICABLE) X LAW 11. COUNCIL APPROVAL (IF APPLICABLE) INITIAL/ DATE REVIEWED INITIAL/ DATE APPROVED COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS INITIAL / DATE SIGNED LAW DEPARTMENT X SIGNATORY (MAYOR OR DIRECTOR) ❑ CITY CLERK ASSIGNED AG# AG# — a SIGNED COPY RETURNED DATE SENT: I' Z 1 ' COMMENTS: 1/9 Site 1✓: SS40 Site Natne: Aquatic Center Fixed Asset No.: 10092633 SETTLEMEN I' A GREEMENT AND RELEASE This Settlement Agreement and Release ( "Agreement and Release ") is made this 7t" day of JanjM 2014, by and between the City of federal Way, a Washington municipal corporation ( "Ci_.yt "), and New Cingular Wireless PCS, LLC, a Delaware limited liability company, ("Tenant'). The foregoing named parties to this agreement may be individually referred to as a "P- arty," and collectively referred to as the "Parties." RECITALS A. The City is the owner in fee simple of public open space located in the City of Federal Way, County of King, State of Washington, more commonly known as BPA Trail ( "City Property"). B. Tenant and City entered into that certain Lcasc dated August 6, 2001, as amended by that certain First Amendment to Lease Agreement (AG- 1101 elated January 31, 2007, and that certain Second Amendment to Lease Agreement (AG #01 -121) dated November 8, 2011 (collectively, the "Lease"), for a wireless communications facility to be located on the City Property. C. The Parties dispute the amount of Rent that Tenant was required to pay the City from August 1, 2007 to September 30, 2013. D. The Parties have agreed to compromise, settle and resolve this dispute in accordance with the terms of this Agreement and Release. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the Parties agree as follows: 1. Settlement Payment. In consideration for the terms and conditions of this Agreement and Release, Tenant agrees to pay to City, at 33325 81h Ave South, Federal Way, WA 98003, Attention: City Treasurer, a total of Twenty Thousand and 00/200 Dollars (520,000.00). Payment shall be made within thirty (30) days after the full execution of this Agreement and Release and that certain Third Amendment to Lease Agreement (A6#01 -121) to be executed concurrently herewith. 2. Release. The Parties hereby release and forever discharge each other, as well as their employees, agents, successors, assigns or anyone else claiming by or through them, from any claim, demand, action and causes of action, including claims for indemnity or contribution, debts, sums of money, attorney fees, and compensation of whatever nature, which was asserted or which could have been asserted arising from the requirement to pay and /or right to abate any Site #: SS40 Site Name: Aquatic Center Nixed Asset No._ 10092633 Rent under the Lease or under any applicable laws, from August 1, 2007, to September 30, 2013. This release shall become effective upon execution of this Agreement and Release. 3. Np Admission of Liability. Neither the execution of this Agreement and Release nor any provision or term hereof shall constitute an admission of liability or fault on the part of any party hereto. 4. Acknowledgment. Each of the Parties to this Agreement and Release represents and warrants that it has carefully read this Agreement and Release, that it rally understands its final and binding effect, that it has had an opportunity to consult with an attorney of its own choosing prior to signing this Agreement and Release, that the person(s) signing this Agreement and Release on its behalf has the power and authority to execute and deliver this Agreement and Release on behalf of the party whom they represent, and that they are signing this Agreement and Release voluntarily and without coercion or duress. 5. Miscellaneous, This Agreement and Release constitutes the entire understanding between the parties in connection with the subject matter, and it supersedes and replaces all prior negotiations, agreements, or representations, whether oral or written concerning the dispute described in the Recitals above. Each party acknowledges that no other party, or any agent or attorney of any party, has trade any promise, representation or warranty whatsoever, express or implied, not contained herein, concerning the subject matter hereof, to induce such party to execute this Agreement and Release. 6. Confidentiality. Both Parties agree that this Agreement and Release, and all events, information, negotiations, agreements, and representations, whether oral or written concerning the dispute referenced herein, are and shall remain confidential, and that no public disclosure regarding such matters will be made without both Parties' prior written consent, unless required by law or court order. Furthermore, 'loth parties shall restrict the distribution of this Agreement and Release and such other confidential information regarding it only to persons designated to implement the provisions hereof and their respective counsels, consultants and advisors, and if such persons are not employees only after such persons have executed a written general non - disclosure agreement as a condition of their work for such Party. SIGNATURES APPEAR ON NEXT PAGE CITY OF FEDERAL WAY, a Washington municipal corporation r Jim e11, Mayor Date 3 Site #: SS40 Site Name: Aquatic Center Fixed Asset No.: 10092633 NEW CINGULAR WIRELESS PCS, LLC a Delaware limited liability company By: AT &T Mobility Corporation Its: Manager Signature Name Title Date Site #: SS40 Site Name: Aquatic Center Fixed Asset No__ 10092633 CITY OF FEDERAL WAY, a Washington NEW CiNGULAR WIRELESS PCS, LLC municipal corporation a Delaware limited liability company U91 By: AT &T Mobility Corporation Its: Manager Signature Geri Roper Name rea Manager, Construction & Engineering - PNW Title Date