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Home My WebLink About4661 Vendor Subject Department Status Code Amount Begin Date End Date Review Date Insurance Comments Contract Number 4661 SAFETY-KLEEN Settlement - Legal LGL SYSTEMS INC Claim for Occupation Taxes File Class LEG 12-1 $25000.00 10/02/2007 11/02/2007 02/15/2009 GL $ AL $ E&O $ Insurance Total $ Insurance Review Date Settlement amount to be paid within 30 days Vault 01/01/2009 ! SETTLEMENT AGREEMENT TH~ SETTLEMENT AGREEivfENT ("Agreement") is dated this c2D..Q day Ofi~li~t'2007, by and between Safety-Kleen Systems, Inc., as Disbursing Agent of the bankruptcy estates of Safety-Kleen Corp. and its subsidiaries and affiliates including Safety-Kleen (GS), Ine. (hereinafter, collectively, "SKC") with authority to settle on behalf of said estates, and City of Brcmerton (the "City"). A. RECITALS A. The City has asserted various claims against LaidLaw Environmental Services (GS), Ine. and/or its successor(s) in interest SKC, based upon the City's efforts to levy and collect occupation taxes, interest and penalties imposed on utilities for collecting and hauling hazardous waste within the corporate limits of the City. B. SKC has disputed the City's claims. e. In 1997, the City filed a Lawsuit in Kitsap County (W A) Superior Court, entitled City of Bremerton v. Laidlaw Environmental Services (GS) Ine., Kitsap County Superior Court No. 97-2-02730-8 (hereinafter, the "Lawsuit"). The Lawsuit was contested. D. On or about June 9, 2000, Safety-Kleen Corp., and its subsidiaries and affiliates filed voluntary petitions in the United States Bankruptcy Court for the District of Delaware for relief under Chapter 11 of the United States Bankruptcy Code, 11 U.S.e. ~ 1101 et~. The cases arising out of these petitions were jointly administered as In re Sqlery-Kleen Corp., et ai, U.S.B.e. D. Del. Case No. 00-2303 (PJW). The bankruptcy cases of Safety Kleen Corp., its subsidiaries and affiliates are hereinafter referred to as the "Bankruptcy Case". Pursuant to 11 USe. ~ 362(a), the Lawsuit has been stayed. E. On or about May 31, 2002, the City filed a Proof of Claim in the principal amount of $9,142,776.00 in the Bankruptcy Case (the "City's Proof of Claim") claiming priority for the occupation taxes, interest and penalties that formed the alleged basis for the Lawsuit. F. On or about December 20, 2002 SKC filed a Twelfth Omnibus Objection ("Objection") in the Bankruptcy Case, objecting to, inter alia, the City's Proof of Claim and claims of many others, thereby creating a contested matter as to the City's Proof of Claim. G. On or about August 1, 2003, the bankruptcy court entered an order in the Bankruptcy Case confirming the Modified First Amended Plan (hereinafter "the Plan"). Pursuant to the terms of Paragraph 12.3(a) of the Plan, and by the signature of SKC's reorganized debtors' authorized representative below, the Law Firm of InsIee, Best, Doezie & Ryder confirms, represents and is authorized to compromise the City's Proof of Claim without further court approval. H. Subsequent to entry of the order confirming the Plan, the City and SKC's reorganized debtors' representatives have conducted negotiations as to the amount to be distributed in satisfaction of the City's Proof of Claim. I. Without conceding liability, but in the interest of resolving this matter without the risks, costs and delay of further litigation, the parties recite their Agreement below. B. AGREEMENT NOW THEREFORE, for and in consideration of the mutual promises and covenants contained herein it is hereby AGREED as follows: 1. The parties' obligations under this Agreement are not conditioned upon entry of any further order of the Bankruptcy Court. 2. The parties herein are authorized to enter into, and cause disbursement to be made to the City to fulfill the terms of this Agreement. 3. The City's Proof of Claim is hereby allowed in part, settled and compromised, to the effect that final distribution will be made within 30 days of execution of this Agreement, with check payable to City of Bremerton in the amount of Twenty-five Thousand Dollars ($25,000.00) in United States funds, and mailed or otherwise delivered to the attention of Roger A. Lubovich, City Attorney, City of Bremerton, 239 Fourth Street, Bremerton, Washington 98337. 4. In the event any party of this Agreement brings an action or suit against the other party arising out of this Agreement, the prevailing party shall be entitled to recover from the other party court costs and reasonable attorneys' fees, including on any appeal. 5. This Agreement is a complete settlement of the City's Proof of Claim and the Lawsuit. By executing this Agreement, the parties each agree to release the other from the City's Proof of Claim and any rights of action that the City may have against SKC arising as of the date of SKC's Bankruptcy Case, and the City specifically waives and forever discharges any possible rights of action that the City may have against SKC, it agents, or representatives, arising prior to the date of SKC's Bankruptcy Case. The parties agree to cause the Lawsuit to be dismissed with prejudice and without costs upon the City's receipt of the final distribution check described in Paragraph 3 above. 6. The parties shall each bear their own costs and expenses incurred, thus far, in connection with the execution of this Agreement, the City's Proof of Claim, and the Objection. 7. The terms and provIsIons of this Agreement are binding upon, and shall inure to the benefit of the parties, their respective officers, directors, shareholders, employees, successors, assigns, insurers, representatives, agents and attorneys, and all persons or entities in privity with them or any of them. 8. Each of the parties and their counsel have reviewed, revised, and negotiated, or had the opportunity to negotiate the terms, conditions, and language of this Agreement. The rule of construction that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. 9. It is understood and agreed that this Agreement has been voluntarily and knowingly entered into and executed and that the parties have had the full opportunity to review this Agreement with counsel prior to signing. 10. This Agreement is effective upon execution by both parties and may be executed in counterparts, each of which shall be deemed as an original. All counterparts shall constitute one agreement binding on all of the parties, notwithstanding that not all of the parties are signatories to the same counterpart. 11. This Agreement was entered into in the State of Washington and shall be construed in accordance with the laws of the State of Washington. IN WITNESS WHEREOF the parties hereto have caused this Settlement Agreement to be executed this ~I1C~ day of !i1lgYH, 2007. CtJ-ob e y-- CITY OF BREMERTON LAIDLi\ W ENVIRONMENTAL SERVICES (GS) INC., SAFETY KLEEN CORP., IT SUBSIDIARIES AND APFILI1\ TES r ~~~~ Its Ctr-'/ ~I ,T I By Its Assistant General Counsel State of Washington ) ) ss. ) 2007. \,.lkP V \(J0 I certify that I know or have satisfactory evidence that K01ec the person who appeared before me, and said person acknowledged that he signed this instrument and acknowledged it to be his free and voluntary act for the uses and purposes mentioned in this instrument. Oclo \oev- SUBSCRIBED AND S\V'ORN TO before me this d(\c\ day oLAngmt, d{~iHQ V x!uw---, " Print Name V ~ ~flIM() we~vV\ Notary Public in and for the State of Washington, residing at<~ov~,~ Commission expires r:J -I ~ II ~~ County of Kitsap " 1 "\")'1 . ,'01, ~~ ~ ,,' .: J .:/ .;1 "\ . )/ \ \~~0..). -,_.)~/ .;..r' \, " (. , 'f State of Texas ) ) ss. County of Collin ) I certify that I know or have satisfactory evidence that Virgil W. Duffie, III is the person who appeared before me, and said person acknowledged that he signed this instrument and acknowledged it to be his free and voluntary act for the uses and purposes mentioned in this instrument. SUBSCRIBED AND SWORN TO before me this 29th day of August, 2007. ~"\\\" "" 1/11111 ~"'\\.\SSA GO~t''l. # ~1~~RY'p(jJ.",O' '\ ~ II~,\:)*ZMII ~ ~ . (,,". -:=;. ~ . . - ::: . . ~ - . . - = . . =: - . . - - . . - ~~c.r~ ~.o~ ~ e.. A1!EOF"f'(.j..~ .: ~ ~ . t. \\.0 . ,. ~ I" XP/R\:S ,,' -;:,;.' ,,~ ........ ~ ....""/ 3'23.'2f:!Jo \\\\" ///111/""1\\\11\ . Melissa Goens Print Name :-~ Nota ublic in and for the State of Texas, residing at Collin County Commission expires 3/23/08