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Home My WebLink AboutJAMES V. LACY ET ALOCT 2 4 2071, A-2024-I84 a04 /°) SETTLEMENT AGREEMENT AND RELEASE OF CLAIMS v: lat,rz, 4osSinI (W) WITNESSETH: WHEREAS, Petitioners, James V. Lacy, United States Justice Foundation, California Public Policy Foundation, and Pasquale Talarico, filed an action against Respondents, Jennifer L. Hall, in her official capacity as Santa Ana City Clerk, and Bob Page in his official capacity as Orange County Registrar of Voters, and Real Party In Interest, the Santa Ana City Council, in the Superior Court of the State California, County of Orange, Central Justice Center known as James v. Lacy, et al. v. Jennifer L. Hall, in her official capacity as Santa Ana City Clerk, etal., Case No. 30-2024-01402208-CU-WM-CJC (the "Action"). WHEREAS, Petitioners and City of Santa Ana ("City") on behalf of Respondent Jennifer L. Hall in her official capacity as Santa Ana City Clerk and Real Party in Interest, the Santa Ana City Council (collectively, the "Parties"), desire to settle fully and finally all remaining differences between them, including arising out of the ballot materials that were at issue in the Action described above. NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained and other good and valuable consideration, receipt of which is hereby acknowledged, and to avoid continued litigation in the Action, it is hereby agreed by and between the Parties as follows: I . This Settlement Agreement and Release of Claims ("Agreement") shall not be construed as an admission by City of any liability whatsoever, or as an admission by City of any violation of any order, law, statute, or duty, whatsoever against Petitioners or any person. City specifically disclaims any liability to Petitioner or any other person for any alleged violation of any order, law, statute, or duty on the part of any employees or agents of City. Likewise, this Agreement and compliance with this Agreement shall not be construed as an admission by Petitioners of any liability, misconduct, or wrongdoing whatsoever. 2. Each party will exchange a fully signed executed copy or original of this Agreement. City cannot proceed with processing payment without a fully executed copy of the Agreement from Petitioners. 3. Following receipt of, or in exchange for, an executed copy this Agreement, City will pay by Automated Clearing House ("ACH") or wire transfer in the amount of Thirty -Five Thousand Forty -One Dollars and Fifteen Cents ($35,041.15) made payable to the "Law Office of Chad Morgan Client Trust Account" within fourteen (14) calendar days. This monetary amount represents a full and complete settlement of Petitioners' claims for attorneys' fees and costs and any other damages alleged in the Action. 4. Petitioners confirm that this Agreement constitutes full and complete settlement of all claims for attorneys' fees and costs or any other damages made against City, Respondent Hall and/or Real Party in Interest in this Action. Petitioners will not seek any further compensation for any other claimed damages, costs, or attorney's fees in connection with the Action. 5. Petitioners acknowledge and agree that City has made no representations regarding the tax consequences of any amounts received pursuant to this Agreement. Petitioners agree that Petitioners and Petitioners alone are liable for all taxes, if any, which are owed by any Petitioner on any amount, received hereunder including interest and penalties. Petitioners will hold City, Respondent Hall, and Real Party in Interest harmless from any and all claims made by federal, state, or local taxing authorities or lien holders against Petitioners on amounts owed by Petitioners 6. Each person signing below represents that that person has reviewed all aspects of this Agreement, that the Agreement has been carefully read and fully explained to them and that they understand every provision of this Agreement, that they understand that in agreeing to this document they are releasing each party hereby from the claims described in paragraphs 3 and 4, above, that they voluntarily agree to all the terms set forth in this Agreement, that they knowingly and willingly intend to be legally bound by the same, that they were given the opportunity to consider the terms of this Agreement and discussed them with legal counsel. Each party hereby warrants that they have the authority to enter into this Agreement and bind the party for whose benefit they execute this Agreement. 7. Petitioners hereto represent and acknowledge that in executing this Agreement, Petitioners do not rely and have not relied upon any representation or statement made by City or by any of the City's agents, attorneys, or representatives with regard to the subject matter, basis, or effect of this Agreement or otherwise, other than those specifically stated in this Agreement. 8. This Agreement shall be binding upon the Parties hereto and upon their heirs, administrators, representatives, executors, predecessors, successors, and assigns, and shall inure to the benefit of said Parties and each of them and to their heirs, administrators, representatives, executors, predecessors, successors, and assigns. 9. Should any provision of this Agreement be declared or be determined by any court of competent jurisdiction to be illegal, invalid, or unenforceable, the legality, validity, and enforceability of the remaining parts, terms, or provisions shall not be affected thereby, and said illegal, unenforceable, or invalid part, term, or provision shall be deemed not to be a part of this Agreement. 10. This Agreement sets forth the entire agreement between the Parties hereto and fully supersedes any and all prior agreements or understandings, written or oral, between the Parties hereto pertaining to the subject matter hereof. 11. This Agreement shall be interpreted in accordance with the plain meaning of its terms and not strictly for or against any of the Parties hereto. [This section intentionally lei blank] 12. This Agreement may be executed in counterparts, secured via e-mail, facsimile transmission or otherwise, each of which shall be deemed to be an original. Photocopies of any executed counterpart shall have the same force and effect as an original. Petitioners Oct 23, 2024 James l; acti Dated: James Lacy (Oct 23, 20 12:45 PDT) JAMES V. LACY Dated: Oct 23, 2024 PA QUALE TAL ICO Wes Lac Dated: Oct 23, 2024 UNITED STATES JUSTICE FOUNDATION By: James V. Lacy It-s President Oct 23, 2024 3awes L Dated: James Lacy (Oct 23, 20 12:45 PDT) CALIFORNIA PUBLI POLICY FOUNDATION By: James V. Lacy It's Chairman L& Dated: Z L CITY OF SANTA ANA, a charter law city and municipal corporation, duly organized and existing under the Constitution and laws of By: �" Rn✓,6 the 5a of Califo Alvaro Nunez, City Manager ATTEST: CITY OF SANTA ANA, a charter law city and municipal corporation, duly organized and existing under the ConstitutioAnd laws of the State of California .1 mj� . ,� Dated: L,?-4 k� APPROVED AS TO FORM: LAW OFFICES OF CHAD MORGAN Dated:_ Oct. 23, 20241 Chad Morgan, Esq. Attorney for Petitioners SONIA R. CARVALHO CITY ATTORNEY Dated: October 23, 2024 �aww . � . Laura A. Rossini Chief Assistant City Attorney Attorneys for City, Respondent Hall and Real Party in Interest