HomeMy WebLinkAboutContracts & Agreements_32-2021AOREEMENTFOR TOLLINti AND SUSPENSION OF TIME,"
'this agreement for tolling and suspension of time ("Agrecrovrit") is made this 21111 day of
March, 2021 (" ElTecliveUate"), by and bet wccn [lie city of Red lands.a municipal corporation and
general law city (" City" ), and Miller eC Associates, it California limited liability company
("Miller"). with regard to the I'olttm irng (acts and circurnstances. City and Miller are sonctimes
individually referred to herein as it "Parts" and. together, as the "Parties."
RECITALS
WHERE' AS, Miller is the owner of Certain real property located within the city of Redlarxls
at GI l W. Redlands Boulevard, ac i otherwise identified as county of 5aut Bunardino Assessor
Parcel Number 0 171-031-08-000 ("Proper(y"); and
WHEREAS.on NoN ember 25, 2020, Miller filed a claim fordamages("Claim") with City,
alleging that City's storm water facilities or other Cily-owned waterracilities were causing danmge
to the Property, and that the damage was severe and continuing; and
WHEREAS, Miller alleges that, on January 11, 2021, the Claim has been deemed denkxi
by operation of law pursuant to Covertnnicnt. Coda section 912.4(c), and that Miller is requesting
the Parties to contimte to investigate the C'Iaim; and
WHEREAS, there is not adequate time raider present circumstances, including but not
limited to the consequences of the pending public hcu lth emergency related to CO V t i7.19, ro' City
and Miller to investigate and assess the Claim and negotiate at possible resolution to the Ciairii;
NOW, nivRFTORE, in consideration or the mutual promises contained herein, and ror
such other good and valuable consideration the receipt of which is hereby acknow led get], the City
orRedhnndsand Miller ck' Associates agree as rollows:
ACiREEMENT
Section 1. 'Ifolline Period. To the extent permitted by law, the Parties hereby agree to
toll and suspend tire time within which Miller is required to rite it complaint Iiir damages against
City front the Effective Date of this Agreement rmtil February 28, 2022 (the "rolling Period"),
unless hereafter rurtherextended by written agreement or the parties.
Section 2. No Admission of :cult. The Pnrticsacknowleclgeau<l agree that ill puti)nse
or this Agreement is simply to provide the Parties with additional time to discuss a resolulon or
lire Claim" Ncidivr the Fact that the Parties have entered into this Agreement, nor the terms and
conditions of (his Agreement, shall be construed in any manner as an admission or any fault,
wrongdoing, or liability by Miller, City, or any City ofiiciais, officers, or employees.
Section 3. Entire Ag eernent. 'Ihis Agreement constitutes the entire agreement
between the Panties with respect to the subjcci matter hereul', and supersedes any and all odncr
agreements, understandings, negotiations, or discussions, either oral or in writing, express or
implied„ between the Parties with respect to the subject matter hereof. The Panics acknowledge
that no representations, inducements, promises, agreements, or warranties, oral ortithvivvise with
I
t'ca4ljm'.1yrtenu'rtiv'�LI4r,h Assuwr�rtr;. tnllmg igl cenxnt I"1': U.iw�K�,p,;t
rvgard tothe subject imatter of this Agreerncnt, have been made by them, Or anyaaaeacung on their
behalf, which arc not crribodied in this Agreement
Sect ion4. Modification ifAsrccmvni. Any alteration, change or rnodirication of, of
to, this Agreement shall be made by written instrument executed by the Parties in Order to become
effective.
Sectioir 5. Dindin�i;Cfrc(, This Agreement. and all of the terms and provisions heraor,
shall be binding upon, and shall hrtrre to the benefit of, the I'artfcs and their respective heirs, legal
representatives, successors, and assigns.
Section d. "termination, hither Parly may, at tiny time, provide the other with written
notice lenninaling this Agreement hyematil, mail. or personal delivery, Such termination shrill be
effectiveno sooner than thirty (30) calendar Clays following ticlivery ()['written notice of exercise
Of the termination option to the Iron-terYninating Party. 'file thirty (30) calendar day period shall
be deemed to taave commenced after the datcofdelivery orsuch notice in rre+ordanee with Section
8 herein'. Such notice of tenarirattion shall in no event result in the shortening of any period of
limitation otlael-MIM provided by law. In the event that Miller riles a law•sttit against City regarding
tine dispute described herein, then this Agreement shall automatically become null and void.
sset ion 7. LttPased Causcs tIlAstinn.'fhis Agreement has no effect on claims orcauses
ofiretion that, prior to the Efnective bate of this Agreement, were already burred by the statute of
limitations or otherwise barred by the passage of tithe, and this Agreement shall not be consttlred
to revive any such time -burred claims or causes oraction. Any derense which any Party array have,
including those based on laehes or related equitable defenses, shall not be bused upon or supported
in any wily by the postponement orally cluim or derense during the "lulling Period.
Section 8. Notices, Any notice or other communicatio❑ required, or which Italy be
given, pw� uant to thiti Agreement, shall be in writing- Any such notice shall be deemed delivered
0) on the date ordelivery in person; (ii) five (5) days after deposit in first class registered mail,
witlareturn receipt requested; (iii) to the actual delivery If atciI'd epositedwitIran Overnight cottric1%
or (iv) on Lire datescnt by faesimilc, irconfirmed with a copy sent contemporaneously by first
class, certified, Iegistered or express mail; if, each case properly posted and fully prepaid to the
appropriate address set roeth below, or sueh other address as a Party may provide notice in
accordance with this section:
CITY
City Clerk
City of Redlands
35 Cajon Street
11.0. Box 3005 (mailing)
Red lands;. CA 92373
jdonaidson(yeityorrcdIand .oqg
Photae. (909) 798-75.11
lax: (909) 798-7535
IVIILLER
.toe Miller
Miller &. Associates LLC
611 West Redlands Boulevard
Redlands, CA Q373
toe rnillerrd,houmaiLcOm
Phone: (951) 313-3444
5
L s.r Jim 'Agrww,ij,'NIM,t ,@a>.nnarex7,11 \gmuem i SH1.10N!,h.
Section 9- No Third imii% Beneficiaries, Tis -\greement sh.iII not he deemed to confer
any right', uftcwn any third pamcs a. benel leianes of Ihis :Agreement nor obIlgatc either oft he Parties
to this Agreement to any person or entity not a Party to tills Agreement.
Section 10. Attclrncys' lees. Shoul
the terms or conditions of this Agreerneni, t
attorneys' fees and costs, in addition to any
including fees for a Paiir 's use of "in-hOLISC
d anN action be commenced to enforce or interpret
Para\ shall be entitled to reasonable
to k% hic}t that Party may be entitled,
he prevailing
other relief'
counsel.
Section 11. Severability. Shottld any portion, word, rlatise. phrase. sentence. or
paragraph of this Agreement be declared void or unenforceable, such portion shall be considered
independent and severable from the remainder, the t alidity ofwhic•h shall remain unaffected.
Section 12. Guverntnt_ Lacs. "iltis Aureeinent is made and entered inio in the State of
California, and shall in all respects he interpreted. enfor:ed and gmerned under the laws of said
Stale.
IN \VITNFSS WIIFRrOI, the Parties have each duly etccuted this Agreement as of the
Effecti%e Date first referenced above.
CITYOF: REDLANDS.
a tttun � a e�tt�ur� t,i�wj
c
Ry,:
Paul I R;irich. %Lrr ,r
ATTEST.
By:
a e Donaldson, C it% t lerk
ki11.1, F R & ASSOCIA11S.
a hrnited habili
toe 11iIher --
I t',I 3;m Agice tkA, MI lIt: • A A%wtmtt:, T,dllne %gr cc, T>_N 1l-.'I0-lA L%' A, t