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21-141ORDINANCE NO. 21-141 AN ORDINANCE APPROVING A SETTLEMENT AGREEMENT AND RELEASE IMPLEMENTING THE TERMS OF THE SETTLEMENT IN LITIGATION STYLED “STONETOWN COUNTRY VIEW, LLC V. CITY OF DENTON, TEXAS AND BOARD OF ADJUSTMENTS FOR CITY OF DENTON. TEXAS “ CAUSE NO. 19-10653-442, PENDING IN THE 442ND JUDICIAL DISTRICT COURT, DENTON COUNTY, TEXAS, AS DISCUSSED IN CLOSED SESSION; AND DIRECTING THE CITY MANAGER. OR HIS DESIGNEE, AND THE CITY’S ATTORNEYS TO EFFECTUATE AS NECESSARY AND APPROPRIATE THE TERMS OF A SETTLEMENT AGREEMENT AND RELEASE TO EFFECTUATE THIS APPROVAL; AND DECLARE AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Council hereby ratifies and approves the proposed settlement of litigation styled “Stonetown Country Flew, LLC v. City of Denton, Texas , and Board of Adjustments for City of Denton, Texas , ” Cause No. 19-10653-442, pending in the 44211d Judicial District Court, Denton County, Texas, under terms set forth in the attached Settlement Agreement and Release. SECTION 2. The City Manager, or his designee, and the City’s Attorneys are hereby authorized to act on the City’s behalf in approving and executing any and all documents necessary or appropriate to effectuate the terms of the settlement, and to take other actions necessary to finalize the settlement. SECTION 3. This Ordinance shall become effective immediately upon its passage and approval. =„.„d'T£,U;it'/?Ub::i=£J:"" ”’= "’ qi: i::S=hhJ ind app'o::S by the following vote [£ - U: Aye Nay Abstain Absent Mayor Gerard Hudspeth,-L ,/Birdia Johnson, District 1 : Connie Baker, District 2:J J ,/ Jesse Davis. District 3 : John Ryan, District 4: Deb Armintor, At Large Place 5 :J- Paul Meltzer, At Large Place 6: PASSED AND APPROVED this the 26th day of January 2021. aTa=R-DGaBTpmrhRv–oR ATTEST: ROSA RIOS, CITY SECRETARY \\\111111/1 g'}} DOF ++••••+• ;W +r iF a–_I az APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: EXHIBIT “A” Settlement Agreement and Release SETTLEMENT AGREEMENT AND RELEASE This Settlmmt Agreement and Release ("Agrmlwt-) is madeby and betwem Stonetown Country View, LLC (“Stonetown”), the City ofDmtoa, Texas (the “City”), and the Zoning Board of Adjustment for the City of Dmton, Twas (the “BoarcP). The putin to this Agn€rnmt are hnehraR€r refured to individually as a “Party” or collectively as the “Partiw.” RECrrALS WHEREAS, Stoaetown is the ownu of the Country View Mobile Home Pall (“Puk”) locatal at 2800 Fort Worth Drive, Dmton, Texas (the “Pmputy”); and WHEREAS, a Specific Use Pumit was granted for the Property on May 5, 1981 (Cbdhranoe No. 81-051) (“SUP’), and the Propaty was platted on May 24, 1985; and WHEREAS, per the approval SUP concept plan, tIme we 100 mobile home pads; howevu, only 83 have bem developed, to date; and WHEREAS, the Parties have disputw related to Property, and Stonetown Hed an Original Petition and Petition for Writ of Certiorari in the mMm styled Stonetown Country Flew, LLC v. City of Denton, Taas and the Zoning Board of Adjustment for City of Denton, Teras, palcling in the 44211d Judicial District Court ofDmton County, Texas, Cause No. 19-10653422 (“Lawsuit”); and WHEREAS, the Partiw have ben able to rwolve their disputes and have reached a compromise reflected heran whaeby the Putin agree to certain usw of the Property, release claims against each ot:ha, and Stonetown dismissa its Lawsuit with prejudice. NOW THEREFORE, for and in consideration of the fmegoing prmis% and the mutual covenants hueinafter set forth, and for odIn good and valuable considuation, the rweipt and sufEdmcy of which are hneby mutually acknowledged, the Partin hereto agree as follows: ARTICLE 1. SETILEMENr TERMS 1.01 Stonetown may continue to locate mobile homw on the two existing mobile home pads previous]y shown to the City as highlighted in white on the undated aaial photograph showing certain tank battery buRn distances, a copy of which is attached hmeto as Exhibit A. 1.02 Stonetown may construct and use two new mobile home pads whme the existing play©uuad on the Property is cunartly located, as depicted in ExhibIt B. 1.03 SUndown may construct and use the nine additional mobile home pads located on dre north side of the wI-desac depicted on the Allison Enginming Group Hydraulic Workmap, dated May 4, 2018, a copy of which is attached hereto as Elba)it C (the “2018 Hydraulic Workmap“), subject to compliance with applicable floodplain regulations and all othu applicable City regulations. SETTLEMENT AGREEMENT AND RELEASE ' Page 1 1.(A Stonetown agrees to raise the private drive within the Property out of the floodplain as reasonably nwasary, as detamined by the City’s Engineuhg Staff and as required by qplicable City regulations. 1.05 With the awption ofa storage building, Stonetown may not develop the apm arm around the guIdesac exwpt as provided in section 1.07 of this Agremmt. 1.06 All nww@y City reviews, approvals, and Pmmit issuancw, if compliant with applicable regulations, shall occur within thirty days after submittal to the City. 1.07 in the event that the gas well and/or gas well equipmart located on the adjaoalt pmpaty to the south moves or is rmoved, Stonatown nay construct additional pad sites, in cmphance with applicable City regulations in aBeat at that time, up to a maximum of 100 mobile home pads aonsistent with the Property’s SUP, for the mobile home park. 1.08 Any and all mobile home pads and odIn faciliti@ existing on the Property as of the date of this Agreement, and aons&ucted on the PIopaty pursuant to the terms of this Agreement, shall rwdve any and all applicable Pamits, wrti6cat8s of Owupanay, and oftIn nwawry approvals eon the City, if compliant by Stonetnwn with the tums of this Agnem wt and odIn applicable City Coda and regulations, and shall be domed to be fUlly conforming as wisting rwidmtial stlucRun (as determinedby the locations ofmobile home pads, with mobile home units pamitted to be rg)laced £nm time to time) pursuant to Ordinance No. DCA19-00096, passed on January 28, 2020. Howwn, nothing in this paragraph or Agreanmt will supersede or give any priority ova any City %swat that mists on the Pwperty, and the city shall retain all rights and pdvileg® as the grantee IInda my existing easmmt. 1.09 The City and the Boult waive thdr govunmalt immunity only with nspwt to the Stondown’s ability to enforce the terms of this Agreement by injunctive or mmdamus action, and Stonetown waiva all edm claims and rwahes for breach OF enforommt of the Agrommt. Those actions are the sole ranedy for breach of this Agnemmt by any Party. The City and Board retain govammtal immunity for all ot:hu claims and rmedies. 1.10 Stonetown will cause its counsel ofrworrl to 616 a motion to dimiss all its claims in the Lawsuit with prejudice within 5 days of the EHwtive Date, and thaeaftu have the Lawsuit dimissed with prejudice by OIdU of the Court. ARTICLE 11. RELEASES 2.01 Release of the City and the Board. Except hr those rights and obligations arising out of this Agremmt ora brucE thaw£ Stonetown fully and finally releasa, acquits, and forwu discharges the City and the Board and tIrdr mployea and elected ofEciais, of and ann any and all disputw, claims, aoss-actions, claims for attorney's fees, and causes of action of any kind whatsoevn, that Stonetown has against the City and/or the Board which wue or could have bem asserted in the Lawsuit. Any and all claims against the City and Board which wac or could have ben assuted in the Lawsuit involving the Property which are not spwi6cally released by Stonetown are assigned in full to the City and Board. SETTLEMENT AGREEMENT AND RELEASE - Page 2 2.02 Relmse of Stonetown. Except for those rights and obligations arising out of this Agrec.rum or abrwch thaW the City and the Board fUlly and 6na11y release, acquit, and forwu discharge Stoaetown and its mployew, of6cas, putnus, mmbas, shareholdas, pnurts, a6iliates, subsidiada, prindpals, trustns, ownus, dinctrxs, and succwsors, of and 6um any and all disputes, claims, aoss-actions, claims for attorney’s few, and causa of action of any kind whatsoevu, that the City and/or the Board have against Stonetown which wue or oould have ben asserted in the Lawsuit Any and all claims against Stonetown whiCh wae or oould have bam asserted in the Lawsuit involving the Pmpedy which we not sped6cally released by the City and Board are assigned in fUll to Stonetown. ARTICLE in. ADDmONAI J PROVISIONS 3.01 Recitals Inaorporated. The above and foregoing rdtals are hneby incorporated bean and made a part of this Agrmrmt as if restated in full. 3.02 Entitlmmt to Claims. Each Party warrants and reprumts that it is the ownu of the cldms being released hn€in. Each Party fuN:hu warrants and npnsmts that it has not sold, assigned, pledged, bnasfened, waived, released, abandoned, orothwwise mcumba€d, or disposed of any interest, right, claim and/or mtitlmmt in or to the claims bang released. 3.03 F.nUm AHwmalt. This Agremwt contains the entire and completeundastanding and agrommt of the Partia hereto, and supersala any prior written or oral agmemmts among fhm cononning the subject mattu contained huein. Thne are no represmtadons, agremmts, pmmisa, wanantia, aoaditions, mrmgmmts or understandings, oral or wdttar, among the Partia hueto, relating to the subject mattu contninal in this Agremmt, which are not fully orpressed kuan. The right to rely on any oral or written statmmt of any Party or any faihue of any Party to state any fact is exprwsly waived and released. 3.(A No Adrnission. By mt£dng into this Agremarb no Party hereto admits any liability to any odIn Party on account of any matter oovual by this Agremmt in my way whatsowu. The Padin ntu into this Agreernmt and release solely for the purpose of compromise and settlmmt, to buy peace, and to avoid and reduce the hazards, expen sa, and uncertainties of litigation. Each Party acknowledgw that the odIn has denied and eontinun to deny all allegations made by the ot:hu in or in oonnu#ion with the Property. 3.05 Costs. Each Party hereto shall bar all costs and attorneys' fea which it inaured in cmnec6on with this dispute. 3.06 Investigation. Each Party hueto repr®arts that it has made a full and complete invwtigation of the circumstances swrounding the subject matter of this Agremmt, that it has full knowledge of all facts involval thaein, and in making this Agremmt has not mEal upon any statmmts or represmtations pertaining to this mattu by any of the othu Parties hueto or any pason or pasons nprmmting t:hm. Each Party understands that if the facts upon which this Agrwrnmt is based are found hweafta to be dianmt from the facts now believed to be true, mch of the Partia exprasly assuma that risk of such possible diaamca in facts, and agrees that this Apwmmt shall rmain effective notwithstanding such diffumce in facts. SETTLEMENT AGREEMENT AND RELEASE - Page 3 3.07 Governing Law, Venue and Disputes. This Agrommt, and the rights and liabilitiw of the Partia hereto, shall be govaned by, construed undu, and enforced in awordmce with the laws of the State of Tuas. The Partia to this Agrommt agree that any dispute related to this Ageunmt shall be subject to mandatory vmue in Dmton County, Twas. If one or more disputes arM with regard to int@pntation, pufmmanoe and/or br%ch of this Agnernmt, the Pu6w agree to attanpt to rwolve sme by telephone conference with a mediator agreed to by the Putin, and if no ageanant, by Court appointInmt if the Partiw carmot rwQlve their diffmmcw by telephone confuulce with the mediator, ibm the Parties agree to schedule a half-day mediation with the mediator within 30 days to r®olve the dispute. The mediation nquirmmt for disputes is a condition precedmt to any court wdm. The Parties shall split the cost of the magator 50/50. This Agrmnmt and all releasw, promises, undertakings, agmrmts, represmtadons, acknowledgments, statmmts or ottlu actions made or taken by any of the Partiwhueto shall bebinding upon and hun to the benefit ofthe Parties, their pndw®sors, assigns, suoc®son in interwt, pnsonal rqBnmtativa, thUr past and pmsmt attorneys, prindpals, employees, independmt contractors, o£Rdal s, ofEcas, dirw£ors, shanholdas, parmts, subsidiada, agmts, suvants, estates, heirs, alminisMors, exwutors, consuvaton, bustew, legatees, and ethm afEHated mtitiw of ach of the Parties haeto. and3.08 ignsIuI 3.09 M(xh6cation. This Agnemmt may not be altaed, modi6ed, or changed in any mannu excqpt by a writing signed by the Party against whom mforcmmt of any modi6cation or mlmdmmt is sought. 3.10 Waivu. No breach of any provision of this Agrwmmt can be waived unlas in writing. Waivu of the brach of any of the provisions of this Agrommt shall not be domed to be a waivn of any odIn brwch of the same or any o&a provision of this Agremmt. 3.11 Savaability. If any tam, provision, covalant or condition of this Agreement is held by a court of oompetent judsdic6on to be invalid, void, or unmfoneable, the rmaindu of the provisions shall nevathelws survive and twain in full force and effect and shall in no way be affected, impaired or invalidated. 3.12 Legal Capadty. The undusigned nch reprnmt and warrant that they have the right, pow% legal capacity, and authority to mtu into this Agnemmt fw and on behalf of the reswtive Party they repnsml and thaI no fudhm approval or consent of any pason or entity is nweswry for fhm to mM into this Agnemmt. 3.13 Furthu Assurances. The Partia mpresmt and wuraat that they shall do all acts and execute and deliva all doammts nwasary, oonvmimt, or desirable to effectuate the terms md purposes of this Agnemmt, and agree to extend reasonable woperation in exwuting any and dI docummt8 and in taking such additional actions as may be nwasary or appropHate to give fUll force and effect to the terms and intmt of this Agremalt. 3.14 No Prwumption. It shall be prwumai that well Party jointly drafted this Ap'em@ and no other prwnmption of any kind shall inure or apply with regard thereto or concaning the interpretation or construction of this Agr@mat in the wwt of any ambiguitin. 3.15 Counterparts. This Agremmt may be meauted in multiple facsimile or scanned SETTLEMENT AGREEMENT AND RELEASE ' Page 4 countaparts, and with fa®imile or scanned signatures, and all suIlh counterparts shall togdhu be denied to constitute one 6nal agre€mmt, as if %ch Party had signed one docummt. Each such comerput or a facsimildscan copy thuaof shall be domed to be an original, binding the Putin subsaibed thneto, and multiple signature pages or fawhraldscmned signatue pagw af6xed to a shgc copy of this Agremmt shall be domed to be a fully awuted original dwummt. 3.16 Non-Radtal. It is expnsslyundenbod and agreed that the terms oftlhis A8ncmmt me contractual and not mnely redtals. 3.17 Eaective Date. This Agreement shall be effective as of the latat date of the malution of this Agreanmt by all Parties. [Signatwe paga begin on following page] SETTLEMENT AGREEMENT AND RELEASE - Page 5 Stonetown Country VIew, LLC DATED: 1 / fI /WII By: Stonetown 41nvnton, LLC Its: Mmag© By: Nme: Adm Minnick Its: Managu The City of Denton, 121 Ja\DATHD By:r Nme: C,LL terna/.b Its Zoning Board of Adjustment for the City of Denton, Texas DATED:By Name: It5 : SETTLEMENT AGREEMENF AND RELEASE - Page 6 Stonetown Country View, LLC DATED: 1 ! i - !!all By: Stonetown 41nvator$ LLC Its: Manager Name: Adam Minnick Its: Man8gn DATED: IIZ if a\ Its: Zoning Board of Adjustment for the City of Denton, Tex8s DATED: \ /2+/2021 By: Name It,-es $ETTL£NtEBR AGREEMENT AND RELEASE - Page 6 APPROVED: SBN 24000744 Jackson Wa]ker LLP 2323 Ross Avmue, Suite 600 Dallas. Texas 75201 (214) 9534040 Cowlset for Stoaetown /l~.y k7€r£K - Wm. Andrew Me98n SBN 13472230 Mw% Bolt & McDonald, PLLC 6371 Praton Road, Suite 200 Frisco. Twas 75034 (972) 668-6400 Cowrset for the City and Board WIIE W a Page 7 Exhibit A - .i J' FS ..' '' ,j *:'==* Iee’:’ y;I:b. : SETTLEMENT AGREEMENT AND RELEASE - Page 8 Exhibit B Plolx)Bed Danversion to two lotsMralbabofBocamendswweReamen) SETTLEMENT AGREEMENr AND RELEASE _ Page 9 Exhibit C e Rxpan#ionlot5wftb existing road anss 6) Exparrgon lob with auld&sac nms (4) Rr[nngtnn lets w+b radius nstdctian cnnrnrn (b)9 SETILEMEBFI AGREEMEINFI AND RELEASE - P•ge 10 m2793v. 9 155910/00001