Friday, October 28, 2016
Joplin School District has to pay P1 Group $2.5 million by Tuesday
Each side in the lawsuit, which was initially filed in 2015, will handle its own court costs, attorney fees, expert witness fees, and expenses.
At this point, the district has paid at least $1,070,723.07
The wording of the agreement is printed below:
SETTLEMENT AND RELEASE AGREEMENT
This Settlement and Release Agreement (“Agreement”) is entered into effective as of September 27, 2016, by and among Joplin Schools, P1 Group, Inc. (“P1 Group”) and Universal Construction Company, Inc. (“UCC”) (collectively referred to as the “Parties”):
WHEREAS, the Joplin Schools and P1 Group entered into a written contract dated February 5, 2013 (the “Contract”) relating to construction of the new Joplin High School and the Franklin Tech Center (the “Project”);
WHEREAS, on March 30, 2015, Joplin Schools filed a lawsuit in the United States District Court for the Western District of Missouri, Southwestern Division, Case No. 3:15-CV- 05026-DGK (the “Lawsuit”);
WHEREAS, in the Lawsuit, Joplin Schools asserted claims against P1 Group, P1 Group asserted counterclaims against Joplin Schools, and P1 Group also asserted claims against UCC as a Third-Party Defendant;
WHEREAS, the Parties have reached an agreement to fully and finally settle and resolve all claims and disputes between them as set out in greater detail below.
NOW, THEREFORE, in consideration of the mutual promises set forth herein, and other good and valuable consideration the sufficiency of which is acknowledged, the Parties agree as follows:
1. Payment by Joplin Schools. Joplin Schools shall pay to P1 Group the total amount of Two Million Five Hundred Thousand Dollars and Zero Cents ($2,500,000.00) (the “Joplin Schools Payment”). The Joplin Schools Payment shall be made on or before November 1, 2016. The payment shall be made by wire transfer if technically feasible. P1 Group will provide wire instructions to counsel for Joplin Schools by October 1, 2016.
2. Payment by UCC. UCC shall pay to P1 Group the entire unused balance of UCC’s declining limits insurance policy. UCC represents that this balance is not less than Seven Hundred Seventy-Five Thousand Dollars ($775,000.00) (the “UCC Payment”). UCC shall provide an accounting, in terms of total legal fees and total third party charges by vendor, against the policy to P1 Group on or before October 10, 2016, with P1 Group reserving the right to make a reasonable request for backup as to third party charges by vendor. UCC shall comply with any such reasonable request. The UCC Payment shall be made on or before November 1, 2016. The payment shall be made by wire transfer if technically feasible. P1 Group will provide wire instructions to counsel for UCC by October 1, 2016.
3. Mutual Release. The Parties waive and release any and all claims of any kind or nature they have, may have, or could hereafter have against any of the other Parties hereto, including the Joplin Schools Board of Education, its members, and the Parties’ respective employees, agents, representatives, insurers, attorneys and predecessors and successors in interest, relating to or arising out of
(i) P1 Group’s work on the Project,
(ii) the Contract and any other contracts between P1 Group and Joplin Schools for the Project,
(iii) the claims and defenses of Joplin Schools, P1 Group and UCC related to the Project, and (iv) the Lawsuit, whether or not such claims or defenses were asserted in the Lawsuit. Notwithstanding anything to the contrary stated above, this mutual release shall not operate to release the Parties from any claims for latent defects or for indemnity for personal injury or property damages. Further, this release shall not operate to impair or release any existing warranty or warranty defenses.
4. Attorney Lien. Counsel for P1 Group, by signing below, waives any attorney lien or lien right.
5. Notice of Board Approval. By no later than September 28, 2016, Joplin Schools, through counsel, shall notify P1 Group’s and UCC’s counsel by email regarding whether or not the Joplin Schools Board of Education has approved this Agreement. If this Agreement is not approved by the Joplin Schools Board of Education, this Agreement shall be null and void.
6. Dismissal of Lawsuit. Within two (2) business days after receipt by P1 Group of both the Joplin Schools Payment and UCC Payment, the Parties shall dismiss all claims and causes of action in the Lawsuit with prejudice, with each Party to bear their own court costs, expert witness fees, and attorney’s fees.
7. Compromise of Disputed Claims. The Parties acknowledge that this is a compromise of disputed claims. This Agreement shall not be construed as an admission of liability, as each party denies any and all liability to each other and denies the nature and extent of any damage claimed by any other party.
8. Binding Effect. This Agreement is binding upon the Parties, their successors, insurers and assigns, and the Joplin Schools Board of Education, and its members. The individual signing the document on behalf of each party is an authorized representative and has the capacity to bind that party.
9. Entire Agreement. This Agreement contains the entire agreement between the Parties, and there are no other agreements, promises or representations, whether oral, written, express or implied, not expressly set forth in this Agreement. The Parties also agree that all the terms of this Agreement are contractual and not a mere recital.
10. Construction. This Agreement has been arrived at after thorough bargaining and negotiations between the Parties, and after each Party sought and obtained legal advice of counsel. The language of this Agreement is a product of the mutual effort of the Parties. This Agreement shall be construed fairly as to all Parties; it shall not be construed for or against any party on the basis of the extent to which that party participated in its drafting.
11. Confidentiality. The Parties will, to the extent it is lawful, keep these terms confidential and no publicity will be given to the terms. The Parties recognize P1 Group has business reasons to disclose the outcome to its customers or prospective customers, and such disclosure shall not be a violation. The Parties further recognize and agree that under the Missouri Sunshine Law, § 610.021, RSMo., Joplin Schools may be required to make this Agreement public upon final disposition of the Lawsuit, and that disclosure by Joplin Schools of this agreement to others shall not be a violation.
12. Applicable Law. This Agreement shall be governed by Missouri law, without regard to conflict of law principles that might otherwise apply.
13. Attorneys’ Fees and Costs. In the event of a breach of this Agreement, the breaching party shall pay all attorney’s fees, costs and expenses associated with enforcing this agreement and collecting payment of all sums due. Interest shall accrue on any late payments at the rate of 1.5% per month.
14. Counterparts. This Agreement may be executed by the Parties in counterparts, which taken together, are deemed one and the same instrument. 15. Facsimile or Email Signature. This Agreement may be executed by facsimile or e-mail signatures which shall be deemed to have the same force and effect as an original signature.
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