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Home My WebLink AboutRESO 5101•' .. ORIGINAL RESOLUTION NO, 5101 - RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO AUTHORIZING THE CITY A'rl'ORNEY TO EXECUTE SET'l'LEMENT AND THE l\ELEASE DISCHARGING ROCKWELL INTERNATIONAL CORPORATION. NEPTUNE INTERNATIONAL, INC. AND BADGER HETER, INC. FROM ALL CLAIMS IN COURT ACTION NO. C-50284 (GHB) IN ~ UNITED STATE~ DISTRICT COURT FOR THE NORTHERN i..t.3TRICT OF CALIFORNIA The Council of the City of Palo Alto does RESOLVE as follows: SECTION 1. That Robert K. Booth, Jr.t City Attorney of the City of Palo Al to ~s been authorized to.·. execute the attached Release for and on behalf of the City of Palo Alto thereby releasing, acquitting and forever discharging -Rockwell International Corporation, Neptune lnternationalt Inc. and Badger Meter,-Inc; and all of their predecessors, successors ~nd assigns as set .forth in said Release incorporated herein by this reference fFQV:I. all cl~ims asserted in Court Action No. C-50284 (GBB) in the United States District Court for the Northern District of California. SECTION 2. That the Council of the City of Palo.Alto -hereby finds that · the passage o.£ tbis reeo!ut!on -i!; ·nc:>t a . "project" within the meanUig of that term as defined in Section 11.04.130 of the Palo Alto MUnicipal Code and, there- fore. no environmental assessment is.neceasa.ry. INTRODUCED AND PASSED: June 16, 1975. '. AYES: Beahrs, Comstock, Henderson, Pearson, Rose~um., Sher .. HOBS: None .. - ABSBRT: Berwald, Clay, Norton. -·.· • r·-:-~~~~~~----------------_...----------------..----------------------- 1. For and in consideration o1 payment• as. described in paragraph 6, belClllr, and subject to the conditions there- in con_tained, plaintiff tor :intervenor)_P_a_l_o_A_l_t_o _____ _ (hereinafter referred to as •plaintiff•) hereby releases, acquits arid forever discharges Rock.well :Intenuational Corporat.ion~ Neptune Intexnationalf lnc. and Badger Meter, Inc. and all of their predecessfu·s, successors and assi9ns, and ~each past and p~"esent. direct or ir..di.reet •. subsidiary, parent, di vision or affiliated corporation, and each of their past and present officers, directors, eapl_oyees, a.gents, repr&senta.tives and · attorneys, and any other person-. finn, CQl'Poration or division now, previously, or hereinafter affiliate~ with iU\Y of the• (all of vhieh are hereinafter referred. to as the. •1te1easee$") fro.It\ .a.ll clail\\S ·asserted aqainst ~ R.eleasees in CQurt Aetioo tto .. C-50284 (GBB) in the united States Ois.triet court for the Northern District of California and fiQla all claims.. whether or after aay have ~g&inst the :Releasees_ or· eny of the• under the ant~t;rust laws of the united Stateus·or any State which (a) are or Jftight have been asserted in tha\. action or in iUlY other of the water meter cases consolidated bofore the' Hon~~ble Geo.~e .. a. Boldt, or (b) ue based upon; connected with, 0r si.oilil:r:ly related to any of the aa.tters referl:'ed to in any o~ t.he. pleading$, pape.r:"s or ot:her records produced or _filed. in any of aa.14 eases .. 2. Plaintiff for itself, ita aucceasorai·al'l4 a.ar:ig:na, expressly releases all unknown es·well u k.nOl!lft clai .. it. aay have imd expressly waives f~ the purpoae of this aeleaae all ·rights Wlder S 1542 of the California_Civ11 COde and the ata.tutea of any other stabs which CQr\tain comparable pro- viaiona. S6ction 1542 ·of ~ California Civil Code provide• as follows& ... •A general Release doe• not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the Release, which, if known by him must have aaterially af fccted his settlement with the debtor." 3. Plaintiff Wlderstands that this Release includes all claims for cost, expenses, and attorneys' fees, taxable or otherwise, incurred in or arisin9 out of prosecution of the aforesaid civil action No.C-50284 (GHB) and the related. water meter cases against the Relea$eeS or any of them. 4. Plaintiff will not hereinafter in any action or other proceeding against the Releasees .or any of them nnder the antitrust laws of the United States or any State rely upon as a basis for any claim any facts concerning any act or omission of the Releasees or any of them occurring prior to the date of this Release.· s. I.t is agreed and understood that this Release sb"all not take effect ~r be binding upon any party until all settling plail.\tiffs and intervenors listed in-Exhibit A hereto have duly executed.Releases substantially in the same form as this Release and until eaoh s~'Ch pl~i~tiff cmd intervenor has delivered to Edward a. Rog.in, Esq. duly executed Dismissals With Prejudice substantially in the form of Exhibit B hereto. Promptly upon the receipt by Edward B .. Rogin, Esq. of Releases and Dismissals W.i tb Prejudice from ~11 plaintiffs and intervenors listed in Exhibit A hereto in forms acceptable to Releasees, he shall ca~ ~11 Dismis$als With Prejudice to be executed by the ·aono~able George a. Boldt or, in his abSeJt,ce, the Judge assigned to the water aet.er cases, and shall thereafter cause such . Dismissals With Prejudice to be filed. 6. Upon the receipt by Edward B. Rogin, Esq. of . duly executed Releases and Dismissals With Prejudice from each plaintiff and intervenor as provided in paragraph 5, above, 2 .. the Relcasees shall transfer the sum of one million dollars ($1,000,000) to Guido saveri. Esq., as 'l'rusti?e, to be helCl by him until all Dismissals With Prejudice have been executed and fi\ed as provided in paragraph S, above. UpOn notice from. Edward B. Rogin, Esq. that such Dismissals With Prejudice have been filed, Guido Saveri 6 Esq., shall cause the aforementioned one million dollars ($1,000,000) to be divided among the , plaintiffs and intervenors listed in Exhibit A hereto as in their discretion they determine. Releasees shall have no obligation whatsoe~er to transfer the sum of one million dollars ($1,000,000) or any -_amount to such plaintiffs and intervenors until and unless each such plaintiff and intervenor delivers to Edward B. Rogin, Esq. a duly executed Release and Dismissal With Prejudice. 7. Plaintiff war~ants that it has not sold, assigned, transferred, conveyed, or otherwise disposed of any claim hereby released. 9. Pl~ntiff agrees that the consideration for this Release is in compromise and settlement of disputed claims against .. the Releasees: the _payment of any consideration is not to be construed as an admission of any liability to plaintiff or any other person or entity. · 9. Plaintiff agrees that it will return to Releasees upon the filing of t:he Dismissals With Prejudice all docwnents . ' , all extracts and sUlll!ftaX'ies of documents which the Releasees furnisbed or produced as a part of pre-trial discovery in the water meter cases and all copies of any of the fore9oing in . · its possession, custody or control. IH WITNESS WBEREOP, plaintiff has caused this Release to be executed this :/_day of (),.,~=.... , 1975 by . Cl its duly authorized officer or agent. 3 . . PLAINTIFFS J\HD INTERVENORS IN .WATER METER Cl\SE PLAINTll-'F (S) City of San Francisco City of Phoenix City of Tucson City of Portland East Bay Municipal Utility District Department of Water & Power for the Ci~y of Los Angeles City of Bellingham City of Vancouver City of Seattle City of Santa Clara City of Avondale Town of El Mirage City of Mesa City of Prescott City of Safford -Town of Gilbert Marin Municipal Water District Goleta County City of Riverside City of San Jose City of Santa Barbara INTERVENORS In Marin Action Contra Costa county Water District Alameda City Water District Desert Water Agency Fallbrook Public Utilities District Long Beach Helix lrrigation District Santee City Water District Valley Center Municipal Water District Sor1oma City ·water Agency P.alo Alto Rincon Del Oiablo Municipal Water District CASE NO. c-so192 C-50191 c-50249 C-50339 C;..50613 C-50947 C-69170 .. c-69172 C-52338 c-70612 " • • • • c-50284 • • a • • • • • • • • • • • Rio Linda County Water District San ~i~guito Irrigation District Santa Rosa " • • • • Red Bluff City of Burbank City of Burlingame City of Santa Cruz City of Pasadena City of El Segundo -City of Lompoc EXHIBIT A c-5094!:'. -· • • c-s1131 • • ( .. . . PLAINTIFF(S) City of Beverly Hills City of Santa Monica City of Oxnard Santa Ynez River Water conservation District Improveiaent. District 11 City of San Diego State of Kansas INTERVENORS In Kansas Action Altamont Arkansas City Bonner Springs Cawker City Chanute Chetopa . Clay Center Coffeyville Colby Dodge City El Dorado F;llinwood Ellis Emporia ~rden City Gardner Goodland Greensburg Harper Herington Hillsboro Hoisington Hutchinson Independence Iola Jetmore Johnson City Junction City Kansas City Kingman Lacrosse Lakin Larned ·Lawrence Leavenworth Lenexa Lyndon . Lyons McPherson Manhatta11 Marion Marysville Newton Olathe Osawatcaie Paola Pittsburgh Quenemo 2 CASE NO. C-51526 ·~ • • ·c-10Js2 c-so190 c-71441 II .. • • • II • • • .. .. II A • • • .. " ·• .. • • • .. .. .. • .. • • .. • • • .. • • • • • • • II • • • • • .. ( ... • • PLAINTIFF(S) e CASE Nv. IN'l'ERVENORS In Kansas Action (Cont'd) Randall RichmOnd Salina Seneca South Hutchinson Strong City Topeka Valley Center Wamego Wellington White City Wichita mm 11 Johnson Co. mm 12 Miami.co. RlfD 12 Nemaha Co. • -· 3 c-71441 • ,. • • • • • • • • • • • • ·' ..... _,· ... .-~-· " .