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21-0807_TRUE TEA PARKING LLC (NICCOLA TRUST)_Settlement AgreementSETTLEMENT AGREEMENT AND MUTUAL RELEASE BETWEEN THE ALLAN AND CLAUDIA NICCOLA TRUST, DATED JUNE 15,1979, TRUE TEA PARKING LLC, AND THE CITY OF SAN JUAN CAPISTRANO This Settlement Agreement and Mutual Release ("Agreement") dated as of August -U—, 2021, is entered into by and between True Tea Parking LLC, a California Limited Liability Company, The Allan and Claudia Niccola Trust, Dated June 15, 1979 (Collectively referred to as the "Niccola Parties") and the City of San Capistrano ("City"). City and the Niccola Parties are collectively referred to herein as the "Parties". RECITALS The Parties enter into this Agreement with reference to the following facts: A. The City is the owner of certain real property, in the City of San Juan Capistrano, California as depicted in Exhibit "A" (APN: 121-143-18) ("City Property"). B. True Tea Parking LLC, a California Limited Liability Company is the owner of property adjacent to the City Property and is located at 31733 Los Rios Street, San Juan Capistrano, California, (APN: 121-143-16) as depicted in Exhibit "A" ("True Tea Parking Property"). C. The Allan and Claudia Niccola Trust, Dated June 15, 1979 is the owner of property adjacent to the City Property and is located at 31721 Los Rios Street, San Juan Capistrano, California, (APN: 121-143-17) as depicted in Exhibit "A" ("Trust Properly"). D. The True Tea Parking Property and the Trust Property are collectively referred to herein as the "Niccola Properties." E. A dispute has arisen between the Parties with respect to alleged encroachment by Niccola Parties on to the City Property (the "Dispute"). To resolve the Dispute, the Parties have agreed to revise the real property boundary ("Revised Property Lime") through a lot line adjustment ("Lot Line Adjustment"), recordation of a quitclaim deed ("Quitclaim Deed"), and construction of a new fence ("New Fence"), among other things, as set forth in this Agreement. F. A diagram of the Revised Property Line and location of the New Fence is depicted in Exhibit "B". G. The Parties hereby agree to compromise and resolve this Dispute, pursuant to the terms set forth in this Agreement. In so doing, the Parties have fully and finally resolved the Dispute through the terms of this Agreement. -1- 61147.00150134208082.3 AGREEMENT In consideration of the mutual promises and mutual covenants and obligations set forth below the Parties agree as follows: 1. Recitals. The Parties incorporate the above Recitals as if fully restated in the body of this Agreement 2. Actions to Resolve Dispute. The Parties agree to the following actions as set forth below: a. Obligations of Niccola Parties. i. Within twenty (20) days of this Agreement, Niccola Parties shall engage, at its own cost, the services of such survey, engineering and/or legal professionals as necessary to process the lot line adjustment (the "Lot Line Services") through the City of San Juan Capistrano Development Services Department. The Lot Line Services will include: a) Sul veying work to memorialize the agreed location of the Revised Property Line in Exhibit B. b) Preparation of exhibits and legal descriptions sufficient for the issuance of a Lot Line Adjustment reflecting the New Revised Property Line in Exhibit B. c) Preparation of a exhibits, legal description and the Quitclaim Deed from the City to the Niccola Parties in a form satisfactory to the Parties. ii. Upon completion of the Lot Line Services, file an application for a Lot Line Adjustment along with a check to the "City of San Juan Capistrano" in the amount of $1,937.80, and provide a draft Quitclaim Deed to the City. iii. To provide the City with temporary (30 day) access license to the Niccola Properties for the City's construction of the New Fence at the Revised Property Line. iv. To cooperate in the execution of all documents necessary to effectuate this Agreement. v. To bear its own other administrative and legal costs associated with this Agreement. b. Obligations of City i. To, without delay, process the Lot Line Adjustment application and Quitclaim Deed filed with the City by Niccola Parties. ii. To execute and record the Quitclaim Deed within ten (10) days of City approval of the Quitclaim Deed. iii. To complete construction of the New Fence on the Revised Property Line as shown in Exhibit B within one hundred eighty (180) days of recordation of the Quitclaim Deed. -2- 61147.00150134208082.3 iv. To keep intact the existing fence (which protects the Niccola Properties from intruders), until the New Fence is completed and functioning. v. To cooperate in the execution of all documents necessary to effectuate this Agreement. vi. To bear its own other administrative and legal costs associated with this Agreement. 3. Settlement. Upon signing this Agreement, and excepting the obligations of this Agreement, the Parties, on behalf of themselves, their partners, directors, managers, officers, employees, agents and attorneys hereby release and discharge one another, along with the other's officials, officers, employees, agents, attorneys, successors or assigns, from any and all suits, causes of action, demands, claims, charges, complaints, obligations, liabilities, costs, losses, damages, injuries, rights, judgments, attorneys' fees, expenses and all other legal responsibilities in any form whatsoever in law or in equity, whether known or unknown, and whether suspected or unsuspected including, but, not limited to, those arising from or related to claims that are or could have been stated with regard to the Dispute. 4. Unknown Claims. It is the intention of the Parties hereto in executing this Agreement that it shall be effective as a full and final accord and satisfactory release of each and every matter specifically referred to herein. In furtherance of this intention, each Party acknowledges that he, she, or it is fami liar with Section 1542 of the Civil Code of the State of California, which provides as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEB'T'OR OR RELEASED PARTY. As to any and all claims released by this Agreement, the Parties waive and relinquish any rights and benefits they may have under Section 1542 of the Civil Code of the State of California to the full extent that they may lawfully waive all such rights and benefits. The Parties acknowledge that they are aware that they may hereafter discover facts in addition to or different from those which they now know or believe to be true with respect to the subject matter of this Agreement, but it is their intention to hereby settle and release, fully and finally, any and all matters, disputes, and differences, known and unknown, suspected and unsuspected, which do now exist, may exist or heretofore have existed that relate to the Dispute or that arise out of, or are related to, the allegations and claims sought or arising out of the Dispute. In furtherance of this intention, the release herein given shall be and remain in effect as a full and complete release notwithstanding discovery or the existence of any such additional or different facts. INITIALS: Parties) Parties) (City) -3- 61147.00150134208082.3 Acknowledgment. The Parties acknowledge that they have read this Agreement and that they have had, to the level desired, the Agreement explained to them by legal counsel or the advocate of their choice; that they are aware of the content and the legal effect of this Agreement; that they are acting on their own behalf and in their own capacities; and that they are not relying on any inducements, promises, or representation made by any Party, or any of the employees, agents, or representatives of any other Party, as expressly set forth herein. Each Party to this Agreement acknowledges and warrants that the Party's execution of this Agreement is flee and voluntary. 6. Consideration. The consideration for this Agreement is agreed to be sufficient, by and between the Parties. 7. No Admission of Liability. This Agreement does not constitute an admission of liability or wrongdoing by any Party for any purpose related to the proposal for a new property line on the properties in question. 8. Covenant Regarding Assignment, The Parties represent and warrant that they are the sole and lawful owner of all right, title, and interest of the respective properties involved in this dispute, and to every claim on the matter Parties purport to release herein. Parties further represent and warrant that they have not heretofore assigned or transferred, or purported to assign or transfer, to any person, firm, association or other entity, any right, title or interest in an such claim on this matter. 9. Covenant Regarding Authorx_ty to Sind Parties. Each Party executing this Agreement represents and warrants to the other Party that the individual executing this Agreement has the power and authority to execute and bind the Party to the terms and conditions of this Agreement. 10. Exhibits. The exhibits attached to this Agreement are hereby incorporated as though fully set forth herein. 11. Entire Agreement. This Agreement sets forth the entire Agreement and understanding of the Parties hereto with respect to the transactions and compromises contemplated hereby and supersedes all prior agreements, arrangements, and understandings related to the current property line in dispute. 12. Construction. This Agreement has been negotiated by the Parties prior to the commencement of the Agreement. The language of all parts of this Agreement shall, in all cases, be construed as a whole, according to its fair meaning, and not strictly or against either Party. All rules of construction that a document is to be construed against the drafting Party shall not be applicable to this Agreement. 13. Severability Clause. If any section, provision or part of this Agreement is declared by a court of competent jurisdiction to be invalid, illegal, unconstitutional or unenforceable, such portion shall be deemed severed from this Agreement and the remaining parts shall -4- 61147.00150\34208082.3 remain in full force as if no invalid or unenforceable provision had been part of this Agreement. 14. Survivability of Covenants. All representations and agreements set forth in this Agreement shall be deemed continuing and shall survive the execution date of this Agreement. Upon the completion of the expansion of the Los Ramos public parking lot and the adjustment of the current property line to the proposed property line, Parties will retain all rights associated with the use of their respective real property with respect to the Revised Property Lines. 15. Covenant to Take Further Actions Necess . The Parties hereby agree to execute such other documents and to take such other action as may be reasonably necessary to further the purpose of this Agreement, with the Parties to bear their own costs and attorney's fees for these additional actions. 16. Prohibition Aizainst Third-PBeneficiaries. Except for the rights of beneficiaries pursuant to the releases provided, there are no third -parry beneficiaries to this Agreement, and nothing herein shall confer any enforceable rights on non -signatory persons or entities. 17. Counts arts and Electronic Sinatures. This Agreement may be executed in several counterparts, and it shall not be necessary for each Party to execute each counterpart. When all of the Parties have executed and delivered each counterpart, the counterparts, when taken together, shall be deemed to constitute one and the same counterpart, enforceable against each Party in accordance with its terms. The parties further agree that this Agreement may be executed by electronic signatures, and each signature shall be deemed originals. -5- 61147.00150134208082.3 IN WITNESS WHEREOF, the Parties hereto have executed this agreement, as of the date first written hereinabove. True Tea Parking LLC, a California Limited Liability Company By: i" L l v Its: AQ & 03 61 +r t? - ��2 Allan A. Niccola Dated: /9 1-10 L/ -s � / - , 2021 I The Allan and Claudia Niccola Trust, Dated June 15, 1979 "CITY" City of San Juan Capistrano Ben Siegel City Manager Dated: August 18 '2021 ATTEST. + I Maria Morris City Clerk APPROVED AS TO LEGAL FORM: BEST BEST & KRIEGER LLP By: Its: i Tr Jeffrey S. Ballinger City Attorney Dated: �J �� _�% _, 2021 -6- 61147.00150\34208082.3 R"�� 1 PICJ h a' Vol NO w g;kp . jO *rl U&U* 51' s 31721 Los Rios Street qw Romps She�Portang ' t',.: • ', , ..; � OL 31733 Las Rias Street Approximately 3q EXHIBIT "B" PROPOSED REAL PROPERTY LINE MODIFICATIONS WE 61147.00150\34208082.3